Uranium One Inc. today announced that, following receipt of all required governmental and regulatory approvals, the Company has closed in escrow the acquisition of a 50% interest in the Karatau Uranium Mine in Kazakhstan from JSC Atomredmetzoloto ("ARMZ"), the Russian state-owned uranium mining company. In accordance with the June 14, 2009 purchase agreement between the Company and ARMZ, escrow will be lifted upon registration of the transfer of the Karatau interest with the South Kazakhstan Region Department of Justice, which is expected to be completed later this month.
In connection with today's closing, Uranium One has issued 117 million common shares to ARMZ, representing a 19.9% ownership interest in the common shares of the Company, as well as a US$ 90 million promissory note due not later than 12 months from closing. The purchase agreement also provides for a contingent payment to ARMZ of up to US$ 60 million, payable in three equal tranches over the period 2010 to 2012 subject to certain post-closing tax-related adjustments.
Uranium One's 50% share of production from Karatau in 2010 is expected to be 2.3 million pounds of U(3)O(8) at an average cash cost of approximately US$14 per pound sold. At full production levels, Uranium One's share of production from Karatau is expected to be 2.6 million pounds per year. It is expected that the annualized rate of production from Karatau will reach this level during 2010.
Concurrently with the execution of the Karatau purchase agreement, Uranium One also entered into a long-term offtake agreement and a framework agreement with ARMZ. Both of these agreements have now become effective.
Under the offtake agreement, so long as the framework agreement remains in effect, ARMZ has an option to purchase on an annual basis, on industry-standard terms, the greater of 50% of Karatau's annual production or 20% of Uranium One's available attributable production from assets in respect of which it has the marketing rights.
Under the terms of the framework agreement, Uranium One has been granted a right of first offer on ARMZ's assets outside the Russian Federation, in the event that ARMZ determines to offer any of these for sale in the future.
ARMZ has also agreed to assist Uranium One in the opening of accounts with Russian uranium converters and to use Russian uranium conversion and enrichment facilities for the benefit of Uranium One's customers. Since Uranium One currently receives payment for its production from customers at conversion facilities located in North America and Europe, access to Russian facilities will potentially significantly shorten the time period required for the Company to turn production into sale proceeds, and assist utility customers with access to enrichment services, particularly those customers located in Europe and Asia.
As previously announced, in accordance with the purchase agreement, Uranium One has appointed Vadim Zhivov, Director General of ARMZ, to its board of directors. The Company has also agreed to appoint a second representative of ARMZ to its board in May 2010, subject to receipt of shareholder approval to increase the size of its board by one additional director.
About ARMZ
ARMZ is the world's fifth largest uranium producer with operating mines in Russia and Kazakhstan. During 2008, operations in which ARMZ is involved produced 9.6 million pounds of U(3)O(8). ARMZ is part of Rosatom - the Russian State Corporation controlling the Russian Federation's nuclear activities. Together with its affiliates and subsidiaries, the company employs over 14,000 people.
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.
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