ATHA Energy Corp. Announces Amendment to Subscription Receipt Agreement and Meeting Cancellation

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NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES

ATHA ENERGY CORP. ANNOUNCES AMENDMENT TO SUBSCRIPTION RECEIPT AGREEMENT AND

MEETING CANCELLATION

Vancouver, British Columbia , January 17, 2023 – Atha Energy Corp. (the “ Company”) is pleased to

announce that it has amended (the “Amendment”) the terms of its previously issued subscription receipts

(the “Subscription Receipts”). Pursuant to an amending agreement dated January 17, 2023 between the

Company and Odyssey Trust Company, as subscription receipt agent, the outside date for the satisfaction

of the Escrow Release Condition (as defined in the subscription receipt agreement governing the

Subscription Receipts (the “Subscription Receipt Agreement”)) has been amended from January 31, 2023

to March 31, 2023. In accordance with the terms of the Subscription Receipt Agreement, the Amendment

was approved by written instrument of registered holders of Subscription Receipts representing not less

662/3% of the total number of Subscription Receipts outstanding.

The Company also announces that the extraordinary meeting of holders of Subscription Receipts originally

scheduled to take place on January 20, 2023 has now been cancelled.

About Atha Energy Corp.

ATHA Energy Corp. is a mineral exploration company focused on the acquisition, exploration and

development of mineral resource properties. The Company has an option to acquire a 100% interest and

title to the Golden Rose Property located in the Northeastern Ontario and has signed an agreement to

acquire significant acreage in Saskatchewan and Alberta.

ON BEHALF OF THE BOARD OF DIRECTORS:

Mike Castanho

Director

Email: [email protected]

Phone: 778-839-6579

This news release is not an offer of the securities for sale in the United States. The securities have not been

registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United

States absent registration or an exem ption from registration. 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 in

which such offer, solicitation or sale would be unlawful.