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Denison offers to acquire JCU (Canada) Exploration from OURD

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Global Mining Review,

Denison Mines Corp. has delivered a binding offer to Overseas Uranium Resources Development Co. Ltd (OURD) to acquire 100% ownership of OURD’s wholly-owned subsidiary, JCU (Canada) Exploration Co. Ltd.

JCU holds a portfolio of uranium project joint venture interests in Canada, including a 10% interest in Denison’s 90% owned Wheeler River uranium project.

The Denison offer includes the following features:

  • Consideration including cash payments of up to CAN$40.5 million and the assumption of JCU’s existing liabilities (see below). The cash payments include a CAN$10.0 million refundable deposit on signing of a definitive agreement, an additional CAN$28.0 million on closing, and a further amount of up to CAN$2.5 million, which is expected to be paid within 45 days of the closing date and is subject to adjustment based upon JCU’s actual working capital on the closing date.
  • Binding subject only to the completion of definitive documentation, regulatory approvals (if applicable), and the termination of OURD’s existing definitive purchase agreement with UEX Corporation in accordance with its terms.
  • No conditions for (i) due diligence on the assets of JCU, or (ii) obtaining the necessary financing to fund the purchase price – as Denison already possesses sufficient cash to fully fund the acquisition.
  • A commitment to OURD that JCU will be maintained as a corporate subsidiary in order for JCU to meet its joint venture commitments.
  • Assumption of JCU’s outstanding liabilities owed to the Japan Atomic Energy Agency.

If the Denison Offer is accepted by OURD, Denison understands that the transaction will be subject to approval by OURD’s shareholders.

Denison welcomes the opportunity to build on its long history of partnership with OURD and JCU to effect the acquisition of JCU and bring significant additional benefit to the shareholders of OURD.

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