Uranium One Inc. (UUU) announced on Monday that it has entered into a definitive agreement with JSC Atomredmetzoloto and its affiliate‚ Effective Energy N.V.‚ (collectively ARMZ) under which the company would be taken private pursuant to a plan of arrangement.
ARMZ and its affiliates currently own 51.4% of the Uranium One common shares. Under the Plan of Arrangement‚ ARMZ would acquire all of the Common Shares that ARMZ and its affiliates do not already own for a cash consideration of CDN$2.86 per share.
The cash consideration represents a 32% premium to the 20-day volume weighted average price of the Common Shares on the Toronto Stock Exchange for the period ending January 11‚ 2013. The transaction provides total consideration to minority shareholders of approximately CDN$1.3 billion and implies an equity value for Uranium One of approximately CDN$2.8 billion.
“The Board of Directors of Uranium One has unanimously (with Messrs. Jivov‚ Sattler and Yampolskiy abstaining) determined that the Plan of Arrangement is in the best interests of Uranium One and is fair to its shareholders.
“The determination of the Board was made upon the recommendation of a special committee of independent directors (the Independent Committee)‚ and after consideration of the advice of legal and financial advisors to the Independent Committee and the Company.
Ken Williamson‚ Chairman of the Independent Committee‚ stated: "This proposal represents a significant premium to the 20 day volume weighted average price of the Common Shares prior to today’s announcement. We recommend that shareholders vote in favour of the Plan of Arrangement at the special meeting of shareholders that will be called to approve the transaction."
"Despite the uranium industry’s currently challenging outlook‚ ARMZ will continue with its strategy of developing Uranium One into the leading global uranium producer‚ which was the basis of our original investment in the Company‚" said Vadim Jivov‚ Chairman of the Board of ARMZ.
The implementation of the Plan of Arrangement will be subject to approval by the holders of the affected securities at a special meeting (the "Special Meeting") expected to be held in March 2013. The transaction also will be subject to applicable regulatory approvals and certain closing conditions customary in transactions of this nature. - I-Net Bridge