NexGen Closes US$110 Million Strategic Convertible Debenture Financing
NexGen Closes US$110 Million Strategic Convertible Debenture Financing
Vancouver, BC, September 22, 2023 - NexGen Energy Ltd. (“NexGen” or the “Company”) (TSX: NXE)
(NYSE: NXE) (ASX: NXG) is pleased to announce that it has closed its previously announced non-brokered
private placement (the “Offering”) of US$110 million aggregate principal amount of unsecured convertible
debentures (the “ Debentures”) with Queen’s Road Capital Investment Ltd. (“ QRC”) and Washington H
Soul Pattinson and Company Limited (“WHSP”).
NexGen currently has cash reserves of C$330 million.
Terms of the Debentures
The Debentures carry a 9.0% coupon (the “ Interest”), have a maturity date of September 22, 2028, and
are convertible at the holder’s option into common shares of NexGen (the “ Common Shares ”) at a
conversion price (the “Conversion Price”) of US$6.76 per Common Share, representing a 30% premium
to the volume-weighted average trading price of the Common Shares (the “VWAP”) on the Toronto Stock
Exchange for the five trading days prior to the entering into of the previously announced binding term sheets
with respect to the Debentures.
The Interest is payable semi-annually in arrears beginning on December 10, 2023. Two-thirds of the Interest
(equal to 6% per annum) is payable in cash. One -third of the Interest (equal to 3% per annum) is payable
in common shares issuable at a price equal to the 20 -day VWAP on t he New York Stock Exchange (the
“NYSE”) ending on the third trading day prior to the date such Interest is due.
The Company is entitled, on or after the third anniversary of the issuance of the Debentures, at any time
that the 20-day VWAP on the NYSE exceeds 130% of the Conversion Price, to redeem the Debentures at
par plus accrued and unpaid Interest.
The Company issued an aggregate of 634,615 Common Shares to QRC and WHSP as an establishment
fee in connection with the Offering, representing 3% of the aggregate principal amount of the Debentures.
Strategic Alignment Provisions
In connection with the Offering, the Company entered into an amended and restated investor rights
agreement with QRC, and an investor rights agreement with WHSP, each containing voting alignment,
standstill, and transfer restriction covenants that will app ly (subject to certain exceptions) unless and until
there is a change of control of the Company.
The Company has been advised by QRC and WHSP that, following completion of the Offering, and the
conversion of the 2020 debentures and strategic share purchase noted below, they will hold approximately
2.3% and 1.7%, respectively, of the approximately 518 million outstanding Common Shares (on a non -
diluted basis).
Use of Proceeds
Including the proceeds from the Offering and sales made under the Company’s previously announced at-
the-market equity program, NexGen’s cash reserves are approximately C$330 million available to fund the
continuing development and further exploration of the Company’s mineral properties, and for general
corporate purposes.
Conversion of US$15 Million Convertible Debentures and Strategic Share Purchase
QRC has agreed to provide notice to the indenture trustee, within the next 5 business days, of its election
to convert the entire principal amount of its outstanding US$15 million convertible debentures into Common
Shares. Such debentures were issued by the Company in 2020 with a maturity date of May 27, 2025. The
conversion will occur in accordance with the terms of the existing trust indenture governing such
debentures, resulting in the issuance of approximately 8.6 million Common Shares to QRC (including a
portion of the accrued and unpaid interest on such debentures and at current exchange rates, with the
actual number of Common Shares to be issued dependent on the exchange rate at the time of conversion).
In connection with the Offering, NexGen has been advised that WHSP purchased 8.7 million outstanding
Common Shares from QRC from the equity portion of their 2020 investment into the Company.
Advisors and Legal Counsel
Aitken Mount Capital Partners acted as financial advisors. Farris LLP acted as legal counsel.
About NexGen
NexGen Energy is a Canadian company focused on delivering clean energy fuel for the future. The
Company’s flagship Rook I Project is being optimally developed into the largest low cost producing uranium
mine globally, incorporating the most elite standards in environmental and social governance. The Rook I
Project is supported by a National Instrument 43-101 (“NI 43 -101”) compliant Feasibility Study which
outlines the elite environmental performance and industry leading economics. NexGen is led by a team of
experienced uranium and mining industry professionals with expertise across t he entire mining life cycle,
including exploration, financing, project engineering and construction, operations and closure. NexGen is
leveraging its proven experience to deliver a Project that leads the entire mining industry socially, technically
and en vironmentally. The Project and prospective portfolio in northern Saskatchewan will provide
generational long-term economic, environmental, and social benefits for Saskatchewan, Canada, and the
world.
NexGen is listed on the Toronto Stock Exchange and the New York Stock Exchange under the ticker symbol
“NXE” and on the Australian Securities Exchange under the ticker symbol “NXG”, providing access to global
investors to participate in NexGen ’s mission of solving three major global challenges in decarbonization,
energy security and access to power. The Company is headquartered in Vancouver, British Columbia, with
its primary operations office in Saskatoon, Saskatchewan.
Contact Information:
Leigh Curyer
Chief Executive Officer
NexGen Energy Ltd.
+1 604 428 4112
Travis McPherson
Chief Commercial Officer
NexGen Energy Ltd.
+1 604 428 4112
Monica Kras
Vice President, Corporate Development
NexGen Energy Ltd.
+44 (0) 7307 191933
Technical Disclosure
All technical information in this news release has been reviewed and approved by Kevin Small, NexGen’s
Senior Vice President, Engineering and Operations, a qualified person under National Instrument 43-101.
