SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): November 14, 2011
URANIUM
RESOURCES, INC.
(Exact name of registrant as specified in
its charter)
Delaware |
0-17171 |
75-2212772 |
||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
405 State Highway 121 Bypass, Building A, Suite 110 Lewisville, TX |
75067 |
|
(Address of principal executive offices) |
(Zip Code) |
(Registrant's telephone number, including area code): (972) 219-3330
N/A |
||
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 8.01. Other Events
On November 14, 2011, the Registrant issued a press release provided an update on the Company’s activities and its liquidity position for the third quarter of 2011 as well as its strategy and outlook.
Item 9.01. Financial Statements and Exhibits
Exhibit 99.1 Press Release dated November 14, 2011
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Uranium Resources, Inc. |
|||
Dated: |
November 14, 2011 |
By: |
/s/ Thomas H. Ehrlich |
Thomas H. Ehrlich |
|||
Vice President and Chief Financial Officer |
3
Exhibit 99.1
Uranium Resources, Inc. Provides Third Quarter 2011 Update
LEWISVILLE, Texas--(BUSINESS WIRE)--November 14, 2011--Uranium Resources, Inc. (NASDAQ: URRE) (URI), today provided an update on the Company’s activities and its liquidity position for the third quarter of 2011 as well as its strategy and outlook.
Texas Exploration and Reclamation Activities Ongoing
URI’s objectives in Texas are to explore for and develop a larger reserve base, advance current properties through licensing and permitting, lease additional targeted properties, prepare its processing facilities and holding ponds for production, and work with its customers to redefine the terms of its sales agreements to enable better margins and greater likelihood of returning to production in Texas. In addition, the Company continues to demonstrate its capabilities for restoring properties after production.
Los Finados Exploration Project Update
Don Ewigleben, President and CEO of URI, commented, “Challenging drilling conditions, coupled with higher equipment costs due to increased industry demand, caused Phase I expenses to be higher than anticipated. This resulted in fewer than desired drilled holes and about two additional months of exploration time. Nonetheless, we remain encouraged with the properties potential and we are currently in discussions with CTI on the potential start date of Phase II work.”
Texas Reclamation Activities
Feasibility Study Progressing in New Mexico
URI’s focus in New Mexico is on the completion of its feasibility study by the end of 2011 to determine the options available to advance its Churchrock/Crownpoint project.
Mr. Ewigleben noted, “The feasibility study originally was commissioned to evaluate all of our properties, including our conventional assets. Given the complexity of the study, the various scenarios available, and the need to accelerate our engineering activities in order to stay on target, our focus for the near-term has shifted to our priority production property at Churchrock Section 8 and the Crownpoint processing facility. At section 8, we have 6.5 million pounds of in-place mineralized uranium material under our recently reactivated underground injection control permit and NRC license. We own a total of 27.4 million pounds of in-place mineralized uranium material that are covered by the NRC license, inclusive of the uranium mineralization at Section 8. We expect to have the various scenarios completed by year end so that we can evaluate the best option for advancing to production in the most cost effective manner. We should be in a position during the first quarter of 2012 to review our evaluation of the options and decisions on the project.”
Liquidity Position and Flexible Financing Tool: At-the-Market Stock Sales Agreement
Cash at September 30, 2011, was $5.4 million compared with $8.2 million at June 30, 2011, and $11.1 million at March 31, 2011. The decrease from the sequential second quarter reflects ongoing reclamation activities in Texas, the costs associated with the feasibility study, and $500,000 of funding to collateralize URI’s financial surety obligations. URI’s cash balance at October 31, 2011, was $4.3 million.
On October 28, 2011, URI entered into an At-The-Market Sales Agreement with BTIG, LLC, allowing it to sell from time to time, its common shares having an aggregate offering price of up to $15.0 million, through an “at-the-market” equity offering program.
