Greencastle to acquire 500,000 Royal Uranium shares

Executive Summary

• Greencastle Resources Ltd. has entered into a share purchase agreement to acquire 500,000 common shares of Royal Uranium Inc. from an arm's-length third party.
• The transaction is structured as a non-cash exchange, with Greencastle issuing 3.5 million common shares from treasury at a deemed price of $0.05 per share, resulting in an aggregate deemed value of $175,000.
• The acquisition is intended for investment purposes to provide leverage to the uranium and oil/gas commodity cycle, complementing Greencastle's portfolio.

Key Details

• Target: Royal Uranium Inc.
• Shares Acquired: 500,000 common shares in the capital of Royal Uranium Inc.
• Pre-Transaction Holding: Greencastle held no securities of Royal Uranium prior to this acquisition.
• Consideration Structure:
  • Type: Issuance of common shares from treasury.
  • Quantity: 3.5 million common shares.
  • Deemed Price: $0.05 per share.
  • Aggregate Deemed Value: $175,000.
  • Cash Consideration: None.
• Strategic Rationale: To pursue selective positions in prospective resource companies; Royal Uranium offers attractive leverage to the commodity cycle and complements Greencastle's broader portfolio focus.
• Target Portfolio Assets:
  • 18 uranium royalties across the Athabasca basin and Newfoundland.
  • Advanced-stage Berlin project located in Colombia.
  • Gas royalties in Wyoming and Oklahoma.
  • Revenue-generating coal bed methane gas royalty in Alberta.
• Closing Conditions: Subject to customary conditions, including receipt of all necessary corporate approvals and acceptance of the TSX Venture Exchange (TSX-V) for the issuance of the consideration shares.
• Share Restrictions: Consideration shares are subject to a statutory hold period of four months and one day from the date of issuance.
• Listing: Consideration shares expected to be listed on the TSX-V upon expiry of the hold period, subject to TSX-V acceptance and compliance with listing requirements.
• Related Party Status: The vendor is arm's length; the acquisition does not constitute a related-party transaction under Multilateral Instrument 61-101.
• Fees: No finders' fees or commissions are payable.

Notable Quotes

• "The acquisition is being completed for investment purposes and is consistent with the company's strategy to pursue selective positions in prospective resource companies and projects."
• "The company believes that Royal Uranium's exposure to uranium and oil and gas opportunities offers attractive leverage to the commodity cycle and complements the company's broader portfolio focus."