Uranium One has closed in escrow an acquisition of a 50% interest in Karatau Uranium Mine in Kazakhstan from JSC Atomredmetzoloto (ARMZ), a 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 the 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 $90m promissory note due not later than 12 months from closing. The purchase agreement also provides for a contingent payment to ARMZ of up to $60m, 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 U3O8 at an average cash cost of approximately $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 and 20% of Uranium One’s available attributable production from assets in respect of which it has the marketing rights.
Under 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 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.