Western Uranium Corp. has completed its statutory arrangement with Navan Capital Corp., previously announced in Stockwatch on Feb. 9, 2006. Under the arrangement, Navan acquired from the shareholders of Western all of the outstanding common shares of Western in consideration of the issuance of 19,153,107 shares of Navan. Navan issued a total of 31,114,413 common shares, or securities convertible into common shares, in connection with the acquisition, including the 19,153,707 consideration shares, issued at a deemed price of $1.25 per share, 600,000 agent's options exercisable at $1.25 and a total of 11,360,706 share purchase warrants to purchase 11,306,706 shares, exercisable for a period of two years at a price of 25 U.S. cents in respect of 8.85 million share purchase warrants and 2,510,706 share purchase warrants exercisable until Dec. 20, 2007, at a price of $1.50. The agent's options and the warrants were issued in exchange for previously issued securities of Western which securities had similar terms and were cancelled pursuant to the arrangement. Of the 19,153,707 consideration shares, 4,125,000 will be subject to seed share resale rules. In addition, a total of 3,187,500 of the consideration shares and Navan shares transferred to incoming principals will be subject to a Tier 2 value escrow agreement. Also pursuant to the arrangement, Navan cancelled, redeemed or repurchased all of the issued and outstanding preferred shares of Navan in consideration of an amount equal to the total of $2-million, any accrued and unpaid dividends on such preferred shares, and a fee of 350,000 common shares of Navan. Immediately after the closing of the acquisition, the directors of Navan caused Navan and Western to amalgamate pursuant to Section 273 of the Business Corporations Act (British Columbia) and the resulting amalgamated company changed its name to Western Uranium Corporation. The directors of Western after the amalgamation are Pamela Klessig, John Proust, Debra Struhsacker, D. Harry W. Dobson and Robert F. Chase. The officers are Pamela Klessig -- president, Eileen Au -- corporate secretary, Victor Calloway -- vice-president (exploration) and Nancy Wolverson, vice-president (development). Also following the closing of the acquisition, 2.79 million incentive stock options, exercisable for five years at $1.25 per share, were issued to certain directors, officers and employees of Western pursuant to the company's stock option plan.
