Bayswater Uranium Corporation (TSX-V: BYU), (OTC: BYSWF) (“Bayswater” or the “Company”) is pleased to report that it has completed its acquisition of the Reno Creek Property (the “Property”), which covers the Reno Creek uranium deposit and Pine Tree uranium trend as previously announced, through the acquisition of AUC LLC, a limited liability company, in consideration of the aggregate payment of US$20,000,000 to Strathmore Resources (US) Ltd., a wholly-owned subsidiary of Strathmore Minerals Corp (TSX-V: STM), (“Strathmore”) of which US$17,500,000 was paid in cash and US$2,500,000 was paid through the issuance of 4,422,807 common shares of the Company. In consideration for an extensive historical database, rights to a previous deep well injection permit and in exchange for American Uranium Corporation’s (“American”) consent to the transaction and termination of its rights pursuant to a previous joint venture on the Property, the Company paid American US$2,000,000, of which US$1,000,000 was paid in cash and US$1,000,000 was paid through the issuance of 1,833,455 common shares of the Company. All common shares of the Company issued to Strathmore and American have a four month hold period expiring August 8, 2010.
Bayswater executed an investment agreement dated April 7, 2010 pursuant to which the Pacific Road Resources Funds (“PRRF”), mining private equity investors, provided US$20,000,000 in financing to fund the purchase of the Property. The financing consisted of a US$20,000,000 investment into a special purpose entity (“Newco”) which holds the Property through certain wholly-owned subsidiaries. PRRF holds a 76.92% interest in Newco and the Company holds a 23.08% interest in Newco. Bayswater and PRRF have entered into a shareholders’ agreement in respect of Newco which will permit Bayswater to contribute additional amounts to Newco in order to achieve a 50% ownership interest. The shareholders’ agreement also provides for equal representation on the board of Newco, subject to adjustment, as well as unanimous Newco shareholder approval for certain key decisions including annual work program and budgets for the Property.
In addition, Bayswater is the initial manager of the Property. While Pacific Road has funded the acquisition of the Property and jointly funded with Bayswater a $4.0 million working capital position in Newco for the first year’s program, Bayswater is to contribute additional amounts in stages totaling US$14.0 million in order to complete a feasibility study and to secure mining permits. These total contribution amounts should also be sufficient to enable the Company: i.) to acquire the database supporting an additional historic 8.41 million pounds U3O8 in historical resources grading approximately 0.083% U3O8 in the Pine Tree Trend, which comprises part of the Property, ii.) to upgrade NI 43-101 inferred resources into the measured and indicated category for the Reno Creek deposit, iii.) to undertake drilling to expand NI 43-101 compliant resources in portions of the Reno Creek deposit, and iv) to meet land maintenance and bonding obligations. The historical resource estimate is not compliant with NI 43-101 and should not be relied upon. Upon Bayswater making the $14mm cash contribution to Newco it will own a 50% interest in Newco.
Subject to Bayswater receiving shareholder approval for PRRF to become a control person of the Company, PRRF will be entitled to convert its investment in Newco into common shares of the Company at any time up to six months following the later of completion of a feasibility study or receipt of all requisite mining permits, but in any event not later than within five years of acquisition of the Property. On conversion, PRRF’s investment in Newco will be converted into common shares of the Company, pursuant to prescribed formulas as previously described in the Company’s news release dated March 3, 2010. At that time Bayswater will own a 100% interest in Newco which holds the Property. Should shareholder approval for PRRF to become a control person of the Company not be obtained, PRRF will have a call right to purchase all of Bayswater’s shares in Newco at its cost. Bayswater intends to seek such shareholder approval at the Company’s next annual general meeting, anticipated to be held in July 2010.
Additionally, Bayswater has placed 466,363 units (the “Units”) of the Company at a price of $0.55 per Unit to raise gross proceeds of $256,499.65 (the “Unit Offering”) mostly to senior management of the Company. Each Unit comprised one common share and one half of one common share purchase warrant (each whole such purchase warrant, a “Warrant”). Each Warrant will be exercisable into one additional common share at an exercise price of $0.75 per common share for a period of 24 months from closing.
Statement from the President
George M. Leary, President of the Company, stated that: “Acquisition of the Reno Creek Property, which is one of the best undeveloped in-situ recovery projects in the western US, is a major milestone for Bayswater with respect to its stated goal of becoming a major uranium company. Going forward, Reno Creek will be the primary focus of the Company so that final feasibility and production can be achieved within 4-5 years. The favourable economics of this project, even at current prices of uranium, pursuant to a Pre Feasibility Study dated September 28, 2009 prepared by TREC, Inc., and reported by the Company on October 5, 2009, provides a pivotal project to support the future growth of Bayswater. We will also continue to advance our nearby Elkhorn, WY and Alzada, MT projects and pursue other acquisition opportunities in the western US with the objective of establishing a pipeline of resource and development uranium projects for long term sustained uranium production from a planned central processing plant at Reno Creek.”
About Bayswater Uranium Corporation - The Super Junior Uranium Company TM
Bayswater Uranium Corporation is an international uranium exploration and development company. The Company owns several advanced uranium properties in the United States with significant NI 43-101 compliant and historical resources that may be amenable to ISR and/or conventional mining. With the acquisition of the Reno Creek Property, WY, the Company’s focus will be on putting Reno Creek into production in the shortest time frame possible. As well, Bayswater is the only uranium company to have major landholdings in each of Canada's most important producing and exploration regions - the Athabasca Basin, the Central Mineral Belt, and the Thelon Basin. Bayswater combines a balanced portfolio of advanced and exploration projects with the uranium expertise of its technical and managerial teams. To capitalize on current market conditions and strong growth of the nuclear industry, the Company will continue to pursue acquisition opportunities of advanced-stage uranium projects with mid-term production potential. Bayswater's vision is to build a major international uranium company. Shares of the Company are listed on the TSX Venture Exchange under the symbol “BYU”. For further information visit www.bayswateruranium.com.
About Pacific Road Resources Funds and Pacific Road Capital Management Pty Limited
The Pacific Road Resources Funds are private equity funds investing in the global mining industry. They provide expansion and buyout capital for mining projects, mining related infrastructure and mining services businesses located throughout resource-rich regions of the world. The Pacific Road Resources Funds are managed and advised by Pacific Road Capital Management Pty Ltd (“PRCM”). The PRCM team, located in Sydney, Australia, San Francisco and New York, USA, is comprised of experienced mining investment professionals that have extensive knowledge and experience in the mining and infrastructure sectors, including considerable operating, project development, transactional and investment banking experience. For further information on the Pacific Road Resources Funds and PRCM, please go to their website at www.pacroad.com.au.
On behalf of the Board of:
BAYSWATER URANIUM CORPORATION
George M. Leary
Statements in this news release other than purely historical information, including statements relating to the Company’s future plans and objectives or expected results, constitute forward-looking statements. Forward-looking statements are based on numerous assumptions and are subject to all of the risks and uncertainties inherent in the Company’s business, including risks inherent in mineral exploration, development and mining. There can be no assurance that such forward-looking 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 such statements. The Company does not undertake to update any forward-looking statements that are incorporated by reference herein, except in accordance with applicable securities laws.
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.
John Gomez, 604-687-2153
Manager, Investor Relations