TSX Venture Exchange
(TSX-V): BSK
Frankfurt Stock Exchange (FSE):
MAL2
OTCQB Venture Market (OTC): BKUCF
- Your vote is important no matter how many shares you
hold. Vote today.
- The Board of Directors of Blue Sky unanimously recommends
that Shareholders vote IN FAVOUR of the Transaction Resolution
- Shareholders are encouraged to vote in advance of the
proxy cutoff of 10:00 AM (Vancouver
Time) on February 4, 2025
- For questions or assistance with voting, contact Laurel
Hill Advisory Group by phone at 1-877-452-7184 (within North America) +1 416-304-0211 (outside
North America), or by email at
assistance@laurelhill.com
VANCOUVER, BC, Jan. 8, 2025
/CNW/ - Blue Sky Uranium Corp. (TSXV: BSK) (FSE: MAL2)
(OTC: BKUCF), ("Blue Sky" or the "Company") announced today
that it has filed its notice of meeting, management information
circular (the "Circular"), and related documents
(collectively, the "Meeting Materials") with securities
regulators in connection with the special meeting (the
"Meeting") of the holders ("Shareholders") of common
shares of Blue Sky ("Shares"). Mailing of the Meeting
Materials has also commenced. The Meeting will be held on
February 6, 2025 at 10:00 AM (Vancouver Time) at 1133 Melville
Street, Suite 3500, Vancouver, British
Columbia. The circular and related materials have also been
filed on the Company's website at
www.blueskyuranium.com/investors/shareholder-documents.
The purpose of the Meeting is for Shareholders to vote on a
special resolution (the "Transaction Resolution") to approve
the proposed Transaction (as defined below) with Abatare Spain,
S.L.U. ("COAM"). As previously announced, on December 2, 2024, Blue Sky entered into a
definitive earn-in agreement (the "Earn-In Agreement") with
COAM and ACI Capital S.à r.l, as guarantor, pursuant to which the
Company and its wholly owned subsidiaries Minera Cielo Azul S.A. ("MCA") and Ivana
Minerals S.A. ("IMSA"), have granted to
COAM the sole and exclusive right to acquire up to an 80%
indirect interest in the Ivana Uranium-Vanadium Deposit located in
the
Province of Rio Negro, Argentina (the "Property"), to be effected
by way of an 80% equity interest
in IMSA, subject to the terms and conditions set forth in the
Earn-In Agreement (the "Transaction").
Under the terms of the Earn-In Agreement, COAM has been granted
(i) a right to acquire a 49.9% indirect equity interest in the
Property by funding cumulative expenditures of US$35 million and (ii) upon completion of an NI
43-101 feasibility study (a "Feasibility Study"), a right to
acquire up to an 80% equity interest in IMSA by funding the costs
and expenditures to develop and construct the project to commercial
production, subject to the terms and conditions in the Earn-In
Agreement.
The Transaction Resolution requires the approval of at least 66
2/3% of the votes cast by Shareholders.
Reasons for and Benefits of the Transaction
The Company's board of directors (the "Board"), after
careful consideration of a number of factors, has unanimously
determined that the Transaction Resolution is in the best interests
of the Company and the Shareholders and unanimously recommends that
the Shareholders vote FOR the Transaction
Resolution.
In forming its recommendation, the Board considered a number of
factors, including:
- Strategic Investment Partner – Through the Transaction,
the Company is partnering with one of the most capable groups in
Argentina. COAM, backed by the
Corporación América Group, brings extensive experience in project
development and operations within Argentina. The Corporación América Group is a
diversified conglomerate with significant investments across
Latin America and Europe, encompassing sectors such as energy,
airports, agribusiness, services, infrastructure, transportation,
and technology. As a result of this strategic partnership, the
Company may leverage COAM's expertise and resources to drive
towards the successful development and operation of the
project.
- Advancement of Ivana Property Through Feasibility to
Commercial Production – The Earn-In Agreement includes a
commitment from COAM to make an initial investment of US$35 million in exchange for a 49.9% interest in
the Property. Upon completion of a Feasibility Study, the Company
will benefit from free carry on the costs and expenditures
necessary to achieve commercial production in exchange for an
additional 30.1% interest, subject to the terms and conditions of
the Earn-In Agreement. The Transaction includes anti-dilution
protection for the Company until commercial production, aimed to
ensure shareholder value is preserved as the project advances.
- Investment Towards Exploration at Adjacent
Properties – The call option granted under the Transaction
(the "Call Option") will help fund exploration activities at
other highly prospective properties within the Company's portfolio.
This funding will potentially clear the way for additional
discoveries, build more resources and create value for
Shareholders. Furthermore, the Company retains an ongoing interest
in IMSA, aimed to ensure continued exposure to potential upside
from exploration successes.
- Negotiated Transaction – The Board believes that
the terms and conditions of the Earn-In Agreement are reasonable
and are the product of extensive arm's length negotiations between
the Company and its advisors, on the one hand, and COAM and its
advisors, on the other hand.
YOUR VOTE IS IMPORTANT REGARDLESS OF THE NUMBER OF SHARES YOU
OWN
Shareholders are encouraged to read the Circular in its entirety
and vote their Shares as soon as possible, in accordance with the
instructions accompanying the form of proxy or voting instruction
form mailed to Shareholders together with the Circular.
