First Uranium announces financial results for the three and twelve months ended March 31, 2013

For the Management Discussion & Analysis and Financial Statements please refer to the Corporation's website at www.firsturanium.com. All amounts are in US dollars ("$"), except where otherwise indicated.

TORONTO and JOHANNESBURG, May 28, 2013 /CNW/ - First Uranium Corporation (NEX:FIU.H) (JSE:FUU) (ISIN:CA33744R5047) ("First Uranium" or "the Corporation") today announced its financial results for the three and twelve months ended March 31, 2013.

Overview

The Corporation disposed of its principal assets in Q2 2013.

On July 20, 2012, the MWS tailings recovery project was sold to AngloGold Ashanti Limited ("AGA") for cash proceeds of $335 million. The 7% secured convertible notes (the "Canadian Notes") (Cdn$110 million), 11% secured convertible notes (the "Rand Notes") (ZAR418.6 million) and loan with Gold One International Limited ("Gold One") ($10 million plus accrued interest) were settled out of the proceeds. From the cash proceeds received from AGA, a deferred payment of $25 million (the "AGA Deferred Payment") was deposited with a warranty escrow agent pursuant to terms and conditions of an escrow agreement in accordance with the AGA sales agreement for a period of six months (the "AGA Escrow Period") ending on January 20, 2013. No claims were made during the AGA Escrow Period and consequently, on January 21, 2013, the Corporation received the AGA Deferred Payment (including interest).

On August 1, 2012, the Ezulwini Mine was sold to Gold One for cash proceeds of $70 million. A total of $65 million from the proceeds was paid directly to First Uranium. The remaining $5 million (the "Gold One Deferred Payment") was held by the warranty escrow agent pursuant to the terms and conditions of an escrow agreement in accordance with the Gold One Agreement for a period of six months (the "Gold One Escrow Period") ending on February 1, 2013. No claims were made during the Gold One Escrow Period and consequently, on February 1, 2013, the Corporation received the Gold One Deferred Payment (including interest).

Following the successful implementation of the Gold One transaction on August 1, 2012, 95% of the principal amount of the 4.25% unsecured convertible debentures (the "Debentures") owing as of April 30, 2012 together with the unpaid interest on 100% of the principal amount of the Debentures accruing from December 31, 2011 to March 2, 2012 (inclusively) (together, the "95% Payment Amount") was paid to the Debenture holders. In addition, 2% of the principal amount of the Debentures owing as of April 30, 2012, was distributed on a pro rata basis to those Debenture holders who agreed in writing on or before May 30, 2012, to vote in favour of the extraordinary resolution to approve the Supplemental Indenture in relation to the Debentures. The Corporation repaid the remaining principal amount (Cdn$4.5 million) due under the Trust Indenture for the Debentures on January 28, 2013.

Upon the disposal of First Uranium's principal assets, the Corporation effected a change of business according to the rules of the TSX. As a result of such change in business, the Corporation no longer met the original listing requirements, and decided to voluntarily delist from the TSX; however, to maintain liquidity in the Units and to ensure that it remained a "public company", it applied for listing on the NEX Exchange (the "NEX"), a separate board of the TSX Venture Exchange that provides a trading forum for listed companies that have low levels of business activity or have ceased to carry on an active business. The Units were delisted from the TSX at the close of the market on August 31, 2012 and the Units commenced trading on the NEX (FIU.H) on September 4, 2012.

After the Corporation's Units were listed on the NEX and upon meeting the requirements for notice of record dates and payment dates of the NEX and the JSE Limited, the Corporation made an initial distribution (the "Initial Distribution") on October 1, 2012 of Cdn$0.125 (ZAR1.05) per unit to shareholders of the Corporation, totaling $30.3 million, in the form of a redemption of 12.5 Class A Special Shares at a price per share of Cdn$0.01 (ZAR0.08402).

Following the release of the escrow funds to First Uranium, the Corporation made a second distribution (the "Second Distribution") on March 18, 2013 of Cdn$0.102 (ZAR0.88899) per unit to shareholders of the Corporation, totaling $23.5 million, in the form of a redemption of 10.2 Class A Special Shares at a price per share of Cdn$0.01 (ZAR0.087156).

