IsoEnergy Announces Acquisition of Anfield, Securing Expanded Near-Term U.S. Uranium Production and the Shootaring Canyon Mill

PR Newswire

TORONTO, Oct. 2, 2024

TORONTO, Oct. 2, 2024 /PRNewswire/ - IsoEnergy Ltd. ("IsoEnergy") (TSX: ISO) (OTCQX: ISENF) and Anfield Energy Inc. ("Anfield") (TSXV: AEC) (OTCQB: ANLDF) (FRANKFURT: 0AD) are pleased to announce that they have entered into a definitive agreement (the "Arrangement Agreement") pursuant to which IsoEnergy will acquire all of the issued and outstanding common shares of Anfield (the "Anfield Shares") by way of a court-approved plan of arrangement (the "Transaction"). Anfield owns 100% of the Shootaring Canyon Mill (the "Mill") located in southeastern Utah, United States, one of only three licensed, permitted, and constructed conventional uranium mills in the United States, as well as a portfolio of conventional uranium and vanadium projects in Utah, Colorado, New Mexico, and Arizona (Figure 1).

Under the terms of the Transaction, Anfield shareholders will receive 0.031 of a common share of IsoEnergy (each whole share, an "ISO Share") for each Anfield Share held (the "Exchange Ratio"). Existing shareholders of IsoEnergy and Anfield will own approximately 83.8% and 16.2% on a fully-diluted in the-money basis, respectively, of the outstanding ISO Shares on closing of the Transaction.

The Exchange Ratio implies consideration of $0.103 per Anfield Share, based on the closing price of the ISO Shares over all Canadian exchanges on October 1, 2024. Based on each company's 20-day volume weighted average trading price over all Canadian exchanges for the period ending October 1, 2024, the Exchange Ratio implies a premium of 32.1% to the Anfield Share price. The implied fully-diluted in the-money equity value of the Transaction is equal to approximately $126.8 million.

Strategic Rationale

   -- Expected to Expand Near-Term U.S. Uranium Production Capacity -- The 
      combined portfolio ("Combined Portfolio") of permitted past-producing 
      mines and development projects in the Western U.S. (Figure 1) is expected 
      to provide for substantial increased uranium production potential in the 
      short, medium and long term. 
 
   -- Ownership of Shootaring Canyon Mill Secures Access to Two of Only Three 
      U.S. Permitted Conventional Uranium Mills -- 
   -- 
 
          -- A restart application has been submitted to the State of Utah for 
             the Shootaring Canyon Mill to increase throughput from 750 stpd to 
             1,000 stpd and expand licensed annual production capacity from 1 
             million lbs U O to 3 million lbs U O . 
 
          -- Existing toll-milling agreements with Energy Fuels at the White 
             Mesa Mill provide additional processing flexibility for current 
             IsoEnergy mines. 
   -- Meaningful Growth in U.S. Uranium Mineral Endowment -- With combined 
      current mineral resources of 17.0 Mlbs Measured & Indicated (+157%) and 
      10.6 Mlbs Inferred (+382%)1, and historical mineral resources of 152.0 
      Mlbs Measured & Indicated (+14%), and 40.4 Mlbs Inferred2 (+33%), the 
      proforma company will rank among the largest in the U.S. 
 
   -- Complimentary Project Portfolio Provides Immediate Operational Synergies 
      -- Benefits from the proximity of the Combined Portfolio in Utah and 
      Colorado are expected to include, reduced transportation costs, increased 
      operational flexibility for mining and processing, reduction in G&A on a 
      per lb basis, and risk diversification through multiple production 
      sources. 
 
   -- Aligned with Goal of Building a Multi-Asset Uranium Producer in Tier-One 
      Jurisdictions -- Beyond the impressive Combined Portfolio in the U.S., 
      the proforma company will have a robust pipeline of development and 
      exploration-stage projects in tier-one uranium jurisdictions, including 
      the world's highest grade published Indicated uranium resource in 
      Canada's Athabasca Basin. 
 
   -- Well-Timed to Capitalize on Strong Momentum in the Nuclear Industry -- 
      Recent industry headlines relating to increasing demand and support for 
      nuclear power are expected to drive uranium demand and, by extension 
      prices, coinciding with expected production and development of the 
      Combined Portfolio. 

CEO and Director of IsoEnergy, Philip Williams, commented, "IsoEnergy is committed to becoming a globally significant, multi-asset uranium producer in the world's top uranium mining jurisdictions. The U.S. is a key jurisdiction for us, and we believe today's acquisition of Anfield strengthens both our resource base and near-term production potential. The combined uranium mineral endowment will rank as one of the largest in the U.S., supported by a 100% owned processing facility, multiple fully permitted mines ready for rapid restart, and a strong pipeline of longer-term development projects.

