Gold Wheaton Signs Definitive Agreement With First Uranium Corporation
29 November 2008 - 11:17AM
Marketwired Canada
Gold Wheaton Gold Corp. (TSX VENTURE:GLW) ("GWC") is pleased to announce that
Gold Wheaton (Barbados) Corporation ("Gold Wheaton"), a wholly-owned subsidiary
of GWC, has signed a definitive agreement with First Uranium Corporation
(TSX:FIU)(JSE:FUM) ("First Uranium") further to the letter of intent which was
previously announced by GWC on November 4, 2008. Gold Wheaton will purchase a
minimum of 20,000 ounces of gold in 2009 (up to a maximum of 25 percent of the
gold production) and thereafter 25 percent of the life-of-mine gold production
from First Uranium's Mine Waste Solutions tailings recovery operation ("MWS") in
South Africa.
First Uranium will submit applications for approval of the transaction to the
South African Reserve Bank and the South African Revenue Service. Upon
satisfaction of certain escrow deposit conditions, Gold Wheaton shall pay US$50
million (the "First Payment") into escrow, with the escrow to be released upon
the satisfaction of certain closing conditions including registration of a
notarial bond on certain of the MWS tailings dams and a pledge of 25 percent of
the gold produced from MWS.
Under the terms of the transaction, in addition to the First Payment, Gold
Wheaton shall pay First Uranium:
- subject to financing, US$75 million on or before three months following
closing (the "Second Payment"), failing which the purchase shall be reduced to
10 percent of the life-of-mine gold production and appropriate credits will be
made; and
- an ongoing payment equal to the lesser of US$400 per ounce and the prevailing
spot price (subject to an annual inflation adjustment of 1 percent, starting in
the fourth year after the First Payment).
Gold Wheaton will not be required to contribute to any capital or exploration
expenditures in respect of First Uranium's tailings recovery operation. Gold
Wheaton will be provided with a right of first refusal on any future gold stream
agreements or similar arrangements proposed to be entered into by First Uranium
or its subsidiaries in respect of the MWS project or the Ezulwini mine.
"We are pleased to move forward with First Uranium on this transaction and
cement a long term relationship," commented David Cohen, Chairman and CEO of
Gold Wheaton. "In addition to their current production, they have made
substantial positive progress on the phase 2 expansion project and remain on
track for the planned commissioning in the second quarter of 2009."
Closing of the transaction is expected to occur on or before December 12, 2008.
Cautionary Note Regarding Forward-Looking Statements
Safe Harbor Statement under the United States Private Securities Litigation
Reform Act of 1995: Except for the statements of historical fact contained
herein, the information presented constitutes "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements, including but not limited to those with respect to
the price of gold, platinum or palladium, the timing and amount of estimated
future production, costs of production, reserve determination and reserves
conversion rates involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements of GWC
or First Uranium to be materially different from any future results, performance
or achievements expressed or implied by such forward-looking statements. Such
factors include, among other risks, risks related to the integration of
acquisitions, risks related to international operations, risks related to joint
venture operations, the actual results of current exploration activities, actual
results of current reclamation activities, conclusions of economic evaluations
and changes in project parameters as plans continue to be refined as well as
future prices of gold, platinum or palladium, as well as those factors discussed
in the section entitled "Description of Business - Risk Factors" in GWC's Annual
Information Form dated August 19, 2008 as filed on SEDAR. Although GWC has
attempted to identify important factors that could cause actual results to
differ materially, there may be other factors that cause results not to be as
anticipated, estimated or intended. There can be no assurance that such
statements will prove to be accurate as actual results and future events could
differ materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking statements.
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