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Uranium One to Acquire Two More Kazakh Mines from ARMZ and To Pay Special Dividend to Minority Shareholders of at least US$ 1.06 per Share

Uranium One to Acquire Two More Kazakh Mines from ARMZ and To Pay Special Dividend to Minority Sh...

articleUranium One Mining Corp.June 8, 20105/company/vanguard-mining-corp/news/uranium-one-to-acquire-two-more-kazakh-mines-from-armz-and-to-pay-special-dividend-to-minority-shareholders-of-at-least-usdollar-106-per-share
Uranium One to Acquire Two More Kazakh Mines from ARMZ and To Pay Special Dividend to Minority Shareholders of at least US$ 1.06 per Share

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[{"type":"text","content":"\n\n\n\n Jun. 8, 2010 (Canada NewsWire Group) -- Uranium One Inc. ("Uranium One" or the "Company") today announced the signing of a definitive purchase and subscription agreement ("PSA") with JSC Atomredmetzoloto ("ARMZ") under which Uranium One will acquire ARMZ's 50% interest in the Akbastau Uranium Mine ("Akbastau") and its 49.67% interest in the Zarechnoye Uranium Mine ("Zarechnoye"), both located in southern Kazakhstan.\nThe acquisition will increase Uranium One's steady state production from its Kazakhstan assets by approximately 60%, from approximately 10 million pounds to approximately 16 million pounds. Total cash costs per pound sold are expected to remain less than US$ 20 per pound on a consolidated basis. Uranium One expects to realize management and operating synergies upon integration of these assets, especially at Akbastau, which is contiguous to the Company's Karatau Uranium Mine.\nPursuant to the transaction, ARMZ will contribute its interests in the Akbastau and Zarechnoye joint ventures and US$ 610 million in cash, in return for 356 million new common shares of Uranium One. Following closing, Uranium One will pay a special cash dividend of at least US$ 1.06 per share to shareholders other than ARMZ. The foregoing assumes that Japan Uranium Management Inc. ("JUMI") exercises its right of repurchase under the terms of its convertible debenture, which will be triggered by the transaction. Should JUMI elect to retain its debentures, the PSA provides for consequential increases in the cash to be contributed by ARMZ to Uranium One, shares issued by Uranium One to ARMZ and dividends paid to minority shareholders.\nARMZ currently holds 23.1% of Uranium One's outstanding common shares. On completion of the transaction, ARMZ will own not less than 51% of the Company's outstanding common shares. ARMZ has agreed to a standstill of 18 months from closing during which it may not, without prior consent, dispose of or acquire any additional Uranium One shares, except pursuant to agreed anti-dilution rights, which will permit ARMZ to maintain not less than a 51% interest in the Company and to certain other exceptions.\nThe transaction terms also include "coat-tail" protections under which ARMZ has agreed not to sell any of its Uranium One common sh...

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