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/SECOND AND FINAL ADD - TO476 - First Uranium Corporation/
Wednesday February 13, 2008 - 23:27 PM EST Released By First Uranium Corporation
At December 31, 2007, First Uranium had working capital of $211.8 million (FY 2007: $142.0 million). The significant increase in working capital from the comparable period in FY 2007 is mainly attributable to the net proceeds of $130.6 million from the Debentures. First Uranium anticipates that future capital requirements relating to development of the Ezulwini Mine and MWS, as currently planned, will be funded from existing cash resources (a combination of the funds remaining from the net proceeds of the Offering and the Debentures of $84.6 million and $130.6 million respectively as at December 31, 2007) and from internal cash flow. The above statement excludes the planned installation of power generating capacity, which may be funded by a general corporate credit facility pursuant to a mandate letter and term sheet with Investec Bank Limited ("Investec"). The Corporation is continuing with the process of satisfying certain conditions precedent to this facility and is in discussions with Investec. Capital investments of $260 million and $271 million, inclusive of expenditures to date, are the total project costs estimated to complete the construction of MWS and the Ezulwini Mine, respectively, for which current commitments of $56.8 million (FY 2007: $5.2 million) are in place. As at December 31, 2007, the Corporation's cumulative cash investments relating to its two projects were $86.4 million ($24.0 million in Q3 2008, $31.1 million in Q2 2008, $10.5 million in Q1 2008 and $20.8 million in FY 2007). Capital of $0.5 million was spent in both Q3 2008 and 2008 YTD in relation to the approved exploration budgets of $10 million for the contiguous properties to the north-east and south-east of the Ezulwini Mine and $30 million for the Ezulwini Mine. The extent to which the budgeted amounts are spent depends on the ongoing exploration results. Current commitments of $1.3 million relating to exploration work existed as at December 31, 2007. The exploration expenditures are expected to be funded from available working capital. The Corporation entered into an agreement with a third party, commencing in January 2009, to calcine the yellowcake from First Uranium to produce uranium oxide packaged for dispatch to converters ("Toll Treatment Agreement"). Either party may terminate the agreement on 18 months notice. The third party calciner will construct a plant with one-half of the capacity of the plant to be dedicated for the processing of the First Uranium yellowcake and will purchase a road tanker to transport the yellowcake from the First Uranium operations to the third party calciner's facility. First Uranium will pay one-half of the construction cost of the calcining plant up to a maximum of ZAR15 million and one-half of the cost of the road tanker (together referred to as the "Loan"). The Loan will be effective as of January 5, 2009 and is to be repaid in monthly installments over a seven-year period commencing January 30, 2009. The Loan will bear interest at a rate equal to the prime overdraft rate as quoted by SARB, plus 2%, commencing January 5, 2009. If First Uranium cancels the agreement, in the absence of a right under the agreement to cancel the agreement in a prescribed circumstance, First Uranium will continue to be obligated to repay the entire Loan. As at December 31, 2007, First Uranium had the following contractual obligations:
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Payments due by date
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Less than 1-3 4-5 After 5
(thousands of dollars) 1 year Years Years Years Total
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Operating leases 45 90 252 70 457
Purchase obligations 75,996 - - - 75,996
Capital lease obligations 13 9 - - 22
Asset retirement obligations - - - 14,171 14,171
Senior unsecured convertible
debentures - - 130,060 - 130,060
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Total contractual obligations 76,054 99 130,312 14,241 220,706
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Summary of Quarterly Results
The table below sets out selected financial data for the periods indicated (as derived from First Uranium's consolidated financial statements):
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Basic and
Fiscal Quarters Ended Diluted
Net Earnings/
(thousands of dollars, Total Income/ (Loss) Long Term
except per share amounts) Assets (Loss) per Share Liabilities
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December 31, 2007 404,555 (3,998) (0.03) 128,182
