ATHA Energy Corp. Announces Closing of Oversubscribed $33 Million Private Placement
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NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES
ATHA ENERGY CORP. ANNOUNCES CLOSING OF OVERSUBSCRIBED $33 MILLION PRIVATE PLACEMENT
Vancouver, British Columbia , October 28, 2022 – Atha Energy Corp. (the “ Company”) is pleased to
announce that it has closed an oversubscribed non-brokered private placement of 33,625,000
subscription receipts (the “ Subscription Receipts ”) at a price of $1.00 per Subscription Receipt for
aggregate gross proceeds of $33,625,000.
As previously announced on September 23, 2022, the completion of equity financings for aggregate gross
proceeds of at least $30 million is one of the conditions to the completion of the Company’s proposed
acquisition of a diversified portfolio of mineral exploration assets and carried interests in the Athabasca
Basin (the “Assets”) from The New Saskatchewan Syndicate. Situated primarily in northern Saskatchewan,
the Assets include approximately 3.2 million highly p rospective acres within the Athabasca Basin as well
as a ten percent (10%) carried interest on 250,540 acres of land owned and operated by NexGen Energy
(TSX: NXE) and IsoEnergy (TSX.V: ISO).
The acquisition of the Assets is subject to the satisfaction of various conditions, including but not limited
to, a recognized Canadian stock exchange having approved the listing of the Common Shares and the
receipt of all requisite authorizations and consents. There can be no assurance that the acquisition of the
Assets will be completed on the terms proposed above or at all.
The Subscription Receipts are governed by the terms of a subscription receipt agreement between the
Company and Odyssey Trust Company, as subscription receipt agent . Each Subscription Receipt will be
automatically converted, without any further action by the holder, and for no additional consideration,
into one (1) common share in the capital of the Company (the “ Common Shares”) upon the satisfaction
of certain escrow release conditions, including the listing of the Common Shares on a recognized Canadian
stock exchange.
The Subscription Receipts will be subject to a statutory hold period ending February 25, 2023 in
accordance with applicable securities laws. The Company intends to seek the qualification of the Common
Shares underlying the Subscription Receipts pursuant to a non-offering long form prospectus.
The Company may pay finders or other fees upon completion of the acquisition of the Assets, the offering
of Subscription Receipts and the transactions ancillary thereto.
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.
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ON BEHALF OF THE BOARD OF DIRECTORS:
Mike Castanho
Director
Email: [email protected]
Phone: 778-839-6579
Forward-Looking Information
This news release contains forward-looking statements and information that are based on the beliefs of
management and reflect the Company's current expectations. When used in this news release, the words
"estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and
the negative of these words or such variations thereon or comparable terminology are intended to
identify forward-looking statements and information. The forward-looking statements and information in
this press release include information relating to the business plans of the Company, the acquisition of
the Assets, the qualification of the Common Shares underlying the Subscription Receipts and all other
statements that are not historical in nature. Such statements and information reflect the current view of
the Company.
Although the Company believes the forward -looking information contained in t his news release is
reasonable based on information available on the date hereof, by their nature forward-looking statements
involve assumptions, known and unknown risks, uncertainties and other factors which may cause our
actual results, performance or achievements, or other future events, to be materially different from any
future results, performance or achievements expressed or implied by such forward-looking statements.
THE FORWARD -LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE REPRESENTS THE
EXPECTATIONS OF ATHA AS OF THE DATE OF THIS NEWS RELEASE AND, ACCORDINGLY, IS SUBJECT TO
CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD -
LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE.
WHILE ATHA MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY
PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE LAWS.
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 exemption from registration. This ne ws 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.