Alpha Minerals Inc.

TSX VENTURE : AMW
FRANKFURT : E2GA


Alpha Minerals Inc.

December 02, 2013 14:58 ET

Alpha Minerals Receives Court Approval Plan of Arrangement, Including the Spin-Out of Alpha Exploration Inc.

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Dec. 2, 2013) - ALPHA MINERALS INC. ("Alpha" or the "Company") (TSX VENTURE:AMW)(FRANKFURT:E2GA) is pleased to report that the previously announced plan of arrangement (the "Arrangement") with Fission Uranium Corp. ("Fission"), as described in the joint news release dated November 28, 2013, has been approved by the Court of Queen's Bench of Alberta. On completion of the Arrangement, each Alpha shareholder will hold: (i) 5.725 common shares of Fission; and (ii) one-half of one common share of Alpha Exploration Inc. (an "AEX Share").

The Arrangement is subject to final approval by the TSX Venture Exchange (the "TSX-V"). Completion of the Arrangement is expected to occur on December 6, 2013. The Alpha shares will commence trading on the TSX-V on an "ex-distribution" basis at the open of market on December 3, 2013, as of which date purchasers of Alpha shares will no longer have an attaching right to receive AEX Shares in accordance with the Arrangement. Upon completion of the Arrangement, all of shares of Alpha shall be owned by Fission, and Alpha shares will be de-listed from trading on the TSX-V.

Under the Arrangement, Alpha Exploration Inc. ("AEX") will be spun out and shall receive Alpha Minerals assets, other than its joint venture interest in the PLS property, and approximately $3,000,000 in cash. The current directors and officers of Alpha will substantially form the board and management of AEX, and will guide the exploration and development of the inherited portfolio of mineral properties located in Ontario (Mikwam), Saskatchewan (Hook, Cluff Lake-ACME, Cluff Lake-Logan, and Cluff Lake-Rio Tinto) and British Columbia (Donna), in conjunction with reviewing new opportunities under the normal course of business, whether by staking, acquisition or joint venture.

An application for listing of the AEX Shares on TSX-V has been filed, however listing is subject to final TSX-V acceptance.

Additional information regarding the terms of the Arrangement are set out in the Circular, which is available under Alpha's profile at www.sedar.com.

About Alpha Minerals Inc.

Alpha Minerals Inc. is a mineral exploration company whose principal focus is the exploration and development of uranium properties in Athabasca Basin in northern Saskatchewan, Canada. Common Shares are listed on the TSX Venture Exchange under the symbol "AMW".

Additional information about Alpha is available on Alpha's website at www.alphaminerals.ca or under its profile on SEDAR at www.sedar.com.

On behalf of the Board of Directors of Alpha Minerals Inc.

Ben Ainsworth, President, CEO and Director

Neither 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.

Cautionary Statement: Certain information contained in this press release constitutes "forward-looking information", within the meaning of Canadian legislation concerning the completion of the Arrangement. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur", "be achieved" or "has the potential to". Forward looking statements contained in this press release may include statements regarding our ability to complete the Arrangement and listing of Fission Spinco Shares which involve known and unknown risks and uncertainties which may not prove to be accurate. In particular, this press release includes forward-looking information relating to the anticipated dates with respect to the "due bill" procedure. Actual results and outcomes may differ materially from what is expressed or forecasted in these forward-looking statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Among those factors which could cause actual results to differ materially are the following: uncertainties as to the timing of the Arrangement and satisfaction of the conditions thereto, market conditions and other risk factors listed from time to time in our reports filed with Canadian securities regulators on SEDAR at www.sedar.com. The forward-looking statements included in this press release are made as of the date of this press release and the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation.

Contact Information

  • Alpha Minerals Inc.
    Robert (Bob) Meister
    (604) 629-0293 or Toll Free: 1-866-629-8368
    (604) 684-9365 (FAX)
    www.alphaminerals.ca