U3O8 Corp. Announces Intention to Seek Shareholder Approval for a Share Consolidation at its Annual Special Meeting
401 Bay Street T: 416-868-1491
Suite 2702 www.u3o8corp.com
Toronto, ON M5H 2Y4 TSX: UWE
Canada OCTQB: UWEFF
Press release
U3O8 Corp. Announces Intention to Seek Shareholder Approval for a Share
Consolidation at its Annual Special Meeting
Toronto, Ontario – May 23 rd, 2017 – U3O8 Corp. (TSX: UWE), (OTCQB: UWEFF) (“U3O8 Corp.” or the
“Company”) announces that it will seek shareholder approval to undertake a restructuring of its common
shares at its Annual and Special Meeting schedul ed to be held at 11am on Thursday June 22 at 20
Toronto Street Second Floor, Toronto, Ontario M5C 2B8.
The proposed share consolidation includes three steps to achieve two things:
To reduce the number of accounts that hold a small number of shares in the Company, which
have a disproportionately high maintenance cost; and
To consolidate 20 current common shares to one new share.
Reduction in the Number of Small Accounts
U3O8 Corp. has a large shareholder base that re sulted from Company acquiring what are now its lead
projects from Mega Uranium Ltd. (“Mega”) in 2010. The projects were purchased with U3O8 Corp.
shares, and Mega chose to distribute that stock as a di vidend in kind to its shareholders. The result is
that U3O8 Corp. now has 18,500 shareholders, 13,500 of whom hold less than 1,000 shares. The
Company incurs significant printing and mailing cost s for each shareholder m eeting with such a large
shareholder base, and the Company intends to reduc e the number of small accounts by seeking
shareholder permission to implement Steps 1 and 2 as described below:
Step 1: is a consolidation of 1,000 current common shar es to 1 new share. Since the Company would
not issue fractional shares, t he 13,500 shareholders with acc ounts of less than 1,000 shares,
representing 0.8% of the Company’s issued and outstanding shares, would be flagged for payout for the
value of their shares based on the market price;
Step 2: Immediately after the 1,000 for 1 consolidation, each share would be split by 1,000, to get back to
the original share count minus the 0. 8% that was held in accounts with less than 1,000 shares. The sole
reason for doing steps 1 and 2 is to allow the Company to pay out the 13,500 shareholders who hold less
than 1,000 shares in a cost-effective way, leaving the Company with about 5,000 shareholders.
A smaller shareholder base makes it far more prac tical and cost-effective for the Company to issue
shares in spinout companies, such as South American Silica, in which U3O8 Corp holds 39%, to its
shareholders. It would also allow for capital to be raised through rights offerings, in which all
shareholders may acquire additional shares in the Company, and not only through private placements, in
which only Accredited Investors may participate.
Step 3 : Immediately after Steps 1 and 2, twenty co mmon shares of the Corporation would be
consolidated to one new share. Again, no fractional shares would be issued, and shareholders would not
be paid out for fractional shares because it would cost the Company approximately $10 to issue and mail
each cheque, whereas the maximum value that a share holder could lose is that of 19 shares, which at
current prices, are worth 67c.
The Company is providing this early warning to allow shareholders who hold fewer than 1,000 shares,
ample time to increase their shareholding to at le ast 1,000 shares by June 22, 2017. To incentivize
shareholders to purchase more shares, the Company intends to use the Existing Shareholder Prospectus
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Exemption through which shares are made available for purchase to all existing shareholders, excluding
investment funds, up to a limit of $15,000 per share holder. A shareholder may purchase shares to a
value greater than this limit if he or she has obtain ed appropriate advice from a registered investment
dealer. Shares purchased under this rule are subject to a four-month hold period. Further details will be
provided in a separate press release in due course.
Conclusion
Richard Spencer, President & CEO of U3O8 Corp . commented; “The Board is recommending that
shareholders approve the capital restructuring proposal so as to strengthen the appeal of the Company to
a broader spectrum of intuitional investors. It is hoped that the capital restructuring will lead to a
revaluation of the Company based on:
The outstanding technical results released on the Laguna Salada Project in Argentina earlier in
the year with the discovery of gravels that are richer than those that yielded the lowest estimated
cash costs of production in the preliminary economic assessmenti;
The uranium price having bottomed in December 2016 and, in addition, the price of battery
commodities rising in response to the current 10% per year growth in the battery manufacturing
industry; and
The pro-business government in Argentina wher e the Buenos Aires stock exchange has surged
65% in the 18 months since President Macri’s government was inaugurated and which is
committed to increasing the share of nuclear in the country’s energy mix.”
