ATHA ENERGY ANNOUNCES REVISED FINANCING TERMS

Executive Summary

• ATHA Energy Corp. announced a revised financing arrangement with Stifel Canada as lead underwriter for an underwritten private placement of special warrants, replacing the earlier “best‑efforts” agreement.
• The offering targets aggregate gross proceeds of $10 million through three classes of warrants priced at $0.54, $0.65, and $0.81 each, with an additional 15% over‑allotment option for underwriters.
• Proceeds will be allocated to qualifying exploration expenditures on the Angilak project (flow‑through warrants) and general corporate purposes (non‑flow‑through warrants).

Key Details

• Underwriter: Stifel Canada (lead) with syndicate of underwriters.
• Warrant Classes & Prices:
• NFT Special Warrants – $0.54 per warrant.
• FT Special Warrants – $0.65 per warrant.
• Charity FT Special Warrants – $0.81 per warrant.
• Total Gross Proceeds: $10,000,000.
• Underwriters’ Option: Up to an additional 15% of the aggregate amount of warrants may be purchased on the same terms; exercisable up to 48 hours before the closing date.
• Unit Structure: Each warrant entitles the holder to one “Unit” (1 common share + 1 common share purchase warrant). The purchase warrant allows acquisition of an additional common share at $0.65 for 36 months post‑closing.
• Automatic Exercise & Penalty Provision:
• Warrants deemed exercised on the earlier of (i) second business day after receipt of final short‑form prospectus qualification, or (ii) 4 months + 1 day after closing.
• If qualification not obtained within 45 days post‑closing, each warrant converts to 1.1 Units under the penalty provision.
• Closing Date: Expected on or about September 18, 2025; subject to regulatory approvals (TSX Venture Exchange and securities commissions).
• Hold Period: Four months and one day from closing for all warrants.
• Use of Proceeds:
• FT and Charity FT Warrants – dedicated to qualifying exploration expenditures at the Angilak project and other exploration‑stage projects.
• NFT Warrants – allocated to Angilak exploration and general corporate purposes.
• Tax Commitment: ATHA will incur eligible Canadian exploration expenses equal to the gross proceeds from FT and Charity FT warrants and renounce them to warrant purchasers by December 31, 2025.

Notable Quotes

(No direct quotes were provided in the release.)