Atha arranges $20M (U.S.) financing with Queen's Road

Executive Summary

• Atha Energy Corp. has entered into a binding term sheet for a private placement of $20 million USD in unsecured convertible debentures with Queen's Road Capital Investment Ltd. (QRC).
• The financing includes a two-year option for QRC to purchase an additional $20 million USD in debentures at a price of 130% of the market price.
• Proceeds will be used to finance the exploration and development of the Angilak uranium project in Nunavut and for general corporate purposes.

Key Details

• Financing Structure: Private placement of $20 million USD principal amount of unsecured convertible debentures.
• Investor: Queen's Road Capital Investment Ltd. (QRC), a resource-focused investment company.
• Conversion Price: Debentures are convertible into common shares at a price of 85 cents per share, based on the Bank of Canada daily exchange rate, subject to adjustment in certain events.
• Optional Additional Financing: QRC retains a two-year option to purchase an additional $20 million USD in debentures at a price per common share equal to 130% of the market price.
• Use of Proceeds: Exploration and development of the Angilak uranium project (Nunavut, Canada) and general corporate purposes.
• Interest Rate: 12% per annum, payable quarterly over a five-year term.
• Interest Payment Terms:
  • 8% per annum (two-thirds) payable in cash.
  • 4% per annum (one-third) payable in shares at a price equal to the greater of the VWAP of the shares on the TSX Venture Exchange for the 20 trading days prior to the due date, or the minimum price permitted by TSX-V policies.
• Fees: An establishment fee of 3% of the principal amount of the debentures will be paid to QRC in cash or shares (at QRC's option) at closing.
• Investor Rights Agreement: The company will enter into an investor rights agreement with QRC containing provisions for voting alignment, standstill, and transfer restrictions.
• Closing Conditions: Subject to customary conditions including due diligence, regulatory approvals (including TSX-V), definitive documentation, and no material adverse change.

Notable Quotes

• Troy Boisjoli, CEO of Atha Energy: "Queen's Road Capital has a proven track record of recognizing and investing early in top tier uranium exploration assets and companies... The investment by QRC is a tremendous vote of confidence and recognition of the potential that Atha sees at its Angilak uranium project in Nunavut."
• Warren Gilman, Chairman and CEO of QRC: "Queen's Road Capital is thrilled to support the next phase of development at the Angilak uranium project in Nunavut following the 2025 discovery of the mineralized RIB corridor... The Angikuni basin, which Atha Energy owns in its entirety, is returning some of the best uranium intercepts in Canada outside the Athabasca basin in Saskatchewan."