Keith Bodnarchuk, President and CEO of Cosa Resources Corp. (TSX-V: COSA) (OTCQB: COSAF), joins us to review the transformative Company news announced on December 2^nd, that the TSX Venture Exchange has conditionally approved Cosa’s acquisition of a 70% interest in a portfolio of prospective uranium projects from Denison Mines Corp. (TSX: DML) (NYSE American: DNN) in a new Joint Venture transaction.

The Projects consist of (a) the Murphy Lake North Project, located within four kilometres of IsoEnergy’s Hurricane Deposit, (b) the Darby Project, located ten kilometres west of Cameco’s Cigar Lake Mine, and (c) the Packrat Project, located 19 kilometres southwest of the Rabbit Lake Mill.

Transaction Summary:

• Cosa will initially be the operator for all Joint Ventures. In addition, Denison has agreed to participate in subsequent equity financings of Cosa for aggregate total proceeds of a minimum of C$1,000,000.
• As consideration for the Transaction, Cosa will issue 14,195,506 common shares (the “Consideration Shares“), equivalent to 19.95% of the outstanding Common Shares of Cosa upon completion of the Transaction.

Additionally, Cosa will be required to:

• issue Denison a further C$2,250,000 in deferred consideration shares within a five-year period beginning at the closing date of the Transaction;
• fund 100% of the first C$1,500,000 in exploration expenditures on the Murphy Lake North Project by December 31, 2027. Failure to do so will result in Denison’s ownership in the Murphy Lake North Project reverting to 51% and Denison will assume operatorship; and
• fund 100% of the first C$5,000,000 in exploration expenditures on the Darby Project by June 30, 2029. Failure to do so will result in Denison’s ownership in the Darby Project reverting to 51% and Denison will assume operatorship.

• The Darby Project is subject to a buydown which permits Denison to reclaim up to 60% of the Darby Project and is to be the greater of: (i) C$50,000,000 or (ii) 450% of Cosa’s exploration expenditures to date (excluding the initial C$5,000,000 in Cosa funded expenditures) incurred on the Darby claim(s) for the proportion of the property interest subject to the Buydown.

We have Keith outline these key transaction details, walk us through the prospectivity and exploration strategy around each of these 3 JV projects, along with highlighting that that company is still very interested in doing follow up work at their 100% owned Ursa, Orion, Aurora, and Orbit Projects. The first project up for drilling this winter in early 2025 will be the Murphy Lake North Project, and the Darby Project and Ursa Project will get more exploration work later next year.

If you have any questions for Keith regarding Cosa Resources, then please email them in to us at Shad@kereport.com or Fleck@kereport.com.

In full disclosure, Shad is a shareholder of Cosa Resources at the time of this recording.

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