April 26, 2013
FISSION ENERGY CORP. (“Fission” or the “Company”) (TSX-V: FIS) is pleased to announce that its previously announced plan of arrangement (the “Arrangement”) with Denison Mines Corp.(“Denison”) has closed. Pursuant to the Arrangement, Denison acquired all of the outstanding common shares of Fission (the “Fission Shares”) with Fission spinning out certain assets into a newly-incorporated exploration company, Fission Uranium Corp. (“Fission Uranium”). Under the Arrangement, each Fission Share was exchanged for 0.355 of a common share of Denison, a nominal cash amount of $0.0001 and a common share of Fission Uranium.
On April 23, 2013, Fission shareholders and optionholders overwhelmingly voted in favour of the special resolution approving the Arrangement. The Arrangement received final approval of the British Columbia Supreme Court and TSX Venture Exchange (the “TSX-V”) on April 25, 2013.
In addition, Fission provided approximately C$17 million in funding to Fission Uranium. With the completion of the Arrangement, we are advised that Fission Shares will cease trade on the TSX-V upon close of business on Monday, April 29, 2013 and are expected to be de-listed shortly after that. Fission Shares trading during this time represent only an entitlement to receive the consideration under the Arrangement, as described above. Fission Uranium common shares are expected to commence trading on the TSX-V on Wednesday, May 1, 2013 under the symbol “FCU”.
All unexercised Fission options and warrants will be exercisable for common shares of Denison and Fission Uranium on similar terms, adjusted in respect of exercise price and number, using the same exchange ratio as for the Fission Shares.
About Fission Uranium Corp.
Fission Uranium Corp. is a Canadian based resource company specializing in the strategic acquisition, exploration and development of uranium properties and is headquartered in Kelowna, British Columbia. Common Shares are listed on the TSX Venture Exchange under the symbol “FCU“.
ON BEHALF OF THE BOARD
Dev Randhawa, Chairman & CEO
ON BEHALF OF THE BOARD
Dev Randhawa, CEO and Chairman
FISSION URANIUM CORP. is a Canadian based resource company specializing in the strategic acquisition, exploration and development of uranium properties and is headquartered in Kelowna, British Columbia. FISSION URANIUM CORP. Common Shares are listed on the TSX Venture Exchange under the symbol "FCU".
This press release contains "forward-looking information" that is based on Fission Uranium Corp's current expectations, estimates, forecasts and projections. This forward-looking information includes, among other things, statements with respect to Fission Uranium Corp's development plans. The words "will", "anticipated", "plans" or other similar words and phrases are intended to identify forward-looking information.
Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause Fission Uranium Corp's actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Such factors include, but are not limited to: uncertainties related exploration and development; the ability to raise sufficient capital to fund exploration and development; changes in economic conditions or financial markets; increases in input costs; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological or operational difficulties or inability to obtain permits encountered in connection with exploration activities; and labour relations matters. This list is not exhaustive of the factors that may affect our forward-looking information. These and other factors should be considered carefully and readers should not place undue reliance on such forward-looking information. Fission Uranium Corp. disclaims any intention or obligation to update or revise forward-looking information, whether as a result of new information, future events or otherwise.