Technical Information
Dr. Richard Spencer, P.Geo., CGeol., President and CEO of U3O8 Corp. and a Qualified Person as
defined by National Instrument 43-101, has approved the technical information in this news release
relating to the Laguna Salada Deposit and the related PEA.
About U3O8 Corp.
U3O8 Corp. is focused on exploration and developm ent of deposits of uranium and associated
commodities in South America. Potential by-products from uranium production include commodities used
in the energy storage industry – in the manufacture of batteries - such as nickel, vanadium and
phosphate. The Company’s mineral resources estimates were made in accordance with National
Instrument 43-101, and are contained in three deposits:
Laguna Salada Deposit, Argentina – a PEA shows this near surf ace, free-digging uranium -
vanadium deposit has low production-cost potential;
Berlin Deposit, Colombia – a PEA shows that Berlin also has low-cost uranium production potential
due to revenue that would be generated from by-products of phosphate, vanadium, nickel, rare earths
(yttrium and neodymium) and other metals that occur within the deposit; and
Kurupung Deposit, Guyana – a uranium resource has been estimated in four veins within a
uranium-zirconium vein system. Resources have been estimated on four veins, while consistent
mineralization of the same type has been intersected in scout drilling of an additional six veins, while
yet other veins require first-time exploration drilling.
Information on U3O8 Corp., its resources and technical reports are available at www.u3o8corp.com and
on SEDAR at www.sedar.com. Follow U3O8 Corp. on Facebook: www.facebook.com/u3o8corp, Twitter:
www.twitter.com/u3o8corp and YouTube: www.youtube.com/u3o8corp.
Forward-Looking Statements
This news release includes certain “forward lookin g statements” related with the development plans,
economic potential and growth targets of U3O8 Corp ’s projects. Forward-looking statements consist of
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statements that are not purely historical, including st atements regarding beliefs, plans, expectations or
intensions for the future, and include, but not limited to, statements with respect to: (a) the low-cost and
near-term development of Laguna Salada, (b) the Laguna Salada and Berlin PEAs, (c) the potential of the
Kurupung district in Guyana, (d) impact of the U- pgradeTM process on expected capital and operating
expenditures, and (e) the price and market for uranium. These statements are based on assumptions,
including that: (i) actual results of our exploration, re source goals, metallurgical testing, economic studies
and development activities will continue to be posit ive and proceed as planned, and assumptions in the
Laguna Salada and Berlin PEAs prove to be accurate, (ii) a joint venture will be formed with the provincial
petroleum and mining company on the Argentina proj ect, (iii) requisite regulatory and governmental
approvals will be received on a timely basis on terms acceptable to U3O8 Corp., (iv) economic, political
and industry market conditions will be favourable, a nd (v) financial markets and the market for uranium
will improve for junior resource companies in the sh ort-term. Such statements are subject to risks and
uncertainties that may cause actual results, perform ance or developments to differ materially from those
contained in such statements, including, but not limited to: (1) changes in general economic and financial
market conditions, (2) changes in demand and prices for minerals, (3) the Company’s ability to establish
appropriate joint venture partnerships, (4) litigation, regulatory, and legislative developments, dependence
on regulatory approvals, and changes in environmental compliance requirements, community support and
the political and economic climate, (5) the inherent uncertainties and speculative nature associated with
exploration results, resource estimates, potential re source growth, fu ture metallurgical test results,
changes in project parameters as pl ans evolve, (6) competitive developm ents, (7) availability of future
financing, (8) exploration risks, and other factor s beyond the control of U3O8 Corp. including those
factors set out in the “Risk Factors” in our Annual Information Form available on SEDAR at
www.sedar.com. Readers are cautioned that the assumptions used in the preparation of such
information, although considered reasonable at the time of preparation, may prove to be imprecise and,
as such, undue reliance should not be placed on forw ard-looking statements. U3O8 Corp. assumes no
obligation to update such information, except as ma y be required by law. For more information on the
above-noted PEAs, refer to the S eptember 18, 2014 techni cal report titled “P reliminary Economic
Assessment of the Laguna Salada Uranium-Vanadi um Deposit, Chubut Province, Argentina” and the
January 18, 2013 technical report titled “U3O8 Corp . Preliminary Economic Assessment on the Berlin
Deposit, Colombia.”
For further information, please contact:
Richard Spencer, President & CEO, U3O8 Corp. Tel.: (416) 868-1491 & email: [email protected]
i September 18, 2014 technical report: “Preliminary Economic As sessment of the Laguna Salada Ur anium Vanadium D eposit, Chubut Pr ovince,
Argentina.” Available on www.sedar.com or at www.u3o8corp.com/technical-reports