Pond Technologies to Acquire Zoo Bay Mineral Property from UraniumX
VANCOUVER, BRITISH COLUMBIA — April 27, 2026 — Leads & Copy — Pond Technologies Holdings Inc. (TSXV: POND) has announced its intention to acquire a 100% interest in the Zoo Bay Mineral Property from UraniumX Discovery Corp. (CSE: STMN), pending TSX Venture Exchange approval. The acquisition will be structured as an option agreement, allowing Pond Technologies to earn its interest over three years.
The Zoo Bay Mineral Property is located in the Athabasca basin in Saskatchewan. To finance the transaction, Pond Technologies plans to complete a non-brokered private placement, aiming to raise up to $1,000,000. The deal is outlined in a non-binding letter of intent (LOI) dated April 27, 2026, which is expected to be superseded by a definitive agreement.
The transaction is subject to TSXV approval and is intended to constitute a change of business and reverse takeover of Pond Technologies. Upon completion, the resulting entity, referred to as the “Resulting Issuer,” will undergo a name change as determined by the board of directors.
The common shares of the Resulting Issuer are expected to trade on the TSXV under a new trading symbol, with the company seeking to be listed as a Tier 2 mining issuer.
Trading of Pond Shares will remain halted until the closing of the transaction and the concurrent financing. The company anticipates the closing to occur in Q3 2026.
UraniumX, based in Canada, focuses on uranium exploration in Saskatchewan’s Athabasca Basin. Its portfolio includes the Murphy Lake, Zoo Bay, and NeoCore uranium properties. UraniumX uses geophysics, drilling, and academic research to enhance target generation.
The Zoo Bay Property comprises approximately 19,850 hectares in the northeastern Athabasca Basin, Saskatchewan, near the McClean Lake Operation and Rabbit Lake Mine. The property is adjacent to mineral claims held by Orano Canada and CanAlaska Uranium Ltd. (TSXV: CVV). Exploration on the property includes historical airborne geophysical surveys and minor prospecting programs.
Under the LOI terms, Pond Technologies can earn its interest by issuing 16,000,000 Pond Shares and making $350,000 in cash payments over three years, along with incurring $4,500,000 in exploration expenditures on the Property. The initial phase requires issuing 7,000,000 Pond Shares, paying $50,000 upon completion of the Concurrent Financing, and incurring $1,000,000 in exploration expenditures within the first year.
UraniumX will operate the Property during the option period and prepare a National Instrument 43-101 technical report, with costs borne by Pond Technologies and subject to recoupment after the Concurrent Financing.
Completion of the transaction may result in UraniumX becoming a Control Person of Pond Technologies, subject to shareholder approval and TSXV policies.
The Concurrent Financing involves a non-brokered private placement of units at $0.64 per Unit, aiming to raise between $1,000,000 and $2,000,000. Each Unit includes one Pond Share and one warrant to purchase an additional Pond Share at $0.80 for three years. Finders’ fees may be payable.
The Units issued in the Concurrent Financing will be subject to a statutory hold period of four months and one day.
Pond Technologies intends to settle approximately $2,600,000 in outstanding liabilities through the issuance of Pond Shares at $0.64 per Share, subject to TSXV approval.
Upon completion of the transaction, the board of directors and officers of Pond Technologies are expected to be restructured, with details to be disclosed in a subsequent press release.
Closing conditions include the execution of the Definitive Agreement, obtaining necessary regulatory approvals, completion of the Concurrent Financing, settlement of outstanding liabilities, and shareholder approval, if required.
Assuming completion of the Transaction, Concurrent Financing, and Debt Settlement, approximately 12,858,364 common shares of the Resulting Issuer are expected to be issued and outstanding. UraniumX will hold approximately 54.4% of the shares, existing shareholders of Pond Technologies will hold approximately 8.3%, subscribers under the Concurrent Financing will hold approximately 12%, and new shareholders from the Debt Settlement will hold approximately 25.3%.
Additional information regarding 10% or greater shareholders of the Resulting Issuer will be detailed in a management information circular.
There is no guarantee that a Definitive Agreement will be entered into in connection with the Transaction.
Ken Wheatley, P.Geo., an independent consultant of the Company and a Qualified Person as defined under National Instrument 43-101, has reviewed and approved the technical information in this news release.
Pond Technologies, located in Markham, Ontario, develops Photobioreactors for microalgae cultivation, utilizing AI, LED lights, and CO2 Management. They sell microalgae, Organic Spirulina, and Astaxanthin under the Regenurex brand.
Source: Pond Technologies Holdings Inc.
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