USEC to Sell NAC International to Hitachi Zosen

  USEC to Sell NAC International to Hitachi Zosen

  *Leading supplier of spent nuclear fuel storage systems, transportation and
    consulting services to be purchased by U.S. subsidiary of Hitachi Zosen
  *$45 million sale expected to close in Spring of 2013

Business Wire

BETHESDA, Md. -- January 24, 2013

USEC Inc. (NYSE:USU), a leading supplier of enriched uranium fuel, announced
today that it has entered into a stock purchase agreement to sell NAC
International Inc. to Hitz Holdings U.S.A. Inc., a subsidiary of Hitachi Zosen
Corporation, for $45 million in cash following a competitive sale process.

USEC acquired NAC in 2004 as NAC was adding to its diverse suite of spent fuel
management technologies with the development and licensing of its
ground-breaking MAGNASTOR® technology. In addition to specializing in
technologies for the safe interim storage of spent nuclear fuel, NAC also
provides transportation services for radioactive material and nuclear industry
and government consulting services. Hitachi Zosen has a long-standing business
relationship with NAC as a fabricator of NAC’s dry cask storage and
transportation systems and is a leading supplier of such systems in Japan.

“We are proud of the accomplishments of the NAC staff in recent years as they
developed, licensed and started selling and delivering the industry-leading
MAGNASTOR technology for storing spent fuel. NAC expects to deliver more than
100 dry storage systems in 2013,” said John K. Welch, president and CEO of
USEC. “In the aftermath of events at Fukushima, there is a greater focus on
spent fuel storage. Hitachi Zosen has been actively involved in NAC activities
through fabrication work and is well positioned to further develop market
opportunities for NAC’s innovative systems.”

Welch said the sale of NAC is part of USEC’s strategic focus on its core
uranium enrichment business and the deployment of the American Centrifuge
technology over the next several years. At closing, Hitz Holdings U.S.A. will
acquire all outstanding shares of NAC for $45 million in cash, subject to a
net working capital adjustment. The sale will also benefit USEC’s near-term
balance sheet improvement efforts. USEC purchased NAC for $16 million in 2004.

Hitachi Zosen commented that “through the acquisition of NAC, Hitachi Zosen
will be able to offer a ‘one stop’ solution from engineering/consulting to
manufacturing/transportation for spent nuclear fuel storage and transportation
and to develop this business globally.” In addition, Minoru Furukawa,
president of Hitachi Zosen, said, “We have a strong aspiration to seek further
development in spent nuclear fuel business in partnership of NAC.”

Hitachi Zosen, a Japanese corporation, has guaranteed the performance and
payment obligations of Hitz Holdings U.S.A. under the stock purchase
agreement. USEC will agree to certain non-competition and non-solicitation
covenants that restrict USEC from engaging in competition with NAC for a
period of three years following the closing.

“We are very excited about becoming part of Hitachi Zosen,” said NAC President
Kent Cole. “We have a long-standing relationship with Hitachi Zosen and have a
deep respect for its excellent operations. We view this acquisition as a
strategic move that has great promise for our customers and our employees.

“During this period of transition, I expect NAC will operate as usual, serving
its customers with a high level of performance and professionalism. I expect
the NAC organization to remain intact as we develop and implement a transition
plan that will leverage the synergies and strengths of the combined
organization,” Cole said.

The transaction closing is subject to customary conditions, notices and
approvals including lender approval under USEC’s credit facility and will be
submitted to the Committee on Foreign Investments in the United States
(“CFIUS”) for review. Subject to completion of CFIUS’s review, USEC expects
the transaction to close in 60 to 90 days after signing. Additional
information about the transaction is contained in a current report on Form 8-K
filed by USEC today with the U.S. Securities and Exchange Commission.

Lazard served as the financial advisor for USEC on the transaction and legal
counsel was provided by Skadden, Arps, Slate, Meagher & Flom LLP. Mitsubishi
UFJ Morgan Stanley Securities Co. Ltd and Bank of Tokyo-Mitsubishi UFJ, Ltd.
served as financial advisors to Hitachi Zosen and legal counsel was provided
by Kelley Drye & Warren LLP and City-Yuwa Partners.

About NAC

Founded in 1968, NAC employs approximately 70 people and is headquartered in
Norcross, Georgia, with a branch office in London. The company has more than
40 years of experience in providing a wide range of services and equipment to
the nuclear industry that includes designing, engineering, licensing,
operating, and maintaining spent fuel management systems for storage and
transport. NAC also has more than four decades of experience transporting
nuclear materials using the company’s NRC-certified cask fleet. NAC has
successfully completed transportation projects for the U.S. Department of
Energy, the International Atomic Energy Agency, other governmental agencies
and private entities from around the world. NAC’s consulting group includes
internationally recognized experts in the nuclear power industry.

About Hitachi Zosen

Hitachi Zosen was founded in 1881 and has celebrated the 130th anniversary of
its founding in April 2011. As of the fiscal year ended March 2012, Hitachi
Zosen had sales of approximately $3,367 million and employed 8,846 people on a
consolidated basis. Hitachi Zosen is headquartered in Osaka and Tokyo and has
20 offices and works in Japan, including seven manufacturing facilities, eight
branches in overseas and 67 consolidated subsidiaries in the world. Hitachi
Zosen engages in engineering and manufacturing of environmental systems,
industrial plants, industrial machinery, process equipment, precision
machinery, steel structure, construction machinery and disaster prevention
systems. Under its corporate philosophy - We create value useful to society
with technology and sincerity to contribute to a prosperous future - Hitachi
Zosen especially focuses on energy-from-waste business and positions green
energy field and social infrastructure and disaster prevention field as their
business domains.

USEC Inc., a global energy company, is a leading supplier of enriched uranium
fuel and nuclear industry related services for commercial nuclear power
plants.

Forward Looking Statements:

The information provided in this news release contains “forward-looking
statements” – that is, statements related to future events. In this context,
forward-looking statements may address USEC’s expected future business and
financial performance, and often contain words such as “expects,”
“anticipates,” “intends,” “plans,” “believes,” “will” and other words of
similar meaning. Forward-looking statements by their nature address matters
that are, to different degrees, uncertain. For USEC, factors that could cause
its actual future results to differ materially from those expressed in its
forward-looking statements include, but are not limited to: the likelihood and
timing of fulfilling the closing conditions in the stock purchase agreement
governing the transaction with Hitachi Zosen, including conditions related to
USEC’s obtaining lender approval under its credit facility and CFIUS review;
risks related to the performance of NAC and the market for dry cask storage;
risks related to USEC’s ability to continue enriching uranium and to deploy
the American Centrifuge project; risks related to USEC’s ability to
successfully restructure its balance sheet and the impact of USEC’s potential
balance sheet restructuring efforts on its stock and convertible notes; and
other risks and uncertainties discussed in USEC’s filings with the Securities
and Exchange Commission, including its Annual Report on Form 10-K and
quarterly reports on Form 10-Q, which are available on USEC’s website at
www.usec.com. USEC does not undertake to update its forward-looking statements
except as required by law.

Contact:

USEC Inc.
Investors: Steven Wingfield, 301-564-3354
Media: Paul Jacobson, 301-564-3399
 
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