U3O8 Corp. Announces C$400,000 Non-Brokered Private Placement
36 Toronto Street T: 416-868-1491
Suite 1050 www.u3o8corp.com
Toronto, ON M5C 2C5 TSX: UWE
Canada OCTQB: UWEFF
Press release
U3O8 Corp. Announces C$400,000 Non-Brokered Private Placement
Toronto, Ontario – October 01, 2018 – U3O8 Corp. (TSX: UWE), (OTCQB: UWEFF) (“U3O8 Corp.” or
the “Company”) is pleased to announce a non-brokered private placement to raise approximately
C$400,000 through the sale of approximately 1,600,000 Units (the “Units”) at a price of C$0.25 per Unit
to close on or about October 19, 2018 (the “Financing”). Each Unit will consist of a common share of the
Company (a “Common Share ”) and one whole common share purchase warrant (a “ Warrant”). Each
Warrant will entitle the holder to purchase a Common Share at a price of C$0.40 and shall be valid for 36
months from the date of issuance.
In the event that subscriptions received for the Financing based on available prospectus exemptions
exceed gross proceeds of C$400,000, the Company may increase the size of the Financing to 2,000,000
Units and gross proceeds of C$500,000.
Available Prospectus Exemptions to Subscribers
The Financing will be conducted pursuant to availabl e prospectus exemptions including sales to
accredited investors, close friends, family and business associates of directors and officers of the
Company, as well as to existing shareholders of U3 O8 Corp. by relying on the existing securityholder
prospectus exemption (the “ ESPE”), adopted by the Ontario Securities Commission (the “ OSC”) on
February 5, 2015.
Existing shareholders who would like to participate in the financing through the provisions of the ESPE
must comply with the following:
a. Have owned one or more Common Shares as at Friday, September 28, 2018 (the “Record Date”)
and continue to own one or more Common Shar es of the Company until completion of the
Financing; and
b. Purchase the Units as principal and reside in Canada except for the province of Newfoundland
and Labrador.
Each shareholder who qualifies to purchase shares under the ESPE ru les may purchase up to C$15,000
of the Company’s Common Shares in any twelve-month period. Any qualifying shareholder that makes a
declaration on the subscription form that he or she has obtained advice from a financial advisor in regard
to the purchase of the Company’s Common Shares w ill not be subject to the C$15,000 ceiling. Due to
associated legal, regulatory and administration costs, the Company requests that subscriptions be for a
minimum of C$1,000 per shareholder.
In accordance with the ESPE, the Company confirms ther e is no material fact or material change related
to the Company that has not been generally disclos ed and that the Company’s “core documents” and
“documents”, as defined under applicable securities laws, do not contain a misrepresentation.
If the Financing is over-subscribed, it is possible that a shareholder's subscription may not be accepted by
the Company even though it is received.
This news release does not constitute an offer of secu rities for sale in the USA. The securities being
offered have not been, nor will they be, registered u nder the United States Securities Act of 1933, as
amended, and such securities may not be offered or so ld within the USA absent USA. registration or an
applicable exemption from USA registration requirements.
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Use of Proceeds
Proceeds of the Financing will be used for the completi on of metallurgical test work on the Company’s
Laguna Salada uranium-vanadium deposit in Argentina, for general corporate and administrative
purposes, and to enable the Company to consider exer cising its right to maintain its 39% holding in the
private frac sand company, South American Silica Corp. (“ SAS”), should SAS undertake a private
placement in light of positive developments in the frac sand industry.
Colombia
The Company would like to clarify that the “Berlin Pr oject” on which three geologists were recently killed
by guerillas in Colombia, is not U3O8 Corp.’s Berlin Project. However, U3O8 Corp.’s Board of Directors
and Management have taken note of the recent security incidents in Colombia and are considering
various options.
Finders’ Fees
Eligible finders who introduce an investor to the Financing will be paid a commission of 7% of the value of
the client’s investment in cash and 7% of the value of the client’s investment in broker warrants (the
“Broker Warrants”). The Broker Warrants will be exercisabl e into Common Shares of the Company at
C$0.40 and will be valid for a period of 24 months from the date of closing of the Financing.
Related Party Transactions
Richard Spencer (CEO of the Company) and John Ross (CFO of the Company) are expected to
participate in the Financing (the “ Insider Participation ”) and their partic ipation will constitute a related
party transaction within the meaning of Multilateral Instrument 61-101 (“ MI 61-101 ”). In the absence of
exemptions, the Company would need to obtain a formal valuation for, and minority shareholder approval
of, the related party transaction. The Company intend s to rely on the exemptions from the valuation and
minority shareholder approval requirements of MI 61- 101 contained in Sections 5.5 and 5.7 of MI 61-101
in respect of the Insider Participation.