With the global shift towards nuclear power, we believe the outlook for uranium has never been stronger, making this a pivotal move for IsoEnergy at the right time. We commend the Anfield team for assembling and managing this impressive portfolio over the years, and we look forward to advancing these assets back into production into a time of anticipated rising demand for uranium."

CEO and Director of Anfield, Corey Dias, commented, "We believe this Transaction represents an excellent opportunity for Anfield shareholders, and the culmination of our team's strategic approach to assembling a unique, U.S.-focused portfolio of potential near-term uranium production assets. This Transaction underscores our view that Anfield acquired the right assets in the right place at the right time."

 
____________________________ 
(1) For additional information, see the Tony M Technical Report and 
Velvet-Wood/Slick Rock PEA. 
(2) This estimate is a "historical estimate" as defined under NI 43-101. A 
Qualified Person has not done sufficient work to classify the historical 
estimate as current mineral resources and neither IsoEnergy nor Anfield is 
treating the historical estimate as current mineral resources. See Appendix 
for additional details. 
 

"Beyond the immediate share price premium, shareholders will gain exposure to a broad array of uranium projects, from the high grade and strategically located Hurricane project in Saskatchewan to a large inventory of earlier stage resource assets. The most fundamental benefit of the Transaction is the high level of economic synergies that we believe will be generated by the marriage of our mill and mining assets with IsoEnergy's U.S. mining assets, particularly the advanced stage Tony M mine which is located within 4 miles of our Shootaring Canyon mill. Other tangential benefits to Anfield shareholders will include higher levels of trading liquidity, a robust combined balance sheet, and exposure to extensive research analyst coverage and institutional ownership. We look forward to working with the IsoEnergy team to complete the Transaction and to integrating our two platforms with a view to revitalize American uranium mining in pursuit of clean, domestic energy security."

Benefits to IsoEnergy Shareholders

   -- Secures Shootaring Canyon Mill, one of only three permitted conventional 
      uranium mills in the U.S., located adjacent to IsoEnergy's Tony M Mine 
 
   -- Diversified access to both Shootaring Canyon and White Mesa Mills to 
      boost near-term production capacity while unlocking anticipated 
      operational synergies 
 
   -- Strengthens ranking among the U.S. uranium players in terms of production 
      capacity, advanced mining assets and resource exposure 
 
   -- Potential re-rating from de-risking near-term potential production, 
      increased scale, asset diversification within the U.S. and additional 
      exploration upside 
 
   -- A combined company backed by corporate and institutional investors of 
      Anfield including, enCore Energy Corp. 
 
   -- Creation of a larger platform with greater scale for M&A, access to 
      capital and liquidity 

Benefits to Anfield Shareholders

   -- Immediate and attractive premium 
 
   -- Exposure to a larger, more diversified portfolio of high-quality uranium 
      exploration, development and near-term production assets in tier one 
      jurisdictions of U.S., Canada and Australia 
 
   -- Entry into the Athabasca Basin, a leading uranium jurisdiction, with the 
      high-grade Hurricane deposit 
 
   -- Upside from an accelerated path to potential production as well as from 
      synergies with IsoEnergy's other Utah uranium assets 
 
   -- A combined company backed by corporate and institutional investors of 
      IsoEnergy including, NexGen Energy Ltd., Energy Fuels Inc., Mega Uranium 
      Ltd. and uranium ETFs 
 
   -- Participation in a larger platform with greater scale for M&A 
 
   -- Increased scale expected to provide greater access to capital, trading 
      liquidity and research coverage 

Figure 1: IsoEnergy and Anfield Combined Portfolio of permitted past producing mines and development projects in the Western U.S. (3)

 
___________________________ 
(3) Each of the mineral resource estimates of IsoEnergy and Anfield, except 
for the Tony M Mine and Velvet-Wood/Slick Rock Project, contained in this 
press release are considered to be "historical estimates" as defined under 
National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 
43-101"). A Qualified Person has not done sufficient work to classify the 
historical estimates as current mineral resources or mineral reserves and 
IsoEnergy and Anfield are not treating the historical estimates as current 
mineral resources or mineral reserves. See Disclaimer on Mineral Resource 
Estimates below for additional details. 
 

Shootaring Canyon Mill and Velvet-Wood and Slick Rock Uranium Projects

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