Terra Clean Energy Announces Amendment to Option Agreement and Debt Settlement
Terra Clean Energy Announces Amendment to Option
Agreement and Debt Settlement
Vancouver B.C., June 2, 2025 – TERRA CLEAN ENERGY CORP. (“Terra” or the “Company”) (CSE:
TCEC, OTCQB: TCEFF, FSE: 9O0, is pleased to announce that the proposed issuance of common
shares pursuant to the Company’s option agreement (the “Option Agreement”) with Skyharbour
Resources Ltd. (“Skyharbour”) whereby the Company can earn up to a 75% interest in the South
Falcon East uranium project, Athabasca Basin, Saskatchewan, Canada (the “Property”).
Under the terms of the Option Agreement, on or before May 31, 2025, the Company was to issue
Skyharbour $820,000 in common shares to Skyharbour based on the VWAP calculated on the day
of issuance. In the event that such issuance would result in Skyharbour owning more than 9.9%
of the Company’s issued and outstanding number of common shares at the time of the issuance,
the amount of common shares to be issued would be reduced so that the issuance would result
in Skyharbour owning no more than 9.9% of the Company’s issued and outstanding number of
common shares at the time of the issuance (and the amount of such reduction in the amount of
common shares to be issued to satisfy the $820,000 would be satisfied through the issuance of
common shares on or before February 28, 2026).
Using a VWAP of $0.12, the Company proposes to issue Skyharbour a total of 2,694,335 common
shares (with a deemed value of $323,320.20). Under the terms of the Option Agreement, the
balance of $496,679.80 in common shares will be deferred for issuance until on or before
February 28, 2026.
The issuance to Skyharbour remains subject to the receipt of all regulatory approvals, including
the approval of the Canadian Securities Exchange.
All securities issued in connection with the issuance to S kyharbour would be subject to a four
month plus one day hold period from the date of issuance in accordance with applicable
securities laws.
About Terra Clean Energy Corp.
Terra Clean Energy (formerly Tisdale Clean Energy Corp) is a Canadian-based uranium exploration
and development company. The Company is currently developing the South Falcon East uranium
project, which holds a 6.96M pound inferred uranium resource within the Fraser Lakes B Uranium
Deposit, located in the Athabasca Basin region, Saskatchewan, Canada.
ON BEHALF OF THE BOARD OF TERRA CLEAN ENERGY CORP.
“Greg Cameron”
Greg Cameron, CEO
Qualified Person
The technical information in this news release has been prepared in accordance with the
Canadian regulatory requirements set out in National Instrument 43 -101, reviewed and
approved on behalf of the company by C. Trevor Perkins, P.Geo., the Company’s Vice President,
Exploration, and a Qualified Person as defined by National Instrument 43-101.
*The historical resource is described in the Technical Report on the South Falcon East Property,
filed on sedarplus.ca on February 9, 2023. The Company is not treating the resource as current
and has not completed sufficient work to classify the resource a s a current mineral resource.
While the Company is not treating the historical resource as current, it does believe the work
conducted is reliable and the information may be of assistance to readers.
Forward-Looking Information
This news release contains forward-looking information which is not comprised of historical facts.
Forward-looking information is characterized by words such as “plan”, “expect”, “project”,
“intend”, “believe”, “anticipate”, “estimate” and other similar wo rds, or statements that certain
events or conditions “may” or “will” occur. Forward -looking information involves risks,
uncertainties and other factors that could cause actual events, results, and opportunities to differ
materially from those expressed or implied by such forward -looking information, including
statements regarding the ability of the Company to satisfy regulatory, stock exchange and
commercial closing conditions of the issuance of common shares to Skyharbour, and the potential
development of mineral resources and mineral reserves which may or may not occur. Factors that
could cause actual results to differ materially from such forward-looking information include, but
are not limited to, changes in the state of equity and debt markets, fluctuat ions in commodity
prices, delays in obtaining required regulatory or governmental approvals, and general economic
and political conditions. Forward-looking information in this news release is based on the opinions
and assumptions of management considered reasonable as of the date hereof, including that all
necessary approvals, including governmental and regulatory approvals will be received as and
when expected. Although the Company believes that the assumptions and factors used in
preparing the forward -looking information in this news release are reasonable, undue reliance
should not be placed on such information. The Company disclaims any intention or obligation to
update or revise any forward -looking information, whether because of new information, future
events or otherwise, other than as required by applicable laws. For more information on the risks,
uncertainties and assumptions that could cause our actual results to differ from current
expectations, please refer to the Company’s public filings available under the Company’s profile
at www.sedarplus.ca.
Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of
the CSE) accepts responsibility for the adequacy or accuracy of this release.
For further information please contact:
Greg Cameron, CEO
Terra Clean Energy Corp
Suite 303, 750 West Pender Street
Vancouver, BC V6C 2T7
www.tcec.energy