Mr. Ewigleben concluded, “The ATM provides us a low cost, flexible financing tool that we can use as needed to fund our ongoing feasibility study, extended engineering requirements for the study, as well as to support our corporate development efforts. We continue to pursue opportunities to expand our uranium assets in New Mexico and Texas, focusing on opportunities that will provide advantage to us when we return to production in Texas and move toward production in New Mexico.”
Teleconference and Webcast
URI is hosting a conference call and webcast today at 11:00 a.m. ET. During the call, management will provide an update on URI’s strategies, outlook, and progress in advancing its Texas and New Mexico properties. A question-and-answer session will follow.
The URI conference call can be accessed by dialing (201) 689-8471. The live listen-only audio webcast can be monitored on the Company’s website at www.uraniumresources.com, where it will be archived afterwards. A transcript will also be placed on the Company’s website, once available.
To listen to the archived call, dial (858) 384-5517, and enter replay pin number 380578. The replay will be available from 2:00 p.m. ET the day of the teleconference until 11:59 p.m. ET Monday, November 21, 2011.
About Uranium Resources, Inc.
Uranium Resources Inc. explores for, develops and mines uranium. Since its incorporation in 1977, URI has produced over 8 million pounds of uranium by in-situ recovery (ISR) methods in the state of Texas where the Company currently has ISR mining projects. URI also has 183,000 acres of uranium mineral holdings and 101.4 million pounds of in-place mineralized uranium material in New Mexico and a NRC license to produce up to 1 million pounds of uranium per year. The Company acquired these properties over the past 20 years along with an extensive information database of historic mining logs and analysis. None of URI’s properties is currently in production.
URI’s strategy is to fully exploit its resource base in New Mexico and Texas, expand its asset base both within and outside of New Mexico and Texas, partner with larger mining companies that have undeveloped uranium or with junior mining companies that do not have the mining experience of URI, as well as provide restoration expertise to those that require the capability or lack the proficiency.
Uranium Resources routinely posts news and other information about the Company on its Web site at www.uraniumresources.com.
Safe Harbor Statement
This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as “expects,” “estimates,” “projects,” “anticipates,” “believes,” “could,” and other similar words. All statements addressing operating performance, events, or developments that the Company expects or anticipates will occur in the future, including but not limited to statements relating to the Company’s mineralized uranium materials, timing of receipt of mining permits, production capacity of mining operations planned for properties in South Texas and New Mexico, planned dates for commencement of production at such properties, revenue, cash generation and profits are forward-looking statements. Because they are forward-looking, they should be evaluated in light of important risk factors and uncertainties. These risk factors and uncertainties include, but are not limited to, the spot price and long-term contract price of uranium, weather conditions, operating conditions at the Company’s mining projects, government regulation of the mining industry and the nuclear power industry, world-wide uranium supply and demand, availability of capital, timely receipt of mining and other permits from regulatory agents and other factors which are more fully described in the Company’s documents filed with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should any of the Company’s underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on the Company’s forward-looking statements. Except as required by law, the Company disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this news release.
TABLES FOLLOW.
