U92 Energy Announces Filing of Final Short Form Prospectus in Connection with Public OƯering
U92 ENERGY CORP.
U92 Energy Corp.
200 Bay Street, South Tower, Suite 2800, Toronto, ON, Canada M5J 2J3
T: +1 (800) 567-8181 - E: [email protected] - W: www.u92corp.com
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U92 Energy Announces Filing of Final Short Form Prospectus in Connection
with Public OƯering
- FINAL SHORT FORM PROSPECTUS ACCESSIBLE ON SEDAR+ -
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
August 7, 2026 – Toronto, ON – U92 Energy Corp. (“U92” or the “Company”) (TSXV: UTWO) is pleased
to announce that, further to its previously announced public oƯering (the “Public OƯering”) of units of
the Company (the “Units”), as announced on July 22, 2026 and July 23, 2026, it has filed a final short
form prospectus dated August 6, 2026 (the “ Final Prospectus ”) with the securities regulatory
authorities in each of the provinces of Canada, except Québec, and it has entered into an agency
agreement with Haywood Securities Inc. and Jett Capital Advisors, LLC, as co-lead agents, and Ventum
Financial Corp. (collectively, the “Agents”) in respect of the Public OƯering.
The Final Prospectus qualifies the distribution of a minimum of 10,000,000 Units and a maximum of
17,500,000 Units at a price of $0.40 per Unit (the “ OƯering Price ”) for gross proceeds between
$4,000,000 and $7,000,000, and up to an additional 3,750,000 Units at the O Ưering Price pursuant to
the over-allotment option granted to the Agents.
In addition, the Company is pleased to announce that it has increased its previously announced non-
brokered private placement to up to 3,750,000 Units (from 2,500,000 Units) at the O Ưering Price for
gross proceeds of up to $1,500,000 (from $1,000,000) (the “Non-Brokered OƯering” and together with
the Public OƯering, the “OƯering”).
Each Unit will consist of one common share of the Company (each, a “ Share”) and one-half of one
common share purchase warrant (each whole common share purchase warrant, a “ Warrant”). Each
Warrant will entitle the holder to acquire one Share at a price of $0.65 per Share for a period of 48 months
following the date of issuance.
The net proceeds from the OƯering will be used to advance U92’s Kurupung uranium project in Guyana,
for payment of deferred cash consideration for the Guyana projects and for general working capital and
corporate purposes, as disclosed in the Final Prospectus.
The Agents will receive upon closing of the Public O Ưering compensation comprised of a cash
commission equal to 6% of the gross proceeds of the Public O Ưering and non -transferable broker
warrants of the Company (the “Broker Warrants”) to purchase such number of Shares as is equal to 6%
of the Units sold in the Public O Ưering (subject to a reduction, in each case, to 2% for Units sold to
purchasers on a president’s list). Each Broker Warrant will entitle the holder to acquire one Share at the
OƯering Price for a period 24 months following the date of issuance. The Company may pay finder’s fees
in connection with the Non- Brokered O Ưering to eligible finders in accordance with applicable
securities laws and policies of the TSXV comprised of a cash fee equal to up to 6% of the gross proceeds
of the Non-Brokered OƯering and Broker Warrants as is equal to up to 6% of the Units sold in the Non -
Brokered OƯering.
The OƯering is expected to close on or about August 12, 2026, or such other date as the Company and
Agents may agree. Closing of the O Ưering is subject to certain conditions, including but not limited to
the receipt of all regulatory approvals, including the approval of the TSX Venture Exchange (“TSXV”). All
U92 Energy Corp.
200 Bay Street, South Tower, Suite 2800, Toronto, ON, Canada M5J 2J3
T: +1 (800) 567-8181 - E: [email protected] - W: www.u92corp.com
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securities issued in connection with the Non-Brokered OƯering will have a statutory hold period of four
months and one day from the closing date in accordance with applicable securities laws.
Access to the Final Prospectus and any amendment thereto is provided in accordance with securities
legislation relating to procedures for providing access to a prospectus and any amendment. The Final
Prospectus is accessible under the Company’s profile on SEDAR+ at www.sedarplus.ca. Alternatively,
an electronic or paper copy of the Final Prospectus and any amendment to such document may be
obtained, without charge, from the Agents by email at [email protected] by providing the contact with
an email address or address, as applicable. The Final Prospectus contains important, detailed
information about the Company and the O Ưering. Prospective investors should read the Final
Prospectus in its entirety before making an investment decision.
The securities oƯered pursuant to the OƯering have not been registered under the U.S. Securities Act of
1933, as amended, and may not be o Ưered or sold in the United States absent registration or an
applicable exemption from the registration requirements. This news release shall not constitute an oƯer
to sell or the solicitation of an oƯer to buy nor shall there be any sale of the Units or securities comprising
the Units in any jurisdiction in which such o Ưer, solicitation or sale would be unlawful pr ior to
qualification or registration under the securities laws of such jurisdiction.
On behalf of U92 Energy Corp.
Adam Clode
Chief Executive OƯicer
For further information, visit www.u92corp.com or contact:
Adam Clode
Email: [email protected]
Tel: +1 (800) 567-8181
About U92 Energy Corp.
U92 Energy Corp. is a Canadian exploration company listed on the TSX Venture Exchange. The Company
is focused on the exploration, and advancement of its high-quality, advanced-staged uranium assets in
South America.
The Company’s flagship Kurupung project (“Kurupung”), is situated in the Republic of Guyana, boasting
over 129,723 metres of drilling and a historical Indicated mineral resource of 10.6 million pounds (Mlbs),
and an Inferred mineral resource of 10.0Mlbs, at a cut- oƯ grade of 0.03% (300ppm) U₃O₈. The hist oric
mineral resource occurs in four deposits where mineralization remains open along strike and down
plunge. There are eight additional targets in which prior drilling intersected significant uranium grades
that remain to be followed up with further drilling.
Through systematic exploration, and disciplined capital allocation, the Company aims to unlock the full
value of Kurupung while positioning itself as a leading uranium-focused exploration and development
company in South America.
To find out more about U92 Energy Corp. (TSX-V: UTWO), visit the Company’s website at
www.u92corp.com
Cautionary Note Regarding Forward-Looking Statements
Information set forth in this news release contains “forward-looking information” within the meaning of
applicable Canadian securities laws (“forward-looking statements”). Forward-looking statements that
are based on assumptions as of the date of this news release. These statements reflect management’s
U92 Energy Corp.
200 Bay Street, South Tower, Suite 2800, Toronto, ON, Canada M5J 2J3
T: +1 (800) 567-8181 - E: [email protected] - W: www.u92corp.com
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current estimates, beliefs, intentions and expectations. They are not guarantees of future performance.
Such forward-looking statements include statements relating to the OƯering, including the completion
and anticipated timing for completion of the O Ưering, the potential size of the O Ưering, any exercise of
the Over-Allotment Option, regulatory and exchange approvals including the receipt of approval from
the TSXV, and the Company’s exploration and development plans. U92 cautions that all forward-looking
statements are inherently uncertain and that actual performance may be a Ưected by many material
factors, many of which are beyond their respective control. Such factors include, among other things:
risks and uncertainties relating to U92’s limited operating history, its exploration and development
activities on its mineral properties and the need to comply with environmental and governmental
regulations. Accordingly, actual and future events, conditions and results may diƯer materially from the
estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information.
Except as required under applicable securities legislation, U92 does not undertake to publicly update or
revise forward-looking information.
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.