Joint Press Release Of Future Fuels Inc. And Valore Metals Corp. Future Fuels Inc. Enters Into Agreement To Acquire Hatchet Uranium Corp.
| (i) | 2,353,905 of the Consideration Shares will be subject to the following hold periods: 1/12th of such shares will be released every 30 days, with the first such release occurring on the date that is 60 days following the closing date of the Acquisition (the“ Closing Date”); |
| (ii) | 12,646,095 of the Consideration Shares will be subject to the following hold periods: 25% of such shares will be released every six months, with the first such release occurring on the date that is 12 months following the Closing Date; |
| (iii) | the common shares of Future Fuels to be issued upon due exercise of the first 16% of the Consideration Warrants to be exercised by each holder thereof, if any, will be subject to the following hold periods: 1/12th of such shares will be released every 30 days, with the first such release occurring on the date that is 60 days following the Closing Date; and |
| (iv) | the common shares of Future Fuels to be issued upon due exercise of the remaining 84% of the Consideration Warrants to be exercised by each holder thereof, if any, will be subject to the following hold periods: 25% of such shares will be released every six months, with the first such release occurring on the date that is 12 months following the Closing Date. |
| The completion of the Acquisition is subject to certain conditions precedent, including, but not limited to, the following: | |
| (a) | the Exchange shall have conditionally approved the Acquisition |
| (b) | the shareholders of HUC shall have approved the Acquisition and Amalgamation at a special meeting of the HUC shareholders (the“ HUC Meeting”); |
| (c) | rights of dissent with respect to the amalgamation shall not have been exercised by HUC shareholders holding more than 10% of the outstanding HUC Shares; and |
| (d) | HUC shall have a working capital deficit of not more than $200,000 and no long-term debt (other than the HUC Convertible Debenture) as at the Closing Date. |
There can be no guarantees that the Transaction will be completed as contemplated or at all.
About Future Fuels Inc.
Future Fuels' principal asset is the Hornby Project, covering the entire 3,407 km2 Hornby Basin in north-western Nunavut, a geologically promising area with over 40 underexplored uranium showings, including the historic Mountain Lake System. Additionally, Future Fuels holds the Covette Project in Quebec's James Bay region, comprising 65 mineral claims over 3,370 hectares.
On behalf of the Board of Directors
FUTURE FUELS INC.
Rob Leckie, CEO and Director
...
604-681-1568
X: @FutureFuelsInc
About Hatchet Uranium Corp.
Hatchet Uranium Corp. was incorporated by ValOre on February 7, 2024. Jim Paterson, ValOre's Chairman serves as HUC's Chief Executive Officer and sole director. HUC's head and registered office is located at Suite 1020 - 800 West Pender Street, Vancouver, BC V6C 2V6.
About ValOre Metals Corp.
ValOre Metals Corp. (TSX‐V: VO) is a Canadian company with a team aiming to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration and innovation.
On behalf of the Board of Directors,
“Jim Paterson”
James R. Paterson, Chairman
ValOre Metals Corp.
For further information about ValOre Metals Corp., or this news release, please visit our website at or contact Investor Relations at 778-819-4484, or by email at....
ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit:
Qualified Person (“QP”)
The technical information in this news release has been prepared on behalf of ValOre and HUC in accordance with Canadian regulatory requirements set out in National Instrument 43-101 Standards of Disclosure for Mineral Projects and reviewed and approved by Thiago Diniz, P.Geo., ValOre's QP and Vice President of Exploration .
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 REGARDING FORWARD-LOOKING INFORMATION
This news release includes certain statements and information that constitute forward-looking information within the meaning of applicable Canadian securities laws. All statements in this news release, other than statements of historical facts, are forward-looking statements. Such forward-looking statements and forward-looking information specifically include, but are not limited to, statements that relate to the completion of the Acquisition, and timely receipt of all necessary approvals, including any requisite approval of the Exchange, and exploration plans or business and financing objectives of each of ValOre, Future Fuels and the resulting issuer.
As well, Forward-looking Information may relate to: future outlook and anticipated events, such as the consummation and timing of the Acquisition, and future plans, projections, objectives, estimates and forecasts and the timing related thereto.
Statements contained in this release that are not historical facts, including all statements regarding the planned completion of the Acquisition, are forward-looking statements that involve various risks and uncertainty affecting the respective business of each of Future Fuels and ValOre. Such statements can generally, but not always, be identified by words such as "adjacent", "plans", "prolific", "focus", "extension",“intended”, "advance", "potential",“opportunity,”“impact”,“establish”,“propose”,“strategic”,“important”,“plan”,“milestone”,“prime”,“success”,“undertake”,“provide”,“preeminent”,“contemplate”,“exposure”,“strong”,“transformation”,“represent”,“numerous”,“accessible”,“intension”,“ability”,“intend”,“identify”,“expand”, variants of these words and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. All statements that describe each of Future Fuels' and ValOre's respective plans relating to operations and potential strategic opportunities are forward-looking statements under applicable securities laws. These statements address future events and conditions and are reliant on assumptions made by the each of Future Fuels' and ValOre's management, and so involve inherent risks and uncertainties, including, the inability to satisfy the conditions precedent to complete the Acquisition, including a positive vote of the HUC shareholders; the ability or inability to obtain all necessary regulatory approvals for the Acquisition; and such further risks as disclosed in each of Future Fuels' and ValOre's periodic filings with Canadian securities regulators. As a result of these risks and uncertainties, and the assumptions underlying the forward-looking information, actual results could materially differ from those currently projected, and there is no representation by either of Future Fuels or ValOre that the actual results realized in the future will be the same in whole or in part as those presented herein. Readers are referred to the additional information regarding each of Future Fuels' and ValOre's respective businesses contained in their respective reports filed with the securities regulatory authorities in Canada. Although each of Future Fuels and ValOre has attempted to identify important factors that could cause actual actions, events, or results to differ materially from those described in forward-looking statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. For more information on each of Future Fuels and ValOre and the risks and challenges of their respective businesses, investors should review each of Future Fuels' and ValOre's filings that are available at .
Each of Future Fuels and ValOre provide no assurance that forward-looking statements and information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements or information. Accordingly, readers should not place undue reliance on forward-looking statements or information. Neither Future Fuels nor ValOre undertakes to update any forward-looking statements, other than as required by law.

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