Anfield Resources and Uranium One Sign Amendment to Asset Purchase Agreement06 Jul 2015
VANCOUVER, BRITISH COLUMBIA — (July 6, 2015 — Anfield Resources Inc. (TSX.V: ARY)(OTC Pink: ANLDF)(FRANKFURT: 0AD)(“Anfield” or “the Company”) is pleased to announce that it has amended and signed the definitive agreements (the “Amendment”) with Uranium One Americas, Inc. (“Uranium One”) announced on August 18, 2014. The Amendment sets the stage for the parties to close the transaction for the acquisition of the Shootaring Canyon Mill and substantially all of Uranium One’s conventional North American assets and addresses the financing of the Shootaring Canyon mill reclamation bond. Over the coming weeks, Anfield will work with the TSX Venture Exchange to receive final approval for the transaction. Closing is expected to occur by August 15, 2015.
The key assets to be acquired by Anfield include:
- The Shootaring Canyon Mill and license, located in Garfield County, Utah;
- The Velvet-Wood uranium project, located in San Juan County Utah;
- Surface stockpiles containing uranium mineralized material;
- A 50% interest in a joint venture on the Wate Breccia Pipe in northern Arizona, the joint venture partner being Energy Fuels Inc.;
- The Frank M uranium project, located in Garfield County, Utah, approximately 12 km from the Shootaring Canyon Mill;
- Additional uranium exploration targets located in southeastern Utah, northern Arizona, and South Dakota;
- Royalty interests in four uranium development projects.
Under the terms of the Amendment, Uranium One has agreed to initially provide approximately $7.1 million in cash collateral required for the issuance of the replacement surety bond for both the Shootaring Canyon Mill and other smaller bonds currently in place, which allows the parties to proceed to closing the transaction. The surety bond will be provided with a collateral reduction of 25%; thus the $9.4 million required bond amount will be backed by approximately $7.1 million in cash. Anfield will be responsible for paying the 3% annual bond premium and, within twenty four months following closing, the Company will deposit funds with the provider of the replacement surety bond to cover the surety bond cash collateral and cause the full release of Uranium One’s cash collateral.
With the replacement surety bond issue now being resolved, Anfield now only needs to receive final approval for the transaction from the TSX Venture Exchange and it will have satisfied all of its closing conditions, including the following:
- Obtained conditional approval from the Utah Division of Radiation Control for transfer of the Shootaring Mill radioactive materials license and accompanying groundwater discharge permit;
- Obtained conditional approval from the TSX Venture Exchange for the transaction to proceed;
- Obtained approval from the Committee on Foreign Investment in the United States for the transaction to proceed;
- Obtained approval from the Federal Communications Commission for transfer of the radio communications license; and
- Completed a National Instrument 43-101 resource report for the Velvet-Wood project in anticipation of the transfer.
In addition to the above conditions being met, Anfield has taken steps to facilitate the advancement of the assets to be acquired, as it has:
- Commenced a Preliminary Economic Assessment report for the Velvet-Wood project in anticipation of the transfer; and
- Received commitment to replace long-term government reclamation bonds at a collateral reduction of 25%.
Corey Dias, CEO of Anfield stated: “We are very pleased to have advanced the transaction toward the closing by amending the definitive agreements to provide for the issuance of the replacement surety bonds. . It is a significant achievement for Anfield as we now move toward the closing of the acquisition of one of only three licensed and permitted conventional uranium mills in existence in the United States as well as a project with a current uranium resource. We will now seek TSX Venture Exchange approval in order to satisfy all of Anfield’s closing conditions regarding the transaction, and we expect the closing to open up additional avenues for potential future acquisitions, strategic partnerships and obtaining financing. This will be crucial to moving forward with developing our significant portfolio of uranium assets, as well as mill restart.”
On behalf of the Board of Directors
ANFIELD RESOURCES INC.
Corey Dias, Chief Executive Officer
- Tim Henneberry, P.Geo., Advisor to Anfield is the Qualified Person as defined in National Instrument 43-101, who has reviewed and approved the technical content of this news release.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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EXCEPT FOR THE HISTORICAL INFORMATION PRESENTED HEREIN, MATTERS DISCUSSED IN THIS NEWS RELEASE CONTAIN FORWARD-LOOKING STATEMENTS THAT ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH STATEMENTS. STATEMENTS THAT ARE NOT HISTORICAL FACTS, INCLUDING STATEMENTS THAT ARE PRECEDED BY, FOLLOWED BY, OR THAT INCLUDE SUCH WORDS AS “ESTIMATE,” “ANTICIPATE,” “BELIEVE,” “PLAN” OR “EXPECT” OR SIMILAR STATEMENTS ARE FORWARD-LOOKING STATEMENTS. RISKS AND UNCERTAINTIES FOR THE COMPANY INCLUDE, BUT ARE NOT LIMITED TO, THE RISKS ASSOCIATED WITH MINERAL EXPLORATION AND FUNDING AS WELL AS THE RISKS SHOWN IN THE COMPANY’S MOST RECENT ANNUAL AND QUARTERLY REPORTS AND FROM TIME-TO-TIME IN OTHER PUBLICLY AVAILABLE INFORMATION REGARDING THE COMPANY. OTHER RISKS INCLUDE RISKS ASSOCIATED WITH SEEKING THE CAPITAL NECESSARY TO COMPLETE THE PROPOSED TRANSACTION, THE REGULATORY APPROVAL PROCESS, COMPETITIVE COMPANIES, FUTURE CAPITAL REQUIREMENTS AND THE COMPANY’S ABILITY AND LEVEL OF SUPPORT FOR ITS EXPLORATION AND DEVELOPMENT ACTIVITIES. THERE CAN BE NO ASSURANCE THAT THE COMPANY WILL BE ABLE TO COMPLETE THE PROPOSED TRANSACTION, THAT THE COMPANY’S EXPLORATION EFFORTS WILL SUCCEED OR THE COMPANY WILL ULTIMATELY ACHIEVE COMMERCIAL SUCCESS. THESE FORWARD-LOOKING STATEMENTS ARE MADE AS OF THE DATE OF THIS NEWS RELEASE, AND THE COMPANY ASSUMES NO OBLIGATION TO UPDATE THE FORWARD-LOOKING STATEMENTS, OR TO UPDATE THE REASONS WHY ACTUAL RESULTS COULD DIFFER FROM THOSE PROJECTED IN THE FORWARD-LOOKING STATEMENTS. ALTHOUGH THE COMPANY BELIEVES THAT THE BELIEFS, PLANS, EXPECTATIONS AND INTENTIONS CONTAINED IN THIS NEWS RELEASE ARE REASONABLE, THERE CAN BE NO ASSURANCE THOSE BELIEFS, PLANS, EXPECTATIONS OR INTENTIONS WILL PROVE TO BE ACCURATE. INVESTORS SHOULD CONSIDER ALL OF THE INFORMATION SET FORTH HEREIN AND SHOULD ALSO REFER TO THE RISK FACTORS DISCLOSED IN THE COMPANY’S PERIODIC REPORTS FILED FROM TIME-TO-TIME.
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