URANIUM ONE INC - Uranium One Enters into Definitive Agreement with ARMZ for Going Private Transaction for CDN$2.86 per Share in Cash

Uranium One Enters into Definitive Agreement with ARMZ for Going Private Transaction for CDN$2.86 per Share in Cash

Uranium One Inc
(Incorporated in Canada)
(Registration number: 15096422420)
Share code on the JSE: UUU & ISIN: CA91701P1053
Share code on the TSX: UUU & ISIN: CA91701P1053

                                           News Release

January 14, 2013

    Uranium One Enters into Definitive Agreement with ARMZ for Going Private
                 Transaction for CDN$2.86 per Share in Cash

                         Board Unanimously Recommends Transaction

Toronto, Ontario – Uranium One Inc. (“Uranium One” or the “Company”) today
announced that it has entered into a definitive agreement (the “Arrangement Agreement”)
with JSC Atomredmetzoloto and its affiliate, Effective Energy N.V., (collectively
“ARMZ”) under which the Company would be taken private pursuant to a plan of
arrangement (the “Plan of Arrangement”). ARMZ and its affiliates currently own 51.4%
of the Uranium One common shares (“Common Shares”).

Under the Plan of Arrangement, ARMZ would acquire all of the Common Shares that
ARMZ and its affiliates do not already own for cash consideration of CDN$2.86 per
share. The cash consideration represents a 32% premium to the 20-day volume weighted
average price of the Common Shares on the Toronto Stock Exchange for the period
ending January 11, 2013. The transaction provides total consideration to minority
shareholders of approximately CDN$1.3 billion and implies an equity value for Uranium
One of approximately CDN$2.8 billion.

The Board of Directors of Uranium One has unanimously (with Messrs. Jivov, Sattler
and Yampolskiy abstaining) determined that the Plan of Arrangement is in the best
interests of Uranium One and is fair to its shareholders.

The determination of the Board was made upon the recommendation of a special
committee of independent directors (the “Independent Committee”), and after
consideration of the advice of legal and financial advisors to the Independent Committee
and the Company.

Bay Adelaide Centre • Suite 1710, Box 23
Toronto • ON • CANADA • M5H 2R2
Ken Williamson, Chairman of the Independent Committee stated “This proposal
represents a significant premium to the 20 day volume weighted average price of the
Common Shares prior to today’s announcement. We recommend that shareholders vote
in favour of the Plan of Arrangement at the special meeting of shareholders that will be
called to approve the transaction.”

Canaccord Genuity Corp., which is acting as financial advisor to the Independent
Committee, has provided an opinion to the effect that, as of the date of the opinion and
based upon and subject to the limitations and qualifications therein, the consideration to
be received for the Common Shares is fair, from a financial point of view, to the holders
of the common shares (other than ARMZ and its affiliates). GMP Securities L.P. has
prepared and delivered a formal valuation of the Common Shares under the supervision
of the Independent Committee as contemplated by Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions (“MI 61-101”). GMP
Securities L.P. concluded that, subject to the assumptions, qualifications and limitations
provided in the formal valuation, that the fair market value of a Uranium One common
share is in the range of US$2.66 to US$3.21 (equivalent to CDN$2.62 to CDN$3.16
using Friday’s closing exchange rate of 1.0154) as at the date of the formal valuation.

“Despite the uranium industry’s currently challenging outlook, ARMZ will continue with
its strategy of developing Uranium One into the leading global uranium producer, which
was the basis of our original investment in the Company,” said Vadim Jivov, Chairman
of the Board of ARMZ.

The implementation of the Plan of Arrangement will be subject to approval by the
holders of the affected securities at a special meeting (the “Special Meeting”) expected to
be held in March 2013. As the transaction will constitute a “business combination” for
the purposes of MI 61-101, the implementation of the Plan of Arrangement will be
subject to approval by a majority of the votes cast by shareholders other than ARMZ and
its affiliates, in addition to approval by 66?% of the votes cast by holders of Common
Shares. The transaction also will be subject to applicable regulatory approvals and
certain closing conditions customary in transactions of this nature.

The Arrangement Agreement provides for, among other things, a non-solicitation
covenant on the part of Uranium One (subject to customary fiduciary out provisions).
The Arrangement Agreement also provides ARMZ with a “right to match” and requires
the Company to pay a termination fee equal to CDN$45 million in certain circumstances.
All of the directors and senior officers of Uranium One have entered into voting
agreements pursuant to which, among other things, they have agreed to vote their
Common Shares in favour of the Plan of Arrangement.

