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EXHIBIT 10.35
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THIS WARRANT AND THE SECURITIES REPRESENTED HEREBY HAVE NOT
BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED,
OR THE SECURITIES OR BLUE SKY LAWS OF ANY STATE AND MAY NOT
BE TRANSFERRED IN VIOLATION OF SUCH ACT AND LAWS OR THE
RULES AND REGULATIONS THEREUNDER
VOID AFTER 5:00 P.M., DALLAS, TEXAS TIME,
ON MAY 31, 2000
URANIUM RESOURCES, INC.
URIW-______
WARRANT TO PURCHASE COMMON STOCK
This certifies that, FOR VALUE RECEIVED, LINDNER BULWARK FUND, a
series of LINDNER INVESTMENTS, a Massachusetts business trust, or its
registered assigns ("Holder"), is entitled, subject to the terms of this
Warrant, to purchase from URANIUM RESOURCES, INC., a Delaware corporation (the
"Company"), at any time after the date of issuance hereof and prior to 5:00
p.m., Dallas, Texas time, on May 31, 2000 (the "Warrant Expiration Date"), up
to 375,000 fully paid and nonassessable shares of the Common Stock, $0.001 par
value, of the Company (the "Common Stock"), at an initial purchase price of
$3.00 per share, payable in lawful money of the United States.
This Warrant may be exercised in whole or in part by presentation
hereof with the Notice of Exercise contained herein duly executed and with
simultaneous payment of the applicable aggregate Purchase Price (subject to
adjustment) at the office of the Company in Dallas, Texas. Payment of such
Purchase Price shall be made, at the option of the Holder hereof, by certified
check or bank draft payable in United States currency.
This Warrant is one of a duly authorized issue of common stock
purchase warrants issued under and in accordance with that certain Note and
Warrant Purchase Agreement), dated as of May 25, 1995, by and among Uranium
Resources, Inc., Lindner Investments (on behalf of its Lindner Bulwark Fund
series), and Lindner Dividend Fund, Inc., as supplemented by that certain Note
and Warrant Exchange Agreement, dated March 23, 1998 (the "Purchase
Agreement"), and is subject to the terms and provisions contained in the
Purchase Agreement, to all of which the Holder hereof, by acceptance hereof,
hereby consents. A copy of the Purchase Agreement may be obtained for
inspection upon written request to the Company by a Holder of this Warrant.
This Warrant does not entitle any Holder to any rights of a
shareholder of the Company. The number of shares of Common Stock to be
received upon the exercise of this Warrant and the price to be paid for a share
of Common Stock may be adjusted from time to time as set forth in the Purchase
Agreement. The shares of Common Stock deliverable upon such exercise, as
adjusted from time to time, are hereinafter sometimes referred to as "Warrant
Stock" and the exercise price of a share of Common Stock in effect at any time
and as adjusted from time to time is hereinafter sometimes referred to as the
"Purchase Price".
As soon as practicable after any exercise of this Warrant and payment
of the sum payable upon such exercise, and in any event within 10 days
thereafter, the Company, at its expense (including the payment by it of any
applicable taxes), will cause to be issued in the name of and delivered to the
holder hereof, or in the name of such other person as such holder may direct, a
certificate or certificates for the number of fully paid and nonassessable
shares of Warrant Stock, or other securities or property to which such holder
shall be entitled upon such exercise, plus, in lieu of any fractional share of
Warrant Stock to which such holder would otherwise be entitled, cash equal to
such fraction multiplied by the Market Price (as defined in the Purchase
Agreement). Issuance and delivery of Warrant Stock deliverable on the due
exercise of this Warrant may be postponed by the Company and its transfer agent
during any period, not exceeding thirty (30) days, for which the transfer books
of the Company for the Common Stock are closed between (1) the record date set
by the Board of Directors for the determination of shareholders entitled to
vote at or to receive notice of any shareholders meeting, or entitled to
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receive payment of any dividends or to any allotment of rights or to exercise
rights in respect of any change, conversion or exchange of capital stock, and
(2) the date of such meeting of shareholders, the date for the payment of such
dividends, the date for such allotment of rights, or the date when any such
change or conversion or exchange of capital stock shall go into effect, as the
case may be.
Upon surrender for exchange of this Warrant (in negotiable form, if
not surrendered by the holder named on the face hereof) to the Company, the
Company, at its expense, will issue and deliver new Warrants of like tenor,
calling in the aggregate for the same amount of Warrant Stock, in the
denomination or denominations requested, to or on the order of such holder and
in the name of such holder as such holder may direct. Until this Warrant is
transferred on the books of the Company, the Company may treat the registered
holder of this Warrant as absolute owner for all purposes without being
affected by any notice to the contrary. Transfer of this Warrant is restricted
as provided in the Purchase Agreement.
IN WITNESS WHEREOF, the Company has caused this Warrant to be signed
in its name by the manual signatures of its Chairman or President or one of its
Vice Presidents, thereunto duly authorized, and its corporate seal to be
impressed or imprinted hereon, attested by the manual signature of its
Secretary or an Assistant Secretary.
Date: , 1998 URANIUM RESOURCES, INC.
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ATTEST: By: /s/ Paul K. Willmott
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Its:
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By:
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Secretary
[SEAL]
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell, assigns and transfers
the within Warrant, and irrevocably appoints _________________ as agent and
attorney-in-fact to transfer such Warrant on the books of the Company, with
full power of substitution in the premises, to the following assignee(s):
- ------------------------------ ------------------------------
Name Address
- --------------------
SSN or EIN ------------------------------
[Name of Warrant holder]
By:
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Its:
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NOTICE OF EXERCISE
The undersigned hereby exercises the right to purchase____________
shares of Common Stock covered by this Warrant according to the conditions
thereof and herewith makes payment of the Purchase Price of such shares in
full.
Dated: Signed:
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[Name of Noteholder]
By:
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Its:
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The Company is requested to issue certificates for the Warrant Shares
acquired upon exercise of this Warrant as follows:
- ------------------------------ ------------------------------
Name Address
- --------------------
SSN or EIN
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