Residents of the USA
Under USA regulations, 35 US non-accredited investors may participate in the Financing. There is no limit
on the number of accredited investors eligible to subscribe in the Financing from the USA.
Subscription Procedure
Please inform us your interest in participating in this Financing via the following link on the Company’s
corporate website http://www.u3o8corp.com/subscription-guide/
Subscriptions will be accepted by the Company on a “first come, first se rved basis.” Therefore, if the
Financing is over-subscribed, it is possible that a shareholder subscription may not be accepted by the
Company. Additionally, the Company reserves the right, in a situation of over-subsc ription, to reduce the
number of Units available to each subscriber.
TSX Approval and Hold Periods
The Financing is subject to certain conditions includi ng, but not limited to, the receipt of all necessary
approvals, including final approval of the TSX and applicable securities regulatory authorities.
All securities issuable pursuant to the Financing will be subject to a statutory four (4) month hold period.
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About U3O8 Corp.
U3O8 Corp. is focused on exploration and development of deposits of uranium and battery commodities
in South America. Battery commodities that occur wi th uranium resources include vanadium, nickel, zinc
and phosphate. The Company’s mineral resources estimates were made in accordance with National
Instrument 43-101, and are contained in the following deposits:
• Laguna Salada Deposit, Argentina – a PEA shows this near surface, free-digging uranium-
vanadium deposit has low production-cost potential;
• Berlin Deposit, Colombia – a PEA shows that Berlin also has low-cost uranium production
potential due to revenue that would be generat ed from by-products of phosphate, vanadium,
nickel, rare earths (yttrium and neodymium) and other metals that occur within the deposit; and
Additional Information
Information on U3O8 Corp., its resources and technical reports are available at www.u3o8corp.com and
on SEDAR at www.sedar.com. Follow U3O8 Corp. on Facebook: www.facebook.com/u3o8corp, Twitter:
www.twitter.com/u3o8corp and YouTube: www.youtube.com/u3o8corp.
For further information, please contact:
Carolina Diaz at [email protected] or phone (416) 868-1491 or Richard Spencer, President & CEO,
U3O8 Corp., Tel: (647) 292-0225 [email protected]
Forward-Looking Statements
This news release includes certain “forward looking statements” related with t he development plans, economic
potential and growth targets of U3O8 Corp’s projects. Forward-looking statements consist of statements that are not
purely historical, including statements regarding beliefs, plan s, expectations or intensions for the future, and include,
but not limited to, statements with resp ect to: (a) the low-cost and near-term development of Laguna Salada, (b) the
Laguna Salada and Berlin PEAs, (c) the potential of the Kurupu ng district in Guyana and (d) the price and market for
uranium. These statements are based on assumptions, including that: (i) actual results of our exploration, resource
goals, metallurgical testing, economic studies and development activities will continue to be positive and proceed as
planned, and assumptions in the Laguna Salada and Berlin PEAs prove to be accurate, (ii) requisite regulatory and
governmental approvals will be received on a timely basis on terms acceptable to U3O8 Corp., (iii) economic, political
and industry market conditions will be favourable, and (iv) financial markets and the market for uranium will improve
for junior resource companies in the short-term. Such statements are subject to ri sks and uncertainties that may
cause actual results, performance or dev elopments to differ materially from those contained in such statements,
including, but not limited to: (1) changes in general economic and financial market conditions, (2) changes in demand
and prices for minerals, (3) the Company’s ability to establis h appropriate joint venture partnerships, (4) litigation,
regulatory, and legislative developments, dependence on regulatory approvals, and changes in environmental
compliance requirements, community supp ort and the political and economic clim ate, (5) the inherent uncertainties
and speculative nature associated with ex ploration results, resource estimate s, potential resource growth, future
metallurgical test results, changes in project paramet ers as plans evolve, (6) competitive developments, (7)
availability of future financing, (8) exploration risks, and other factors beyond the control of U3O8 Corp. including
those factors set out in the “Risk Fact ors” in our Annual Information Form available on SEDAR at www.sedar.com.
Readers are cautioned that the assumptions used in the preparation of such inform ation, although considered
reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed
on forward-looking statements. U3O8 Corp. assumes no obli gation to update such information, except as may be
required by law. For more information on the above-noted PEAs, refer to the September 18, 2014 technical report
titled “Preliminary Economic Assessment of the Laguna Salada Uranium-Vanadium Deposit, Chubut Province,
Argentina” and the January 18, 2013 technical report titled “U3O8 Corp. Preliminary Economic Assessment on the
Berlin Deposit, Colombia.”