v3.25.1
Note 3 - Acquisition of the Sweetwater Assets
9 Months Ended
Apr. 30, 2025
Notes to Financial Statements  
Asset Acquisition [Text Block]

Note 3:

ACQUSITION OF THE SWEETWATER ASSETS

 

On December 6, 2024, the Company completed the acquisition of all of the issued and outstanding shares of capital stock of (i) Sweetwater Uranium Inc. (formerly Kennecott Uranium Company (“KUC”)) and (ii) Wyoming Coal Resources Company (“WCRC”) (collectively, the “Sweetwater Acquisition”) from Rio Tinto America Inc. KUC and WCRC collectively own or hold the following assets: (i) a fully-licensed conventional uranium processing mill, including buildings and equipment, located in Sweetwater County, Wyoming (the “Sweetwater Plant”); (ii) the Red Desert Project,  an uranium project adjacent to the Sweetwater Plant; and (iii) the Green Mountain Project, an uranium project located 22 miles north of the Sweetwater Plant. The Sweetwater Acquisition is accounted for as an acquisition of assets rather than a business as both KUC and WCRC do not meet the definition of a business in accordance with ASC 805 Business Combinations.

 

The following table summarizes the fair value of the consideration paid, and the fair value of the assets acquired and liabilities assumed, on the closing date of the Sweetwater Acquisition:

 

Consideration paid

    

Cash

 $175,399 

Acquisition related costs

  4,199 

Total consideration

 $179,598 
     

Assets acquired and liabilities assumed

    

Prepaid expenses

 $399 

Property, plant and equipment

  44,493 

Mineral rights and properties

  145,749 

Total assets

  190,641 
     

Asset retirement obligations (Note 10)

  10,392 

Deferred tax liabilities

  651 

Total liabilities

  11,043 

Total net assets

 $179,598 

 

The Company recognized the assets and liabilities acquired in this acquisition by allocating the cost of the acquisition to the assets and liabilities based on their relative fair values. The fair value of the mineral rights and properties was based on a value per pound of uranium which was determined using an in situ multiples analysis. Management used data from comparable public companies and precedent transactions in the in situ multiples analysis to estimate a value per pound of uranium and apply that to the property resource estimates, taking into account project-specific characteristics.

 

The fair value of asset retirement obligations was measured based on the expected costs and timing for final well closure, plant and equipment decommissioning and removal, and environmental remediation, which are discounted to present value using credit adjusted risk-free rates.

 

Cash flow on acquisition:

 

Cash paid

 $175,399 

Acquisition related costs

  1,929 

Acquisition of Sweetwater assets

 $177,328