IsoEnergy Announces Filing and Mailing of the Management Information Circular in Connection with its Special Meeting of Shareholders to Approve the Acquisition of Anfield
IsoEnergy Announces Filing and Mailing of the Management Information Circular in
Connection with its Special Meeting of Shareholders to
Approve the Acquisition of Anfield
• Your vote is important no matter how many votes you hold. Vote today.
• The Board of Directors of IsoEnergy recommends that Shareholders vote
IN FAVOUR of both Meeting Resolutions
• Shareholders who have questions or need assistance with voting their shares should contact
IsoEnergy’s proxy solicitation agent and shareholder communications advisor Laurel Hill Advisory
Group by telephone at 1-877-452-7184 or by email at [email protected].
Toronto, ON – November 6, 2024 – IsoEnergy Ltd. (“IsoEnergy”) (TSX: ISO; OTCQX: ISENF) is pleased announce
that its management information circular (the “Circular”) and related materials in connection with the special
meeting (th e “Meeting”) of shareholders (the “ IsoEnergy Shareholders ”) are now available on IsoEnergy’s
website at www.isoenergy.ca/investors/special-meeting/ as well as under IsoEnergy ’s profile on SEDAR+
(www.sedarplus.ca). IsoEnergy commenced the mailing of the Circular and related materials for the Meeting to
IsoEnergy Shareholders on Wednesday, November 6, 2024.
The Arrangement and Meeting Details
On October 1, 2024, IsoEnergy and Anfield Energy Inc. (“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 (the
“Arrangement”).
If the Arrangement is completed, Anfield will become a wholly -owned subsidiary of IsoEnergy. IsoEnergy
Shareholders will continue to own their existing common shares of IsoEnergy (“IsoEnergy Shares ”) on
completion of the Arrangement. Following the completion of the Arrangement, former IsoEnergy Shareholders
are expected to own approximately 83.8%, and former Anfield shareholders are expected to own approximately
16.2% of the issued and outstanding IsoEnergy Shares on a fully-diluted in-the-money basis, in each case based
on the number of securities of IsoEnergy and Anfield issued and outstanding as of October 1, 2024.
At the Meeting, IsoEnergy Shareholders will be asked to vote on an ordinary resolution approving the issuance
of IsoEnergy Share s in connection with the Arrangement (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 Circular.
IsoEnergy will hold its Meeting on December 3 , 202 4, at 2:00 pm (Toronto time) online at
meetnow.global/M9YNP66 with the ability for IsoEnergy Shareholders to participate electronically as explained
further in the Circular.
IsoEnergy Board of Directors’ Recommendations
The Board of Directors of IsoEnergy unanimously recommends that IsoEnergy
shareholders vote FOR both Resolutions
IsoEnergy Shareholders are encouraged to read the Circular in detail and vote your IsoEnergy Shares as soon as
possible. The deadline for voting your IsoEnergy S hares is at 2:00 p.m. (Toronto time) on Friday, November 29,
2024.
Strategic Rationale for the Arrangement
The following is a summary of certain principal reasons for the unanimous determination of the IsoEnergy Board
that the Arrangement is in the best interests of IsoEnergy and the unanimous recommendation of the IsoEnergy
Board that IsoEnergy Shareholders vote FOR the Share Issuance Resolution:
• Expected Expansion of Near -Term U.S. Uranium Production Capacity – The combined portfolio
(the “Combined Portfolio”) of permitted past-producing mines and development projects in the
Western U.S. is expected to provide IsoEnergy with substantial increased uranium production
potential in the short, medium and long term.
• Ownership of Shootaring Canyon Mill – Completion of the Arrangement secures ownership of the
Shootaring Canyon Mill, one of only three permitted conventional uranium mills in the U.S., and
which is located adjacent to IsoEnergy’s Tony M Mine. A production reactivation plan has been
submitted to the UDEQ for the Shootaring Canyon Mill. The plan addresses the updating of the
mill's radioactive materials licence from its current standby status to operational status as well as
to increase throughpu t from 750 st pd to 1,000 stpd and expand licensed annual production
capacity from 1 million lbs U₃O₈ to 3 million lbs U₃O₈. IsoEnergy also has existing toll- milling
agreements in place with Energy Fuels for its White Mesa Mill to provide additional processing
flexibility for certain of IsoEnergy’s mines.
