/NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
TO ANY PERSON LOCATED OR RESIDENT IN OR INTO JAPAN OR AUSTRALIA OR IN
ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS
ANNOUNCEMENT/
TORONTO, Nov. 26, 2013 /CNW/ - Uranium One Inc. ("Uranium One") announced today that its 100% owned subsidiary Uranium One
Investments Inc. (the "Issuer") intends to offer for issue and sale, subject to market conditions and
applicable law, $350 million aggregate principal amount of
non-convertible Senior Secured Notes due 2018 (the "Notes") in a private placement to qualified institutional buyers pursuant to
Rule 144A under the Securities Act of 1933, as amended, and outside the
United States to certain non-U.S. persons pursuant to Regulation S
under the Securities Act of 1933, as amended (the "Offering").
The Notes will be guaranteed by Uranium One and certain of its
subsidiaries. The net proceeds of this offering will be made available
to its affiliates for the repurchase of existing convertible debentures
of Uranium One in connection with an offer to repurchase such
debentures recently made by Uranium One, and for general corporate
purposes.
The initial purchasers will be Deutsche Bank AG, London Branch, SIB
(Cyprus) Limited (a subsidiary of Sberbank), and Société Générale.
The Issuer has applied to list the Notes on the Official List of the
Luxembourg Stock Exchange and for admission to trading on the Euro MTF
Market.
About Uranium One
Uranium One is one of the world's largest uranium producers with a
globally diversified portfolio of assets located in Kazakhstan, the
United States, Australia and Tanzania. JSC Atomredmetzoloto and its
affiliates own 100% of the outstanding common shares of Uranium One.
Important Regulatory Notice
The Notes have not been registered under the Securities Act of 1933, as
amended (the "Securities Act"), or applicable state securities laws.
Accordingly, the Notes will be offered only to qualified institutional
buyers and to persons outside the United States in reliance on Rule
144A and Regulation S under the Securities Act, respectively. Unless so
registered, the Notes may not be offered or sold in the United States
except pursuant to an exemption from the registration requirements of
the Securities Act and applicable state securities laws. Prospective
purchasers that are qualified institutional buyers are hereby notified
that the seller of the Notes may be relying on the exemption from the
provisions of Section 5 of the Securities Act provided by Rule 144A.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there be
any sale of these securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
This announcement is being distributed only to, and is directed at (a)
persons who have professional experience in matters relating to
investments who fall within Article 19(1) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (b) high net worth entities, and other persons to whom it may
otherwise lawfully be communicated, falling within Article 49(1) of the
Order (all such persons together being referred to as "relevant persons"). The investments to which this announcement relates are available
only to, and any invitation, offer or agreement to subscribe, purchase
or otherwise acquire such investments will be available only to or will
be engaged in only with, relevant persons. Any person who is not a
relevant person should not act or rely on this document or any of its
contents. Persons distributing this announcement must satisfy
themselves that it is lawful to do so.
In connection with the Notes offering, one of the initial purchasers
will serve as stabilizing manager and over-allot notes or effect
transactions with a view to supporting the market price of the notes at
a level higher than that which might otherwise prevail. However, there
is no assurance that the stabilizing manager (or persons acting on
behalf of the stabilizing manager) will undertake stabilization
actions. Any stabilization action may begin on or after the date on
which adequate public disclosure of the final terms of the offer of the
notes is made and, if begun, may be ended at any time, but must end no
later than the earlier of 30 calendar days after the issue date of the
notes and 60 calendar days after the date of the allotment of the
notes. Any stabilization action or over-allotment must be conducted in
accordance with all applicable laws and rules.
Neither the content of Uranium One or its subsidiaries' websites nor any
website accessible by hyperlinks on Uranium One or its subsidiaries'
websites is incorporated in, or forms part of, this announcement. The
distribution of this announcement into jurisdictions other than Canada
may be restricted by law. Persons into whose possession this
announcement comes should inform themselves about and observe any such
restrictions. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such jurisdiction.
Cautionary Statement
No stock exchange, securities commission or other regulatory authority
has approved or disapproved the information contained herein.
Forward-looking statements:
This press release may contain "forward-looking statements" within the
meaning of applicable securities laws that are intended to be covered
by the safe harbours created by those laws, including statements that
use forward-looking terminology such as "may", "will", "expect",
"anticipate", "believe", "continue", "potential", or the negative
thereof or other variations thereof or comparable terminology. Such
forward-looking statements may include, without limitation, statements
regarding the completion of the proposed Offering, the proposed use of
proceeds, the listing of the Notes on the Luxembourg Stock Exchange and
the Euro MTF market, and other statements that are not historical
facts. While such forward-looking statements are expressed by Uranium
One, as stated in this release, in good faith and believed by Uranium
One to have a reasonable basis, they are subject to important risks and
uncertainties which could cause actual results to differ materially
from future results expressed, projected or implied by the
forward-looking statements. As a result of these risks and
uncertainties, the results or events predicted in these forward-looking
statements may differ materially from actual results or events. These
forward-looking statements are not guarantees of future performance,
given that they involve risks and uncertainties. Uranium One is not
affirming or adopting any statements made by any other person in
respect of the proposed repurchase and expressly disclaims any
intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise, except in accordance with applicable securities or to
comment on expectations of, or statements made by any other person in
respect of the proposed offering. Investors should not assume that any
lack of update to a previously issued forward-looking statement
constitutes a reaffirmation of that statement. Reliance on
forward-looking statements is at investors' own risk.
The Euro MTF Market is not a regulated market pursuant to the provisions
of Directive 2004/39/EC. There can be no assurance that the Issuer's
application for the listing of the Notes on the Luxembourg Stock
Exchange and the Euro MTF market will be accepted.
SOURCE Uranium One Inc.
