Mega Uranium To Sell Canadian Projects To Nexgen Energy To Create The Premier Uranium Explorer In The Athabasca Basin

August 09, 2012 / / Article Link

TORONTO, Ontario (August 9, 2012) - Mega Uranium Ltd. ("Mega") (TSX: "MGA") and NexGen Energy Ltd. ("NexGen") are pleased to announce that they have entered into a letter of intent under which it is proposed that NexGen will acquire the majority of Mega's Canadian uranium projects; principally those located in the Athabasca Basin, Saskatchewan and the Thelon Basin, Nunavut (collectively "Canadian Projects"). NexGen holds an option over the Radio Uranium Property, which is directly adjacent to and covers the interpreted eastern extension of the E-W structure that hosts Roughrider, Roughrider Far East and Fission Energy's J-zone, See figure 1 for a map of the Athabasca Basin showing the Radio project location and the Canadian Projects. Together, the combined projects will represent one of the most promising uranium exploration portfolios in Canada. In connection with the sale of the Canadian Projects, Mega will also enter into a structured financing agreement with NexGen to provide approximately $4.2 million for exploration programs on the combined project portfolio. Following the completion of the transaction, Mega will focus its Canadian exploration efforts on its projects in the Central Mineral Belt in Labrador.

"This transaction represents another step in unlocking shareholder value attributable to our exploration properties, but not fully recognized by the market," commented Sheldon Inwentash, CEO of Mega. "NexGen represents an ideal home for our Canadian projects which will complement its Radio project, one of the most promising exploration targets in the Athabasca Basin. We are looking forward to supporting and working closely with NexGen's first class management team and board of directors through the exciting next phases of exploration for these projects."

"We are very pleased to enter into this transaction with Mega," added Leigh Curyer, CEO of NexGen. "Radio, combined with the existing Mega projects, delivers an extremely prospective and distinguishable portfolio of uranium exploration projects, providing multiple opportunities to make world class uranium discoveries in the Athabasca Basin and elsewhere in Canada. The Mega team brings a deep understanding of the uranium sector and we are pleased they have chosen our technical and commercial expertise and experience to partner with us in Canada."

Transaction Details

Under the proposed terms, Mega will receive 11.25 million shares of NexGen as consideration for the sale of the Canadian Projects, and approximately an additional 6.27 million shares under the structured financing, representing an aggregate equity interest in NexGen of approximately 38%. Additionally, as long as Mega continues to hold an equity interest of no less than 10% in NexGen, Mega will have the right to appoint two directors to the NexGen board (or such other number of directors proportionate to its equity interest).

The letter of intent is non-binding and completion of the transactions is subject to customary conditions, including standard due diligence by the parties and the completion of a definitive agreement. Figure 1.

ABOUT NEXGEN ENERGYNexGen Energy Ltd. was established by Tigers Realm Group, an Australian based privately owned resources group, as a special purpose Canadian company to option the Radio Uranium Project in the Athabasca Basin, Saskatchewan, Canada. The Radio Project is located directly adjacent to and covers the eastern extension of the interpreted structural corridor that hosts Rio Tinto's Roughrider deposit. Senior Management include Leigh Curyer, CEO, and Andrew Browne, Vice President - Exploration and Development.

ABOUT MEGA URANIUM Mega Uranium Ltd. is a Toronto-based mineral resources company with a focus on uranium properties in Australia, Canada and Cameroon. Further information on Mega can be found on the company's website at Mega Uranium's Ben Lomond and Maureen properties in Queensland, Australia, are subject to a State policy which presently prohibits the mining of uranium.

For further information, please contact:

Investor RelationsMega Uranium Ltd.Richard PatricioEVP Corporate AffairsT: (416)

Note Regarding Forward-Looking information

Certain information contained in this press release constitutes "forward-looking information", which is information regarding possible events, conditions or results of operations that is based upon assumptions about future economic conditions and courses of action. All information other than matters of historical fact may be forward-looking information. In some cases, forward-looking information can be identified by the use of words such as "seek", "expect", "anticipate", "budget", "plan", "estimate", "continue", "forecast", "intend", "believe", "predict", "potential", "target", "may", "could", "would", "might", "will" and similar words or phrases (including negative variations) suggesting future outcomes or statements regarding an outlook. Forward-looking information in this press release includes, but is not limited to, statements about our plans regarding future acquisitions and property development, our expectations regarding the uranium market, global growth and the use of nuclear power, our drill results, commodity prices and core intersection lengths, in that they constitute estimates, based on certain assumptions of mineralization that may be encountered if a deposit were to be mined.

By its nature, forward-looking information involves known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to differ materially from those expressed or implied by such forward-looking information. Some of the risks and other factors that could cause actual results to differ materially from those expressed in the forward-looking information contained in this release include, but are not limited to: risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral deposits and conclusions of economic evaluations; results of initial feasibility, pre-feasibility and feasibility studies, and the possibility that future exploration, development or mining results will not be consistent with the Company's expectations; risks relating to possible variations in reserves, grade, planned mining dilution and ore loss, or recovery rates and changes in project parameters as plans continue to be refined; mining and development risks, including risks related to accidents, equipment breakdowns, labour disputes (including work stoppages and strikes) or other unanticipated difficulties with or interruptions in exploration and development; the potential for delays in exploration or development activities or the completion of feasibility studies; risks related to the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses; risks related to commodity price and foreign exchange rate fluctuations; the uncertainty of profitability based upon the cyclical nature of the industry in which the Company operates; risks related to failure to obtain adequate financing on a timely basis and on acceptable terms or delays in obtaining governmental approvals or in the completion of development or construction activities; risks related to environmental regulation and liability; political and regulatory risks associated with mining and exploration; and other risks and uncertainties related to the Company's prospects, properties and business strategy.

Although we have attempted to identify important factors that could cause actual results or events to differ materially from those described in the forward-looking information, readers are cautioned that this list is not exhaustive and there may be other factors that we have not identified. Readers are cautioned not to place undue reliance on forward-looking information contained in this release. Forward-looking information is based upon our beliefs, estimates and opinions as at the date of this release, which we believe are reasonable, but no assurance can be given that these will prove to be correct. Furthermore, we undertake no obligation to update or revise forward-looking information if these beliefs, estimates and opinions or other circumstances should change, except as otherwise required by applicable law.

All forward-looking information contained in this release is expressly qualified by this cautionary note.

Note Regarding Disclosure for Mineral Projects

This press release contains disclosure regarding our mineral resources. Mineral resources are not mineral reserves and do not have demonstrated economic viability. Mineral resources may never be converted into reserves. Furthermore, inferred resources are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves. Further exploration will be required to upgrade the inferred resources to a higher resource category.

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