September 30, 2007 389,554 3,051 0.02 117,349
June 30, 2007 373,549 5,471 0.04 118,900
March 31, 2007 (audited) 181,427 (2,689) (0.02) 5,377
December 31, 2006 195,374 (3,787) (0.04) Nil
September 30, 2006 8,839 786 0.01 Nil
June 30, 2006 4,120 (2,238) (0.03) Nil
March 31, 2006 (audited) 3,433 (4,656) (0.05) Nil
December 31, 2005 4,519 (2,201) (0.03) Nil
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Outlook
The next major milestone for the Ezulwini Mine is the commissioning of the first 50,000 tonne per month module of the gold plant, which is on schedule for April 2008. The first 50,000 tonne per month module of the uranium plant is on schedule for commissioning in June 2008. At MWS, the pipeline is complete and is operating. Commissioning of the introduction of the new material from the Buffelsfontein # 2 tailings dam to the MWS gold plant is ongoing. Together with the plant upgrade program the operation of the pipeline to allow processing of Buffelsfontein Tailings is expected to have a significant positive impact on MWS operations in terms of volume treated and costs. The grade mined from the Buffelsfontein # 2 tailings dam is expected to return to the planned average grade of 0.40 grams per tonne as hydraulic mining is extended to include the lower portion of the dam. The short-term outlook is highly dependent upon the Power Situation. The Corporation has initiated a feasibility study of the options for power generation. If the results of the feasibility study are positive, the Corporation plans to proceed with the construction of the additional modules for the gold and uranium plants at the Ezulwini Mine and MWS. For a full discussion of the Corporation's decisions regarding the Power Situation, please refer to the section entitled 'Preliminary Assessment of the Impact of the Power Situation, as discussed earlier in this MD&A. The following summary of expected changes and developments at MWS are a result of the implementation of the pre-feasibility study announced in December 2007 and the filing of the related technical report on February 1, 2008; however, they do not factor in any changes, which may result from the Power Situation:
SUMMARY OF CHANGES TO MWS
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Previous Current
Units of May Dec
measure 2007 2007 Change
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Gold Plant
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600,000 633,000 6%
Tonnes per 600,000 650,000 8%
month 600,000 650,000 8%
1,800,000 1,933,000 7%
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Average annual gold
production 000 oz. 128 126 -2%
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Peak annual gold production 000 oz. 165 182 10%
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Total LOM(1) gold production 000 oz. 2,054 2,024 -1%
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Average LOM(1) gold recovery % 67.2% 66.0% -120 bps
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Uranium Plant
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Design capacity of uranium
plant(2):
Module 1 60,000 63,000 5%
Module 2 Tonnes per 60,000 65,000 8%
Module 3 month 60,000 65,000 8%
Total 180,000 193,000 7%
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Average annual uranium
production 000 lb. 922 1,339 45%
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Peak annual uranium production 000 lb. 1,595 2,231 44%
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Total LOM(1) uranium
production 000 lb. 14,748 20,078 36%
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Average LOM(1) uranium
recovery % 28.8% 33.0% 420 bps
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Financial Measures
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Net present value (NPV)(3) $ millions 295 505 71%
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Internal rate of return (IRR) % 69% 151% 8200 bps
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Capital investment $ millions 148 260 76%
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Peak funding $ millions 83 67 -19%
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Life of Mine Years 16 16 -
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Cash cost - gold $ / oz. 220 264 20%
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Cash cost - uranium $ / lb. 22 24 9%
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Total operating cost $ / tonne 2.55 3.10 22%
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Notes:
(1) LOM is the abbreviation of 'life of mine'.
(2) The tonnes to be processed in the uranium plant are included in,
not additional to, the tonnes to be processed in the gold plant.
(3) NPV is calculated using an 8% real discount rate.