The deadline for voting Shares by proxy is at 10:00 AM (Vancouver Time) on February 4, 2025.
The Circular includes full details on the Transaction and
related matters, including the background to the Transaction,
voting procedures, reasons for the Transaction, the recommendations
of the Board, and the various factors considered by the Board in
making their respective recommendations.
Shareholder Questions and Voting Assistance
Shareholders who have questions about voting their shares may
contact the Company's proxy solicitation agent and shareholder
communications advisor, Laurel Hill Advisory Group:
Toll Free: 1-877-452-7184 (for Shareholders in
North America)
International: +1 416-304-0211 (for Shareholders outside
Canada and the US)
By Email: assistance@laurelhill.com
About
Abatare Spain, S.L.U. and ACI Capital S.à r.l,
Abatare
Spain, S.L.U., a company constituted in Spain and ACI Capital S.à r.l, a company
constituted in Luxembourg, parent
of the group controlling the energy business, are part of the
Corporación América Group ("Corporación América").
Abatare Spain S.L.U.
has been involved in several projects
related to the energy industry.
Corporación América has developed significant projects and
invested in Argentina for over 60
years. It holds major stakes in the energy, airport, agribusiness,
services, infrastructure, transportation, and technology sectors,
with assets and operations in Argentina and 10 other countries. Its
subsidiary Corporación América Airports S.A. (NYSE:CAAP) has a
current market capitalization of US$3.20
billion.
About Blue Sky Uranium
Corp.
Blue Sky Uranium Corp. is a leader in uranium discovery
in Argentina. The Company's objective
is to deliver exceptional returns to shareholders by
rapidly advancing a portfolio of surficial uranium deposits into
low- cost producers, while respecting the environment, the
communities, and the cultures in all the areas in
which we work. Blue Sky has the exclusive right
to properties in two provinces
in Argentina. The Company's flagship Amarillo Grande
Project was an in-house discovery of a new district that has the
potential to be both a leading
domestic supplier of uranium to the growing
Argentine market and a new international market
supplier. The Company is a member
of the Grosso
Group, a resource management group that has
pioneered exploration in Argentina
since 1993.
ON BEHALF OF THE BOARD
"Nikolaos Cacos"
_______________________________
Nikolaos Cacos, President, CEO and Director
Neither TSX Venture
Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
This news release may contain forward-looking statements and
forward-looking information (collectively, the "forward-looking
statements") within the meaning of applicable securities laws. Forward-looking statements address future events
and conditions and therefore involve inherent risks and
uncertainties. Any statements that are contained in this press
release that are not statements of historical fact may be deemed to
be forward-looking statements. Forward-looking statements are often
identified by terms such as "may", "should", "anticipate", "will",
"estimates", "believes", "intends" "expects" and similar
expressions which are intended to identify
forward-looking statements. More particularly and without limitation, this press release
contains forward-looking statements that, other
than statements of historical fact, address activities, events or developments the Company believes, expects or anticipates will or may
occur in the future, including, without limitation, statements
about the closing of the Transaction; the use of proceeds; the
strengths, characteristics and potential of the Transaction; the
Call Option; production of uranium products and the success of
commercial production at the Property; consummation and timing of
the Transaction; IMSA's holdings
of title to the Property; the Company's ability
to leverage COAM's expertise and resources to drive towards the
successful development and operation of the project; the ability of
any funding towards other highly prospective properties within the
Company's portfolio to clear the way for additional discoveries,
build more resources and create value for Shareholders; the extent
of the Company's continued exposure to potential upside from IMSA's
exploration successes; the effectiveness of the Transaction's
anti-dilution features in preserving shareholder value as the
project advances; and satisfaction of the conditions precedents are
forward-looking statements. Forward-looking statements are not
guarantees of future performance and accordingly undue reliance
should not be put on such statements due to the inherent
uncertainty therein.
Forward-looking statements are subject to a number of risks
and uncertainties that may cause the actual results of the Company
to differ materially from those discussed in the forward-looking
statements and, even if such actual results are realized or
substantially
realized, there can be no assurance
that they will have the expected consequences to, or effects
on, the Company. Factors that could cause
actual results or events to differ materially from current
expectations include, among other things: failure to receive TSXV
approval; the Meeting date and approval of the Transaction by the
Shareholders; failure to satisfy the condition precedents, the
potential that the Transaction could be terminated under certain
circumstances; the likelihood that the sale of substantially all of
the Company's assets will be completed within a reasonable time in
accordance with the terms of the Earn-In Agreement; the impact of
Shareholders asserting dissent rights in connection with the
approval of the Transaction; COAM exercising its rights under the
Earn-In Agreement; the Company's working relationship with COAM;
the impact of global pandemics; risks and uncertainties related to
the ability to obtain, amend, or maintain licenses, permits, or
surface rights; risks associated with technical difficulties in
connection with mining activities; and the possibility that future
exploration, development or mining results will not be consistent
with the Company's expectations. Actual results may differ
materially from those currently anticipated in such statements.
Readers are encouraged to refer to the Company's public disclosure
documents for a more detailed discussion of factors that may impact
expected future results. The forward-looking statements contained
in this press release are made as of the date of this press
release, and the Company does not undertake any obligation to
update publicly or to revise any of the included forward-looking
statements, whether as a result of new information, future events
or otherwise, except as expressly required by securities
law.
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SOURCE Blue Sky Uranium Corp.
