Uranium Power Corp fka UPC

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Titan Uranium Inc. and Uranium Power Corp. Announce Completion of the Business Combination

Press Release
Source: Titan Uranium Inc. and Uranium Power Corp.
On 9:52 am EDT, Tuesday August 4, 2009

Companies:Titan Uranium

SASKATOON, SASKATCHEWAN--(Marketwire - 08/04/09) - Titan Uranium Inc. (TSX-V:TUE - News)(Frankfurt:T4X - News) ("Titan") and Uranium Power Corp. (TSX-V:UPC - News) ("UPC") today announced that on July 31, 2009, they completed a business combination pursuant to a plan of arrangement that was previously announced on May 8, 2009 (the "Plan of Arrangement"). Pursuant to the Plan of Arrangement, Titan has acquired all of the issued and outstanding common shares of UPC. All outstanding options to acquire securities of UPC were cancelled at the effective time of the Plan of Arrangement.

The Plan of Arrangement was approved as a special resolution by the shareholders of UPC at a special meeting of UPC's shareholders held on July 23, 2009 and was approved by the British Columbia Supreme Court pursuant to a final order issued on July 28, 2009. The Plan of Arrangement was also approved by the TSX Venture Exchange and was approved unanimously by the board of directors of both Titan and UPC.

"The closing of the transaction marks a significant milestone for Titan Uranium," stated Brian Reilly, President and CEO. "I would like to welcome the new officers and directors of the company and thank the out-going officers and directors for their contributions. Titan is well-positioned for future growth in the uranium sector."

Under the Plan of Arrangement, each UPC common share was exchanged for 0.5393 common shares of Titan. This resulted in the issuance of 52,980,918 common shares of Titan. There are now 105,962,101 common shares of Titan that are issued and outstanding. Titan shareholders, as they existed immediately prior to such share exchange, and former UPC shareholders each own approximately 50% of the issued and outstanding shares of Titan.

As a result of the Plan of Arrangement, UPC is now a wholly-owned subsidiary of Titan. Effective at the end of the trading day on July 28, 2009, the common shares of UPC were halted from trading on the TSX Venture Exchange pending delisting. Titan common shares remain listed on the TSX Venture Exchange.

Pursuant to the Plan of Arrangement, Mr. Chris Healey, P. Geo, will join Titan as Chief Operating Officer and Mr. Gregory Adams will join Titan as Vice-President Exploration (USA).

In addition, Darren Devine, David D'Onofrio, Lloyd Clark and Philip Olson are resigning from Titan's board of directors (the "Board") and Rahoul Sharan, Richard Patricio and Donald Ching are being appointed to the Board.

Mr. Healey has over 40 years experience in the natural resources industry, specializing in uranium exploration and extraction. Prior to joining Titan, Mr. Healey was the President and a director of UPC and the Chief Operating Officer and director of Cue Resources Ltd. Mr. Healey is also a director of Monster Uranium Corp. and Ansell Capital Corp. Mr. Healey is a former senior employee of Cameco Corporation, where he managed its US operations and was also involved in the discovery and development of two of the largest high grade uranium deposits in the world. Mr. Healey is a past president of the Geological Society of the Canadian Institute of Mining, Metallurgy and Petroleum.

Mr. Adams is a highly experienced uranium geologist with over 35 years of professional and technical experience managing exploration and development functions. During his career in uranium exploration, development and production, Mr. Adams has worked for Exxon Minerals Co. U.S.A., Everest Minerals Corp., Nuclear Electric of Great Britain, and Power Resources Inc. (a Cameco Corporation subsidiary) as a senior geologist and exploration manager. Mr. Adams has an extensive background in both conventional and in-situ recovery uranium mining operations.

Mr. Sharan, C.A., has over 18 years of finance and accounting experience and is a member of the Institute of Chartered Accountants of British Columbia. Prior to joining Titan, Mr. Sharan was the Chairman of the Board of Uranium Power Corp. Prior to joining UPC, Mr. Sharan was a partner of the S&P Group, which specializes in investment financing for venture capital projects, real estate development and construction. Mr. Sharan is also the President of KJN Management Ltd., which provides a broad range of administrative, management and financial services.

Mr. Patricio is the Executive Vice President, Corporate Affairs for Mega Uranium Ltd. and is responsible for merger and acquisition activity, corporate transactions and overall administration. Prior to joining Mega Uranium Ltd., Mr. Patricio practiced law at a top tier law firm in Toronto and worked as in-house General Counsel for a senior TSX listed company. Mr. Patricio is a lawyer qualified to practice in the Province of Ontario.

Mr. Ching is a retired businessman who sits as a corporate board member for several organizations and businesses and acts as a consultant on various projects. Mr. Ching was the President and Chief Executive Officer of AREVA Resources Canada Inc. from January, 2005 to December, 2007 and prior to that was the President and Chief Executive Officer of SaskTel. Mr. Ching has also served as the President of Crown Investment Corporation, as a managing partner in the law firm of Mitchell Taylor Romanow Ching (now Woloshyn & Company) and as Executive Vice President of the Potash Corporation of Saskatchewan. Mr. Ching is a member of the Saskatchewan Bar Association.

Titan would like to thank out-going Chairman and Chief Executive Officer, Mr. Philip Olson, for his contribution to Titan and wishes him all the best in his future endeavours. Titan would also like to thank Darren Devine, David D'Onofrio and Lloyd Clark, the other out-going directors of Titan, for their contribution to Titan. Finally, Titan would like to thank the out-going directors and officers of UPC for their contribution to UPC.

UPC shareholders who have not already done so should submit their completed and executed letters of transmittal and UPC share certificates to Valiant Trust Company as soon as possible to receive the common shares of Titan to which they are entitled pursuant to the Plan of Arrangement. A copy of the letter of transmittal is attached to this release and available on SEDAR at www.sedar.com.

Refer to the business combination agreement between Titan and UPC dated May 8, 2009 and the management information circular of UPC dated June 23, 2009, each available on SEDAR at www.sedar.com, for additional information regarding the Plan of Arrangement and matters related thereto.

Titan Uranium Inc.

Titan is driven by advancing exploration projects to discovery in the proven Athabasca and prospective Thelon basins located in Saskatchewan and Nunavut, respectively. Titan has gained market recognition for its ability to attract strategic partners to participate in exploration on its properties by virtue of its 1.6 million acre land position and its technical expertise. The option agreement participants of Titan include: Japan Oil, Gas and Metals National Corporation (JOGMEC), Vale Exploration Canada Inc. (VEC), and Mega Uranium Ltd. These optionees are expected to contribute $4.7 million in exploration programs managed by Titan in 2009.

This business combination with UPC adds a number of highly prospective properties, mainly in the United States, to Titan's portfolio. Prime among these is a 50% interest in the Sheep Mountain deposit which has an NI 43-101 compliant Inferred Resource (on a 100% basis) of:

4,560,000 tons, average grade of 0.17% eU3O8 (15.6 million lbs contained U3O8)

This resource estimate was reported in a technical report on the Sheep Mountain uranium project, prepared for UPC by Scott Wilson Roscoe Postle Associates Inc. and authored by C. Stewart Wallis, P. Geo. dated October 10, 2006. Additional information including the estimation method and cut-off grade may be found in the report which was filed on SEDAR on October 12, 2006. The Sheep Mountain deposit has a current Mine Permit issued by the Wyoming Department of Environmental Quality. Several minor amendments to this permit will be required to reopen the mine.

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