Uranium One employee stock options are to be surrendered under a privatization plan of arrangement for a deferred payment of their Black-Scholes value

An indirect Netherlands subsidiary of a Russian state company (Rosatom) is proposing to acquire the public’s 48% minority block of Uranium One shares for cash consideration of $1.3 billion under a CBCA plan of arrangement.  Structuring the transaction this way rather than using a Canadian buyco and an amalgamation squeeze-out avoids an application of the foreign affiliate dumping rules, similarly to the Nordgold transaction.

Employee stock options are being surrendered under the plan of arrangement for the immediate payment of any in-the-money value they have (based on the cash purchase price for the shares) plus a payment on December 31, 2013 (i.e., well beyond the effective date of the rest of the plan of arrangement) of the excess of their Black-Scholes value over any such in-the-money value.

Neal Armstrong.  Summary of Circular of Uranium One Inc. under Cross-Border Acquisitions – Inbound – Other.