Partial disposal and dividend

RNS Number : 2507H

Niger Uranium Limited

16 February 2010

 

For immediate release

16 February 2010

Niger Uranium Limited

("Niger Uranium" or the "Company")

Partial disposal of an interest in Kalahari Minerals plc ("Kalahari")

and Dividend

The Board of the Company announces that it has today sold on an arms-length basis through the market, 14,000,000 shares in Kalahari at a price of 165p (the "Disposal"). The total consideration before costs amounts to £23,100,000 in cash (the "Cash Proceeds").

The Cash Proceeds, without any deduction of costs, are to be returned to shareholders as soon as possible by way of an interim dividend to be paid to shareholders. Based on an issued share capital of 113,210,056 Niger Ordinary Shares of nominal value of US $0.01 each (the "Ordinary Shares"), the interim dividend amounts to 20.4p in cash per Ordinary Share (the "Dividend"). In accordance with the Stock Exchange dividend procedure timetable, the record date is Friday 26 February 2010 (the "Record Date") and the ex-dividend date is Wednesday 24 February 2010. Payment will be made to shareholders within 10 business days of the Record Date.

Following the Disposal, the Company will continue to hold 13,680,000 Kalahari shares. The Board intends to propose that up to a further 12,296,000 Kalahari shares will be distributed to shareholders in specie by way of a second interim dividend (the "Further Disposal"). The Further Disposal can only be made with shareholder approval and will therefore be put to shareholders for their approval at the forthcoming Annual General Meeting (the "AGM"), notice of which will despatched in due course.

As previously announced on 20 January 2010, the Company received a requisition from NWT Uranium Corp to convene an Extraordinary General Meeting including a proposed resolution to the effect that the Board should in turn requisition a general meeting of Kalahari, with a view to Kalahari's members passing a resolution to affect a distribution in specie of not less than ninety per cent. of the shares that Kalahari owns in Extract Resources Limited ("Extract") to the shareholders of Kalahari (the "NWT Resolutions"). The NWT Resolutions will also be included in the notice of the AGM.

As previously stated, the Board is unanimous in its support of Kalahari and does not support a distribution by Kalahari of the Extract shares. Furthermore, the Board believes that NWT's proposal has little chance of success and notes the announcement by Kalahari on 1 February 2010 in which it stated, inter alia, that:

"The board of Kalahari ("the Board") would like to reiterate its confidence in its ability to increase its shareholder net worth, for the benefit of all shareholders. The Board remains focussed on driving value in Extract and believes that it is strongly supported by the Company's institutional shareholders base. It is the opinion of the Board that any requisition for the distribution of the Company's interest in Extract would be value destructive and against the interests of shareholders, and following consultation, something that would not be welcomed by a significant number of the Company's major institutional shareholders."

Background

The Company previously held a special general meeting to consider a proposed special dividend of 90 per cent. of its interest in Kalahari in November 2009 at which the enabling resolution was not approved at that time by shareholders. However, the Board subsequently became aware that a number of supportive shareholders did not consider it necessary to vote at the general meeting, and as it turned out on the day, a few large interests voted against the special dividend. The Board has subsequently reviewed the options for the Company's shareholding in Kalahari and believes that the Disposal and Dividend is in the best interests of shareholders as a whole and in particular because:

·    The market value of the Company's ordinary shares has consistently traded at a significant discount to the value of its interest in Kalahari and its other assets in Niger and South America.  Based on  the closing mid-market prices of the Company (34.75p) and Kalahari (168.5p) today, the 
Company's interest in Kalahari, before the Disposal, was valued at approximately £46.64 million, 
compared to the market capitalisation of the Company of £39.34 million;

·    The Dividend provides all shareholders therefore with an immediate opportunity to receive, pro 
rata to their shareholding, a significant cash return from the Company;

·    The recent significant fluctuations in Kalahari's share price illustrate how volatile the market can be 
for smaller companies share prices and, while the Board remains confident about Kalahari's 
prospects there can be no assurance that the Kalahari share price will rise or in future reflect  
further progress, if any, made by Extract. The Disposal and Dividend mitigates this risk while 
retaining an interest for the time being in Kalahari; and

·    The Disposal of 14,000,000 Kalahari shares as a block (rather than declaring a dividend in specie  
of these Kalahari shares to shareholders) and the return of cash to shareholders, is less likely to 
adversely affect the market value of the Company's remaining substantial interest in Kalahari.

Shareholders should note that following the interim dividend, the share price of the Company may fall by as much as the value per share of the interim dividend.

A further announcement will be made in due course as and when arrangements for the AGM have been finalised.

David de Jongh Weill, the Executive Chairman of the Company said:

 "I am delighted that the Board of the Company has acted in a positive and determined way to return substantial value to our shareholders and I hope that a further return of value can be made to shareholders by resolution at our forthcoming Annual General Meeting."

Enquiries:

Niger Uranium Limited

David Weill, Chairman                            

Tel: [phone]

Nominated Adviser, Beaumont Cornish Limited                         

Tel: [phone]

ENDS

 

END

 

 

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