Sprott Physical Uranium Trust Fund (TSX:U.U) managed by Sprott Asset Management, LP entered into a definitive agreement to acquire Uranium Participation Corporation (TSX:U) on April 27, 2021. Pursuant to a plan of arrangement, each UPC common share will be exchanged for one unit of the newly-formed Trust or, at the election of UPC shareholders that are Canadian residents for tax purposes, one exchangeable share of a Canadian subsidiary of the Trust, which will be exchangeable into one unit of the Trust, and UPC will become a wholly-owned subsidiary of the Trust. As of the circular dated on June 16, 2021, shareholders of UPC will receive one-half of one unit of the Trust in exchange for each common share. The Trust will be managed by Sprott Asset Management and WMC Energy, a global commodities merchant with significant experience in the nuclear fuel cycle, will advise and assist with all matters involving physical uranium. Payment by UPC of a termination fee of up to CAD 3 million. Sprott Asset Management will fund the termination payment due from UPC to Denison, calculated in accordance with the termination provisions of the MSA, and currently estimated to be approximately CAD 5.3 million. The transaction is subject to satisfaction of customary conditions, including receipt of regulatory, securities commission and stock exchange approvals, Ontario court approval and approval by the common shareholders of UPC. The aggregate number of Common Shares in respect of which Dissent Rights have been validly exercised and not withdrawn as of the Effective Date shall not exceed 10% of the issued and outstanding Common Shares. UPC Board of Directors have unanimously approved the transaction. As on June 7, 2021, the transaction obtained interim order of the Ontario Superior Court of Justice. Shareholders of Uranium Participation approved the transaction on special meeting of shareholders on July 7, 2021. The transaction is expected to close in the late second or early third quarter of 2021. As of June 21, 2021, the transaction is expected to complete in the early third quarter of 2021. As of July 15, 2021, the transaction is expected to complete on July 19, 2021. Cormark Securities Inc. is serving as financial advisor to UPC and has delivered a fairness opinion to its Board of Directors that the consideration to be received by the UPC shareholders is fair from a financial point of view. UPC’s legal advisors are Chad Accursi of Cassels Brock & Blackwell LLP for Canadian matters, Thorsteinssons LLP for tax matters, and Troutman Pepper Hamilton Sanders LLP for US matters. John Ciardullo and J.R. Laffin of Stikeman Elliott LLP and Skadden, Arps, Slate, Meagher & Flom LLP are serving as legal counsel to Sprott Asset Management. Computershare Investor Services Inc. served as transfer agent, registrar and depository for Uranium Participation Corporation.