Paladin Energy Ltd (ASX:PDN) entered into a definitive arrangement agreement to acquire Fission Uranium Corp. (TSX:FCU) for approximately CAD 1.05 billion on June 22, 2024. The consideration consists of common equity of Paladin Energy Ltd at a ratio of 0.1076 per common equity of Fission Uranium Corp.

A termination fee of CAD 40 million is payable by Fission to Paladin if the Agreement is terminated in certain circumstances. Fission's Board of Directors, following the unanimous recommendation by its special committee of independent directors (the "Special Committee"), and in consultation with Fission's financial and legal advisors, recommends that Fission shareholders vote in favour of the Transaction. The transaction is subject to closing conditions customary in transactions of this nature, including receipt of Investment Canada Act and Competition Act (Canada) clearance, British Columbia court approvals and applicable stock exchange approvals., approval of merger agreement by target board and approval of offer by target shareholders.

The deal has been approved by the target board. The expected completion of the transaction is in the September 2024 quarter. Cantor Fitzgerald and SCP Resource Finance acted as fairness opinion providers and financial advisors to Fission Uranium Corp.

Paladin has engaged Macquarie Capital as financial advisor, Fasken Martineau DuMoulin LLP as Canadian legal advisor and Corrs Chambers Westgarth as Australian legal advisor. Fission has engaged Blake, Cassels & Graydon LLP as legal advisor.