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ATHA Energy Announces "Best Efforts" Private Placement

Financings

ATHA ENERGY ANNOUNCES "BEST

EFFORTS" PRIVATE PLACEMENT

/NOT FOR DISTRIBUTION TO

UNITED STATES

NEWSWIRE SERVICES OR FOR

DISSEMINATION IN

THE UNITED STATES

/

VANCOUVER, BC

,

March 31, 2025

/CNW/ - ATHA Energy Corp. ("

ATHA

" or the "

Corporation

")

(TSXV: SASK) (OTCQB: SASKF) (FRA: X5U) is pleased to announce that it has engaged Stifel

Nicolaus Canada Inc. and Canaccord Genuity Corp. ("

Canaccord

"), to act as co-lead agents

(together, "

Co-Lead Agents

") and joint bookrunners (together with a syndicate of agents, the

"

Agents

") in connection with a "best efforts" private placement offering of charity flow-through

common shares of the Corporation ("

Offered Shares

") at a price per Offered Share of

C$0

.61 for

aggregate proceeds of up to

C$10,000,000

, (the "

Offering

").The Offering is expected to close on

or about

April 22, 2025

, and is subject to certain conditions including, but not limited to, the receipt of

all necessary approvals including the approval of the TSX Venture Exchange (the "

Exchange

") and

the relevant securities regulatory authorities. The Offered Shares will be subject to a hold period of

four-months and one day from the closing of the Offering.

The Corporation intends to use the net proceeds of the Offering to advance exploration and

development of the Company's Angilak project and other exploration stage-projects.

The Corporation agrees and covenants pursuant to the provisions of the

Income Tax Act

(

Canada

)

(the "

Tax Act

") that it will incur eligible "Canadian exploration expenses" which qualify as "flow-

through critical mining expenditures" within the meaning of the Tax Act (the "

Qualifying

Expenditures

") after the closing date of the Offering and on or prior to

December 31, 2026

in the

aggregate amount of not less than the total gross proceeds of the Offering. The Corporation shall

renounce the Qualifying Expenditures so incurred to the purchasers of the Offered Shares effective

on or prior to

December 31, 2025

.

About ATHA Energy Corp.

ATHA is a Canadian mineral company engaged in the acquisition, exploration, and development of

uranium assets in the pursuit of a clean energy future. With a strategically balanced portfolio

including three 100%-owned post discovery uranium projects (the Angilak Project located in

Nunavut

,

and CMB Discoveries in

Labrador

, and the newly discovered basement hosted GMZ high-grade

uranium discovery located in the

Athabasca

Basin). In addition, the Company holds the largest

cumulative prospective exploration land package (7.3 million acres) in two of the world's most

prominent basins for uranium discoveries – ATHA is well positioned to drive value. ATHA also holds

a 10% carried interest in key

Athabasca

Basin exploration projects operated by NexGen Energy Ltd.

and IsoEnergy Ltd. For more information visit

www.athaenergy.com

.

The securities described herein have not been, and will not be, registered under the United States

Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be

offered or sold within

the United States

(as defined in Regulation S under the 1933 Act) unless

registered under the 1933 Act and applicable state securities laws, or an exemption from such

registration requirements is available. This news release shall not constitute an offer to sell or the

solicitation of an offer to buy nor shall there be any sale of the securities in any state of

the United

States

in which such offer, solicitation or sale would be unlawful.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the

policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this

release.

Forward-Looking Information

The information contained herein contains "forward-looking information" within the meaning of

applicable Canadian securities legislation. "Forward-looking information" includes, but is not

limited to, statements with respect to the activities, events or developments that the

Corporation

expects or anticipates will or may occur in the future, including, without limitation, statements with

respect to, the completion of the Offering; the expected gross proceeds of the Offering; the use of

proceeds from the Offering; the anticipated date for closing of the Offering; the receipt of all

necessary regulatory and other approvals, including approval of the Exchange; the expected

incurrence by the Corporation

of eligible Canadian exploration expenses that will qualify as flow-

through critical mining expenditures; and the renunciation by the

Corporation

of the Canadian

exploration expenses (on a pro rata basis) to each subscriber of Offered Shares by no later than

December 31, 2025

. Generally, but not always, forward-looking information can be identified by

the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates",

"forecasts", "intends", "anticipates", or "believes" or the negative connotation thereof 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" or the negative connotation thereof.

Such forward-looking information is based on numerous assumptions, including among others,

that the results of planned exploration activities are as anticipated, the price of uranium and other

commodities, the anticipated cost of planned exploration activities, that general business and

economic conditions will not change in a material adverse manner, that financing will be available

if and when needed and on reasonable terms, that third party contractors, equipment and supplies

and governmental and other approvals required to conduct the

Corporation's planned exploration

activities will be available on reasonable terms and in a timely manner. Although the assumptions

made by the Corporation

in providing forward-looking information are considered reasonable by

management at the time, there can be no assurance that such assumptions will prove to be

accurate.

Forward-looking information and statements also involve known and unknown risks and

uncertainties and other factors, which may cause actual events or results in future periods to differ

materially from any projections of future events or results expressed or implied by such forward-

looking information or statements, including, among others: negative operating cash flow and

dependence on third party financing; uncertainty of additional financing; no known current mineral

resources or reserves; the limited operating history of the

Corporation; aboriginal title and

consultation issues; reliance on key management and other personnel; actual results of exploration

activities being different than anticipated; changes in exploration programs based upon results;

availability of third party contractors; availability of equipment and supplies; failure of equipment to

operate as anticipated; accidents; effects of weather and other natural phenomena and other risks

associated with the mineral exploration industry; environmental risks; changes in laws and

regulations; community relations and delays in obtaining governmental or other approvals and the

risk factors with respect to the Corporation set out in the Corporation's filings with the Canadian

securities regulators and available under the Corporation's profile on SEDAR+ at

www.sedarplus.ca

.

Although the

Corporation has attempted to identify important factors that could cause actual results

to differ materially from those contained in the forward-looking information or implied by 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 forward-looking information will prove to be

accurate, as actual results and future events could differ materially from those anticipated,

estimated or intended. Accordingly, readers should not place undue reliance on forward-looking

statements or information. The Corporation undertakes no obligation to update or reissue forward-

looking information as a result of new information or events except as required by applicable

securities laws.

SOURCE

ATHA Energy Corp.

View original content:

http://www.newswire.ca/en/releases/archive/March2025/31/c1448.html

%SEDAR: 00051990E

For further information:

For more information, please contact: Troy Boisjoli, Chief Executive

Officer, Email: [email protected], Phone:

236-521-0526; www.athaenergy.com

CO: ATHA Energy Corp.

CNW 17:16e 31-MAR-25