EUROPEAN URANIUM RESOURCES LTD V.EUU

news - slightly different version

[HORNDOG22]

May 09, 2014 02:00 ET Share Purchase Agreement Signed with European Uranium Resources Forte Energy NL 9 May 2014 Share Purchase Agreement Signed with European Uranium Resources Ltd Forte Energy NL ("Forte" or "the Company") (ASX/AIM: FTE) is pleased to announce that a Share Purchase Agreement ("SPA") has been executed by Forte and European Uranium Resources Ltd ("European Uranium"), formalising the asset acquisition as announced on 4 April 2014. The agreement relates to the acquisition of the Kuriskova and Novoveska Huta uranium projects in Slovakia from European Uranium, which is listed on the Ventures Exchange of the Toronto Stock Exchange (as well as on the OTCQX and Frankfurt exchanges). The SPA is subject to regulatory approval and the approval of the shareholders of both Forte and European Uranium. Under the terms of the SPA: * Forte will issue 915,937,500 fully paid ordinary shares (the "Consideration Shares"), * Forte will pay CAD$1,000,000 to European Uranium at completion; and * Forte will grant European Uranium a 1% production royalty over the Kuriskova and Novoveska Huta uranium licenses in perpetuity. Under the terms of the heads of agreement announced on 4 April 2014, it was planned that 854,875,000 of the Consideration Shares would be distributed on a pro-rata basis directly to the shareholders of European Uranium. The SPA now contemplates that all the Consideration Shares will be issued to European Uranium. This change was required due to restrictions that may have prevented European Uranium's Canadian shareholders from being able to trade their shares. The Consideration Shares will be issued to European Uranium in instalments in order to ensure European Uranium controls less than 19.9% of Forte's voting shares to ensure compliance with s606 of the Corporations Act. At completion an initial number of shares would be issued to European Uranium so that they would hold 19.9% of the shares on issue. A number of vendor options would be issued to European Uranium representing the balance of the Consideration Shares. Each option would have no expiry date and would entitle European Uranium to acquire one additional share for no additional consideration at such time as the option may be exercisable without exceeding the 19.9% limit. A Notice of Meeting is being finalised to convene a meeting of Forte shareholders. It is envisaged that the meeting will be held on or about 20 June 2014. On 23 April 2014, Forte completed a subscription for CAD$ 100,000 for 1,111,111 shares in the capital of European (based on a price per European Uranium share of CAD$ 0.09) with 555,555 warrants attached with a two year term and exercise price of CAD$ 0.15. Please refer to the announcement of 4 April 2014 for further details. I will pay extra so I can trade my own shares. NOT DUSTY.