Skyharbour to acquire Russell Lake interest from Rio

Executive Summary

• Skyharbour Resources Ltd. has entered into a definitive and binding purchase agreement to acquire Rio Tinto Exploration Canada Inc.'s 42.3% minority interest in the Russell Lake uranium project, consolidating Skyharbour's ownership to 100%.
• The total cash consideration for the transaction is $10 million, structured as a $2 million deposit payable within five business days of execution and an $8 million payment at closing.
• Closing is expected on or before December 21, 2025, and Skyharbour will grant Rio Tinto a 0.25% net smelter return (NSR) royalty over the project in exchange for the interest.

Key Details

• Transaction Structure: Skyharbour acquires 100% of Rio Tinto's minority interest (approximately 42.3% immediately prior to closing) in the Russell Lake uranium project.
• Consideration: Total cash consideration of $10 million.
  • Deposit: $2 million payable within five business days of the date of execution.
  • Closing Payment: $8 million payable at closing.
• Closing Date: Expected on or before December 21, 2025.
• Royalty Terms: Skyharbour grants Rio Tinto a 0.25% net smelter return (NSR) royalty over Russell Lake.
• Resulting Ownership: Skyharbour’s interest increases to 100%, subject to existing third-party NSR royalties.
• Project Location & Size: The Russell Lake project is located in the central core of the eastern Athabasca basin in Northern Saskatchewan, totaling 73,314 hectares.
• Strategic Positioning: The project is situated between Cameco's Key Lake and McArthur River projects, adjoining Denison's Wheeler River project to the west and Skyharbour's Moore uranium project to the east.
• Consolidated Portfolio: The acquisition creates a nearly contiguous block of highly prospective uranium claims totaling 109,019 hectares between the Russell Lake and Moore uranium projects.
• Exploration Targets: Notable targets on Russell Lake include the Grayling zone, M-Zone extension, Little Man Lake, Christie Lake, Fox Lake Trail, and the newly identified Fork Zone target.
• Infrastructure: The property has access to an all-weather road (northern extension of Highway 914) and a high-voltage power line.
• Technical Review: Technical information reviewed and approved by Serdar Donmez, PGeo, vice-president of exploration for Skyharbour, in accordance with National Instrument 43-101.

Notable Quotes

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