IsoEnergy and Purepoint Uranium Form Joint Venture Covering Over 98,000 Hectares in the Eastern Athabasca Basin
IsoEnergy and Purepoint Uranium Form Joint Venture
Covering Over 98,000 Hectares in the Eastern Athabasca Basin
Toronto, Ontario – October 22, 2024 – IsoEnergy Ltd. (TSX: ISO) (OTCQX: ISENF) (“ IsoEnergy”) and Purepoint
Uranium Group Inc. (TSXV: PTU) (OTCQB: PTUUF) (“ Purepoint”) are pleased to announce that they have entered
into a contribution agreement in connection with the creation of a joint venture (the “ Joint Venture ”) for the
exploration and development of a portfolio of uranium properties in northern Saskatchewan’s Athabasca Basin. Both
companies will contribute assets from their respective portfolios to the Joint Venture , which will consist of 10
projects covering more than 98,000 hectares in the east side of the Athabasca Basin and will leverage their respective
expertise to capitalize on the significant potential of these properties.
Transaction Highlights
• Joint Venture Portfolio – The Joint Venture will be comprised of 10 projects within the eastern Athabasca
Basin (Figure 1) including:
o IsoEnergy’s Geiger, Thorburn Lake, Full Moon, Edge, Collins Bay Extension, N orth Thorburn, 2Z
Lake, and Madison Projects.
o Purepoint’s Turnor Lake and Red Willow Projects.
• Complementary and Prospective Ground Covering the Larocque Trend with Strong Discovery Potential –
The Larocque Trend (“ Larocque Trend ”), is an important regional structure that hosts the world -class
Hurricane deposit and other notable high -grade occurrences , including those on Cameco/Orano’s Dawn
Lake joint venture. The trend extends onto the Turnor L ake and Full Moon Projects, positioning the Joint
Venture along a proven corridor for uranium mineralization, where further discoveries could be expedited
(Figure 2).
• Strategic Synergy and Strengthened Positioning through Equity Participation – IsoEnergy will subscribe
for $1.0 million in concurrent equity financing of Purepoint. Through this equity stake, IsoEnergy will gain
exposure to Purepoint’s other highly prospective exploration projects in the Athabasca Basin, including
Hook Lake , which previously intersected an impressive 10 meters at 10.3% U₃O ₈. In turn, Purepoint will
benefit from IsoEnergy’s financial and technical support, enablin g both companies to work collaboratively
to accelerate project development and drive long-term success.
• Initial Ownership Structure and Operating Terms – IsoEnergy will initially hold a 60% interest in the Joint
Venture, while Purepoint will hold a 40% interest. Each party has the option to adjust this ownership to
50/50 within six months through the exercise of mutually exclusive put/call options. Purepoint will serve as
the operator during the exploration phase of the Joint Venture properties. Upon the advancement into the
pre-development phase, IsoEnergy will assume operational control of the Joint Venture properties.
Philip Williams, CEO and Director of IsoEnergy, commented: “We are excited to announce formation of this Joint
Venture with Purepoint and see many advantages for both companies. Together, the Joint Venture projects
consolidate a large land position immediately to the east of the Laro cque East project , which includes several
kilometres of the highly prospective Laro cque trend. Purepoint has proven its elf an exceedingly capable operator
and the Joint Venture will allow us to have several of our highly prospective projects advanced, while remaining
focused on dual priorities of exploring and advancing the Larocque East project, host to the high -grade Hurricane
Deposit, and restarting our past producing uranium mines in Utah. By combining our complementary project
portfolios and leveraging our collective expertise, w e believe we are well-positioned to accelerate discoveries and
create value for our shareholders.”
Chris Frostad, President and CEO of Purepoint, added: "With this Joint Venture, the majority of Purepoint’s most
significant projects are now being advanced within partnerships alongside some of the uranium sector’s strongest
players. This collaboration underscores the confidence our partners, including Cameco , Orano, Foran Mining and
now IsoEnergy, have in the potential of these projects, and it further solidifies Purepoint’s position at the forefront
of uranium exploration in the Athabasca Basin. By combining forces and pooling resources, we are accelerating
exploration efforts and setting the stage for potential large-scale discoveries that can meet the growing demand for
clean energy. We look forward to leveraging the technical and financial strengths of our partners as we continue to
operate these district-scale projects and drive them towards success."
