Source: Deutsche Nachrichten
Premier American Uranium Inc.(“PUR”, the “Company” or “Premier American Uranium” – – https://www.commodity-tv.com/ondemand/companies/profil/premier-american-uranium-inc/) (TSXV: PUR) (OTCQB: PAUIF) is pleased to announce that it has entered into an asset purchase agreement (the “Agreement”) dated September 14, 2026, with DISA Uranium Corporation (“DISA Uranium”), pursuant to which the Company has agreed to sell to DISA Uranium all of its rights, title and interest in and to the Outlaw Mesa, Atkinson Mesa, Monogram Mesa and Slick Rock Projects located in Colorado (the “Colorado Package”) for aggregate consideration of approximately US$2,000,000, consisting of 25,413 shares of DISA Uranium (“DISA Uranium Shares”) and warrants to acquire an equivalent number of DISA Uranium Shares (the “Transaction”) . Concurrently, DISA Uranium will make a strategic equity investment in subscription receipts of PUR (“Subscription Receipts”) at a price of C$0.75 per Subscription Receipt (the “Offering Price”), for aggregate proceeds of US$5,000,000, expected to result in an approximately 8.7% ownership interest in PUR (the “Equity Investment”). This represents a 41.5% premium to the closing price of PUR shares on September 14, 2026.
DISA Uranium is a new, well-capitalized American uranium production platform pursuing a supply chain growth strategy across conventional uranium production, remediation and recovery, and future domestic processing. Concurrent with its recently completed transaction with IsoEnergy Ltd. (“IsoEnergy”), DISA Uranium closed a US$105 million private placement financing backed by leading mining, energy and technology investors, including Tembo Capital, BHP Ventures, Galvanize Climate Solutions, Valor Equity Partners, Evok Innovations, Halliburton Labs and Veriten. Its portfolio includes the permitted, past-producing Tony M, Daneros and Rim mines and the Sage Plain and Flatiron projects in Utah, complemented by its proprietary HPSA technology and NRC-licensed abandoned uranium mine remediation and recovery platform.
Highlights
- Unlocks Value While Retaining Upside: PUR will receive US$2,000,000 in DISA Uranium Shares, together with an equal number of warrants, monetizing its non-core Colorado assets while retaining exposure to their future development and gaining participation in the growth of DISA Uranium’s broader U.S. uranium platform.
- Strategic Investment in PUR at a Significant Premium: DISA Uranium will make a concurrent Equity Investment in PUR at C$0.75 per Subscription Receipt, reflecting a 41.5% premium to the last close of PUR shares, resulting in an approximately 8.7% ownership interest and providing additional capital to advance PUR’s core portfolio. Subject to maintaining a specified ownership threshold, DISA Uranium will receive customary participation rights and the right to nominate one director to PUR’s Board of Directors. Greyson Buckingham, CEO of DISA Uranium is expected to join PUR’s Board upon closing.
- Exposure to a Well-Capitalized U.S. Uranium Platform: Through PUR’s equity position in DISA Uranium, PUR shareholders will gain exposure to a well-capitalized U.S. uranium platform backed by US$105 million of financing and leading mining, energy and technology investors, with conventional uranium assets, proprietary recovery technology and an NRC-licensed remediation business.
- Strategic Relationship Could Unlock New Development Options for Cebolleta: Given the nature of Cebolleta’s sandstone-hosted uranium mineralization, PUR believes that the project could be well suited to benefit from DISA Uranium’s HPSA technology. The technology has the potential to increase grade by rejecting waste mass prior to downstream processing which could unlock operating and processing scenarios not previously considered for Cebolleta, including opportunities to simplify processing and reduce mine-site infrastructure. Together with DISA Uranium’s planned regional processing capacity, this could provide PUR with additional development pathways to evaluate as it continues to advance and optimize Cebolleta.
- Disciplined Portfolio Strategy: The Transaction further focuses PUR’s portfolio and capital allocation on advancing the Cebolleta, Kaycee and Cyclone projects, supporting the Company’s strategy to build value through the exploration, advancement and optimization of its core U.S. uranium assets.
Colin Healey, CEO and Director of PUR commented, “This Transaction once again demonstrates our ability to execute on PUR’s strategy of disciplined capital allocation. By monetizing our non-core Colorado assets, we are unlocking value while retaining meaningful exposure to their future potential through our equity position in DISA Uranium. At the same time, DISA Uranium’s strategic investment in PUR at a premium provides additional capital to support our core portfolio and creates strong alignment between our companies.
