Alpha Minerals (AMW-V) acquisition by Fission Uranium (FCU-V) - Fission and Alpha Close their Respective Plans of Arrangement
Nov 9, 2013 - News Release
The Fission Arrangement involves, among other things, the spinning out of certain assets of Fission, and approximately $3,000,000 in cash, to a newly-incorporated company, Fission 3.0 Corp. ("Fission 3.0"). Pursuant to the Fission Arrangement, each Fission shareholder received: (i) one new common share of the Company post-Fission Arrangement (a "New Fission Share"); and (ii) one common share of Fission 3.0 (a "Fission 3.0 Share").
The Alpha Arrangement involves, among other things, the acquisition of all common shares of Alpha (the "Alpha Shares") by Fission and the spinout of all non-Patterson Lake South assets previously held by Alpha, and approximately $3,000,000 in cash, to a newly-incorporated company, Alpha Exploration Inc. ("Alpha Exploration"). Pursuant to the Alpha Arrangement, each Alpha shareholder received: (i) 5.725 New Fission Shares; (ii) one-half of one common share of Alpha Exploration; and (iii) a cash payment of $0.0001.
Fission is pleased to announce that, in connection with the completion of the Fission Arrangement and the Alpha Arrangement, Warren Stanyer and Kurt Bordian have joined the Board of Directors of the Company effective immediately. Concurrently, Frank Estergaard and Jeremy Ross have each resigned as a director of the Company. Fission wishes to thank each of Mr. Estergaard and Mr. Ross for their service to the Company.
With the completion of the Alpha Arrangement, and in accordance with exchange requirements, the Alpha Shares were delisted from the TSX Venture Exchange ("TSX-V") effective prior to the open of markets on December 6, 2013. Alpha will apply to cease to be a reporting issuer under the securities laws of British Columbia and Alberta as soon as possible.
Alpha Exploration has applied for listing of its common shares for trading on TSX-V under the symbol "AEX". Final TSX-V approval is pending. Upon completion of listing, the directors and management of AEX, which is substantially the same as the former directors and officers of Alpha, will guide the exploration and development of the portfolio of mineral properties transferred from Alpha under the Alpha Arrangement. For further information concerning Alpha Exploration, refer to a news release to be issued by Alpha Exploration as well as documents to be filed under the Alpha Exploration profile on www.sedar.com.
As previously announced, in accordance with the applicable rules of the TSX-V, "due bill" trading procedures will be applied in connection with the distribution of the Fission 3.0 Shares to the Fission shareholders in the period from December 4, 2013 up to and including December 9, 2013. Fission shares will begin trading on an "ex-distribution" basis at the open of markets on December 10, 2013 and the Fission 3.0 Shares will commence trading on the TSX-V at the open of markets on December 10, 2013 under the symbol "FUU".
Additional information regarding "due bill" trading is set out in the news release of Fission dated November 29, 2013.
About Fission Uranium Corp.
Fission Uranium Corp. is a Canadian based resource company specializing in the strategic acquisition, exploration and development of uranium properties and is headquartered in Kelowna, British Columbia. Common Shares are listed on the TSX Venture Exchange under the symbol "FCU".
About Alpha Minerals Inc.
Alpha Minerals Inc. is a wholly-owned subsidiary of Fission Uranium Corp.
ON BEHALF OF THE BOARD OF FISSION
Dev Randhawa, Chairman & CEO |