American Lithium Reaches Definitive Agreement to Spin Out Macusani Uranium Deposit into an Independent Public Company

VANCOUVER, British Columbia, June 07, 2023 (GLOBE NEWSWIRE) -- American Lithium Corp. (“American Lithium” or the “Company”) (TSX-V:LI | NASDAQ:AML| Frankfurt:5LA1) announces that it has entered into a definitive arrangement agreement (the “Arrangement Agreement”) with Friday’s Dog Holdings Inc. (TSX-V:FRDY), a public company currently listed on the TSX Venture Exchange and to be renamed International Uranium Corp. (“International Uranium”), dated June 6, 2023, pursuant to which it will transfer ownership (the “Transaction”) of its Macusani Uranium Project (the “Macusani Project”). In accordance with the terms of the Arrangement Agreement, the Company will transfer ownership of a wholly owned Peruvian subsidiary which holds the mineral concessions comprising the Macusani Project to International Uranium.

In connection with the Transaction, International Uranium will consolidate (the “Consolidation”) its outstanding share capital of 84,069,352 common shares on the basis of one post-Consolidation common share for every four-and-one-half pre-Consolidation shares resulting in 18,682,078 being outstanding and will issue to the Company 80,000,000 post-Consolidation common shares (the “Consideration Shares”) in consideration for the Macusani Project. On Closing, International Uranium has committed to have a minimum of C$5,000,000 in available cash and concurrently with the entering into of the Arrangement Agreement has announced a brokered private placement of subscription receipts (the “Concurrent Financing”) led by Eight Capital and National Bank Financial Inc. with a syndicate that includes Canaccord Genuity Corp., Clarkson Securities AS and TD Securities raise gross proceeds of C$15,000,000. On a pro forma basis, there is expected to be approximately 128,862,078 common shares of International Uranium outstanding upon completion of the Transaction assuming the minimum amount is raised in the Concurrent Financing. International Uranium will also reconstitute its board of directors and management to consist of nominees of the Company.   Further details regarding the terms of the Concurrent Financing and the proposed composition of the board of directors and management are set out in today’s announcement by International Uranium.