Uranium One Announces Amended Option Agreement to Acquire Mantra Resources - Reduction in Price and Improved Flexibility to Exercise Option
VANCOUVER, British Columbia and JOHANNESBURG, South Africa, March 21 /CNW/ --
VANCOUVER, British Columbia and JOHANNESBURG, South Africa, March 21
/CNW/ - Uranium One Inc. ('Uranium One') today announced that Mantra
Resources Limited ('Mantra') and JSC Atomredmetzoloto ('ARMZ') have
revised the terms of the Scheme Implementation Agreement that was
entered into by Mantra and ARMZ on December 15, 2010.
Under the revised agreement, Mantra shareholders will receive A$7.02
comprising A$6.87 in cash to be paid by ARMZ and a cash dividend of
A$0.15 to be paid by Mantra instead of A$8.00 in cash.
The Directors of Mantra have agreed unanimously to recommend ARMZ's
revised offer and will vote in favour of the Scheme in the absence of a
superior proposal and subject to receipt of an updated recommendation
from the independent expert that the revised transaction is in the best
interests of Mantra shareholders.
Mantra's strategic shareholder, Highland Park S.A., which owns 13.5% of
the outstanding fully diluted share capital in Mantra, has also
represented to Mantra that it supports the revised transaction and will
vote in favour of the Scheme in the absence of a superior proposal.
Concurrently with the execution of the amendment to the Scheme
Implementation Agreement, Uranium One and ARMZ have entered into an
Amended and Restated Option Agreement which provides Uranium One with
the benefit of the A$6.87 revised price and additional flexibility in
exercising the option to acquire Mantra.
Under the terms of the original Put/Call Option Agreement announced on
December 15, 2010, Uranium One had a call option to acquire Mantra from
ARMZ, exercisable at any point within 12 months of closing of the
acquisition of Mantra by ARMZ and ARMZ had a put option to sell Mantra
to Uranium One at the end of such term for consideration equal to
ARMZ's acquisition cost plus certain additional expenditures. The
Amended and Restated Option Agreement provides Uranium One with the
ability to extend the term of the put/call option to 24 months from 12
months provided that Uranium One partially exercises its call option
and acquires approximately 15% of the shares of Mantra for US$150
million before the later of six months from closing of the acquisition
of Mantra by ARMZ and January 31, 2012. If Uranium One's call option
is partially exercised, ARMZ's put option is only exercisable at the
end of the 24 month term. The option to acquire the remaining 85%
interest in Mantra (or 100% if the option is not partially exercised)
remains subject to minority shareholder approval.
Uranium One and ARMZ remain committed to the joint strategy of creating
a world-leading diversified uranium production company with high
quality mines and development projects.
Chris Sattler, Chief Executive Officer of Uranium One, said:
'Mkuju River Project ranks among the best uranium development projects
in the world. The amended put/call structure maintains our ability to
acquire a world-class uranium development project at a lower cost while
providing us with additional flexibility to exercise the option.'
About Uranium One
Uranium One is one of the world's largest publicly traded uranium
producers with a globally diversified portfolio of assets located in
Kazakhstan, the United States and Australia.
Cautionary Statement
No stock exchange, securities commission or other regulatory authority
has approved or disapproved the information contained herein.
Investors are advised to refer to independent technical reports
containing detailed information with respect to the material properties of Uranium One. These technical reports are available under
the profiles of Uranium One Inc and UrAsia Energy Ltd. at www.sedar.com. Those technical reports provide the date of each resource or reserve
estimate, details of the key assumptions, methods and parameters used in the estimates, details of
quality and grade or quality of each resource or reserve and a general discussion of the extent to which the estimate may be
materially affected by any known environmental, permitting, legal, taxation, socio-political, marketing, or other relevant issues.
The technical reports also provide information with respect to data verification in the estimation.
Forward-looking statements: This press release contains certain
forward-looking statements. Forward-looking statements include but are not limited to those with respect to the price of uranium, the
estimation of mineral resources and reserves, the realization of mineral reserve estimates, the timing and amount of estimated future
production, costs of production, capital expenditures, costs and timing of the development of new deposits, success of
exploration activities, permitting time lines, currency fluctuations, requirements for additional capital, government regulation of mining
operations, environmental risks, unanticipated reclamation expenses, title disputes or claims and limitations on insurance coverage
and the timing and possible outcome of pending litigation. In certain cases, forward-looking statements can be
identified by the use of words such as 'plans', 'expects' or 'does not expect', 'is expected', 'budget', 'scheduled', 'estimates',
'forecasts', 'intends', 'anticipates' or 'does not anticipate', or 'believes' or variations of such words and phrases, or state that
certain actions, events or results 'may', 'could', 'would', 'might' or 'will' be taken, occur or be achieved. Forward-looking statements
involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements
of Uranium One to be materially different from any future results, performance or achievements expressed or implied by the
forward-looking statements. Such risks and uncertainties include, among others, the completion of the transactions
described in this press release, the future steady state production and cash costs of Uranium One, the actual results of current
exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be
refined, possible variations in grade and ore densities or recovery rates, failure of plant, equipment or processes to operate as
anticipated, accidents, labour disputes or other risks of the mining industry, delays in obtaining government approvals or financing
or in completion of development or construction activities, risks relating to the integration of acquisitions and the realization of
synergies relating thereto, to international operations, to prices of uranium as well as those factors referred to in the section
entitled 'Risk Factors' in Uranium One's Annual Information Form for the year ended December 31, 2009 and Management Information
Circular dated August 3, 2010, each of which is available on SEDAR at www.sedar.com, and which should be reviewed in conjunction with this document.
Although Uranium One has attempted to identify important factors that could cause actual
actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that
cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking
statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such
statements.
Accordingly, readers should not place undue reliance on forward-looking
statements. Uranium One expressly disclaims any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.
For further information about Uranium One, please visit www.uranium1.com.
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Chris Sattler
Chief Executive Officer
Tel: 1 416 350 3657
Rob Buchanan
Director, Investor Relations
Tel: 1 416 350 3657