Strategic Uranium Consolidation: Myriad and Rush Unite for Enhanced Market Position

• Share Exchange Structure: Myriad will acquire 100% of Rush, with Rush shareholders receiving one Myriad share for every two Rush shares owned
• Asset Spin-off: Rush shareholders receive additional value through shares in Rush Spinco, retaining exposure to the Boxi Property in Quebec
• Full Project Control: Merger eliminates the current option agreement structure, giving Myriad 100% ownership of the strategic Copper Mountain uranium project
• Ownership Simplification: Transaction eliminates the current option agreement structure between the two companies
• Regulatory Pathway: Transaction requires Rush shareholder approval, British Columbia Supreme Court approval, and Canadian Securities Exchange clearance

Myriad Uranium Corp. (CSE: M, OTC: MYRUF, FRA: C3Q) is a uranium exploration company focused on developing significant uranium assets in the United States. The company currently holds an earnable 75% interest in the Copper Mountain Uranium Project in Wyoming, which hosts several known uranium deposits and historic mines, including the Arrowhead Mine that produced 500,000 pounds of U3O8.

The Copper Mountain project benefits from extensive historical development, with Union Pacific having invested an estimated C$117 million (2024 dollars) in exploration and development during the late 1970s. The project features approximately 2,000 historical boreholes and was originally planned to fuel California Edison reactors before operations ceased in 1980 due to falling uranium prices. Myriad also recently acquired the Red Basin Uranium Project in New Mexico, which contains near-surface historical resources at grades ranging from 1,700 to 3,100 ppm.

Merger Structure and Share Exchange

The proposed transaction operates through a statutory plan of arrangement. Under this structure, Myriad will issue one common share for every two Rush shares outstanding. All Rush convertible securities will be adjusted to reflect the new exchange ratio.

The arrangement addresses the complexities of the current option agreement between the companies, which granted Myriad the right to earn up to 75% of the Copper Mountain project through staged exploration expenditures. Myriad has already successfully exercised its option to acquire an initial 50% interest and continues working towards the additional 25% through committed exploration spending of at least $4 million. The merger eliminates these conditional arrangements in favour of immediate full ownership.

Rush shareholders receive exposure to Myriad's uranium portfolio while maintaining their economic interest in the combined entity. The merger replaces the conditional option structure with direct ownership.

Asset Reorganisation and Spin-off Component

The transaction includes a spin-off component that preserves value for Rush shareholders beyond the main merger consideration. Rush will create a subsidiary company, Rush Spinco, to hold all rights and interests in the Boxi Property located in Quebec. This structure allows Rush shareholders to maintain exposure to this separate asset while participating in the uranium-focused combined entity.

Rush shareholders as of the effective date will receive shares in Rush Spinco, essentially providing them with interests in two distinct companies following the transaction's completion. This arrangement recognises the different geological and strategic profiles of the Boxi Property compared to the uranium-focused assets that will form the core of the combined company. The spin-off structure ensures that no asset value is lost in the consolidation process.

The Boxi Property represents a separate asset stream that may develop independently of uranium market conditions. This structure provides Rush shareholders with exposure beyond the primary uranium assets.

Strategic Consolidation of Copper Mountain Project

The merger consolidates ownership of the Copper Mountain project under Myriad. Both management teams have stated their belief that unified ownership will increase the project's value. The unified ownership structure eliminates the current option agreement complexity.

The project's location in Wyoming places it within the United States' domestic uranium supply chain. Management believes the single ownership structure may make the project more suitable for investment partnerships or acquisition opportunities.

Peter Smith, Rush's CEO, emphasised that "the Property, yielding positive results and steadily showing greater potential over the time of this earn-in agreement, is now at a stage where it will be more valuable if owned by a single company." The simplified ownership structure is expected to make the project more attractive for potential investment, acquisition opportunities, or larger-scale partnerships that could accelerate development timelines and provide additional capital for expanded exploration programmes.

Next Steps and Transaction Timeline

The companies have entered a 60-day mutual due diligence period, during which either party may terminate the letter of intent if not satisfied with their investigations. Following successful due diligence, the parties will negotiate and execute a definitive agreement containing the final transaction terms. Key regulatory approvals include Rush shareholder approval, British Columbia Supreme Court approval, and Canadian Securities Exchange clearance.

Upon successful completion, Rush will become Myriad's wholly-owned subsidiary and will be delisted from the Canadian Securities Exchange, while Myriad shareholders will not require approval for the transaction. The companies have committed to providing regular updates on the transaction's progress as developments warrant, ensuring transparency throughout the regulatory and approval process.

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