UUU to list $250-million of debenturesUranium One to list $250-million of debentures
Uranium One Inc(C:UUU)
Shares Issued 587,423,576
Last Close3/10/2010 $2.81
Wednesday March 10 2010 - Prospectus Approved
TSX bulletin 2010-0296
An application has been granted for the listing of $250-million totalprincipal amount of 7.5 per cent (resettable to 5 per cent) convertible unsecuredsubordinated debentures, due March 13, 2015, of Uranium One Inc., which will be issuedpursuant to a short-form prospectus dated March 4, 2010. The debentures will be listed and posted for trading atthe opening on Friday, March 12, 2010.
Stock symbol:UUU.DB.ACusip No.:91701P AC 9Currency:CanadianTransfer agent and registrar:Computershare Trust Company of Canada, TorontoOther markets:None
The debentures will be issued in book-entry-only form and must bepurchased or transferred through a participant in the depository serviceof Canadian Depository for Securities Ltd. All debentureswill be represented in the form of global debentures registered in thename of the depository or its nominee. Purchasers of debentures representedby global debentures will not receive debentures in definitiveform.
The debentures will be quoted and traded on an accrued interest basis,that is, all bids, offers and trades of the debentures will reflect only thecapital portion of the debentures and will not reflect accrued interest.Accrued interest must be reflected in the seller's and buyer's settlementamount, and must be reflected on the confirmation with clients.
The debentures, which are issuable only in denominations of $1,000and integral 1,000 multiples thereof, will be quoted based on $100principal amounts with all trades being made in multiples of $1,000.For example, an order to buy $5,000 principal amount will be given asan order to buy 5,000. An order to sell $20,000 principal amount willbe shown as an order to sell 20,000. An order for 1,500, for example,is not acceptable since all trades must be made in multiples of $1,000.The minimum trading unit of debentures is $1,000 and a board lot ofdebentures is $1,000.
All debentures will be represented in the form of one or more globaldebentures registered in the name of CDS Clearing and DepositoryServices Inc. or its nominee. Purchasers of debenturesrepresented by global debentures will not receive debentures indefinitive form. Rather, the debentures will be represented only inbook-entry-only form. The debentures must be purchased,transferred and surrendered for conversion or redemption through aparticipant in CDS.
Additional information on the debentures may be found in the prospectus,which is available at SEDAR. Capitalized terms not otherwisedefined are as defined in the prospectus.
The following is a summary of some of the principal provisions of thedebentures:
Total principal amount:$250-millionMaturity date:March 13, 2015Interest:Interest shall be paid semi-annually on June 30 andDec. 31 of each year commencing on June 30,2010. The rate of interest per annum will be 7.5 per centfrom the date of issue until the date on which anopinion of local Kazakhstan counsel to the companyhas been provided to the trustee under the indenturestating that all waivers and/or approvalsfrom the government of Kazakhstan and/or theKazakh Ministry of Energy and Mineral Resourcesnecessary in order for the company to issue thecommon shares upon conversion of the debentureshave been obtained or are no longer required. From and after the approvaldate, the rate of interest per annum shall be 5 per cent. Assuminga March 12, 2010, closing date, the first interestpayment on the debentures on June 30, 2010,will be in the amount of $22.60 per $1,000 principalamount. Interest will be payable based on a 365-dayyear.Conversion:From and after the approval date (but not before)until the maturity date, the debentures will be convertibleinto common shares at the option of theholder at the conversion price of $4 per commonshare, being at a conversion rate of 250 commonshares per $1,000 principal amount of debentures.No fractional common shares will be issued uponconversion of the debentures. In lieu thereof a cashpayment will be made which amount will be basedon the current market price of the shares at thattime.The debentures will be governed by a trust indentureto be entered into at the closing date betweenthe company and Computershare Trust Companyof Canada, as trustee. The trust indenture will providefor appropriate adjustments to the debenturesin cases of reorganizations of common share capital,rights offerings of common shares and otherforms of changes to the company's capitalstructure.