WUC disclosed more regarding the letter of intent in its Form...

WUC disclosed more regarding the letter of intent in its Form 8-K filed last week with the SEC.  It's not clear why WUC didn't explicitly disclose that WUC and Pinon Ridge Corporation are related parties and that any dealings between the two entities are not arm's-length transactions:


Western Uranium Corporation (“Western” or the “Company”) has entered into a letter of intent (”LOI”) with Pinon Ridge Corporation (“Pinon Ridge”) for use of its ablation mining technology at the permitted uranium recovery facilities at the Pinon Ridge Mill site. The LOI provides for the processing of all of Western’s ore produced by its mines in the region at the mill site to produce U308 and vanadium utilizing both the application of ablation mining technology and traditional milling techniques, at a cost to be determined in a definitive agreement. The Pinon Ridge Mill license is held by Pinon Ridge Resources Corporation, a wholly owned subsidiary of Pinon Ridge. The LOI is subject to the signing of a definitive agreement between the parties, which is contemplated to be completed on or before March 1, 2017.

The LOI provides for Western to make a deposit payment to Pinon Ridge on or before December 1, 2016, and pay all Pinon Ridge pre-development costs incurred going forward. The terms of the definitive agreement will provide for a formula agreed between the parties to determine how Pinon Ridge will be reimbursed for previously paid pre-development costs incurred prior to the signing of the LOI. All pre-development costs to be paid prior to the signing of a definitive agreement by Western will be restricted to the payment and/or reimbursement of arm’s length transactions paid to third parties subsequent to January 1, 2014, less the initial deposit payment. The terms of the definitive agreement will set out a formula to fairly compensate each party for their respective contributions.

Pinon Ridge is a Colorado corporation. George Glasier, who is the President and CEO and a director of Western, is a director, the sole officer, and a principal owner of Pinon Ridge. Russell Fryer, who is a director of Western, is a director and a principal beneficial owner of Pinon Ridge through Baobab Asset Management LLC. Andrew Wilder, who is a director of Western, is a beneficial owner of Pinon Ridge through Bedford Bridge Fund LLC.

https://www.sec.gov/Archives/edgar/data/1621906/000121390016018105/f8k110216_westernuranium.htm