Cosa Resources acquires Polaris Uranium Corp.

Vancouver, British Columbia – TheNewswire – June 28e2022 – Cosa Resources Corp. (CSE:CSR) (“Cosa Resources” or the “Company”) is pleased to announce that it has entered into a share exchange agreement (the “Agreement”) with Polaris Uranium Corp. (“Polaris”) and each of the stockholders of Polaris (the “Agreement”) “stockholders of Polaris”), pursuant to which Cosa Resources will acquire all of the issued and outstanding shares of Polaris from the stockholders of Polaris (the ” acquisition “). Polaris owns a 46,700 ha land package consisting of four uranium exploration properties in the eastern Athabasca Basin in northern Saskatchewan (Figure 1).

Keith Bodnarchuk, President and CEO, said: “The long-term uranium market fundamentals have improved significantly over the past year and I am very pleased that we have been able to add these properties to our exploration portfolio in northern Saskatchewan. Cosa Resources will use its strengths in uranium exploration and capital markets to position the Company as an industry leader.

Properties

The four properties held by Polaris have a total area of ​​46,700 ha and are named Ursa, Orion, Castor and Charcoal. All of the properties are located in the eastern Athabasca Basin, the heart of Canada’s uranium exploration and mining industry. Each of the properties covers large areas characterized by low magnetic susceptibility which likely indicates the presence of potential metasedimentary basement rocks. Castor and Charcoal lie beyond the eastern edge of the basin and probably lack Athabasca sandstone cover. These properties are therefore the most promising for the mineralization hosted in the basement. Ursa and Orion are located approximately 45 km west of the Cigar Lake uranium mine and are prospective for uranium mineralization hosted underground and unconformably. The depth of the unconformity at Ursa and Orion is expected to be 750m to 950m. No royalties or other charges exist on the lot of land.

Terms

Subject to customary closing conditions and regulatory approvals, Cosa Resources will acquire 100% of the issued and outstanding shares of Polaris from Polaris stockholders in exchange for an aggregate of 4.3 million shares of the Company (the ” consideration shares”). Under the terms of the agreement, each Polaris shareholder will receive one consideration share in exchange for each Polaris share held. The acquisition is an arm’s length transaction and will not result in the creation of new insiders or controlling persons of Cosa Resources. The Agreement contains customary representations, warranties, covenants and closing conditions applicable to a transaction of this nature.

In addition to resale restrictions imposed by applicable securities laws, all Consideration Shares are subject to a 24-month hold period, with 25% of the Consideration Shares being released every six months, commencing six months from the closing date. Cosa Resources expects to complete acquisition of Polaris on or about June 30, 2022.

Cosa Resources Corp.

Cosa Resources is a Canadian mining exploration company based in Vancouver, British Columbia, and is currently focused on exploring its uranium and copper projects in northern Saskatchewan. Cosa Resources’ current portfolio includes youe Heron project: three mining claims approximately 180 km north of La Ronge, Saskatchewan that are promising for sediment-hosted copper mineralization. The team behind Cosa Resources has a track record of success in Saskatchewan, with a combined 45 years of exploration, discovery and development experience in the province.

Figure 1: Location map of uranium properties


Click on image to view full size

Qualified person

The Company’s disclosure of technical or scientific information in this press release has been reviewed and approved by Keith Bodnarchuk, P.Geo., President and CEO of Cosa Resources. Mr. Bodnarchuk is a qualified person within the meaning of National Instrument 43-101.

Contact

Keith Bodnarchuk, President and CEO

[email protected]

+1 888-899-2672

Warnings

Neither the Canadian Securities Exchange nor the Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

This press release contains certain “forward-looking statements” within the meaning of applicable securities laws. When used in this press release, the words “anticipate”, “believe”, “estimate”, “expect”, “target”, “plan”, “expect”, “may”, “could “, “could”, “calendar” and similar words or expressions, identify statements or information. These forward-looking statements or information relate to, among other things: the exploration, development and production of the Company’s mining projects; and the completion of the Acquisition;.

Forward-looking statements and forward-looking information regarding any future mineral production, liquidity, improvement in the value and profile of the Company’s capital markets, potential for future growth of the Company and its business, and plans for exploration are based on management’s reasonable assumptions and estimates, expectations, analyzes and opinions, which are based on management’s experience and perception of trends, current conditions and expected developments, and other factors that management deems relevant and reasonable in the circumstances, but which may prove to be incorrect. Assumptions were made regarding, among other things, the price of metals; no escalation in the severity of the COVID-19 pandemic; exploration and development costs; estimated development costs of exploration projects; the Company’s ability to operate safely and efficiently.

These statements reflect the Company’s respective current views with respect to future events and are necessarily based on a number of other assumptions and estimates which, although considered reasonable by management, are inherently subject to significant uncertainties. and commercial, economic, competitive, political and social contingencies. . Many factors, known and unknown, could cause actual results, performance or achievements to differ materially from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements or information and the Company has made assumptions and estimates based on or related to many of these factors. These factors include, but are not limited to: the Company’s dependence on a mining project; the volatility of precious metal prices; risks associated with the conduct of the Company’s mining activities; regulatory, consent or authorization delays; risks related to dependence on the Company’s management team and external contractors; the Company’s inability to obtain insurance covering all risks, whether on a commercially reasonable basis or at all; currency fluctuations; risks related to the inability to generate sufficient operating cash flow; risks related to project financing and share issues; the risks and hazards inherent in any mining project; disputes over title deeds, in particular unbuilt title deeds; environmental, health and safety laws and regulations; the ability of the communities in which the Company operates to manage and deal with the implications of COVID-19; the economic and financial implications of COVID-19 for the Company; operational or technical difficulties related to mining or development activities; employee relations, social unrest or unavailability; the Company’s interactions with surrounding communities; the speculative nature of exploration and development; stock market volatility; conflicts of interest between certain directors and officers; lack of liquidity for the shareholders of the Company; litigation risk; and factors identified in the Company’s public disclosure documents. Readers are cautioned against attributing undue certainty to forward-looking statements or forward-looking information. Although the Company has attempted to identify important factors that could cause actual results to differ materially, other factors may cause results not to be anticipated, estimated or predicted. The Company does not intend, and undertakes no obligation, to update such forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other event affecting such statements or information, except if required by applicable regulations. right.

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