Future Fuels to acquire Mountain Lake property in Nunavut

Future Fuels has entered into an asset purchase agreement dated November 13, 2024 with IsoEnergy (ISENF), pursuant to which the Company will acquire a 100% interest in IsoEnergy’s Mountain Lake Project, comprised of mineral claims covering 5,625 hectares in the Hornby Bay Basin, Nunavut, Canada in exchange for common shares in the authorized capital of the Company and the grant of the Net Smelter Royalties. The acquisition of the Mountain Lake Property will add key claims to the Company’s portfolio of holdings in the Hornby Bay Basin in Nunavut, increasing its total holdings to over 342,064 hectares. Transaction: Pursuant to the APA, the Company has agreed to acquire the Mountain Lake Property from IsoEnergy in consideration for: the issuance to IsoEnergy of 12,500,000 Common Shares on closing of the Transaction; the issuance to the Vendor of 2,500,000 Common Shares on the earliest date practicable following Closing that will ensure that such issuance will not result in IsoEnergy owning or controlling more than 19.9% of the outstanding Common Shares on a partially-diluted basis; an the grant by the Company to IsoEnergy of a 2% net smelter returns royalty, payable on all production from the Mountain Lake Property, of which 1% will be eligible for repurchase by the Company for $1,000,000, and a 1% net smelter returns royalty, payable on all production from the Company’s properties in Nunavut other than the Mountain Lake Property; The Consideration Shares, when issued, will be subject to contractual restrictions on resale beginning from the date of closing, as well as a statutory hold period of four months and one day from the date of issuance. In accordance with the Lock-Up Restrictions, IsoEnergy may not sell, pledge, encumber, assign or otherwise dispose of or transfer the Consideration Shares until they become free-trading in accordance with the release schedule, whereby 25% will be released on Closing and every six months thereafter for a total period of 18 months. Closing of the Transaction is subject to certain conditions and approvals, including: the execution of an investor rights agreement providing IsoEnergy, for so long as IsoEnergy owns 10% or more of the Company’s issued and outstanding shares on a partially diluted basis, with the right to: nominate one director to the Company’s board of directors; and participate in equity financings in order to maintain its pro rata share ownership in the Company; completion of the Concurrent Financing for minimum gross proceeds of $2,000,000; and the approval of the TSX Venture Exchange.