The Athabasca Basin in northern Saskatchewan was the focus on Bay Street in Toronto Tuesday at a sometimes-tense shareholder town hall meeting about the merger of Fission Uranium and Denison Mines.
Many Fission shareholders oppose the deal, feeling neither the timing nor the price was right. One set of disgruntled Fission shareholders has formed a group called FCU Oversight to question the transaction.
The deal was valued at $483 million and would create a combined $900-million company with Fission’s Patterson Lake South high-grade uranium asset and Denison’s 60% owned Wheeler River project, as well as other assets including a mill in the southwestern Athabasca Basin.
Falling share prices are at the centre of the shareholder insurrection. The implied price per Fission share was $1.25 but the stock has since sunk to 73 cents. Since the deal was announced on July 6, Fission shares have plummeted 29% while Denison’s stock has dropped even more, about 33%.
Friday, Oct. 9 is the deadline for proxy votes and it could be a close one.
The meeting at the Royal York Hotel, featuring Fission CEO Dev Randhawa, Denison CEO David Cates and Denison’s Lukas Lundin, was also the centre of attention at CEO Chat, where it was covered in real-time.Live chat thread from today’s town hall starts here.
The pro-merger trio concentrated on the benefits of creating a liquid, diversified uranium producer that could have among the lowest costs of production in the business. They also touched on the ongoing bear market and lingering effect of Fukushima, the post-tsunami nuclear reactor meltdown that took down Japan’s nuclear plants as well as uranium stocks.
It didn’t take long for things to get tense in the question period. The first question, for Randhawa, was why he did the deal when a PEA on Fission’s Triple R deposit was imminent (the PEA was announced 2 months after the agreement was).
Randhawa replied that with the market in a continued downturn, there was no better offer out there: “It was not a Machiavellian plan. I would love to see a better offer.” In response to a question, he said there was “absolutely not” a better offer for Fission.
Randhawa also touched on big players overpaying for assets, referring to Rio Tinto’s $654-million takeover of Hathor Exploration in 2011 in a bidding war. “We are paying for the mistakes this industry has made.”
Lundin backed up Randhawa on the criticism, saying “Dev made the right move. This deal would not have happened in a hot market.”
The alliance with Denison offers diversification protection in a bad market, explained Denison CEO David Cates, who used a fruit metaphor: “Patterson Lake South is an apple, Denison is a basket of fruit. There are other assets, you cannot compare apples to oranges.”
Randhawa acknowledged that there are many upset Fission shareholders, but said he was one of the largest: “I would not do anything to screw our shareholders.”
“I have answered every email, even the racist ones,” he said. “Look back on our track record, we have worked hard.”
One shareholder shot back: “You didn’t answer my email.”
At one point during a discussion on valuing Fission, Randhawa remarked, “You are always going to have these honeymoon stocks, like NexGen.” (PLS neighbour NexGen Energy’s share price has declined a mere 5% since the Fission-Denison deal was announced and is up 86% YTD.)
The final question for Randhawa was about $1.2 million being paid to certain officers and directors to transition to new roles with the merged company.
“That million was for my staff, and that’s why the 99% hate the 1%,” he replied. “If you do not like that, then you can sell the stock.”
Check out chat.ceo.ca to see how the meeting went down and check in each day to talk stocks and investing.
Peter Koven at the Financial Post also has the story here: Mining tycoon Lukas Lundin promotes Denison-Fission merger to skeptical retail shareholders
Mr. Lundin also visited BNN Television for the first time earlier: