First Uranium Closes $10 Million Oversubscribed Financing
FIRST URANIUM RESOURCES LTD.
1500 – 1055 West Georgia Street
Vancouver, British Columbia V6E 4N7
FIRST URANIUM CLOSES $10 MILLION OVERSUBSCRIBED
FINANCING
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia, April 19, 2022 – First Uranium Resources Ltd. (the “Company”
or “ First Uranium ”) (CSE: URNM) is pleased to annou nce it has completed its previously
announced private placement (the “Offering”) of subscription receipts (“Subscription Receipts”)
at a purchase price of $0.35 per Subscripti on Receipt for gross proceeds of $10,000,000. The
Offering was completed in connection with the letter of intent entered into between the Company
and Southwind Corporation for an option to ac quire all of the issued and outstanding common
shares of Southwind Corporation (the “Option”).
The Offering consisted of 18,480,542 Subscription R eceipts issued on a broke red basis for gross
proceeds of $6,468,189.70 (the “ Brokered Offering ”) and 10,090,741 Subscription Receipts
issued on a non-brokered basis for gross proceeds of $3,531,759.35 (the “ Non-Brokered
Offering”). Each Subscription Receipt entitles the hol der thereof to receive, without payment of
any additional consideration and without further ac tion on the part of each subscriber, subject to
adjustment, one common share in th e capital of the Company (each, a “ Share” and collectively,
the “ Shares”) and one-half of one common share purch ase warrant (each whole warrant, a
“Warrant” and collectively, the “ Warrants”), in accordance with the terms of a subscription
receipt agreement (the “Subscription Receipt Agreement”) entered into between the Company,
Emerging Equities Inc. (the “ Agent”) and Computershare Trust Company of Canada, including
the satisfaction or waiver of the escrow releas e conditions described in the Subscription Receipt
Agreement (the “Escrow Release Conditions”). Each Warrant is exercisable into Share (each, a
“Warrant Share”) at a price of $0.50 per Wa rrant Share for a period on the date that is twelve
(12) months from the Release Da te (as hereinafter de fined). The Subscripti on Receipts will be
automatically converted upon satisfaction of the Escrow Release Conditions (the “Release Date”).
In accordance with the terms of an agency agre ement dated April 19, 2022 entered into between
the Company and the Agent (the “Agency Agreement”), the Company paid a cash commission of
$452,773.28, being equal to 7.0% of the gross proceeds raised under the Brokered Offering, a due
diligence fee in the amount of $25,000 (collectively, the “ Agent’s Commission”) and issued an
aggregate of 1,293,638 Share purchase warrants (the “Broker’s Warrants”), being the number of
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Share purchase warrants as is equal to 7.0% of the Subscription Receipts sold under the Brokered
Offering. Each Broker’s Warrant entitles the holder to acquire a Share in the capital of the
Company at a price of $0.50 per Sh are for a period of 26 months fr om the date of issuance. In
addition to the Agent’s Commission, the Company also reimbursed th e agent for certain eligible
expenses (the “Agent’s Expenses”) pursuant to the Agency Agreement.
In connection with th e Non-Brokered Offering, the Compa ny issued 516,240 Broker’s Warrants
and paid a cash fee in the aggregate amount of $180,684.02 (the “Finders’ Fee”) to certain finders
pursuant to finder’s fee agreements entered into between the Company and such finders.
The gross proceeds of the Offering, less (i) the Agent’s Commission, (ii) the Agent’s Expenses
and (iii) the Finders’ Fees, being $9,286,798.20 have been deposited in escrow pending the
satisfaction of the Escrow Release Conditions. If (i) the Escrow Release Conditions are not
satisfied on or before May 31, 2022 (being the escrow releas e deadline stipul ated in the
Subscription Receipt Agreement, which may be extended upon the mutual agreement of the
Company and the Agent), or (ii) prior to such escrow release deadline, the Company advises the
Agents or announces to the public that it cannot or does not intend to satisfy the Escrow Release
Conditions, the escrowed funds shall be returned to the holders of the Subscription Receipts in
accordance with the terms of the Subscription Receipt Agreement.
The proceeds of the Offering, if released to the Company, will be utilized for exploration,
acquisition and development work in the state of Arkansas, in connection with the Option.
All securities issued in connection with the Offering are subject to a statutory hold period of four
months plus one day in accordan ce with applicable securities legislation ending on August 20,
2022.
The securities referred to in this news release have not been and will not be registered under the
United States (“U.S.”) Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state
securities laws and may not be offe red or sold in the U.S. or to, or for the account or benefit of,
U.S. persons absent registration or compliance with an applicable exemption from registration
requirements of the U.S. Securities Act and applicable state securities laws.
About First Uranium
First Uranium is a resource exploration issuer focused on locating and exploring natural resource
projects in North America. The Company has one project in Saskatchewan, Canada.
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For further information contact:
Kelvin Lee
Chief Financial Officer
Email: [email protected]
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the Canadian Secur ities Exchange) accepts responsibility for the
adequacy or accuracy of this news release.
FORWARD LOOKING STATEMENTS:
This news release includes certain statements that may be deemed “forward-looking information”
within the meaning of applicable Canadian securities legislation and may also contain statements
that may constitute “forward-looking statements” within the meaning of the safe harbor provisions
of the United States Private Securities Litigatio n Reform Act of 1995, such as the completion of
the proposed acquisition pursuant to the Option. All statements in this news release, other than
statements of historical facts, that address even ts or developments that the Company expects to
occur, are forward-looking statements or co nstitute forward-looking information. Forward-
looking statements and forward-looking information are those that are not historical facts and are
generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”,
“intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or
conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes
the expectations expressed in such forward-looking statements or the forward-looking information
are based on reasonable assumptions, such statem ents and information are not guarantees of
future performance and actual results may differ materially from those in the forward-looking
statements. Since forward-looki ng information and forward-looki ng statements address future
event and conditions, by their very nature, they in volve inherent risks and uncertainties such as
the risk that the proposed acquisition pursuant to the Option may not occur for any reason.
Forward-looking information and forward-looking statements in this news release include, but are
not limited to, the information and statements pertaining to th e Option and the intended use of
proceeds of the Offering. Factors that could cause the actual results to differ materially from those
forward-looking information or those in forwar d-looking statements in clude regulatory actions,
market prices, continued availability of c apital and financing, general economic, market or
business conditions, the decision to not proceed with the Option, including adverse due diligence
results or CSE refusal, adverse market condi tions, and completion of the proposed acquisition
pursuant to the Option. Investors are cautioned that any such information and statements are not
guarantees of future performance and actual results or developments may differ materially from
those projected in the forward- looking statements. Forward-l ooking information and forward-
looking statements are based on the beliefs, estimates and opinions of the Company's management
on the date the statements are made. Except as required by applicable securities laws, the
Company undertakes no obligation to update th ese forward-looking st atements and forward-
looking information in the event that management's beliefs, estimates or opinions, or other factors,
should change.