Blue Sky Announces Initial Closing of Earn-In Transaction with COAM TSX Venture Exchange (TSX-V): BSK Frankfurt Stock Exchange (FSE): MAL2 OTCQB Venture Market (OTC): BKUCF
Blue Sky Announces Initial Closing of Earn-In Transaction
with COAM
TSX Venture Exchange (TSX-V):
BSK
Frankfurt Stock Exchange (FSE):
MAL2
OTCQB Venture Market (OTC):
BKUCF
VANCOUVER, BC
,
Feb. 27, 2025
/CNW/ -
Blue Sky Uranium Corp.
(TSXV: BSK) (FSE: MAL2) (OTC: BKUCF)
, ("Blue Sky"
or the "Company")
is pleased to announce the initial closing (the "
Initial Closing
") of the previously announced earn-in
transaction (the "
Transaction
") with Abatare Spain, S.L.U. ("
COAM
"), pursuant to which the Company and its wholly owned
subsidiaries have granted to COAM the sole and exclusive right to acquire up to an 80% indirect interest in the Ivana Uranium-
Vanadium Deposit located in the Province of
Rio Negro
,
Argentina
(the "
Property
"), to be effected by way of an 80% equity
interest in Ivana Minerals S.A. ("
JVCO
"), subject to the terms and conditions set forth in the Earn-In Agreement (the
"
Transaction
").
Under the terms of the Earn-In Agreement, COAM has been granted (i) a right to acquire a 49.9% indirect equity interest in the
Property by funding cumulative expenditures of
US$35 million
and (ii) upon completion of a feasibility study, a right to acquire up
to an 80% equity interest in JVCO by funding the costs and expenditures up to
US$160,000,000
to develop and construct the
project to commercial production, subject to the terms and conditions in the Earn-In Agreement.
As part of the initial stage of the Earn-in Agreement dated
November 29, 2024
, COAM contributed
US$650,000
, (the "
Initial
Amount
") and delivered the first Corporate Guarantee for
US$2,350,000
, for a combined total of
US$3,000,000
, corresponding
to the first year minimum funding commitment.
Both COAM and the Guarantor are part of the Corporación América Group, a conglomerate with diversified investments across
Latin America
and
Europe
, with significant stakes in the energy (
www.cgc.energy
), airport (
www.caap.aero
), agribusiness,
services, infrastructure, transportation and technology sectors.
Blue
Sky President
& Chief Executive Officer
Nikolaos Cacos
said:
"We are delighted to solidify our joint venture with COAM
and formally set the wheels in motion to unlock the value of our Ivana deposit. We now have a clear path to development in
which Blue Sky benefits from anti-dilution protection with a free-carry, keeping 20% participation in the JV until reaching
commercial production. In addition, the call-option agreement adds the possibility to further increase the resource through
exploration in adjacent properties. The new JV technical committee has now been established and is set to enact the next
phases of work immediately. We welcome COAM as partner and trust that this long-term relationship will be mutually
beneficial for both parties' shareholders and for the Uranium industry in
Argentina
."
Under the Earn-In Agreement, the Company and its wholly owned subsidiaries
Minera Cielo Azul
("
MCA
") and JVCO granted
COAM the sole and exclusive right (the "
Earn-In Right
") to acquire up to an 80% indirect interest in the Property, to be
effected by way of an 80% equity interest in JVCO, subject to the terms of the Earn-In Agreement. The Earn-In Right is
comprised of (i) a right to acquire a 49.9% interest by funding cumulative expenditures of
US$35 million
during the initial 36-
month period (the "
P&E Earn-In Period
") and (ii) upon completion of a feasibility study, a right to acquire up to an 80% interest
by funding the costs and expenditures to develop and construct the project to commercial production, subject to the terms and
conditions in the Earn-In Agreement.
In connection with the Initial Closing:
i. JVCO and MCA entered into a call option agreement (the "
Call Option Agreement
") whereby MCA granted JVCO
the exclusive right and option (the "
Call Option
") to acquire a 100% interest in all or part of certain exploration targets
owned by MCA (the "
Exploration Targets
"), subject to (i) JVCO incurring minimum annual expenditure amounts at the
Exploration Targets during the term of the Call Option; (ii) JVCO paying the relevant exercise price pursuant to the
formula set forth in the Call Option Agreement; and (iii) JVCO granting MCA a 2.0% royalty on the Exploration Targets
acquired under the Call Option; and
ii. the parties entered into a shareholders' agreement (the "
Shareholders' Agreement
") governing the relationship
among the parties in respect of JVCO and the Property.
Advisors
Blue Sky has engaged ACP Capital Markets LLC ("
ACP
") and Southern Cone Partners ("
SCP
") as joint financial advisors,
Blake, Cassels & Graydon LLP ("
Blakes
") as Canadian legal advisor and Alfaro Abogados ("
Alfaro
") as Argentine legal advisor
in connection with the Transaction.
In connection with the Initial Closing, the Company has agreed to pay a
US$225,000
advisory fee (the "
Initial Fee
") to each of
ACP and SCP (together, the "
Advisors
") pursuant to an amended fee agreement dated
January 7, 2025
(the "
Fee
Agreement
"). Under the Fee Agreement, in addition to the Initial Fee, the Company has agreed to pay each Advisor: (i) upon
each subsequent closing during the P&E Earn-In Period (each, a "
P&E Subsequent Closing
"), a cash payment equal to 2.50%
of COAM's contributions (including Exploration Contributions (as defined below)) capitalized at such P&E Subsequent Closing,
provided that such fee shall only apply to aggregate contributions in excess of
US$9,000,000
; (ii) a cash payment equal to
2.50% of COAM's contributions towards acquiring, exploring, and developing the Exploration Targets ("
Exploration
Contributions
") incurred after the P&E Earn-In Period and (iii) upon each closing following the P&E Earn-In Period (each, a
"
Development Closing
"), a cash payment equal to 1.50% of the contributions (excluding Exploration Contributions) capitalized
by COAM at such Development Closing and the amount of any disbursements to JVCO pursuant to any debt financing provided
or procured by COAM pursuant to the Shareholders' Agreement.
