Critical One Proposes Spin-Off of Canadian and Namibian Uranium-Copper Assets

en.Wedoany.com Reported - On October 8, Canadian mining company Critical One Energy proposed a spin-off plan to transfer its Kenora uranium assets in Ontario and its uranium and copper interests in Namibia to a new company tentatively named Critical Two Energy. Shares of the new company are planned to be distributed proportionally to eligible existing shareholders, after which it will seek an independent listing. On the same day, Critical One engaged Micon International to conduct an independent technical review of the Kenora uranium assets.

The Kenora assets proposed for spin-off are located approximately 30 kilometers east of Kenora, Ontario, Canada, along Highway 17, and are held by Critical One's wholly owned subsidiary 2160083 Ontario Inc., covering the historical Richard Lake uranium occurrence and the Bee Lake area. Richard Lake saw two underground development levels completed in the 1950s. Historical exploration data show that the former operator completed 40 diamond drill holes in 2008, totaling 5,552.6 meters.

Kenora was previously explored by American Atomics under an option agreement. The company completed 2,075 line-kilometers of airborne geophysical surveys in 2023, conducted geological mapping in 2024, and completed 5 NQ-sized diamond drill holes in March 2025, totaling 1,045 meters. After American Atomics terminated the option agreement on May 3, 2026, Critical One restored its 100% interest in the assets. The technical review commissioned from Micon will include a review of exploration work conducted during the prior option period.

Kenora still has pending contractual and mining claim matters. Critical One is claiming damages regarding claim 531620, which lapsed during the prior option period, and is seeking the transfer of 10 claims previously staked within the agreement's joint interest area. The company's legal counsel is addressing the related contractual rights and claim ownership issues.

The proposed transaction will be implemented by distributing shares of the new company to eligible Critical One shareholders on a pro-rata basis. The record date, distribution conditions, capital structure of the new company, management team, and specific asset arrangements remain to be determined. The transaction is subject to approval by the board of directors and applicable regulatory authorities, stock exchanges, and shareholders. Critical One is discussing the transaction structure with legal and tax advisors and has not yet announced a completion date.

Critical One's existing core business remains the Howells Lake antimony-gold project in Ontario. The company's funded 2026–2027 exploration program will continue, and the existing exploration budget will not be adjusted due to the proposed spin-off.