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United Uranium Ltd Announces Signing Of Amalgamation Agreement With Karoo Exploration Corp; Name Change

Monday, 4 Feb 2013 07:08pm EST 

United Uranium Ltd announced further to its announcement date October 22, 2012, it has entered into an amalgamation agreement (the Amalgamation Agreement) dated effective February 1, 2013, among itself, its wholly-owned subsidiary 0954046 B.C. Ltd. (Subco), Karoo Exploration Corp. (Karoo), and a wholly-owned subsidiary of Karoo. Pursuant to the Amalgamation Agreement, Karoo will merge with Subco (the Amalgamation), with Karoo being the surviving entity (the Transaction). Under the terms of the Amalgamation Agreement, all of the outstanding securities of Karoo will be exchanged for securities of United Uranium. It is intended that the Amalgamation shall constitute a Reverse Take-Over of United Uranium (as defined in TSX Venture Exchange (the Exchange) Policy 5.2). Upon closing of the Transaction (the Closing), Karoo is expected to be a wholly-owned subsidiary of the Corporation and the Corporation will change its name to Karoo Exploration Corp. (the Resulting Issuer). Under the terms of the Amalgamation Agreement, subject to the necessary regulatory and shareholder approvals, United Uranium will consolidate (the Consolidation) its current issued and outstanding common shares on the basis of each five pre-consolidated common shares for one post-consolidated common share (each an United Uranium Share). 

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