This move is aimed at strengthening the Company's strategic and operational focus, capitalizing on growth opportunities, and unlocking shareholder value. Both companies expect to maintain a strong strategic relationship, preserving a key value proposition for shareholders of both companies. It is anticipated that the spin-off will be completed by the end of the third quarter of the current fiscal year. The date to determine the Shareholders of Record who will be eligible to participate in the issuance of shares by the newly formed company has not been determined as yet but will be announced in the near future.
Spin-Off Overview
CAT's board and management team determined, as part of the Company's ongoing strategic review of its portfolio, that a spin-off of its
Distributing 100% of all UIC shares to CAT's shareholders. On the record date, every shareholder who owns CAT stock will receive free shares of UIC on an anticipated 1-for-1 basis. This means that for every CAT share owned on the record date, the shareholder will receive one new UIC share without further payment; Enhancing strategic and operational focus to capitalize on growth within each company's mineral exploration and development vertical; Aligning capital allocation and capital structures with long term growth targets and market demands, including enhanced opportunities for mergers and acquisitions;
Transaction Details
Through this transaction, CAT shareholders are expected to receive a pro rata distribution of shares of UIC stock, which is intended, subject to confirmation by CAT's legal and tax advisors, to be tax-free for both CAT and its shareholders with respect to Canadian income tax purposes. The exact number of shares to be distributed to CAT Shareholders of Record will be determined prior to closing, along with the specific transaction structure. Current plans aim for a 1-for-1 share distribution, whereby each CAT shareholder will receive one new UIC share for each CAT share owned on the record date, which is expected to be announced in the coming weeks, with the completed transaction anticipated to occur by the end of the third quarter, or early in the fourth quarter.
CAT is dedicated to optimizing strong capital allocation strategies for each of its projects, in line with their respective long-term goals. Further details pertaining to the transaction, such as each companies' respective capital structures and capital requirements, governance, and other elements, will be announced at the appropriate time.
Although CAT expects to complete the spin-off within the aforementioned time frame, this transaction is subject to all customary conditions including the final approval of the CAT Board of Directors, receipt of a tax opinion, the filing and effectiveness of disclosure statements, and obtaining all necessary regulatory approvals.
Subsequent to the spin-off, exploration activities on the property are expected to significantly increase, as historical and recent exploration in the surrounding area have outlined very promising features. So far, all geophysical survey results are very encouraging. The exploration activities to date have confirmed the location of a major conductive zone beneath a drainage system that follows a very strong NE-trending structural lineament. Similar lineaments are closely associated with uranium deposits in much of the
For example, airborne geophysical surveying identified areas of high background radioactivity in western areas of the property and NE-striking conductors were located to the north and trending towards the CAT property. On-going exploration by
Taken together, CAT believes that the results of the airborne EM survey and biogeochemical data provide strong evidence of significant uranium-bearing fluids moving along NE-trending conductive corridors and being concentrated in spruce and jackpine twigs via their root systems. The magnitude of the uranium anomalies significantly exceeds background levels as reported by
Conclusion
CAT's management and board express great confidence that this announcement will advance CAT's objective of maximizing performance and returns, while also enhancing the satisfaction of our shareholders. 'By creating two focused, agile companies that can pursue tailored strategies aligned with specific long-term growth opportunities, we believe that both companies will experience rapid growth in their own right. As separate public companies with a commercial relationship, we are confident that we can deliver a superior outcome. Specifically, the spin-off of
While CAT intends to complete the spin-off on its desired timetable, there can be no guarantee that it will occur within the anticipated timeframe, due to regulatory, or other, necessary outside requirements attendant to completion of the transaction.
Investor Conference Call
CAT intends to sponsor a live conference call with the investment community to discuss the proposed spin-off, and will provide details to access and join this call once certain preliminary requirements have been met. This will be announced in a news release at the appropriate time.
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