Figure 1: Joint Venture Portfolio, including 10 Projects Covering More Than 98,000 Hectares in the Athabasca
Basin
Figure 2: Complimentary and Prospective Ground Covering the Larocque Trend with Strong Discovery Potential
Joint Venture Terms
The Joint Venture will be governed by a formal joint venture agreement to be entered into between the companies
concurrently with the effective formation of the Joint Venture. Under the agreement:
• IsoEnergy will contribute its Geiger, Thorburn Lake, Full Moon, Edge, Collins Bay, N orth Thorburn, 2Z Lake,
and Madison Projects in exchange for an initial 60% participation interest in the Joint Venture.
• Purepoint will contribute its Turnor Lake and Red Willow Projects in exchange for an initial 40% participation
interest in the Joint Venture.
• IsoEnergy will have a put option to sell, and Purepoint will have a call option to acquire, 10% of IsoEnergy’s
initial participation interest, increasing Purepoint’s stake to 50% in exchange for 4,000,000 post-
Consolidation Purepoint shares (as defined below). This option is exercisable within six months of the Joint
Venture’s formation, with the exercise of one option resulting in the expiry of the other. If exercised, both
parties will hold equal 50/50 participation interests in the Joint Venture.
• After the put/call option period, IsoEnergy will hold a further option to purchase an additional 1% interest
from Purepoint for $2 million, giving IsoEnergy a 51% participation interest and Purepoint a 49%
participation interest. This option expires on the earlier of February 28, 2026, or 60 days after a material
uranium discovery.
• The ownership interests of each company are subject to standard dilution if a party fails to contribute to
approved Joint Venture programs or expenditures. If either party’s interest is reduced to 10% or less, that
party will relinquish its entire interest in the Joint Venture in exchange for a 2% net smelter royalty (NSR)
on the Joint Venture properties. The remaining party can purchase 1% of the NSR for $2 million.
• If one of the parties seeks to sell its participation interest in the Joint Venture, such party may force the
other party to sell its participation interest in the Joint Venture so long as the selling party ’s participation
interest is equal to 60% or greater.
• Purepoint will act as operator for all Joint Venture properties in the exploration phase, leveraging its
extensive expertise and deep understanding of the Athabasca Basin. Once the Joint Venture properties
advance to the pre-development stage, IsoEnergy will assume the role of operator.
Purepoint Share Consolidation and Concurrent Financing
In connection with the transaction, Purepoint will consolidate its shares on a 10:1 basis (the “ Consolidation”).
Purepoint currently has 500,772,765 common shares issued and outstanding. After giving effect to the
Consolidation, Purepoint will have approximately 50,077,277 issued and outstanding post -consolidation common
shares. The Consolidation has been approved by the Purepoint Board of Directors and was approved by Purepoint’s
shareholders at its Annual General and Special Meeting held on June 4, 2024. The Consolidation remains subject to
approval by the TSX Venture Exchange (the “TSXV”).
In conjunction with the Consolidation, Purepoint plans to complete a non-brokered private placement offering of up
to 6,666,667 units at a price of $0.30 per unit, for gross proceeds of up to $2,000,000 (the “Concurrent Financing”).
Each unit will consist of one post -Consolidation share and one warrant exercisable at $0.40 to acquire one post-
Consolidation share for a period of three years. IsoEnergy will subscribe for $1.0 million of this financing,
underscoring its commitment to the Joint Venture's exploration plans. IsoEnergy will be granted the right, for so long
as it owns at least 10% of the post -Consolidation shares of Purepoint (on a partially diluted basis), to participate in
any future equity financing of Purepoint in order to maintain its pro rata interest in Purepoint. The net proceeds of
the Concurrent Financing will be used by Purepoint for general working capital purposes .
