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Americas Uranium Corp. Acquires 100% Interest in Treeline Uranium Project, Located in New Mexico, USA

The transaction leaves staged share payments over 36 months and adds a vendor royalty to royalties already attached to Treeline.

(Neutral)

Americas Uranium (ASRFF) completed its acquisition of a 100% interest in the Treeline uranium property in New Mexico. It acquired the property from Verdera Energy and its subsidiary, NM Energy Holding, through its own subsidiary, NUCA Energy. At closing, Americas Uranium paid US$100,000 and issued 701,754 shares at a deemed price of $0.285 each. Those shares represent CDN$200,000 of the CDN$2,000,000 in total share consideration.

The remaining CDN$1,800,000 is payable in shares over 36 months: CDN$200,000 at each of months six, 12 and 18 after closing, followed by CDN$400,000 at each of months 24, 30 and 36. Verdera received a 1.5% royalty. The property also carries an existing 2% net proceeds royalty on uranium and a 2% net smelter returns royalty on other minerals. Americas Uranium received a right of first refusal over certain nearby property interests if Verdera seeks to sell or transfer them.

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Positive

  • 100% interest in Treeline acquired

Negative

  • CDN$1,800,000 in shares remains payable over 36 months

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Vancouver, British Columbia--(Newsfile Corp. - September 24, 2026) - Americas Uranium Corp. (CSE: NUCA) (OTCQB: ASRFF) (FSE: WA7) ("Americas Uranium" or the "Company") is pleased to announce that, further to its news release dated September 2, 2026, it has completed the acquisition (the "Acquisition") of a 100% interest in the Treeline uranium property (the "Treeline Property" or the "Property") located in Cibola and McKinley Counties, New Mexico, USA, pursuant to the previously announced Mineral Property Purchase Agreement (the "Purchase Agreement") with Verdera Energy Corp. ("Verdera") and Verdera's wholly-owned subsidiary, NM Energy Holding Corp. ("NM Energy"). The Acquisition was completed through the Company's newly incorporated wholly-owned Nevada subsidiary, NUCA Energy Corp. The Company's obligations under the Purchase Agreement continue following closing, including its obligation to issue the remaining CDN$1,800,000 in common shares of the Company (each, a "Share") to Verdera in staged issuances over the 36 months following closing.

Nicholas Luksha, President and Chief Executive Officer of the Company, commented:

"Closing the Treeline acquisition marks an important milestone for Americas Uranium and gives us the opportunity to move from reviewing the historical work to actively advancing exploration on the Property. The Treeline Property has multiple areas that warrant further evaluation and our immediate priority is to bring that information together into a modern geological framework that can guide our next phase of exploration."

As part of the Acquisition, the Company has also received a right of first refusal over certain additional property interests in the surrounding area should Verdera seek to sell or transfer those interests.

Acquisition Details
In connection with closing of the Acquisition, the Company paid Verdera US$100,000 in cash and issued 701,754 Shares at a deemed price of $0.285 per Share, representing CDN$200,000 of the CDN$2,000,000 aggregate Share consideration payable under the Purchase Agreement. The Shares issued on closing are subject to a hold period of four months and one day from the date of closing. The remaining CDN$1,800,000 of Share consideration remains payable by the Company through staged issuances as follows:

DateValue of Shares Issued
On date that is six months from the closing
date of the Acquisition (the "Closing Date")
CDN$200,000(2)
On date that is twelve months from the 
Closing Date
CDN$200,000(2)
On date that is eighteen months from the 
Closing Date
CDN$200,000(2)
On date that is twenty-four months from the 
Closing Date
CDN$400,000(2)
On date that is thirty months from the 
Closing Date
CDN$400,000(2)
On date that is thirty-six months from the 
Closing Date
CDN$400,000(2)
TOTAL:CDN$1,800,000

 

(1) Share values will be determined by the ten (10) trading day volume weighted average price ("VWAP") immediately preceding the due date for such issuance, less the maximum allowable discount and subject to any minimum price requirements imposed by the policies of the Canadian Securities Exchange (the "CSE").