• Complimentary Project Portfolio Provides Immediate Operational Synergies – Benefits from the
proximity of the Combined Portfolio in Utah and Colorado are expected to include, reduced
transportation costs, increased operational flexibility for mining and processing, reduction in G&A
on a per pound basis, and risk diversification through multiple production sources.
• Aligned with Goal of Building a Multi-Asset Uranium Producer in Tier-One Jurisdictions – Beyond
the impressive Combined Portfolio in the U.S., the pro forma company will have a robust pipeline
of development and exploration -stage projects in tier -one uranium jurisdictions, including the
world’s highest grade published indicated uranium mineral resource in Canada’s Athabasca Basin.
• Well-Timed to Capitalize on Strong Momentum in the Nuclear Industry – Recent industry
headlines relating to increasing demand and support for nuclear power are expected to drive
uranium demand, and by extension, prices, coinciding with expected production and development
of the Combined Portfolio.
• Enhanced Capital Markets Profile with Strong Shareholder Base . The Arrangement is expected
to provide IsoEnergy with greater access to capital and trading liquidity, strengthened position for
future M&A, expanded research coverage and increased attractiveness among investors and
utilities. Additionally, the pro forma company will be backed by corporate and institutional
investors of both companies, including, NexGen Energy Ltd., Mega Uranium Ltd., enCore Energy
Corp., Energy Fuels Inc. and Uranium ETFs.
Additional details with respect to the reasons for the IsoEnergy Board’s recommendation are described in the
Circular, which IsoEnergy Shareholders are urged to read in its entirety.
How To Vote
Registered Shareholders Beneficial Shareholders
Common Shares held in own name and
represented by a physical certificate or DRS.
Common Shares held with a broker, bank or
other intermediary.
Internet www.investorvote.com www.proxyvote.com
Telephone 1-866-732-8683 Call the applicable number listed on the voting
instruction form.
Mail Return the form of proxy in the enclosed
envelope.
Return the voting instruction form in the
enclosed envelope.
Shareholder Questions
IsoEnergy Shareholders who have any questions or require assistance with voting may contact Laurel Hill
Advisory Group, IsoEnergy’s proxy solicitation agent and shareholder communications advisor:
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 US)
By 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, p roviding 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.
For More Information, Please Contact:
Philip Williams
CEO and Director
1-833-572-2333
X: @IsoEnergyLtd
www.isoenergy.ca
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this news release. No securities regulatory authority has either
approved or disapproved of the contents of this news release.
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 Arrange ment 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”, “woul d”, “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 anticipated benefits of the Arrangement to
IsoEnergy and its shareholders; the anticipated mailing of the Circular and the date of the Meeting; the expected
ownership interest of IsoEnergy Shareholders and Anfield shareholders in the combined company; anticipated
strategic and growth opportunities for the combined company; the successful integration of the businesses of
IsoEnergy and Anfield; the potential for, success of and anticipated timi ng of commencement of future
commercial production at the companies’ properties, including expectations with respect to any permitting,
development or other work that may be required to bring any of the project s into development or production;
increased demand for nuclear power and uranium and the expected impact on the price of uranium; 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 Arrangemen t 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; the accuracy of management’s assessment of the effects
of the successful completion of the Arrangement and that the anticipated benefits of the Arrangement will be
realized; the anticipated mineralization of IsoEnergy’s and Anfield’s projects being consistent with expectations
and the potential benefits from such projects and any upside from s uch projects; the price of uranium; that
general business and economic conditions will not change in a materially adverse manner; that financing will be
available if and when needed and on reasonable terms; and that third party contractors, equipment and supplies
and governmental and other approvals required to conduct the combined company’s planned activities will be
available on reasonable terms and in a timely manner. 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;
the inability of the combined company to realize the benefits anticipated from the Arrangemen t and the timing
to realize such benefits; the inability of the consolidated entity to realize the benefits anticipated from the
Arrangement and the timing to realize such benefits, including the exploration and drilling targets described
herein; unanticipated changes in market price for IoOEnergy 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 do es not
undertake to update any forward-looking information, except in accordance with applicable securities laws.