TORONTO, ONTARIO, Nov 30 (MARKET WIRE) --
Khan Resources Inc. (TSX: KRI) ("Khan") today announced that it has
entered into a binding subscription agreement and has closed its
subscription for 10.0 million common shares of Macusani Yellowcake Inc.
(TSX VENTURE: YEL) ("Macusani") at a subscription price of Cdn.$0.20 per
share. The subscription was part of a larger private placement, announced
today by Macusani, of 14.15 million Macusani common shares for aggregate
proceeds of Cdn.$2.83 million. Macusani now has approximately 55.9
million common shares outstanding (70.0 million on a fully-diluted
basis), providing Khan with an ownership interest of approximately 17.9%
of the outstanding Macusani common shares (on a non-diluted basis). Under
separate agreement, Khan will have the right to maintain its pro rata
ownership of Macusani in certain subsequent treasury issues for a period
of 2 1/2 years.
This transaction is unrelated to the announcement on November 27 that
Atomredmetzoloto JSC ("ARMZ") intends to make an unsolicited offer to
purchase all of the outstanding shares of Khan. The negotiations with
Macusani have been underway for some time, and, coincidentally, the
subscription was expected to close on November 27 but the closing was
delayed until today as certain closing conditions not within Khan's
control were not met until today. Khan's Board of Directors considered
its obligations under the subscription agreement in light of the
unexpected ARMZ announcement and determined that it remained in the best
interests of Khan to proceed with the Macusani investment at this time.
Khan has acquired the Macusani shares for investment purposes and does
not presently have any further intention to acquire ownership of, or
control over, any additional securities of Macusani, subject to its
pre-emptive right to acquire additional Macusani shares to maintain its
17.9% ownership level in certain circumstances. A copy of Khan's early
warning report relating to the private placement and prepared in
accordance with National Instrument 62-103 will be filed on SEDAR at
www.sedar.com and may be obtained by contacting 416.360.3405.
Macusani controls over 20,000 hectares (2,000 km2) of land located on the
Macusani Plateau in the Puno District of southern Peru, which include
several significant advanced stage exploration properties. In December
2008, Macusani announced indicated resources of 1.3 million lbs of U3O8
at a grade of 0.37 lbs of U3O8 per short ton and inferred resources of
9.8 million lbs of U3O8 at a grade of 0.38 lbs per short ton on its
Colibri II and Colibri III properties. In June 2009, Macusani acquired
the Corapachi and Kihitian Concessions, two highly prospective properties
on the Plateau where higher grade U3O8 has been identified. Khan
understands that Macusani has conducted an exploration program on these
properties subsequent to their acquisition and it is in the process of
preparing a National Instrument 43-101 compliant resource estimate for
these concessions.
Martin Quick, President and CEO of Khan stated "We are delighted to
acquire this position in Macusani and be able to participate in what
looks to be an exciting new major uranium district that hosts substantial
amounts of near surface uranium amenable to low cost mining and milling
techniques. This investment in Macusani represents a further step in
fulfilling Khan's growth objectives." Mr. Quick added that "It is
unfortunate that the prospective value associated with Khan's newly
acquired interest in Macusani is somewhat overshadowed by the unsolicited
offer that was announced by ARMZ, however, Khan was bound to proceed with
the Macusani private placement notwithstanding the ARMZ offer and
believes that its ownership in Macusani has the prospect of generating
value for Khan shareholders in the long-term. We intend to give the ARMZ
offer due consideration and will continue our efforts to identify
value-enhancing opportunities for our shareholders. We will advise
shareholders of the Board's position once a review of ARMZ's proposed
formal offer and the terms and conditions of any such offer have been
made publicly available."
Forward-Looking Statements and Information
This press release may contain forward-looking statements and
forward-looking information, which are subject to certain risks,
uncertainties and assumptions. Forward-looking statements and information
are characterized by words such as "will", "plan", "expect", "project",
"intend", "believe", "anticipate", "forecast", "schedule", "estimate" and
similar expressions, or statements that certain events or conditions
"may" or "will" occur. Forward-looking statements and information are not
historical facts and are based upon a number of estimates and assumptions
and are inherently subject to significant business, social, economic,
political, competitive and other risks and uncertainties, contingencies
and other factors, including the impact of Mongolian and Canadian laws
and regulatory requirements on ARMZ's proposed transaction and Khan's
licenses, operations and capital structure, Khan's ability to re-register
its existing licenses, political instability and obtaining governmental
approvals, legislative, political, social and economic developments or
changes in jurisdictions in which Khan, ARMZ and Macusani carry on
business, the speculative nature of exploration and development, risks
involved in the exploration, development and mining business, changes in
market conditions, changes or disruptions in the securities markets and
market fluctuations in prices for Khan securities, risks relating to the
ARMZ offer not being formally commenced or not being made on terms and
conditions acceptable to Khan, the lack of any alternative transactions,
the terms and conditions of any alternative transactions not being
acceptable, and uncertainty in the estimation of mineral reserves and
resources. In addition, a number of other factors could cause actual
results to differ materially from the results discussed in such
statements and information, and there is no assurance that actual results
will be consistent with them. For further details, reference is made to
the risk factors discussed or referred to in Khan's annual and interim
management's discussion and analyses and Annual Information Form on file
with the Canadian securities regulatory authorities and available on
SEDAR at www.sedar.com. Such forward-looking statements and information
are made or given as at the date of this news release, and Khan assumes
no obligation to update or revise them, either publicly or otherwise, to
reflect new events, information or circumstances, except as may be
required under applicable securities law. For information concerning
specific risks or uncertainties related to Macusani, reference should be
made to Macusani's continuous disclosure documents available on SEDAR at
www.sedar.com.
Khan Resources Inc. (TSX: KRI) is a Canadian company engaged in the
acquisition, exploration and development of uranium properties. Its
current activities are focused on the Dornod area in northeastern
Mongolia, the site of a former Russian open-pit uranium mine. Khan holds
interests in the Main Dornod Property, licensed for mining, and in the
Additional Dornod Property, licensed for exploration. The Company's
website is www.khanresources.com.
Contacts:
Investor Relations Contacts:
Khan Resources Inc., Martin Quick
President & CEO
416.360.3405
mquick@khanresources.com
The Buick Group
Jonathan Buick
Office: 416.915.0915, Ext. 302 or Toll Free: 1.877.748.0914
jbuick@buickgroup.com
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