About Blue Sky Uranium Corp.
Blue Sky Uranium Corp. is a leader in uranium discovery in
Argentina
. The Company's objective is to deliver exceptional returns
to shareholders by rapidly advancing a portfolio of surficial uranium deposits into low-cost producers, while respecting the
environment, the communities, and the cultures in all the areas in which we work. Blue Sky has the exclusive right to properties
in two provinces in
Argentina
. The Company's flagship Amarillo Grande Project was an in-house discovery of a new district that
has the potential to be both a leading domestic supplier of uranium to the growing Argentine market and a new international
market supplier. The Company is a member of the Grosso Group, a resource management group that has pioneered
exploration in
Argentina
since 1993.
About
Abatare Spain, S.L.U. and ACI Capital S.à r.l,
Abatare Spain, S.L.U., a company constituted in
Spain
and ACI Capital S.à r.l, a company constituted in
Luxembourg
, parent of
the group controlling the energy business, are part of the Corporación América Group ("
Corporación América
").
Abatare Spain S.L.U. has been involved in several projects related to the energy industry.
Corporación América has developed significant projects and invested in
Argentina
for over 60 years. It holds major stakes in the
energy, airport, agribusiness, services, infrastructure, transportation, and technology sectors, with assets and operations in
Argentina
and 10 other countries. Its subsidiary Corporación América Airports S.A. (NYSE:CAAP) has a current market
capitalization of
US$3.02 billion
.
About ACP Capital Markets
ACP Capital Markets is a specialized investment bank and advisory firm that is focused geographically on Latin America, India,
and
North America
, that covers several sectors including Mining & Metals, Agribusiness, Upstream Energy, Defense/Security,
Telecommunications, and Transportation/Logistics. ACP principally executes capital markets transactions by raising equity and
debt for middle market issuers, focusing primarily on growth capital as well as opportunistic special situations transactions. The
firm also has an active M&A/Advisory practice for buyside and sell side M&A transactions, general advisory as well as providing
valuations including fairness opinions.
About Southern Cone Partners
Southern Cone Partners ("SCP") provides world-class investment banking advisory services, combining global reach and
expertise with an extensively experienced on-the-ground team in
Latin America
. We cover and offer services to a broad range
of clients including corporates, financial institutions, family offices, sovereigns and investors. We provide financial and strategic
advisory to our clients through a broad spectrum of products, including Mergers & Acquisitions ("M&A"), Structured Financings,
Debt Restructurings and Recapitalizations, Private Capital Raises, Valuation and Capital Structure Assessment, and
International Equity and Debt Capital Markets, among others.
About
Blake, Cassels & Graydon LLP
Blake, Cassels & Graydon LLP delivers tailored legal solutions to businesses, combining deep industry knowledge, bench
strength and top-tier service.
About Alfaro Abogados
Alfaro-Abogados is an industry-focused business-oriented law firm founded in 1998 to participate as a player in international
transactions, providing legal advice to local and foreign clients doing business in
Argentina
.
ON BEHALF OF THE BOARD
"Nikolaos Cacos"
_______________________________
Nikolaos Cacos
, President, CEO and Director
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release may contain forward-looking statements and forward-looking information (collectively, the "
forward-
looking statements
") within the meaning of applicable securities laws. Forward-looking statements address future events
and conditions and therefore involve inherent risks and uncertainties. Any statements that are contained in this press release
that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are
often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends" "expects" and similar
expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press
release contains forward-looking statements that, other than statements of historical fact, address activities, events or
developments the Company believes, expects or anticipates will or may occur in the future, including, without limitation,
statements about the use of proceeds; the payment of advisory fees; the strengths, characteristics and potential of the
Transaction; the Call Option Agreement and Shareholders' Agreement; production of uranium products and the success of
commercial production at the Property are forward-looking statements. Forward-looking statements are not guarantees of
future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty
therein.
Forward-looking statements are subject to a number of risks and uncertainties that may cause the actual results of the
Company to differ materially from those discussed in the forward-looking statements and, even if such actual results are
realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on,
the Company. Factors that could cause actual results or events to differ materially from current expectations include, among
other things: the potential that the transaction documents could be terminated under certain circumstances; the impact of
global pandemics; risks and uncertainties related to the ability to obtain, amend, or maintain licenses, permits, or surface
rights; risks associated with technical difficulties in connection with mining activities; and the possibility that future exploration,
development or mining results will not be consistent with the Company's expectations. Actual results may differ materially
from those currently anticipated in such statements. Readers are encouraged to refer to the Company's public disclosure
documents for a more detailed discussion of factors that may impact expected future results. The forward-looking statements
contained in this press release are made as of the date of this press release, and the Company does not undertake any
obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new
information, future events or otherwise, except as expressly required by securities law.
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For further information:
For further information, please contact: Corporate Communications, Tel: 1-604-687-1828, Toll-Free:
1-800-901-0058, Email: [email protected]
CO: Blue Sky Uranium Corp.
CNW 07:00e 27-FEB-25