News

2007

Western Uranium Corporation Forms Strategic Alliance With Cameco Corporation


May 23, 2007

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - May 23, 2007) - Western Uranium Corporation ("WUC" or the "Company") (TSX VENTURE:WUC) is pleased to announce that it has entered into a Letter of Intent to form a Strategic Alliance with Cameco Corporation, the world's largest uranium producer. Pursuant to the Letter of Intent, Cameco will acquire a 10% equity interest in WUC through a non-brokered private placement.

WUC believes this alliance with Cameco supports the Company's assessment of the uranium exploration potential of its existing portfolio of properties, with particular emphasis on the Kings Valley, Nevada project. The strategic relationship with Cameco will enable the Company to aggressively pursue its current exploration projects, and the additional technical input provided by Cameco should enhance the probability of success of future exploration efforts.

"The Company views this alliance with Cameco as a very positive development. It allows Western Uranium to focus its efforts on exploration and development with Cameco supplying financial and operating expertise to advance projects to production if warranted. We believe it is a strong endorsement of the technical and management capabilities of Western Uranium Corporation," said Edward Flood, Western's Chairman of the Board.

Cameco will acquire a 10% equity interest in WUC by way of non-brokered private placement of approximately 5.4 million units at $3.80 per unit for proceeds of approximately $20.1 million. Each unit will be comprised of one common share and one-half of a share purchase warrant. Each whole warrant will be exercisable for an additional common share at $4.25 for one year. All securities issued pursuant to the private placement will be subject to a four month hold period from the date the units are issued. The proceeds of the Cameco financing will be used for direct exploration expenditures on the Company's uranium holdings.

The key business terms of the WUC - Cameco Strategic Alliance, provided Cameco maintains a 7.5% or greater equity interest in the Company, are as follows:
  • During the course of future common share issuances by WUC, Cameco will have the right to maintain its ownership percentage in WUC.
  • Related to this basic right to maintain its ownership percentage, Cameco will also have the right to maintain its ownership percentage, as necessary, through a top up mechanism following each year end to prevent dilution to Cameco resulting from the exercise of options and warrants throughout the prior year. The purchase price of any additional shares issued for this top up purpose will be market price at the time of purchase.
  • Cameco and WUC will form a joint technical committee made up of two members from each company.
  • Cameco will have the right to nominate a representative to the WUC Board of Directors.

Formation of a Joint Venture:

The Strategic Alliance provides Cameco the right to earn a joint venture interest of 70% on each economically viable stand alone deposit(s) developed within any area currently in the Company's exploration portfolio upon the definition of 15 million pounds indicated or higher resources under NI 43-101 classifications. These pounds are in addition to any currently defined mineral resources on the Kings Valley or Treeline projects. Cameco has the exclusive right to initiate a joint venture on any stand alone deposit by payment to WUC of the following amounts:

  1. Cameco will pay WUC a minimum of $US 5.00 per pound of U3O8 for each pound of Cameco's 70% share of the uranium resource or reserve referred to in any mine plan.
  2. Cameco will pay an additional premium related to the fluctuations in the Ux spot prices for each pound of Cameco's 70% according to the following formula:

$US 1.50 x (month end Ux spot price for uranium for the month prior to the date when the bankable feasibility study is approved ÷ $US 85/lb).

For Example: $US1.50 x ($US 125/lb÷ $US 85/lb) equals $US 2.21/lb in addition to the $US 5.00/lb for a total of $US 7.21/lb.

Upon the execution of a formalized joint venture agreement, Cameco must fund 100% of costs to advance a project up to and including approved feasibility study, thereby carrying WUC from the JV formation through feasibility stage. If a project is advanced beyond feasibility, future costs would be apportioned according to ownership percentage.

The private placement is subject to regulatory approval and to Cameco and WUC executing definitive agreements.

On behalf of the Board of Western Uranium Corporation

Pamela J. Klessig, President & CEO

Western Uranium Corporation is a mineral exploration company with a focus on uranium. The Company has exploration properties in Nevada and in New Mexico. The Company has its head office in Vancouver, Canada; and its executive management team is based in Reno, Nevada.

Forward-looking statements: This document may contain statements about expected or anticipated future events and financial results that are forward-looking in nature and, as a result, are subject to certain risks and uncertainties, such as general economic, market and business conditions, the regulatory process and actions, technical issues, new legislation, competitive and general economic factors and conditions, the uncertainties resulting from potential delays or changes in plans, the occurrence of unexpected events, and the Company's capability to execute and implement its future plans. Actual results may differ materially from those projected by management. For such statements, we claim the safe harbour for forward-looking statements within the meaning of the Private Securities Legislation Reform Act of 1995.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved of the contents of this press release.