enCore Energy Announces Proposed Public Offering NYSE American:EU
enCore Energy Announces Proposed Public
Offering
NYSE American:EU
TSX.V:EU
CORPUS CHRISTI, Texas
,
Jan. 24, 2023
/CNW/ -
enCore Energy Corp.
("
enCore
" or the "
Company
")
(NYSE: EU) (TSXV: EU) today announced that it has filed a preliminary short form prospectus in connection with
an overnight marketed offering (the "Offering") of units (the "Units") of the Company. The Offering will be
conducted through a syndicate of underwriters led by Canaccord Genuity (collectively, the "Underwriters").
Each Unit will consist of one common share in the capital of the Company (each a "Unit Share") and one-half of
one common share purchase warrant (each a "Warrant"). Each Warrant will entitle the holder thereof to
purchase one common share of the Company (a "Warrant Share").
The definitive size and pricing of the Offering, as well as the terms of the Warrants, will be determined in the
context of the market at the time of entering into a definitive underwriting agreement between the Company and
the Underwriters. The closing of the Offering will be subject to market and other customary conditions, including
approvals of the TSX Venture Exchange and the NYSE American.
In addition, the Company has granted the Underwriters an option to purchase up to an additional 15% of the
Units of the Offering on the same terms and conditions exercisable at any time, in whole or in part, until 30 days
following the closing of the Offering, for market stabilization purposes and to cover over-allotments, if any.
The Company expects to use the net proceeds from the Offering to maintain and advance the Company's
material properties, acquire properties, plant upgrades, drilling, maintenance and refurbishment, community
outreach and communications, licensing and permitting and for general corporate and working capital purposes
in the manner as set forth in the preliminary short form prospectus. In addition, if the Company is not able to
complete a potential loan transaction contemplated by a non-binding term sheet prior to
February 15, 2023
, the
Company expects to use a portion of the proceeds from the Offering to fund amounts required to be paid to
complete the Company's previously announced pending acquisition of the Alta Mesa ISR uranium project (the
"Alta Mesa Acquisition").
The preliminary short form prospectus for the Offering of the Units has been filed with the securities
commissions or similar securities regulatory authorities in each of the provinces of
Canada
except Québec. A
registration statement on Form F-10 (including such prospectus) (the "Registration Statement") has also been
filed with the U.S. Securities and Exchange Commission (the "SEC") for the offering to which this communication
relates but has not yet become effective. The preliminary short form prospectus and the Registration Statement
contain important detailed information relating to the Company and the Offering. The preliminary prospectus is
still subject to completion and amendment. There will not be any sale or acceptance of an offer to buy the
securities until a receipt for the final prospectus has been issued and the Registration Statement becomes
effective.
Before you invest, you should read the prospectus in that Registration Statement and other documents the
Company has filed with the SEC for more complete information about the Company and this Offering. You may
get these documents for free by visiting EDGAR on the SEC Web site at
www.sec.gov
and SEDAR at
www.sedar.com
. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange
to send you the prospectus if you request it in
Canada
from Canaccord Genuity Corp., 40 Temperance Street,
Suite 2100,
Toronto, ON
M5H 0B4 and in
the United States
from Canaccord Genuity LLC, 99 High Street, Suite
1200,
Boston, Massachusetts
02110, Attn: Syndicate Department, by telephone at (617) 371-3900, or by email
at
.
About enCore Energy Corp.
enCore Energy is the most diversified In-Situ Recovery (ISR) uranium development company in
the United
States
and recently announced it entered into a definitive agreement to acquire the Alta Mesa In-Situ Recovery
uranium project. The Alta Mesa Acquisition will position enCore as a leading US-focused ISR uranium company
with the proven management expertise required to advance multiple production opportunities within its portfolio.
enCore is focused on becoming the next uranium producer from its licensed and past-producing South Texas
Rosita Processing Plant by 2023. The
South Dakota
-based Dewey-Burdock project and the Wyoming Gas Hills
project offer mid-term production opportunities, with significant
New Mexico
uranium resource endowments
providing long-term opportunities. The enCore team is led by industry experts with extensive knowledge and
experience in all aspects of ISR uranium operations and the nuclear fuel cycle. enCore is committed to engaging
and working with local communities and indigenous governments to create positive impact from corporate
developments.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.