URANIUM RESOURCES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) |
||||||||
|
September 30, 2011 |
December 31, 2010 |
||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 5,414,726 | $ | 15,386,472 | ||||
Receivables, net | 293,065 | 46,244 | ||||||
Prepaid and other current assets | 260,676 | 179,231 | ||||||
Total current assets | 5,968,467 | 15,611,947 | ||||||
Property, plant and equipment, at cost: | ||||||||
Uranium properties | 82,689,009 | 82,989,579 | ||||||
Other property, plant and equipment | 868,186 | 905,511 | ||||||
Less-accumulated depreciation, depletion and impairment | (64,643,545 | ) | (64,282,888 | ) | ||||
Net property, plant and equipment | 18,913,650 | 19,612,202 | ||||||
Long-term investment: | ||||||||
Certificates of deposit, restricted | 8,862,491 | 7,337,366 | ||||||
$ | 33,744,608 | $ | 42,561,515 | |||||
Current liabilities: | ||||||||
Accounts payable | $ | 1,176,868 | $ | 602,190 | ||||
Current portion of asset retirement obligations | 1,177,951 | 1,239,588 | ||||||
Royalties and commissions payable | 665,745 | 665,745 | ||||||
Deferred compensation | — | 697,028 | ||||||
Accrued legal settlement | — | 1,375,000 | ||||||
Accrued interest and other accrued liabilities | 374,732 | 348,269 | ||||||
Current portion of capital leases | 64,482 | 83,183 | ||||||
Total current liabilities | 3,459,778 | 5,011,003 | ||||||
Asset retirement obligations | 3,637,683 | 3,804,057 | ||||||
Other long-term deferred credits | 500,000 | 500,000 | ||||||
Long term capital leases, less current portion | 71,028 | 119,588 | ||||||
Long-term debt, less current portion | 450,000 | 450,000 | ||||||
Commitments and contingencies (Notes 4 and 9) | ||||||||
Shareholders’ equity: | ||||||||
Common stock, $.001 par value, shares authorized: 200,000,000; shares issued and outstanding (net of treasury shares): 2011—93,528,362; 2010—92,430,306 | 93,566 | 92,468 | ||||||
Paid-in capital | 169,426,529 | 167,971,955 | ||||||
Accumulated deficit | (143,884,558 | ) | (135,378,138 | ) | ||||
Less: Treasury stock (38,125 shares), at cost | (9,418 | ) | (9,418 | ) | ||||
Total shareholders’ equity | 25,626,119 | 32,676,867 | ||||||
$ | 33,744,608 | $ | 42,561,515 | |||||
URANIUM RESOURCES, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) |
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Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
Revenue: | ||||||||||||||||
Uranium sales | $ | — | $ | — | $ | — | $ | — | ||||||||
Total revenue | — | — | — | — | ||||||||||||
Costs and expenses: | ||||||||||||||||
Cost of uranium sales | ||||||||||||||||
Operating expenses | 133,753 | 67,260 | 498,862 | 297,570 | ||||||||||||
Accretion/amortization of asset retirement obligations | 26,543 | 39,143 | 95,562 | 116,431 | ||||||||||||
Depreciation and depletion | 145,193 | 186,603 | 476,375 | 576,449 | ||||||||||||
Impairment of uranium properties | 493,568 | 352,631 | 1,081,666 | 742,278 | ||||||||||||
Exploration expenses | (25,816 | ) | — | 82,871 | 725 | |||||||||||
Total cost of uranium sales | 773,241 | 645,637 | 2,235,336 | 1,733,453 | ||||||||||||
Loss from operations before corporate expenses | (773,241 | ) | (645,637 | ) | (2,235,336 | ) | (1,733,453 | ) | ||||||||
Corporate expenses— | ||||||||||||||||
General and administrative | 2,022,139 | 1,674,030 | 6,289,557 | 4,852,642 | ||||||||||||
Provision for legal settlement | — | 1,375,000 | — | 1,375,000 | ||||||||||||
Depreciation | 31,717 | 36,331 | 100,383 | 107,581 | ||||||||||||
Total corporate expenses | 2,053,856 | 3,085,361 | 6,389,940 | 6,335,223 | ||||||||||||