We believe DISA Uranium is building a differentiated U.S. uranium platform, and we are pleased to participate in its future growth while maintaining our focus on advancing Cebolleta, Kaycee and Cyclone. The relationship also creates potential strategic opportunities for Cebolleta, including the evaluation of DISA Uranium’s HPSA technology and future regional processing capacity, which could provide additional development pathways as we continue to advance and optimize the project.”
Greyson Buckingham, CEO of DISA Uranium commented, “Our investment in PUR extends the relationship beyond the Colorado Portfolio and gives DISA Uranium a direct interest in PUR’s continued growth. Together, the investment and Board position create long-term alignment between the companies and a foundation to explore future opportunities across PUR’s broader U.S. portfolio, including where our technology and planned processing capabilities may add value. I look forward to joining PUR’s Board and contributing to its next stage of development.”
Transaction Summary
Pursuant to the Agreement, DISA Uranium has agreed to acquire the Colorado Package from PUR in consideration for:
- the issuance to PUR of US$2,000,000 worth of equity consisting of 25,413 DISA Uranium Shares on closing of the Transaction; and
- the issuance to PUR of warrants exercisable to acquire 25,413 DISA Uranium Shares at a price of US$118.05 per share, subject to the satisfaction of certain vesting conditions.
Completion of the Transaction is subject to satisfaction of customary closing conditions as set forth in the Agreement, including, among other things, receipt of applicable regulatory approvals including the approval of the Department of Energy and completion of the Equity Investment, including the conversion of the Subscription Receipts in accordance with the terms thereof.
Pursuant to the Equity Investment, DISA Uranium has agreed to acquire Subscription Receipts at the Offering Price a for aggregate proceeds of US$5,000,000 (as converted to Canadian dollars using the applicable exchange rate). Each Subscription Receipt will entitle the holder thereof to automatically receive, upon satisfaction or waiver, as applicable, of certain escrow release conditions (the “Escrow Release Conditions”), one common share of PUR.
The Escrow Release Conditions include the satisfaction of all conditions precedent to the completion of the Transaction. The proceeds of the Equity Investment will be held in escrow and not released to PUR until the Escrow Release Conditions are satisfied or waived, as applicable. If the Escrow Release Conditions have not been satisfied or waived, as applicable, on or prior to June 13, 2027, the aggregate Offering Price of the Subscription Receipts (plus any interest earned thereon) will be returned to DISA Uranium, and such Subscription Receipts will be automatically cancelled and be of no further force and effect.
Following the satisfaction or waiver, as applicable, of the Escrow Release Conditions, the proceeds of the Equity Investment are expected to be used by the Company to fund proposed exploration and development programs for PUR’s projects as well as for working capital and general corporate purposes. Completion of the Equity Investment is subject to the approval of the TSX Venture Exchange.
The Transaction constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company has determined that the Transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contained in Section 5.5(a) and Section 5.7(1)(a) of MI 61-101, as neither the fair market value of the subject matter of, nor the consideration paid under, the Transaction exceeds 25% of the Company’s market capitalization. The Transaction was approved by the board of directors of the Company with Mr. Tunney having disclosed his interest in the Transaction and abstaining from voting in respect thereof. The Company has not received, nor has it requested a valuation of its securities or the subject matter of the Transaction in the 24 months prior to the date hereof.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities referred to in this news release have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws.
About DISA Uranium Corporation
DISA Uranium Corporation (DISA Uranium) is redefining American uranium recovery and production. Headquartered in Casper, Wyoming, the veteran-led Company recovers uranium and vanadium from abandoned uranium mine (AUM) waste, remediates legacy sites left across the western United States, and applies its patented high-pressure slurry ablation technology (HPSA ) to make conventional uranium production cleaner, more efficient, and more economic. DISA Uranium holds the only U.S. Nuclear Regulatory Commission (NRC) license to treat and recover AUM waste across multiple sites — and with a growing conventional resource base behind it, the Company is building the domestic capacity to turn American waste and American ore into American fuel. Our mission is simple: restore the past while powering the future and rebuild a secure domestic uranium supply chain.
About Premier American Uranium Inc.
Premier American Uranium is focused on consolidating, exploring, and developing uranium projects across the United States to strengthen domestic energy security and advance the transition to clean energy. The Company’s extensive land position spans five of the nation’s top uranium districts, with active work programs underway in New Mexico’s Grants Mineral Belt and Wyoming’s Great Divide and Powder River Basins.