As discussed earlier in this MD&A, the expansion of the existing MWS gold plant to increase capacity to an average of 630,000 tonnes per month is scheduled for completion by the end of Fiscal 2008. To facilitate the plant expansion, an upgrade is planned for MWS # 5 tailings dam to enable a deposition rate of 630,000 tonnes of material per month with expected completion by the end of February 2008. In advance of the commissioning of the second module of the gold plant and the first two modules of the uranium plant, a further upgrade to accommodate a deposition rate of 1,283,000 tonnes of material per month the MWS # 5 tailings dam is planned. The decision to proceed with and the timing of the commissioning of the second module of the gold plant and the first two modules of the uranium plant at MWS is currently uncertain due to the Power Situation. In addition to the Toll Treatment Agreement with a third party discussed in this MD&A under 'Liquidity and Capital Resources', the Corporation also entered into an interim off-take agreement with the third party, for the period from the planned startup of the uranium plant at the Ezulwini Mine in June 2008 until January 2009, pursuant to which the third party will purchase First Uranium's yellowcake production at rates based on the then prevailing spot prices. The spot price for uranium ranged between $75 and $92 per pound during Q3 2008. As of February 13, 2008, the uranium spot price was $75 per pound. The spot price for gold ranged between $725.50 and $841.10 per ounce during Q3 2008. As of February 11, 2008, the gold spot price was $920 per ounce. The Corporation has no plans to hedge the price it receives for its gold production at this time. Based on the consensus analysts' outlook at leading North American brokerage firms, as of December 19, 2007 management updated its outlook for uranium and gold prices as per the following table. Previous estimates used in the Corporation's technical reports were for a flat average price of $50 per pound for uranium and $500 per ounce for gold.
CHANGES TO PROJECT ASSUMPTIONS
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Beyond
Mar Mar Mar Mar Mar
Years ending Unit 2009 2010 2011 2012 2012
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Previous Gold
May price ($/oz.) $500 $500 $500 $500 $500
2007 --------------------------------------------------------------
Uranium
price ($/lb.) $50 $50 $50 $50 $50
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Exchange
rate (ZAR/$) 7.4 7.4 7.4 7.4 7.4
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Current Gold
Dec price ($/oz.) $737 $734 $683 $627 $635
2007 --------------------------------------------------------------
Uranium
price ($/lb.) $104 $104 $91 $78 $45
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Exchange
rate (ZAR/$) 7.4 7.4 7.4 7.4 7.4
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Note:
The current real term commodity price assumptions are based on the
consensus of the nominal forecasts by the investment research analysts at
13 North American-based brokerage firms, adjusted downward by the US
inflation rate for the period covering the construction of the Project.
Offsetting the higher price assumptions, mine construction costs have risen for labour, reflecting higher negotiated wage settlements across the sector, and for materials, such as steel and concrete. First Uranium has included assumptions for higher costs in its revised technical reports and future planning assumptions. Related Party Transactions On December 20, 2006, First Uranium and Simmer & Jack entered into a shared services agreement (the "Shared Services Agreement"). For a detailed description of the Shared Services Agreement, see the Corporation's MD&A in respect of its audited consolidated financial statements for FY 2007. During Q3 2008, the Corporation paid $0.9 million to Simmer & Jack ($1.9 million for 2008 YTD) pursuant to the Shared Services Agreement. During Q3 2007, the Corporation paid $0.9 million for shared services relating to the operations to Simmer & Jack ($1.7 million for 2007 YTD). Fees charged by Simmer & Jack of $0.4 million and $0.9 million, respectively, were capitalized during Q3 2008 and 2008 YTD for technical services provided to the Ezulwini Mine and MWS. During Q3 2007 and 2008 YTD, $0.8 million and $1.0 million, respectively, of shared services fees were capitalized. Prior to December 2006, the Corporation shared its premises with other companies that had common directors and reimbursed the related companies for its proportional share of expenses or was reimbursed by the related companies for their proportional share of expenses. During both Q3 2007 and 