PR Newswire
TORONTO, Nov. 20, 2024
- Your vote is important no matter how many votes you hold.
- The Board of Directors of IsoEnergy unanimously recommends that Shareholders vote FOR the Arrangement Resolution.
TORONTO, Nov. 20, 2024 /PRNewswire/ - IsoEnergy Ltd. ("IsoEnergy") (TSX: ISO) (OTCQX: ISENF) is pleased to announce that independent proxy advisory firm Institutional Shareholder Services Inc. ("ISS") has recommended IsoEnergy shareholders ("Shareholders") vote "FOR" the ordinary resolution (the "Share Issuance Resolution") to approve the share issuance in connection with the previously announced arrangement (the "Arrangement") involving the Company and Anfield Energy Corp. ("Anfield") at the upcoming Special Meeting of Shareholders (the "Meeting") to be held on Tuesday, December 3, 2024 at 2:00 p.m. (Toronto time).
Philip Williams, Chief Executive Officer and Director of IsoEnergy, commented, "We are pleased that ISS supports the Board's unanimous recommendation that shareholders vote "FOR" the Share Issuance Resolution. We look forward to working towards completion of the Arrangement and encourage all IsoEnergy shareholders to follow the recommendations of ISS and IsoEnergy's Board of Directors to vote "FOR" the Arrangement Resolution."
ISS is widely recognized as the leading independent voting and corporate governance advisory firm. Their analysis and recommendations are relied on by many major institutional investment firms, mutual funds, and fiduciaries throughout North America.
In its report, ISS stated, among other things, that, "The transaction makes strategic sense as the combined company is anticipated to have greater access to capital, increased trading liquidity, unlock potential cost synergies, and provide development optionality to shareholders."
Vote Today
Shareholders are reminded that the deadline to vote is fast approaching. Shareholders must submit their proxies before 2:00 p.m. (Toronto Time) on Friday, November 29, 2024.
The Board of Directors of IsoEnergy recommends that Shareholders vote FOR the Share Issuance Resolution
YOUR VOTE IS IMPORTANT – PLEASE VOTE TODAY
The Arrangement and Meeting Details
On October 1, 2024, IsoEnergy and Anfield entered into a definitive agreement (the "Arrangement Agreement") pursuant to which IsoEnergy has agreed to acquire all of the issued and outstanding common shares of Anfield (the "Anfield Shares") by way of a court-approved plan of arrangement.
At the Meeting, IsoEnergy shareholders will be asked to vote on the Share Issuance Resolution and a special resolution approving a potential consolidation of the IsoEnergy Shares (together with the Share Issuance Resolution, the "Resolutions"), in each case as more particularly described in the management information circular mailed to IsoEnergy shareholders in connection with the meeting (the "Circular").
The Meeting will be held online at meetnow.global/M9YNP66 on December 3, 2024 at 2:00 a.m. (Toronto time). Shareholders of record as of November 29, 2024 are eligible to vote at the Meeting.
Please visit the Special Meeting page on our website for complete details and links to all relevant documents ahead of the Meeting at https://www.isoenergy.ca/investors/special-meeting/. The Circular is also available under IsoEnergy's profile on SEDAR+ (www.sedarplus.ca).
Questions
If you have questions about the Meeting matters or require voting assistance please contact IsoEnergy's proxy solicitation agent, Laurel Hill Advisory Group at:
Laurel Hill Advisory Group
Toll Free: 1-877-452-7184 (for shareholders in North America)
International: +1-416-304-0211 (for shareholders outside Canada and the U.S.)
Email: [email protected]
About IsoEnergy Ltd.
IsoEnergy Ltd. (TSX: ISO) (OTCQX: ISENF) is a leading, globally diversified uranium company with substantial current and historical mineral resources in top uranium mining jurisdictions of Canada, the U.S., and Australia at varying stages of development, providing near, medium, and long-term leverage to rising uranium prices. IsoEnergy is currently advancing its Larocque East Project in Canada's Athabasca Basin, which is home to the Hurricane deposit, boasting the world's highest grade Indicated uranium Mineral Resource.
IsoEnergy also holds a portfolio of permitted, past-producing conventional uranium and vanadium mines in Utah with a toll milling arrangement in place with Energy Fuels Inc. These mines are currently on stand-by, ready for rapid restart as market conditions permit, positioning IsoEnergy as a near-term uranium producer.
None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities.
Cautionary Statement Regarding Forward-Looking Information
This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". These forward-looking statements or information may relate to the Arrangement, including statements with respect to the consummation of the Arrangement; receipt and timing of approval of the IsoEnergy shareholders with respect to the Arrangement; the date of the Meeting; and any other activities, events or developments that the companies expect or anticipate will or may occur in the future.
Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Such assumptions include, but are not limited to, assumptions that IsoEnergy and Anfield will complete the Arrangement in accordance with, and on the timeline contemplated by the terms and conditions of the relevant agreements; that the parties will receive the required shareholder, regulatory, court and stock exchange approvals and will satisfy, in a timely manner, the other conditions to the closing of the Arrangement. Although IsoEnergy has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.
Such statements represent the current views of IsoEnergy with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by IsoEnergy, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: the inability of IsoEnergy and Anfield to complete the Arrangement; a material adverse change in the timing of and the terms and conditions upon which the Arrangemen tis completed; the inability to satisfy or waive all conditions to closing the Arrangement; the failure to obtain shareholder, regulatory, court or stock exchange approvals in connection with the Arrangement; unanticipated changes in market price for IsoEnergy Shares and/or Anfield shares; changes to IsoEnergy's and/or Anfield's current and future business plans and the strategic alternatives available thereto; growth prospects and outlook of Anfield's business; regulatory determinations and delays; stock market conditions generally; demand, supply and pricing for uranium; and general economic and political conditions in Canada, the United States and other jurisdictions where the applicable party conducts business. Other factors which could materially affect such forward-looking information are described in the risk factors in IsoEnergy's most recent annual information form, the Circular and IsoEnergy's other filings with the Canadian securities regulators which are available, respectively, on each company's profile on SEDAR+ at www.sedarplus.ca. IsoEnergy does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
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