Uranium One Inc. announced that Mantra Resources Limited and JSC Atomredmetzoloto ('ARMZ') have revised the terms of the Scheme Implementation Agreement that was entered into by Mantra and ARMZ on December 15, 2010. 

Under the revised agreement, Mantra shareholders will receive A$7.02 comprising A$6.87 in cash to be paid by ARMZ and a cash dividend of A$0.15 to be paid by Mantra instead of A$8.00 in cash.

The Directors of Mantra have agreed unanimously to recommend ARMZ's revised offer and will vote in favour of the Scheme in the absence of a superior proposal and subject to receipt of an updated recommendation from the independent expert that the revised transaction is in the best interests of Mantra shareholders.

Mantra's strategic shareholder, Highland Park S.A., which owns 13.5% of the outstanding fully diluted share capital in Mantra, has also represented to Mantra that it supports the revised transaction and will vote in favour of the Scheme in the absence of a superior proposal.

Concurrently with the execution of the amendment to the Scheme Implementation Agreement, Uranium One and ARMZ have entered into an Amended and Restated Option Agreement which provides Uranium One with the benefit of the A$6.87 revised price and additional flexibility in exercising the option to acquire Mantra.

Under the terms of the original Put/Call Option Agreement announced on December 15, 2010, Uranium One had a call option to acquire Mantra from ARMZ, exercisable at any point within 12 months of closing of the acquisition of Mantra by ARMZ and ARMZ had a put option to sell Mantra to Uranium One at the end of such term for consideration equal to ARMZ's acquisition cost plus certain additional expenditures. The Amended and Restated Option Agreement provides Uranium One with the ability to extend the term of the put/call option to 24 months from 12 months provided that Uranium One partially exercises its call option and acquires approximately 15% of the shares of Mantra for US$150 million before the later of six months from closing of the acquisition of Mantra by ARMZ and January 31, 2012. If Uranium One's call option is partially exercised, ARMZ's put option is only exercisable at the end of the 24 month term. The option to acquire the remaining 85% interest in Mantra (or 100% if the option is not partially exercised) remains subject to minority shareholder approval.

Uranium One and ARMZ remain committed to the joint strategy of creating a world-leading diversified uranium production company with high quality mines and development projects.

Chris Sattler, Chief Executive Officer of Uranium One, said: 'Mkuju River Project ranks among the best uranium development projects in the world. The amended put/call structure maintains our ability to acquire a world-class uranium development project at a lower cost while providing us with additional flexibility to exercise the option.'

 

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