Each Unit is currently comprised of 77.3 Class A Special Shares and 1 Class B Common Share. The number of Units outstanding was unchanged following the Initial Distribution and Second Distribution.

The Corporation is now considering the most efficient and orderly way in which to distribute to the shareholders all remaining property of the Corporation (after payment of the Corporation's remaining creditors), as well as investigating alternatives, which may include the prospect for a business combination or sale of the Corporation. If no viable alternatives are available to the Corporation, the Corporation may then proceed to be wound up and dissolved. However, the Board has not made any decisions with respect to the windup and dissolution at this time.

Summary of Financial Results

The Corporation reported losses from its continuing operations of $0.8 million in Q4 2013 (Q4 2012: $5.6 million) and $21.6 million in FY 2013 (FY 2012: $48.0 million).

Prior to the disposal of its discontinued operations in Q2 2013, the Corporation reported profits from its discontinued operations of $108.6 million in FY 2013 compared to losses of $117.1 million in FY 2012. The primary drivers for the improvement in the results of the discontinued operations over the comparative period were the $80.3 million profit on disposal of the Corporation's principal assets in Q2 2013 along with the derivative income related to the discontinued operations' gold stream transactions of $31.0 million recognized in FY 2013 compared to a derivative expense recognized in FY 2012 of $14.2 million.

The Corporation (including discontinued operations) utilized $1.4 million and $12.3 million of cash from its operations in Q4 2013 (Q4 2012: $4.5 million) and FY 2013 (FY 2012: $15.5 million), respectively. Prior to the disposal of its discontinued operations in Q2 2013, the Corporation utilized $6.9 million during FY 2013 (FY 2012: $29.4 million) on capital projects at its discontinued operations. During Q2 2013, the Corporation raised $388.4 million cash proceeds from the disposal of its principal assets and used a substantial portion of the cash proceeds raised ($317.3 million) to settle the Cdn$110 million Canadian Notes ($109.0 million), the ZAR418.6 million Rand Notes ($51.5 million), the $10 million Gold One loan facility and the Cdn$150 million ($151.3 million) of Debentures. During Q3 2013, the Corporation utilized $30.3 million of the remaining proceeds to pay the Initial Distribution to the Corporation's shareholders. A further $23.5 million was used for the Second Distribution to the Corporation's shareholders during Q4 2013.

As at March 31, 2013, current assets were $4.6 million (March 31, 2012: $4.2 million excluding assets classified as held for sale of $656.1 million).

The Corporation's current liabilities amounted to $1.3 million at the end of FY 2013 (March 31, 2012: $268.8 million) and consisted of a $1.1 million tax payable provision and $0.2 million of trade and other payables.

Headline Earning Reconciliation

Headline and Diluted Headline Earnings per Common Share

Non-IFRS Measures

The Corporation believes that in addition to conventional measures prepared in accordance with IFRS, the Corporation and certain investors and analysts use certain other non-IFRS financial measures to evaluate the Corporation's performance including its ability to generate cash flow and profits from its operations. The Corporation has included certain non-IFRS measures in this document. Non-IFRS measures do not have any standardized meaning prescribed under IFRS, and therefore they may not be comparable to similar measures employed by other companies. The data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Readers are advised to read all IFRS accounting disclosures presented in the Corporation's Financial Statements for more detail.

Cautionary Language Regarding Forward-Looking Information

This news release contains and refers to forward-looking information based on current expectations. All other statements other than statements of historical fact included in this release are forward-looking statements (or forward-looking information). The Corporation's plans involve various estimates and assumptions and its business is subject to various risks and uncertainties. For more details on these estimates, assumptions, risks and uncertainties, see the Corporation's most recent Annual Information Form and most recent Management Discussion and Analysis on file with the Canadian provincial securities regulatory authorities on SEDAR at www.sedar.com. These forward-looking statements are made as of the date hereof and there can be no assurance that such statements will prove to be accurate, such statements are subject to significant risks and uncertainties, and actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements that are included herein, except in accordance with applicable securities laws.

www.firsturanium.com

SOURCE: First Uranium Corporation