2007 YTD, the Corporation was charged $0.6 million for consulting services provided by related directors, officers and consultants of the Corporation. First Uranium has agreed to reimburse Simmer & Jack for 50% of the fees that Simmer & Jack is required to pay to an empowerment company for consulting. During Q3 2008 and 2008 YTD, the Corporation paid $0.06 million and $0.3 million, respectively, to Simmer & Jack in connection with such services. As previously disclosed, and at the same time as the Offering, the Corporation entered into an agreement on December 12, 2006 with Waterpan providing for the acquisition of the remaining 10% of the shares of EMC in consideration for 6.1 million common shares of First Uranium. On December 14, 2007 this transaction was completed. (See Note 21 to the interim financial statements.) On September 27, 2007, the Board approved a loan in the amount of Cdn$1 million to the President and Chief Executive Officer of First Uranium for the purpose of facilitating the relocation of his family to Toronto, where the corporate office is located. The loan carries interest at 4% payable monthly in arrears, is for a term of six years from date of closing of the purchase of a family residence and is unsecured. The loan was advanced on October 17, 2007. Interest of $8,682 was received during Q3 2008 and 2008 YTD. Critical Accounting Policies and Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements, and reported amounts of revenues and expenditures during the reporting period. Note 2 of the interim financial statements describes all of the Corporation's significant accounting policies. Changes in accounting policies Effective April 1, 2007, the Corporation adopted the Canadian Institute of Chartered Accountants ("CICA") Handbook Sections 1530 - Comprehensive Income, Section 3855 - Financial Instruments - Recognition and Measurement and Section 3865 - Hedges. The adoption of these new standards resulted in changes in the accounting for financial instruments and hedges, as well as the recognition of certain transition adjustments. As provided under the standards, the comparative consolidated financial statements have not been restated. The adoption of these Sections is done retroactively without restatement of the consolidated financial statements of prior periods. There was no impact on the consolidated balance sheet of as at April 1, 2007. The effect of these changes in the accounting policies on net income for Q1 2008 is not significant. Effective April 1, 2007, the Corporation adopted the revised Section 1506 - Accounting Changes relating to changes in accounting policies, changes in accounting estimates, and errors. Adoption of these recommendations had no effect on the consolidated financial statements for the Q1 2008, except for the disclosure of accounting changes that have been issued by the CICA but have not yet been adopted by the Corporation because they are not effective until a future date (refer to Future accounting standards below). Section 1535, Capital Disclosures, which is effective for the Corporation for the fiscal year beginning April 1, 2008. This standard requires disclosure of information that enables users of its financial statements to evaluate the entity's objectives, policies and processes for managing capital. The adoption is not expected to have a significant effect on the Corporation's financial statements. Section 3862, Financial Instruments - Disclosures and Section 3863, Financial Instruments - Presentation, which are effective for the Corporation for the fiscal year beginning April 1, 2008. The objective of Section 3862 is to provide financial statement disclosure to enable users to evaluate the significance of financial instruments for the Corporation's financial position and performance and the nature and extent of risks arising from financial instruments that the Corporation is exposed to during the reporting period and the balance sheet date and how the Corporation is managing those risks. The purpose of Section 3863 is to enhance the financial statement user's understanding of the significance of financial instruments to the Corporation's financial position, performance and cash flows. In March 2007, CICA approved Handbook Section 3031 - Inventories, which replaces the existing Section 3030 - Inventories. This standard is effective for the Corporation for interim and annual financial statements relating to the fiscal year beginning April 1, 2008. The standard provides more guidance on the measurement and disclosure requirements for inventories. The Corporation is currently assessing the impact of these new accounting standards on its financial statements.