The terms and conditions of the proposed transaction will be disclosed in an information
circular that will be mailed in February 2013 to the securityholders of Uranium One that
will be entitled to vote at the Special Meeting. It is anticipated that the transaction, if                                                                  | 2
approved by Uranium One securityholders and the Court, will be completed in the second
quarter of 2013.

Within 30 days of completion of the transaction, Uranium One will make an offer to
purchase the $259,985,000 aggregate principal amount of 7.5% (re-set to 5%) convertible
unsecured subordinated debentures due March 13, 2015 (the “Debentures”) as prescribed
by the terms of the Debentures. The completion of the transaction is not dependent on
any approval from the Debenture holders or the acceptance of the offer to purchase.

Goodmans LLP and Cassels Brock & Blackwell LLP are acting as legal counsel to
Uranium One and the Independent Committee, respectively. BMO Capital Markets is
acting as financial advisor, and Stikeman Elliott LLP is acting as legal counsel, to
ARMZ.

Uranium One has engaged Kingsdale Shareholder Services Inc. as its proxy solicitation
agent. Shareholders with questions should contact Kingsdale at North America toll free
1-877-659-1818 or collect 1-416-867-2272.

Copies of the Arrangement Agreement, the information circular for the Special Meeting
and certain related documents will be filed with Canadian securities regulators and will
be available on the Canadian SEDAR website at www.sedar.com.

About Uranium One

Uranium One is one of the world’s largest publicly-traded uranium producers with a
globally diversified portfolio of assets located in Kazakhstan, the United States, Australia
and Tanzania. ARMZ and its affiliates currently are Uranium One’s largest shareholder,
owning approximately 492.2 million (approximately 51.4% of the outstanding) common
shares of Uranium One.

For further information, please contact:

Chris Sattler
Chief Executive Officer
Tel: +1 647 788 8500

Cautionary Statement

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained
herein.

Investors are advised to refer to independent technical reports containing detailed information with respect to the material properties
of Uranium One. These technical reports are available under the profile of Uranium One Inc. at www.sedar.com. Those technical
reports provide the date of each resource or reserve estimate, details of the key assumptions, methods and parameters used in the
estimates, details of quantity and grade or quality of each resource or reserve and a general discussion of the extent to which the
estimate may be materially affected by any known environmental, permitting, legal, taxation, socio-political, marketing, or other
relevant issues. The technical reports also provide information with respect to data verification in the estimation.

Forward-looking statements:

This press release contains “forward-looking statements” within the meaning of applicable securities laws that are intended to be
covered by the safe harbours created by those laws, including statements that use forward-looking terminology such as “may”,
“will”, “expect”, “anticipate”, “believe”, “continue”, “potential”, or the negative thereof or other variations thereof or comparable
terminology. Such forward-looking statements may include, without limitation, statements regarding the completion of the proposed
transaction and other statements that are not historical facts. While such forward-looking statements are expressed by Uranium One,
as stated in this release, in good faith and believed by Uranium One to have a reasonable basis, they are subject to important risks
and uncertainties including, without limitation, approval of applicable governmental authorities, required Uranium One
securityholder approval and necessary Court approvals, the satisfaction or waiver of certain other conditions contemplated by the
Arrangement Agreement, and changes in applicable laws or regulations, which could cause actual results to differ materially from
future results expressed, projected or implied by the forward-looking statements. As a result of these risks and uncertainties, the
proposed transaction could be modified, restructured or not be completed, and the results or events predicted in these forward-
looking statements may differ materially from actual results or events. These forward-looking statements are not guarantees of future
performance, given that they involve risks and uncertainties. Uranium One is not affirming or adopting any statements made by any
other person in respect of the proposed transaction and expressly disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information, future events or otherwise, except in accordance with applicable
securities or to comment on expectations of, or statements made by any other person in respect of the proposed transaction. Investors
should not assume that any lack of update to a previously issued forward-looking statement constitutes a reaffirmation of that
statement. Reliance on forward-looking statements is at investors' own risk.

For further information about Uranium One, please visit www.uranium1.com.



Sponsor
Nedbank Capital





Date: 14/01/2013 08:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.