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RNS Announcements
Disclosure Statement
24 November 2006
Uranium Resources plc ('URA' or the 'Company') announces that it has notified Deep Yellow Limited ('DYL'), an ASX listed Company, and Dr Leon Pretorius (a former director of URA and a current director of DYL) of certain claims URA has against both DYL and Dr Pretorius concerning the acquisition by DYL of Raptor Minerals Limited ('RML'). URA had sought legal advice in relation to those claims.
URA's solicitors have been in communication with the solicitors for DYL and Dr Pretorius. Commercial discussions between the parties have been held and the parties have failed to reach an agreed resolution.
URA notes that DYL issued a supplementary prospectus this morning regarding URA's claims (an extract of which appears below).
At this stage, URA has not issued legal proceedings against either DYL or Dr Pretorius and is currently considering its position. URA maintains that it has valid claims against DYL and Dr Pretorius.
Further announcements will be made when appropriate.
Extract from DYL's supplementary prospectus
'2. CLAIM BY URANIUM RESOURCES PLC 2.1 Background As noted in section 6.3 of the Prospectus, certain third parties asserted the existence of rights over or claims to the assets or interests of Raptor Minerals Limited (RML), or a right to be involved in the agreement for the acquisition of RML by the Company, on the basis of the involvement of common directors in those negotiations over a period of time. As at the date of the Prospectus, the nature of those assertions and the rights or claims involved was unclear. Subsequently, the relevant third party, Uranium Resources Plc (URP), through its solicitors, wrote to DYL providing further particulars in relation to the claims, as detailed below, and seeking various undertakings. 2.2 Description of Claim URP's claim (Claim) against the Company relates primarily to the involvement of a director of the Company, Dr Leon Pretorius, who is also a former director of URP, in negotiations with certain of the RML vendors (or their associates or representatives) over the period from approximately September 2005 to October 2006. The Claim contains an allegation that Dr Pretorius breached duties he owed or owes to URP (as a former director of URP) by directing a business opportunity, namely the acquisition of RML, to DYL for his own benefit and for the benefit of DYL. The Claim contains an allegation that Dr Pretorius breached obligations of confidentiality owed to URP. The Claim also contains an allegation that the Company was, at all material times, aware of this (alleged) breach of fiduciary duties and that the Company has received and continues to receive a benefit as a result of this breach of duties, and is liable to account to URP for that benefit. DYL has refused to provide the undertakings sought by URP and commercial discussions between the parties have failed to reach an agreed resolution of the Claim. 2.4 Current Position Both DYL and Dr Pretorius deny the allegations in the Claim, are of the view that the Claim is without merit, and intend to vigorously defend any legal action which is commenced by URP. However, given that URP has now made specific assertions, and threatened to take legal action, even if DYL ultimately prevails in such litigation, there is, in the view of the Directors of DYL, a risk of ongoing uncertainty in relation to DYL and its acquisition of RML, at least until the litigation is finally determined or there is a commercial resolution between the parties. In light of the uncertainty created by this situation, the Directors of DYL have resolved that it is appropriate for shareholders who have applied for shares under the Offer to be refunded their application moneys in accordance with section 724 of the Corporations Act and have the opportunity to re-apply for New Shares having received this Supplementary Prospectus.'
Enquiries
| Contacts: | ||
| Hugh Warner, Director | Uranium Resources plc | Tel: 00 61 8 9217 3350 |
| Hugh Oram, Director | Nabarro Wells & Co. Limited | Tel: 020 7710 7400 |