Loss from operations | (2,827,097 | ) | (3,730,998 | ) | (8,625,276 | ) | (8,068,676 | ) | ||||||||
Other income (expense): | ||||||||||||||||
Interest expense | (4,395 | ) | (7,597 | ) | (15,000 | ) | (18,430 | ) | ||||||||
Interest and other income, net | 44,246 | 74,114 | 133,856 | 353,919 | ||||||||||||
Net loss | $ | (2,787,246 | ) | $ | (3,664,481 | ) | $ | (8,506,420 | ) | $ | (7,733,187 | ) | ||||
Net loss per common share: | ||||||||||||||||
Basic | $ | (0.03 | ) | $ | (0.04 | ) | $ | (0.09 | ) | $ | (0.12 | ) | ||||
Diluted | $ | (0.03 | ) | $ | (0.04 | ) | $ | (0.09 | ) | $ | (0.12 | ) | ||||
Weighted average common shares and common equivalent shares per share data: | ||||||||||||||||
Basic | 93,528,362 | 83,720,754 | 93,407,739 | 66,558,635 | ||||||||||||
Diluted | 93,528,362 | 83,720,754 | 93,407,739 | 66,558,635 | ||||||||||||
URANIUM RESOURCES, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) |
||||||||
Nine Months Ended September 30, |
||||||||
2011 | 2010 | |||||||
Operating activities: | ||||||||
Net loss | $ | (8,506,420 | ) | $ | (7,733,187 | ) | ||
Reconciliation of net loss to cash used in by operations— | ||||||||
Accretion/amortization of asset retirement obligations | 95,562 | 116,431 | ||||||
Depreciation and depletion | 576,758 | 684,030 | ||||||
Impairment of uranium properties | 1,081,666 | 742,278 | ||||||
Decrease in restoration and reclamation accrual | (1,170,956 | ) | (1,072,148 | ) | ||||
Stock compensation expense | 737,300 | 795,743 | ||||||
Other non-cash items, net | 2,289 | 14,858 | ||||||
Effect of changes in operating working capital items— | ||||||||
(Increase) decrease in receivables | (246,821 | ) | 59,288 | |||||
Decrease in prepaid and other current assets | (81,445 | ) | (157,877 | ) | ||||
(Increase) decrease in payables, accrued liabilities and deferred credits | (773,860 | ) | 1,349,191 | |||||
Net cash used in operations | (8,285,927 | ) | (5,201,393 | ) | ||||
Investing activities: | ||||||||
Increase in certificates of deposit, restricted | (1,525,125 | ) | (41,795 | ) | ||||
Additions to property, plant and equipment— | ||||||||
Kingsville Dome | (110,063 | ) | (143,324 | ) | ||||
Vasquez | (15,100 | ) | (7,500 | ) | ||||
Rosita/Rosita South | (118,732 | ) | (63,852 | ) | ||||
Los Finados | (88,236 | ) | — | |||||
Churchrock | (30,057 | ) | (125,543 | ) | ||||
Section 13 Drilling | (17,805 | ) | (89,882 | ) | ||||
Other property | (34,785 | ) | (26,797 | ) | ||||
Proceeds from joint venture agreement | 300,000 | — | ||||||
Net cash used in investing activities | (1,639,903 | ) | (498,693 | ) | ||||
Financing activities: | ||||||||
Payments on borrowings | (67,261 | ) | (90,419 | ) | ||||
Issuance of common stock, net | 21,345 | 10,203,626 | ||||||
Net cash provide by (used in) financing activities | (45,916 | ) | 10,113,207 | |||||
Net increase (decrease) in cash and cash equivalents | (9,971,746 | ) | 4,413,121 | |||||
Cash and cash equivalents, beginning of period | 15,386,472 | 6,092,068 | ||||||
Cash and cash equivalents, end of period | $ | 5,414,726 | $ | 10,505,189 | ||||
Non-cash transactions: | ||||||||
Issuance of common stock in settlement of deferred compensation | $ | 697,027 | $ | — | ||||
Issuance of restricted stock to employees and directors | $ | 176 | $ | 302 |
CONTACT:
Investors:
Kei Advisors LLC
Deborah K.
Pawlowski, 716-843-3908
dpawlowski@keiadvisors.com
or
Media:
Uranium
Resources, Inc.
Mat Lueras, 505-269-8317
Vice President, Corporate
Development
mlueras@uraniumresources.com
or
Company:
Uranium
Resources, Inc.
Don Ewigleben, 972-219-3330
President & Chief
Executive Officer