Fission Uranium Announces Increase to Bought Private Placement
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
KELOWNA, BRITISH COLUMBIA
Fission Uranium Corp. (TSXV:FCU)(OTCQX:FCUUF)(FRANKFURT:2FU) (“Fission” or the “Company”) is pleased to announce that it has entered into an amended letter of engagement with Dundee Securities Ltd. (the “Lead Underwriter”) on behalf of a syndicate of underwriters including Raymond James Ltd., Cantor Fitzgerald Canada Corporation, Canaccord Genuity Corp. and Macquarie Capital Markets Canada Ltd. (the “Underwriters”) under which the Underwriters have now agreed to purchase 7,500,000 subscription receipts, exchangeable into flow-through common shares of the Company (the “Subscription Receipts”), by way of a private placement on a “bought deal” basis, subject to all required regulatory approvals, at a price per Subscription Receipt of $1.50, for total gross proceeds of $11,250,000 (the “Offering”).
The Underwriters have been granted the option to purchase up to an additional 15% of the Offering, exercisable in whole or in part at any time up to 48 hours prior to the Closing Date (the “Option”).
On September 17, 2013, the Company and Alpha Minerals Inc. ("Alpha") signed a definitive arrangement agreement to effect the previously announced transaction pursuant to which Fission will acquire Alpha and its primary asset, a 50-per-cent interest in the Patterson Lake South joint venture, the other 50 per cent of which is held by Fission (the “Alpha Transaction”). As per the terms and conditions of the definitive agreement Alpha has provided its consent with respect to the Offering.
The gross proceeds of the Offering shall be deposited in escrow on the Closing Date and will be released from escrow to the Company immediately following the closing of the Alpha Transaction and after the spinout of the Company’s non-Patterson Lake South assets and receipt of all required third party and regulatory approvals (the "Escrow Release Conditions"). Consequently, the subscribers will not receive shares in the spinout company.
In the event that the Escrow Release Conditions are not satisfied on or before December 10, 2013, the gross proceeds of the Offering, together with accrued interest earned thereon will be returned to the holders of the Subscription Receipts and the Subscription Receipts will be cancelled.
In connection with the Offering, the Underwriters will receive a cash commission equal to 6.0% of the gross proceeds raised under the Offering (inclusive of the Option) and that number of non-transferable broker warrants equal to 6.0% of the number of Subscription Receipts sold (inclusive of the Option). Each broker warrant will be exercisable into one common share of the Company for a period of 24 months from the Closing Date at a price of $1.50 per common share.
The Closing Date of the Offering is scheduled on or about October 24, 2013. All securities issued will be subject to a four month hold period. The Offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals.
The gross proceeds of the offering will be used for the sole purpose of exploring the Paterson Lake South project..
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" and trade on the OTCQX marketplace in the U.S. under the symbol "FCUUF."
ON BEHALF OF THE BOARD
Ross McElroy, President and COO
FOR FURTHER INFORMATION PLEASE CONTACT:
Fission Uranium Corp.