Verdera Energy Announces Signing of Amalgamation Agreement for Qualifying Transaction with POCML 7 Inc.
Executive Summary
- Verdera Energy Corp. entered into a three‑cornered amalgamation agreement with POCML 7 Inc., under which POCML 7 will acquire all outstanding securities of Verdera, creating a qualifying transaction on the TSX Venture Exchange.
- Upon closing, the resulting listed company will continue operating as “Verdera Energy Corp.” and will hold the Crownpoint and Hosta Butte uranium projects (≈29 M lbs indicated + ≈5.9 M lbs inferred resources).
- The deal is subject to customary closing conditions, including TSXV conditional approval, shareholder consents, financing completion, and regulatory approvals.
Key Details
- Transaction Structure:
- Subsidiary of POCML 7 will amalgamate with Verdera; the combined entity remains a subsidiary of the new “Resulting Issuer.”
- All existing common shares of Verdera will be exchanged for post‑consolidation common shares of the Resulting Issuer.
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Preferred shares: 15 M held by enCore Energy Corp. will be swapped for common shares; remaining 35 M preferred shares will be converted to preferred shares of the Resulting Issuer, later converting to common shares on distribution.
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Closing Conditions:
- No material adverse change to either party.
- Required consents, orders, regulatory and shareholder approvals (including conditional TSXV approval).
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Completion of name change, creation of new preferred shares for POCML 7, financing, and customary due‑diligence.
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Financing:
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Details referenced in the November 3, 2025 release; a filing statement will be prepared to disclose financing terms per TSXV requirements.
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Asset Portfolio (New Mexico Grants Uranium District):
- Crownpoint & Hosta Butte Project – indicated resource: 29.0 M lbs eU₃O₈ (10.96 Mt @ 0.117%); inferred resource: 5.9 M lbs eU₃O₈ (2.39 Mt @ 0.121%).
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Historic resources across several projects total ~59.3 M lbs U₃O₈ (not NI 43‑101 compliant).
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Technical Disclosure:
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Qualified Person: Mark Pelizza, MSc, C.P.G., Director and QP under NI 43‑101, reviewed and approved the technical disclosure.
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Regulatory Filings:
- A technical report supporting the mineral resource estimates will be filed on SEDAR+ and posted on the company website.
Notable Quotes
- “The amalgamation positions Verdera to advance its flagship uranium assets under a stronger, publicly listed platform, delivering value to shareholders and supporting domestic uranium supply,” – Janet Lee‑Sheriff, CEO, Verdera Energy Corp.