Trading Symbols: UUU - Toronto Stock Exchange, JSE Limited (Johannesburg
VANCOUVER, and JOHANNESBURG, South Africa, Feb. 10 /CNW/ Uranium One Inc.
today announced that it has entered into a subscription agreement with a
corporation formed by The Tokyo Electric Power Company, Incorporated, Toshiba
Corporation, and The Japan Bank for International Cooperation providing for
the private placement of an aggregate of 117,000,000 common shares of Uranium
One, for gross proceeds of approximately C$270 million.
Concurrently with the execution of the subscription agreement, Uranium
One has also entered into a long-term offtake agreement and a strategic
relationship agreement with the Japanese consortium, both of which will become
effective upon closing of the private placement.
The offtake agreement provides the consortium with an option to purchase,
on industry-standard terms, up to 20% of Uranium One's available production
from assets in respect of which Uranium One has the marketing rights.
Under the strategic relationship agreement, the Japanese consortium has
the right to appoint two directors to the Uranium One board and a right of
first opportunity to invest in any uranium mining asset or project which
Uranium One may in its discretion decide to make available to third parties.
This agreement also contains a standstill provision under which the consortium
has agreed, subject to certain exceptions, not to acquire without Uranium
One's prior approval more than 19.95% of Uranium One's issued common shares.
The Japanese consortium has also agreed not to dispose of any significant
portion of its Uranium One shares except by way of a broad market distribution
or pursuant to certain other limited exceptions.
The rights granted under both the offtake agreement and the strategic
partnership agreement are generally subject to the consortium continuing to
meet certain equity ownership thresholds.
The private placement issue price of C$2.30 per share represents a 15%
premium to the 20-day volume weighted average price of Uranium One common
shares on the Toronto Stock Exchange. Upon closing of the private placement,
the consortium will have a 19.95% equity stake in Uranium One.
Closing of the subscription agreement is subject to the receipt of
certain regulatory approvals, including Toronto Stock Exchange approval,
Australian Foreign Investment Review Board approval and Republic of Kazakhstan
Ministry of Energy and Mineral Resources approval, and to other usual and
customary closing conditions. Closing is expected to occur not later than
March 31, 2009.
Jean Nortier, President and Chief Executive Officer of Uranium One
"Uranium One is very pleased to partner with such highly respected
leaders in the global nuclear industry. We will benefit from the consortium's
knowledge and expertise in the nuclear industry, from its high level
relationships in Kazakhstan and from its significant financial resources. The
proceeds from the private placement, combined with Uranium One's consolidated
cash balance of approximately US$185 million at the end of January, will
result in a solid balance sheet to fund our growth and development plans."
Overview of the Consortium Members
The Tokyo Electric Power Company, Incorporated
The Tokyo Electric Power Company, Incorporated ("TEPCO") is the largest
electric utility in Japan and provides power to the Tokyo Metropolitan Area.
TEPCO has an electricity generating capacity of over 62 GW, approximately 28%
of which is from nuclear power.
Toshiba is a diversified manufacturer of electric and electronic products
and is involved in a broad range of power systems businesses around the world.
The company has a 67% ownership interest in Westinghouse Electric Co. LLC,
whose technology today provides the technological basis for approximately half
of the world's operating nuclear power plants. The Toshiba Group has
industry-leading capabilities in both boiling water reactor (BWR) and
pressurized water reactor (PWR) nuclear power plants.
The Japan Bank for International Cooperation
The Japan Bank for International Cooperation is the international arm of
the Japan Finance Corporation. JBIC contributes to the sound development of
the Japanese and international economy in the three fields of: (i) promoting
overseas development and acquisition of strategically important natural
resources to Japan; (ii) maintaining and improving the international
competitiveness of Japanese industries; and (iii) responding to disruptions in
the financial order of the international economy.
BMO Capital Markets acted as financial advisors to Uranium One, Fasken
Martineau DuMoulin LLP acted as legal advisor and Davis LLP acted as Canadian
Uranium One will be hosting a conference call and webcast for investors
and analysts on February 10, 2009 at 10:00 am (Eastern Time) to discuss
today's announcement. Participants may join the call by dialling toll free
1-800-731-6941 or 1-416-644-3417 for local calls or calls from outside Canada
and the United States. A live webcast of the call will be available through
CNW Group's website at: www.newswire.ca/webcast
A recording of the conference call will be available for replay for a two
week period beginning at approximately 1:00 pm today and can be accessed by
dialling toll free 1-877-289-8525 or 1-416-640-1917 for local calls or calls
from outside Canada and the United States. The pass code for the replay is
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, South Africa and Australia.
No stock exchange, securities commission or other regulatory authority
has approved or disapproved the information contained herein.
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, changes in market conditions, the actual results of current
exploration activities, conclusions of economic evaluations, changes in
project parameters as plans continue to be refined, project cost overruns or
unanticipated costs or expenses, 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, exchange rate and uranium price fluctuations, delays in
obtaining government approvals or financing or in completion of development or
construction activities, changes in, and the effect of government policy,
risks relating to the timing and completion of the transactions described in
this press release, the potential benefits thereof, risks relating to the
benefits derived by the Corporation from the strategic relationship described
in this press release, risks relating to the integration of acquisitions, to
international operations, to the price 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, 2007, 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 uranium1.com.
For further information:
For further information: Jean Nortier, Chief Executive Officer, Tel:
(604) 601-5642; Chris Sattler, Senior Vice President, Corporate Development
and Investor Relations, Tel: (416) 350-3657