A technical report in respect of the Feasibility Study is filed on SEDAR + (www.sedarplus.ca) and EDGAR
(www.sec.gov/edgar.shtml) and is available for review on NexGen’s website (www.nexgenenergy.ca).
Cautionary Note to U.S. Investors
This news release includes Mineral Reserves and Mineral Resources classification terms that comply with
reporting standards in Canada and the Mineral Reserves and the Mineral Resources estimates are made in
accordance with NI 43-101. NI 43-101 is a rule developed by the Canadian Securities Administrators that
establishes standards for all public disclosure an issuer makes of scientific and technical information
concerning mineral projects. These standards differ from the requirements of the Securities and Exchange
Commission ( “SEC”) set by the SEC ’s rules that are applicable to domestic United States reporting
companies. Consequently, Mineral Reserves and Mineral Resources information included in this news
release is not c omparable to similar information that would generally be disclosed by domestic U.S.
reporting companies subject to the reporting and disclosure requirements of the SEC Accordingly,
information concerning mineral deposits set forth herein may not be compara ble with information made
public by companies that report in accordance with U.S. standards.
Forward-Looking Information
The information contained herein contains “forward-looking statements” within the meaning of applicable
United States securities laws and regulations and “forward-looking information ” within the meaning of
applicable Canadian securities legislation. “Forward-looking information ” includes, but is not limited to,
statements with respect to mineral reserve and mineral resource estimates, the 2021 Arrow Deposit, Rook
I Project and estimates of uranium production, grade and long -term average uranium prices, anticipated
effects of completed drill results on the Rook I Project, plan ned work programs, completion of further site
investigations and engineering work to support basic engineering of the project and expected outcomes.
Generally, but not always, forward-looking information and statements can be identified by the use of words
such as “plans”, “expects”, “is expected ”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”,
“anticipates”, or “believes” or the negative connotation thereof or variations of such words and phrases or
state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or
“be achieved” or the negative connotation thereof. Statements relating to “mineral resources” are deemed
to be forward-looking information, as they involve the implied assessment that, based on certain estimates
and assumptions, the mineral resources described can be profitably produced in the future.
Forward-looking information and statements are based on the then current expectations, beliefs,
assumptions, estimates and forecasts about NexGen ’s business and the industry and markets in which it
operates. Forward -looking information and statements are made based upon numerous assumptions,
including among others, that the mineral reserve and resources estimates and the key assumptions and
parameters on which such estimates are based are as set out in this news release and the technical report
for the property, the results of planned exploration activities are as anticipated, the price and market supply
of uranium, the cost of planned exploration activities, that financing will be available if and when needed
and on reasonable terms, that third party contractors, equipment, supplies and governmental an d other
approvals required to conduct NexGen’s planned exploration activities will be available on reasonable terms
and in a timely manner and that general business and economic conditions will not change in a materially
adverse manner. Although the assumptions made by the Company in providing forward-looking information
or making forward-looking statements are considered reasonable by management at the time, there can be
no assurance that such assumptions will prove to be accurate in the future.
Forward-looking information and statements also involve known and unknown risks and uncertainties and
other factors, which may cause actual results, performances and achievements of NexGen to differ
materially from any projections of results, performances and achievements of NexGen expressed or implied
by such forward -looking information or statements, including, among others, the existence of negative
operating cash flow and dependence on third party financing, uncertainty of the availability of additional
financing, the risk that pending assay results will not confirm previously announced preliminary results,
conclusions of economic valuations, the risk that actual results of exploration activities will be different than
anticipated, the cost of labour, equipment or materials will increase more than expected, that the future
price of uranium will decline or otherwise not rise to an economic level, the appeal of alternate sources of
energy to uranium-produced energy, that the Canadian dollar will strengthen against th e U.S. dollar, that
mineral resources and reserves are not as estimated, that actual costs or actual results of reclamation
activities are greater than expected, that changes in project parameters and plans continue to be refined
and may result in increase d costs, of unexpected variations in mineral resources and reserves, grade or
recovery rates or other risks generally associated with mining, unanticipated delays in obtaining
governmental, regulatory or First Nations approvals, risks related to First Nati ons title and consultation,
reliance upon key management and other personnel, deficiencies in the Company ’s title to its properties,
uninsurable risks, failure to manage conflicts of interest, failure to obtain or maintain required permits and
licences, risks related to changes in laws, regulations, policy and public perception, as well as those factors
or other risks as more fully described in NexGen’s Annual Information Form dated February 24, 2023 filed
with the securities commissions of all of the provinces of Canada except Quebec and in NexGen’s 40-F filed
with the United States Securities and Exchange Commission, which are available on SEDAR +
at www.sedarplus.ca and Edgar at www.sec.gov.
Although the Company has attempted to identify important factors that could cause actual results to differ
materially from those contained in the forward -looking information or statements or implied by forward -
looking information or statements, there may be other factors that cause results not to be as anticipated,
estimated or intended. Readers are cautioned not to place undue reliance on forward-looking information
or statements due to the inherent uncertainty thereof.
There can be no assurance that forward -looking information and statements will prove to be accurate, as
actual results and future events could differ materially from those anticipated, estimated or intended.
Accordingly, readers should not place undue reliance on forward -looking statements or information. The
Company undertakes no obligation to update or reissue forward -looking information as a result of new
information or events except as required by applicable securities laws.