Cautionary Note Regarding Forward-Looking Statements:
Certain information contained in this news
release, including: any information relating to the Company being a leading uranium company; completion of
the Offering and use of proceeds from the Offering; the ability of the Company to complete the Alta Mesa
Acquisition and to realize the expected benefits of the Alta Mesa Acquisition; the closing of the potential loan
transaction that is contemplated to fund the completion of the Alta Mesa Acquisition; and any other statements
regarding future expectations, beliefs, goals or prospects; may constitute "forward-looking information" and
"forward-looking statements" within the meaning of applicable Canadian and
United States
securities
legislation (collectively, "forward-looking statements"). All statements in this news release that are not
statements of historical fact (including statements containing the words "expects", "is expected", "does not
expect", "plans", "anticipates", "does not anticipate", "believes", "intends", "estimates", "projects", "potential",
"scheduled", "forecast", "budget" and similar expressions or variations (including negative variations) of such
words and phrases, or statements that certain actions, events or results "may", "could", "would", "might" or
"will" be taken) should be considered forward-looking statements. All such forward-looking statements are
subject to important risk factors and uncertainties, many of which are beyond the companies' ability to control
or predict. Forward-looking statements necessarily involve known and unknown risks, including, without
limitation, risks associated with general economic conditions; adverse industry events; risks associated with
accessing additional funding required for the transactions and operations discussed in this news release; the
use of proceeds of the Offering; whether the Company will be able to complete the potential loan transaction
that is contemplated to fund the completion of the Alta Mesa Acquisition; the Company's ability to complete the
Alta Mesa Acquisition; future legislative and regulatory developments; the ability of enCore to implement its
business strategies; and other risks. A number of important factors could cause actual results or events to
differ materially from those indicated or implied by such forward-looking statements, including without
limitation exploration and development risks, changes in commodity prices, access to skilled mining
personnel, the results of exploration and development activities; uninsured risks; regulatory risks; defects in
title; the availability of materials and equipment, timeliness of government approvals and unanticipated
environmental impacts on operations; risks posed by the economic and political environments in which the
Company operates and intends to operate; market instability due to the COVID-19 pandemic; the potential for
losses arising from the expansion of operations into new markets; increased competition; assumptions
regarding market trends and the expected demand and desires for the Company's products and proposed
products; reliance on industry manufacturers, suppliers and others; the failure to adequately protect intellectual
property; the failure to adequately manage future growth; adverse market conditions, the failure to satisfy
ongoing regulatory requirements and factors relating to forward looking statements listed above which include
risks as disclosed in the companies' annual information form filings. Should one or more of these risks
materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results
may vary materially from those described herein as intended, planned, anticipated, believed, estimated or
expected. The Company assumes no obligation to update the information in this communication, except as
required by law. Additional information identifying risks and uncertainties is contained in filings by the
Company with the various securities commissions which are available online at
www.sec.gov and www.sedar.com. Forward-looking statements are provided for the purpose of providing
information about the current expectations, beliefs and plans of management. Such statements may not be
appropriate for other purposes and readers should not place undue reliance on these forward-looking
statements, that speak only as of the date hereof, as there can be no assurance that the plans, intentions or
expectations upon which they are placed will occur. Such information, although considered reasonable by
management at the time of preparation, may prove to be incorrect and actual results may differ materially from
those anticipated. Forward-looking statements contained in this news release are expressly qualified by this
cautionary statement.
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SOURCE
enCore Energy Corp.
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%SEDAR: 00029787E
For further information:
William M. Sheriff, Executive Chairman, 972-333-2214, [email protected],
www.encoreuranium.com
CO: enCore Energy Corp.
CNW 16:19e 24-JAN-23