FCU Fission Uranium Corp

/NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES/

TSX SYMBOL: FCU
OTCQX SYMBOL: FCUUF

• Glass Lewis joins ISS' earlier recommendation for shareholders to vote FOR the Arrangement Resolution at the upcoming special meeting of securityholders
• Shareholders are encouraged to vote well in advance of the proxy deadline of August 22, 2024 at 10:00 a.m. (Pacific time)
• Shareholders who have questions or need assistance in voting should contact Laurel Hill Advisory Group by telephone at 1-877-452-7184 (North American Toll Free) or 1-416- 304-0211 (Outside North America), or by email at assistance@laurelhill.com

KELOWNA, BC, Aug. 16, 2024 /CNW/ - FISSION URANIUM CORP. ("Fission" or the "Company") is pleased to announce Glass Lewis & Co. ("Glass Lewis") has recommended shareholders of Fission ("Fission Shareholders") vote FOR the previously announced plan of arrangement (the "Arrangement") with Paladin Energy Limited (ASX: PDN) (OTCQX: PALAF) ("Paladin").

Glass Lewis is the second leading independent proxy advisory firm to conduct analysis on the Arrangement and determine Fission Shareholders should vote FOR the Arrangement, after Institutional Shareholder Services ("ISS") made a similar finding, as detailed in the Company's August 8, 2024 press release.

Glass Lewis is an independent proxy advisor to institutional investors, covering 30,000 shareholder meetings each year, across approximately 100 global markets. Their customers include the majority of the world's largest pension plans, mutual funds, and asset managers who collectively manage over $40 trillion in assets.

"The recommendations of ISS and Glass Lewis are welcome endorsements of this exciting transaction to create one of the largest pure-play uranium companies in the world," said Ross McElroy, President and Chief Executive Officer of Fission. "We're pleased both influential proxy advisors recognize the immediate premium and ability for Fission Shareholders to continue to participate in the upside of the Patterson Lake South project."

MEETING INFORMATION

The Special Meeting of Fission Securityholders (the "Meeting") is being held in person at Suite 3500, 1133 Melville Street, The Stack, Vancouver BC, V6E 4E5 on August 26, 2024 at 10:00 a.m. (Pacific time) on August 26, 2024 at 10:00 a.m. (Pacific Time). At the Meeting, securityholders of Fission will be asked to consider the Arrangement, whereby Paladin will acquire all of the issued and outstanding shares of the Company, and in return Fission Shareholders will receive 0.1076 shares of Paladin ("Paladin Shares") for each Fission share held, which represents a 30% premium to Fission's undisturbed 20-day volume-weighted average price on the Toronto Stock Exchange as at June 21, 2024, being the last trading day prior to the date of the Arrangement Agreement.

Fission Shareholders may find materials related to the Meeting under the company's profile on SEDAR+ (http://sedarplus.ca) as well as on Fission's website at https://fissionuranium.com/investors/#sgmMaterials.

VOTING IS IMPORTANT AND EASY – VOTE YOUR FISSION SHARES FOR THE ARRANGEMENT TODAY

Shareholders are encouraged to vote in advance of the meeting, in accordance with the instructions accompanying the form of proxy or voting instruction form mailed to shareholders together with the Circular. Further details and voting instructions can be found in the Circular under the section entitled "Information Concerning The Meeting – Proxies and Voting".

The deadline for Shareholders to return their completed proxies or voting instruction forms is Thursday, August 22, 2024 at 10:00 a.m. (Pacific time)

SHAREHOLDER QUESTIONS AND VOTING ASSISTANCE

Shareholders who have questions or need assistance in voting should contact Laurel Hill Advisory Group by telephone at 1-877-452-7184 (North American Toll Free) or 1-416- 304-0211 (Outside North America), or by email at assistance@laurelhill.com.

About Fission Uranium Corp.

Fission Uranium Corp. is an award-winning Canadian uranium project developer and 100% owner of the Patterson Lake South uranium property – a proposed high-grade uranium mine and mill in Canada's Athabasca Basin region. Fission's common shares are listed on the TSX Exchange under the symbol "FCU" and trade on the OTCQX marketplace in the U.S. under the symbol "FCUUF" and on the Frankfurt Stock Exchange under the symbol 2FU.

Forward-Looking Statement Cautions:

This announcement contains certain "forward looking statements" within the meaning of Australian securities laws and "forward looking information" within the meaning of Canadian securities laws (collectively referred to as "forward looking statements"). All statements, other than statements of historical fact, that address circumstances, events, activities or developments that could, or may or will occur are forward looking statements. Forward looking statements involve subjective judgment and analysis and are subject to significant uncertainties, risks and contingencies including those risk factors associated with the mining industry, many of which are outside the control of, change without notice, and may be unknown to Fission. These risks and uncertainties include but are not limited to liabilities inherent in mine development and production, geological, mining and processing technical problems, the inability to obtain any additional mine licences, permits and other regulatory approvals required in connection with mining and third party processing operations, competition for amongst other things, capital, acquisition of reserves, undeveloped lands and skilled personnel, incorrect assessments of the value of acquisitions, changes in commodity prices and exchange rates, currency and interest fluctuations, various events which could disrupt operations and/or the transportation of mineral products, including labour stoppages and severe weather conditions, the demand for and availability of transportation services, the ability to secure adequate financing and management's ability to anticipate and manage the foregoing factors and risks.

Forward looking statements in this announcement include, but are not limited to, statements regarding: the expected timetable, outcome and effects of the Arrangement; the anticipated benefits of the Arrangement to Fission's shareholders; the ability of Fission to complete the Arrangement on the terms described herein or at all; the plans and strategies of Fission; the future performance of Fission; and the recommendation and analysis by ISS. Forward looking statements can generally be identified by the use of forward looking words such as "anticipate", "expect", "likely", "propose", "will", "intend", "should", "could", "may", "believe", "forecast", "estimate", "target", "outlook", "guidance" (including negative or grammatical variations) and other similar expressions. No representation, warranty, guarantee or assurance, express or implied, is given or made in relation to any forward looking statement. In particular no representation, warranty or assumption, express or implied, is given in relation to any underlying assumption or that any forward looking statement will be achieved. There can be no assurance that the forward looking statements will prove to be accurate. Actual and future events may vary materially from the forward looking statements and the assumptions on which the forward looking statements were based, because events and actual circumstances frequently do not occur as forecast and future results are subject to known and unknown risks such as changes in market conditions and regulations.

Given these uncertainties, readers are cautioned not to place undue reliance on such forward looking statements, and should rely on their own independent enquiries, investigations and advice regarding information contained in this announcement. Any reliance by a reader on the information contained in this announcement is wholly at the reader's own risk.

To the maximum extent permitted by law or any relevant listing rules of the ASX/TSX, Fission and its respective related bodies corporate and affiliates and their respective directors, officers, employees, advisors, agents and intermediaries disclaim any obligation or undertaking to disseminate any updates or revisions to the information in this announcement to reflect any change in expectations in relation to any forward looking statements or any such change in events, conditions or circumstances on which any such statements were based. Nothing in this announcement will, under any circumstances (including by reason of this announcement remaining available and not being superseded or replaced by any other announcement or publication with respect to Paladin, Fission or the subject matter of this announcement), create an implication that there has been no change in the affairs of Paladin or Fission since the date of this announcement.

SOURCE Fission Uranium Corp.