NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
FISSION URANIUM CORP. (TSX:FCU)(OTCQX:FCUUF)(FRANKFURT:2FU) (“Fission” or the “Company”) is pleased to announce that it has entered into a revised letter of engagement with Dundee Securities Ltd. (the “Lead Underwriter”) on behalf of a syndicate of underwriters including BMO Capital Markets, Macquarie Capital Markets Canada Ltd., Raymond James Ltd. and TD Securities Inc. (the “Underwriters”) under which the Underwriters have now agreed to purchase 11,600,000 flow-through common shares of the Company (the “Flow- Through Shares”), on a “bought deal” basis, subject to all required regulatory approvals, at a price per Flow- Through Share of $1.50, for total gross proceeds of $17,400,000 (the “Offering”).
The Underwriters have been granted the option to purchase up to an additional 15% of the Offering, exercisable in whole or in part at any time up to 30 days from to the closing of the Offering.
The Company intends to use the gross proceeds of the Offering for “Canadian exploration expenses” that are “flow through mining expenditures” (within the meaning of the Income Tax Act (Canada)) related to the Company’s Canadian uranium mining exploration projects. The Company will agree to renounce such Canadian Exploration Expenses with an effective date of no later than December 31, 2015.
The Flow-Through Shares will be offered by way of a short form prospectus to be filed in all of the provinces of Canada, except Quebec, pursuant to National Instrument 44-101 – Short Form Prospectus Distributions.
The closing date of the Offering is scheduled to be on or about April 29, 2015 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange and the securities regulatory authorities.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
About Fission Uranium Corp.
Fission Uranium Corp. is a Canadian based resource company specializing in the strategic exploration and development of the Patterson Lake South uranium property – host to the world-class Triple R uranium deposit – and is headquartered in Kelowna, British Columbia. Common Shares are listed on the TSX Exchange under the symbol “FCU” and trade on the OTCQX marketplace in the U.S. under the symbol “FCUUF”.
ON BEHALF OF THE BOARD
Ross McElroy, President and COO
Cautionary Statement:
Certain information contained in this press release constitutes “forward-looking information”, within the meaning of Canadian legislation. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur”, “be achieved” or “has the potential to”. Forward looking statements contained in this press release may include statements regarding the future operating or financial performance of Fission and Fission Uranium which involve known and unknown risks and uncertainties which may not prove to be accurate. Actual results and outcomes may differ materially from what is expressed or forecasted in these forward-looking statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Among those factors which could cause actual results to differ materially are the following: market conditions and other risk factors listed from time to time in our reports filed with Canadian securities regulators on SEDAR at www.sedar.com. The forward-looking statements included in this press release are made as of the date of this press release and the Company and Fission Uranium disclaim any intention or obligation to update or revise any forward- looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation.
Fission Uranium Corp.
Rich Matthews
Investor Relations
TF: 877-868-8140
rich@fissionuranium.com
www.fissionuranium.com