Pursuant to the Purchase Agreement, the Company granted Verdera an aggregate one and one-half percent (1.5%) royalty (the "Vendor Royalty"), with the Company having the right but not the obligation, to purchase one-third (1/3) of the Vendor Royalty at any time following the Closing Date for a one-time payment of CDN$400,000. The Property is also subject to an existing 2% net proceeds royalty on uranium and 2% net smelter returns royalty on other minerals pursuant to a May 15, 2025 royalty deed between Verdera and enCore Energy Corp.

About Americas Uranium Corp.
Americas Uranium Corp. is a uranium exploration company focused on the acquisition, exploration and advancement of uranium projects in the Americas, with an emphasis on assets positioned to contribute to the growing need for secure North American uranium supply. The Company's common shares trade in Canada under the symbol NUCA, in the United States under the symbol ASRFF, and in Germany under the symbol WA7.

On Behalf of the Board of Directors
Nicholas Luksha
President & Chief Executive Officer
Americas Uranium Corp.

For Further Information
Americas Uranium Corp.
www.americasuraniumcorp.com
info@americasuraniumcorp.com
604-838-0184

Forward-Looking Information

This news release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable Canadian legislation. Forward-looking statements are typically identified by words such as: "believes", "expects", "anticipates", "intends", "estimates", "plans", "may", "should", "would", "will", "potential", "scheduled" or variations of such words and phrases and similar expressions, which, by their nature, refer to future events or results that may, could, would, might or will occur or be taken or achieved. All statements in this news release that are not purely historical are forward-looking statements and include statements regarding the Company's future obligations under the Purchase Agreement, including the timing and completion of the remaining Share issuances to Verdera; the number and deemed issuance price of Shares to be issued in connection with future payments under the Purchase Agreement; the Company's plans for the Treeline Property, including the review, compilation and digitization of historical exploration information; the Company's ability to utilize historical information to plan future exploration work; and the Company's ability to exercise its rights under the Purchase Agreement, including its right to repurchase a portion of the Vendor Royalty and its right of first refusal.

Although the Company believes that such statements are reasonable and reflect expectations of future developments and other factors which management believes to be reasonable and relevant, the Company can give no assurance that such expectations will prove to be correct. In making the forward-looking statements in this news release, the Company has applied several material assumptions, including, without limitation, that the Company will have sufficient resources to satisfy its ongoing obligations under the Purchase Agreement and undertake its planned exploration activities; that the historical exploration information regarding the Property is sufficiently reliable for the limited purpose of planning future exploration; that market fundamentals will support the viability of mineral exploration; and that future exploration activities can be completed on the timelines and in the manner currently contemplated. Other factors may also adversely affect the future results or performance of the Company, including general economic, market or business conditions, future prices of minerals, changes in the financial markets and in the demand for minerals, changes in laws, regulations and policies affecting the mineral exploration industry, as well as the risks and uncertainties which are more fully described in the Company's annual and quarterly management's discussion and analysis and in other filings made by the Company with Canadian securities regulatory authorities under the Company's SEDAR+ profile. Ongoing labour shortages, inflationary pressures, rising interest rates, the global financial climate and ongoing international conflicts are some additional factors that are affecting current economic conditions and increasing economic uncertainty, which may impact the Company's operating performance, financial position, and future prospects. Collectively, the potential impacts of this economic environment pose risks that are currently indescribable and immeasurable. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. Readers are cautioned that forward-looking statements are not guarantees of future performance or events and, accordingly, are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty of such statements. The Company does not undertake any obligation to update such forward‐looking information whether because of new information, future events or otherwise, except as expressly required by applicable law.

Neither the CSE nor the Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/315998

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Americas Uranium pay for the Treeline uranium property?

At closing, Americas Uranium paid Verdera Energy US$100,000 and issued 701,754 shares at a deemed price of $0.285 each. The shares issued at closing represent CDN$200,000 of the CDN$2,000,000 in total share consideration; the remaining CDN$1,800,000 is payable through staged share issuances over 36 months.

How will Americas Uranium price the remaining shares for the Treeline acquisition?

The value of each future share issuance will be determined using the volume-weighted average price over the 10 trading days immediately before its due date, less the maximum allowable discount. Any minimum price requirements under Canadian Securities Exchange policies also apply.

Can Americas Uranium buy part of Verdera Energy’s Treeline royalty?

Americas Uranium has the right, but not the obligation, to purchase one-third of Verdera’s 1.5% royalty at any time after closing for a one-time payment of CDN$400,000.

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