Backed by strategic partners including Sachem Cove Partners, IsoEnergy, Mega Uranium Ltd., and other leading institutional investors, PUR is advancing a portfolio supported by defined resources and high-priority exploration and development targets. Led by a distinguished team with deep expertise in uranium exploration, development, permitting, operations, and uranium-focused M&A, the Company is well positioned as a key player in advancing the U.S. uranium sector.
For More Information, Please Contact:
Premier American Uranium Inc.
Colin Healey, CEO and Director
info@premierur.com
Toll-Free: 1-833-223-4673
X: @PremierAUranium
www.premierur.com
In Europe
Swiss Resource Capital AG
Marc Ollinger
Neither TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Cautionary Statement Regarding Forward-Looking Information
This news release contains “forward-looking information” within the meaning of applicable Canadian securities laws. Forward-looking information includes, but is not limited to, statements with respect to, the Transaction, including statements with respect to the completion of the Transaction, the Equity Investment and the timing thereof; the anticipated benefits of the Transaction for PUR and shareholders of PUR; the expected receipt of regulatory and other approvals relating to the Transaction and the Equity Investment; the future prospects of DISA Uranium, including planned regional processing capacity; the potential benefits of using DISA Uranium’s HPSA technology at Cebolleta and plans with respect to potential development at Cebolleta; the satisfaction or waiver of the Escrow Release Conditions; the expected proceeds of the Equity Investment and the anticipated use thereof; and other activities, events or developments that are expected, anticipated or may occur in the future. Generally, but not always, forward-looking information and statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or the negative connotation thereof or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” or the negative connotation thereof.
Forward-looking information and statements are based on our current expectations, beliefs, assumptions, estimates and forecasts about PUR’s business and the industry and markets in which it operates. Such forward-information and statements are based on numerous assumptions, including among others, assumptions that the Transaction and the Equity Investment will be completed in accordance with the terms and conditions of the relevant agreements; that the parties will receive the required regulatory approvals and will satisfy, in a timely manner, the other conditions to completion of the Transaction and the Equity Investment; the accuracy of management’s assessment of the effects of the successful completion of the Transaction and that the anticipated benefits of the Transaction will be realized for PUR and PUR shareholders; that the application of DISA Uranium’s HPSA technology at Cebolleta will have the anticipated results; that DISA Uranium’s business will develop as expected; general business and economic conditions will not change in a material adverse manner, that financing will be available if and when needed and on reasonable terms, that third party contractors, equipment and supplies and governmental and other approvals required to conduct the Company’s planned exploration activities will be available on reasonable terms and in a timely manner. Although the assumptions made by PUR in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate.
Forward-looking information and statements also involve known and unknown risks and uncertainties and other factors, which may cause actual results, performances and achievements of Premier American Uranium to differ materially from any projections of results, performances and achievements of Premier American Uranium expressed or implied by such forward-looking information or statements, including, among others: the inability of PUR and DISA to complete the Transaction and the Equity Investment; a material adverse change in the timing of and the terms and conditions upon which the Transaction and the Equity Investment are completed; the inability to satisfy or waive all conditions to completion of the Transaction and the Equity Investment; the failure to obtain regulatory approvals in connection with the Transaction and the Equity Investment; the inability to realize the benefits anticipated from the Transaction and the timing to realize such benefits; changes to PUR’s and/or DISA Uranium’s current and future business plans and the strategic alternatives available thereto; growth prospects and outlook of DISA Uranium’s business; changes in commodity and metal prices; results of future exploration activities; cost overruns; the limited operating history of the Company; negative operating cash flow and dependence on third party financing; uncertainty of additional financing; delays or failure to obtain required permits and regulatory approvals; changes in mineral resources; no known mineral reserves; aboriginal title and consultation issues; reliance on key management and other personnel; potential downturns in economic conditions; availability of third party contractors; availability of equipment and supplies; failure of equipment to operate as anticipated; accidents, effects of weather and other natural phenomena and other risks associated with the mineral exploration industry; changes in laws and regulation, competition, and uninsurable risks and the risk factors with respect to Premier American Uranium set out in the documents of PUR filed with the Canadian securities regulators and available under PUR’s profile on SEDAR+ at www.sedarplus.ca.
Although PUR has attempted to identify important factors that could cause actual actions, events or results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. PUR undertakes no obligation to update or reissue forward-looking information as a result of new information or events except as required by applicable securities law.