The transaction s, including the formation of the Joint Venture , the C onsolidation, and Concurrent Financing
(together the “Transactions”), remains subject to approval by the TSXV. The Joint Venture will take effect following
the satisfaction of certain conditions, including but not limited to the completion of the Consolidation, closing of the
Concurrent Financing, and receipt of all necessary regulatory approvals , including approval of the TSXV.
About IsoEnergy Ltd.
IsoEnergy 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, providing
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. These mines are currently on standby, ready for rapid
restart as market conditions permit, positioning IsoEnergy as a near -term uranium producer.
About Purepoint Uranium Group Inc.
Purepoint Uranium Group Inc. (TSXV: PTU) (OTCQB: PTUUF) is a focused explorer with a dynamic portfolio of
advanced projects within the renowned Athabasca Basin in Canada. The most prospective projects are actively
operated on behalf of partnerships with industry leaders including Cameco Corporation, Orano Canada Inc. and
IsoEnergy Ltd.
Additionally, the Company holds a promising VHMS project currently optioned to and strategically positioned
adjacent to and on trend with Foran Corporation’s McIlvena Bay project. Through a robust and proactive exploration
strategy, Purepoint is solidifyin g its position as a leading explorer in one of the globe’s most significant uranium
districts.
For further information, please contact:
IsoEnergy Ltd.
Philip Williams, CEO and Director
(833) 572-2333
www.isoenergy.ca
Purepoint Uranium Group Inc.
Chris Frostad, President and CEO
(416) 603-8368
www.purepoint.ca
Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange)
accepts responsibility for the adequacy or accuracy of this Press release.
Disclosure regarding forward-looking statements
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”,
“would”, “might” or “will be taken”, “occur” or “be achieved”. Th is forward-looking information may relate to the Transactions,
including statements with respect to the completion of the Transactions; the anticipated benefits of the Joint Venture to the parties
and their respective shareholders; the expected receipt of regulatory and other approvals relating to the Transaction s; the
expected ownership interests of and Purepoint in the Joint Venture; the prospects of each company’s respective projects, including
mineralization of each project ; the potential for, success of and anticipated timing of commencement of future exploration and
development of the Joint Venture projects ; the expected gross proceeds of the Concurrent Financing and the anticipated use
thereof; 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 Purepoint will complete the
Transactions in accordance with the terms and conditions of the relevant agreements; that the parties will receive the required
regulatory approvals and will satisfy, in a timely manner, the other conditions to completion of the Transactions; the accuracy of
management’s assessment of the effects of the successful completion of the Joint Venture and that the anticipated benefits of the
Joint Venture will be realized; the anticipated mineralization of IsoEnergy’s and Purepoint’s projects being consistent with
expectations and the potential benefits from such projects and any upside from such 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 Joint Venture’s planned activities will be available on reasonable terms and in a timely manner. Although
each of IsoEnergy and Purepoint have 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 and Purepoint with respect to future events and are necessarily based
upon a number of assumptions and estimates that, while considered reasonable by IsoEnergy and Purepoint, are inherently subject
to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncert ainties
include, but are not limited to the following: the inability of IsoEnergy and Purepoint to complete the Transaction s; a material
adverse change in the timing of and the terms and conditions upon which the Transactions are completed; the inability to satisfy
or waive all conditions to completion of the Transaction s; the failure to obtain regulatory approvals in connection with the
Transactions; the inability of the Joint Venture to realize the benefits anticipated from the Joint Venture and the timing to realize
such benefits; changes to IsoEnergy’s and/or Purepoint’s current and future business plans and the strategic alternatives available
thereto; growth prospects and outlook of Purepoint’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 cond ucts business. Other factors which could materially affect such forward -
looking information are described in the risk factors in each of IsoEnergy’s and Purepoint’s most recent annual management’s
discussion and analyses or annual information forms and IsoEnergy’s and Purepoint’s other filings with the Canadian securities
regulators which are available, respectively, on each company’s profile on SEDAR+ at www.sedarplus.ca. IsoEnergy and Purepoint
do not undertake to update any forward-looking information, except in accordance with applicable securities laws.