Outstanding Share Data
Q3 2008 Q3 2007 2008 YTD 2007 YTD
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Common shares
outstanding at
beginning of period 124,831,222 88,336,047 121,686,047 87,536,047
Shares issued during
the period 6,212,339 33,350,000 9,357,514 34,150,000
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Common shares
outstanding at end
of period 131,043,561 121,686,047 131,043,561 121,686,047
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Unexercised stock
options outstanding
at end of period 1,349,999 1,115,715 1,349,999 1,115,715
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Average strike price
of outstanding
options (Cdn$) 8.73 7.00 8.73 7.00
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As at February 13, 2007, First Uranium had 131,043,561 common shares outstanding and there were 1,349,999 unexercised stock options outstanding, at an average strike price of Cdn$8.73 per share. As at December 31, 2007 and February 13, 2007, First Uranium also had $135.1 million (Cdn$150 million) principal amount of Debentures outstanding which are convertible into 60.9013 common shares of First Uranium for each Cdn$1,000 principal amount of Debentures, representing 9,135,195 common shares.
Risks and Uncertainties
Uncertainties
There are a number of uncertainties in the mining business of First Uranium that are beyond First Uranium's control, including:
- demand and prices for the Corporation's future production of uranium
and gold
- the consistent supply of sufficient electrical power
- government legislation regarding mining companies in South Africa
- securities regulation regarding public listed companies in Canada and
South Africa
- foreign exchange rates
- interest rates
- the decisions and activities of the Corporation's competitors in the
uranium and gold mining business, which impact the supply of uranium
and the demand for available services, construction materials, labour
and the rights for prospecting and mining
- the continued endorsement of nuclear power as a preferred source for
the world's energy needs
- the decisions of investors to continue to buy and hold the securities
of the Corporation
- natural disasters, war or random occurrences or acts that could
result in a material change to economic and market performance,
business conditions or operations
Risks
In addition, First Uranium is in the development stage and is subject to the risks and challenges similar to other companies in a comparable stage of development. The risks include, but are not limited to, certain business, operational and market risks. For a discussion of the Corporation's risks please refer to the Corporation's MD&A in respect of its audited consolidated financial statements for the fiscal year ended March 31, 2007, the 2007 Annual Information Form and other filings, which are available on the Corporation's website www.firsturanium.com and on www.sedar.com or upon request from the Corporation. Construction costs First Uranium is in the development stage and is building its gold and uranium plants. To complete the construction of these plants requires steel, concrete and construction tradespeople. With the vast amount of construction underway in South Africa, materials and construction tradespeople are difficult to acquire and retain, particularly in light of the upcoming World Cup of soccer in South Africa in 2010 and the high metal prices, which has driven the demand for new mines and plants around the world. To mitigate this risk, First Uranium has secured its supply of materials and tradespeople for the construction of the mills and the gold and uranium plants for the planned modules of the Ezulwini Mine. For MWS, the required materials to expand the gold plant and build the uranium plant have not yet been secured. To mitigate the impact of rising costs, the Corporation has completed a feasibility study for the project, with the exception of the pressure leach circuit, which is still at the pre- feasibility stage. The Corporation expects to secure the materials for expansion of this project pending Eskom's commitment to meet our future power requirements. Labour A trend that could increase risk for the Corporation would be the heightened labour unrest in South Africa. Workers at various South African mining operations have been demanding, through their unions, higher compensation as a result of increased revenues in the mining sector being driven by heightened mineral prices. Strikes have been threatened during some of the negotiations. First Uranium has mitigated the threat of work stoppages by negotiating recent settlements with unions represented at its operations. Similarly, workers in other industries have been demanding higher compensation and threatening strike action. One such example is the strike by petroleum workers in early August, which limited the supply of petrol. Strikes in the public sector and service industries, if protracted, have the potential to disrupt the development of the Corporation's two projects. No material delays have been experienced to date and the projects are on track for their scheduled completion dates. Power Supply Regular power outages have recently beset South Africa, causing disruption in business activities. Coal-fed power stations are running low on fuel and several power-generating facilities are down for maintenance. No new power-generating facilities are expected to start up in South Africa until 2012. Eskom's primary response to these power deficiencies is to ask that its