Stallion Uranium Closes Non-Brokered Private Placement Financing

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VANCOUVER, British Columbia, July 31, 2024 (GLOBE NEWSWIRE) — Stallion Uranium Corp. « Business » Or « Standard ») (TSX-V: STUD; OTCQB: STLNF; FSE: FE0) is pleased to announce that, further to its press releases dated July 16, 2024, July 17, 2024 and July 29, 2024, it has closed a non-brokered private placement for aggregate gross proceeds of $2,533,000.98 (the “Offering”).Offer« ).

The Company has allotted and issued 26,866,622 flow-through units of the Company (each, a “FT Unit”) at a price of $0.09 per FT Unit and 1,353,000 non-flow-through units of the Company (each, a “Unit) at a price of $0.085 per Unit. Each FT Unit consists of one common share of the Company to be issued as a “flow-through share” within the meaning of the Income Tax Act (Canada) (each, a “Flow-Through Share”).FT Share”) and one-half of one common share purchase warrant (each whole warrant, a “To guarantee« ). Each Unit consists of one common share of the Company (each, a « Share« ) and one-half of a warrant. Each warrant entitles the holder to purchase one common share of the Company (each, a « Warrant Action”) at a price of $0.12 for a period of 24 months.

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In connection with the Offering, the Company paid a finder’s fee of $162,644.73 and issued 1,807,164 finder’s warrants to arm’s length parties, entitling the holder to acquire one Share at a price of $0.12 per Share for a period of 24 months. All securities issued under the Offering will be subject to a hold period expiring on December 1, 2024. The Offering remains subject to final approval by the TSX Venture Exchange.

The gross proceeds of the FT Shares will be used by the Company to incur eligible “Canadian exploration expenditures” that qualify as “continuous flow critical minerals mining expenditures” as such terms are defined in the Income Tax Act (Canada) (the “Eligible expenses) related to the Company’s uranium projects in the Athabasca Basin, Saskatchewan, no later than December 31, 2025. All eligible expenditures will be forfeited to the subscribers of the FT Units as of December 31, 2024. The gross proceeds from the sale of the Units will be used by the Company for non-eligible exploration expenses and general working capital.

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A portion of the Offer constitutes a “related party transaction” within the meaning of Policy 5.9 of the TSX Venture Exchange and Multilateral Instrument 61-101 –Protection of minority holders of securities in the context of special transactions (“MI 61-101”) adopted in the Policy. The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 regarding related party participation in the Offering.

About Stallion Uranium

Stallion Uranium is focused on fueling the future with uranium by exploring over 3,000 km² in the Athabasca Basin, home to the world’s largest high-grade uranium deposits. The Company, along with its joint venture partner ATHA Energy, holds the largest contiguous project in the Southwest Athabasca Basin, adjacent to several high-grade discoveries.

Our management and advisory teams are comprised of uranium and precious metals exploration experts with the financial markets experience and technical talent to acquire and explore early-stage properties.

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Stallion is providing optionality with the Horse Heaven gold project in Idaho which is adjacent to a world-class gold deposit, providing exposure to the upside potential of the district’s advancement with limited capital expenditures.

For more information, visit stallionuranium.com or contact:

Drew Zimmerman
General manager
778-686-0973
info@stallionuranium.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This press release contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation (collectively, « forward-looking statements ») that relate to the Company’s current expectations and views regarding future events. Any statement that expresses or involves discussions with respect to expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as « will likely result », « is expected », « will », « will », « will continue », « is expected », « anticipates », « believes », « estimates », « intends », « plans », « forecast », « projection », « strategy », « objective » and « outlook ») is not a historical fact and may be forward-looking statements and involve estimates, assumptions and uncertainties that could cause actual results to differ materially from those expressed in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and the forward-looking statements included in this material change report should not be unduly relied upon. These statements speak only as of the date they are made.

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Forward-looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond the Company’s control, that could cause actual results and events to differ materially from those disclosed in or implied by such forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. New factors emerge from time to time, and it is not possible for the Company to predict all of them or to assess the impact of each factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. All forward-looking statements contained in this presentation are expressly qualified in their entirety by this cautionary statement.

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