Uranium Royalty Corp. (TSX:URC) entered into an arrangement agreement to acquire 92% stake in Sweetwater Royalties LLC from Ontario Teachers' Pension Plan Board and an unknown funds managed by Orion Resource Partners LP for $1.8 billion on April 16, 2026. The Transaction implies a 100% enterprise value for Sweetwater of approximately $1.9 billion (based on $625 million of debt outstanding as of April 1, 2026) and an attributable equity value to be acquired by Uranium Royalty Corp of approximately $1.1 billion. Under the Transaction, Sweetwater and Uranium Royalty Corp. will combine under a newly formed U.S. domiciled parent company, "Uranium Royalty Corp." ("New URC"), which will apply to have its shares of common stock ("New URC Shares") listed on the NASDAQ Capital Market. Immediately prior to the Transaction, Orion and Ontario Teachers' will have transferred their Sweetwater interests to New URC. Pursuant to the Arrangement, a number of steps will occur at closing, including URC shareholders exchanging their URC shares for 1 share of New URC. As part of consideration, Uranium Royalty Corp. will pay $330 million in cash and $813 million in New URC Shares subject to adjustments. It is expected that existing Uranium Royalty Corp shareholders, Orion and Ontario Teachers' will hold approximately 41%, 43% and 16% of the outstanding New URC Shares, respectively, on completion of the Arrangement and prior to the effects of Subsequent Financing. Uranium Royalty Corp. expects to fund the cash portion of the acquisition by means of existing cash on hand of $242 million, the Subscription of shares by Uranium Energy Corp of $40 million, and additional existing liquidity.

Following completion of the Transaction, Uranium Royalty Corp. will continue to be led by Scott Melbye as President and Chief Executive Officer and Amir Adnani as Chairman, uranium industry veterans with over 60 years of combined experience. Sweetwater will continue to operate under the leadership of Chief Executive Officer Damon Barber, who has over 30 years of experience in global mining and resource development.

The transaction is subject to approval by the shareholders of Uranium Royalty Corp., requisite court approval, applicable stock exchange, regulatory approvals, and other customary closing conditions. A shareholder meeting is expected to occur on or about July 2026 with closing thereafter subject to regulatory approvals. The Board of Directors of Uranium Royalty Corp. formed a special committee for the transaction and has unanimously approved the Transaction and recommend that shareholders vote in favor of the Transaction.

Paradigm Capital Inc. acted as fairness opinion provider to the Special Committee of Uranium Royalty Corp. Paradigm Capital Inc. acted as financial advisor to the Special Committee of Uranium Royalty Corp. National Bank of Canada Financial Markets acted as financial advisor to Uranium Royalty Corp. Sangra Moller LLP acted as legal advisor to Uranium Royalty Corp. Ellen M. Conley, Alla Digilova, Paul Feinstein, Sam Lichtman, Phil Lookadoo, Bruce Newsome, Simin Sun, Scott Thompson, Rick A. Werner, Jacob Bolinger and Edward M. Lebow of Haynes and Boone, LLP acted as legal advisor to Uranium Royalty Corp. Holland & Hart LLP acted as legal advisor to Uranium Royalty Corp. Goldman Sachs Canada, Inc. acted as financial advisor to Uranium Royalty Corp. Kevin Murray of Rothschild & Co US Inc. acted as financial advisor to Sweetwater Royalties LLC. Andrew J. Fadale, Noam M. Waltuch, David Grubman, John W. Stribling, Zackary Pullin, James W. Lowe, Mary K. Marks, Maureen M. Crough, Lauren A. Gallagher, James Mendenhall and Elizabeth K. McCloy of Sidley Austin LLP acted as legal advisor to Orion Resource Partners LP. Michael Pickersgill of Torys LLP acted as legal advisor to Ontario Teachers' Pension Plan Board and Orion Resource Partners LP. James R. Griffin, Alex Lynch, Stefan L. Tsourovakas and Steven Lorch of Weil, Gotshal & Manges LLP acted as legal advisor to Ontario Teachers' Pension Plan Board.