customers conserve energy and/or to restrict the amount of power supplied to them. On January 25, 2008, Eskom advised that continuity of electric power supply could not be guaranteed. Specific warnings were communicated to South African mining companies, including the Corporation, which were specifically asked by Eskom to reduce power consumption to 80% of load requirements. While this was subsequently increased to 90%, Eskom also informed mining companies that this authorization could be withdrawn at a later date, as electrical power supply remains tight. To mitigate the impact of these power restrictions, the Board has concluded that the Corporation's two projects are sufficiently robust to continue development as planned based on the addition of owner-operated power generation. The initial impact of this decision is discussed in the section entitled, 'Preliminary Assessment of the Impact of the Power Situation' as discussed earlier in this MD&A. In addition, First Uranium is implementing power savings solutions and power backup systems where possible. These actions, however, may not be enough. Management plans to continue to monitor the Power Situation for any changes in the power supply from Eskom and any impact on the Corporation's ability to sustain its operations and complete its growth plans. Additional Information Additional information relating to First Uranium is included in the Corporation's Annual Information Form dated June 13, 2007 and it is available on SEDAR at www.sedar.com. Forward-looking Information This MD&A and consolidated financial statements for the period ended December 31, 2007 contain certain forward-looking statements. Forward-looking statements include but are not limited to those with respect to the availability of electrical power, the possible addition of owner-operated power generation, price of uranium and gold, the estimation of mineral resources and reserves, the realization of mineral reserve estimates, the timing and amount of estimated future production, costs of production, capital expenditures, costs and timing of development of new deposits, success of exploration activities, permitting time lines, currency fluctuations, requirements for additional capital, government regulation of mining operations, environmental risks, unanticipated reclamation expenses and title disputes or claims and limitations on insurance coverage. In certain cases, forward-looking statements can be identified by the use of words such as "goal", "objective", "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "does not anticipate", or "believes" or variations of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of First Uranium to be materially different from any future results, performance or achievement expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others, the actual results of current exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, possible variations in grade and ore densities or recovery rates, failure of plant, equipment or processes to operate as anticipated, accidents, labour disputes or other risks of the mining industry, delays in obtaining government approvals or financing or in completion of development or construction activities, risks relating to the integration of acquisitions, to international operations, to prices of uranium and gold. Although First Uranium has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. It is important to note, that: (i) unless otherwise indicated, forward-looking statements indicate the Corporation's expectations as at the date of this MD&A; (ii) actual results may differ materially from the Corporation's expectations if known and unknown risks or uncertainties affect its business, or if estimates or assumptions prove inaccurate; (iii) the Corporation cannot guarantee that any forward-looking statement will materialize and, accordingly, readers are cautioned not to place undue reliance on these forward-looking statements; and (iv) the Corporation disclaims any intention and assumes no obligation to update or revise any forward-looking statement even if new information becomes available, as a result of future events or for any other reason. In making the forward-looking statements in this MD&A, First Uranium has made several material assumptions, including but not limited to, the assumption that: (i) consistent supply of sufficient power will be available to develop and operate the projects as planned; (ii) approvals to transfer or grant, as the case may be, mining rights or prospecting rights will be obtained; (iii) metal prices, exchange rates and discount rates applied in the preliminary economic assessments are achieved; (iv) mineral resource estimates are accurate; (v) the technology used to develop and operate its two projects has, for the most part, been proven and will work effectively; (vi) that labour and materials will be sufficiently plentiful as to not impede the projects or add significantly to the estimated cash costs of operations; (vii) that Black Economic Empowerment ("BEE") investors will maintain their interest in the Corporation and their investment in the Corporation's common shares to a sufficient level to continue to support the Corporation's compliance with 2014 BEE requirements; and (viii) that the innovative work on stabilizing the main shaft at the Ezulwini Mine will be successful in maintaining a safe and uninterrupted working environment until 2024. Source: First Uranium Corporation
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