UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

February 19, 2015
Date of Report (Date of earliest event reported)

Uranerz Energy Corporation
(Exact name of registrant as specified in its charter)

(307) 265-8900
Registrant's telephone number, including area code

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

As previously disclosed, on January 5, 2015, Uranerz Energy Corporation, a Nevada corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Energy Fuels Inc., an Ontario corporation (“Energy Fuels”), and EFR Nevada Corp., a Nevada corporation and wholly owned subsidiary of a subsidiary of Energy Fuels (“Merger Sub”). The Merger Agreement provides for a business combination whereby Merger Sub will merge with and into the Company (the “Merger”), and as a result the Company will continue as the surviving operating corporation and as an indirectly wholly owned subsidiary of Energy Fuels.

BNN Interview

In connection with the merger, Mr. Dennis Higgs, Executive Chairman of the Company, and Mr. Steve Anthony, Chief Executive Officer of Energy Fuels, participated in an interview on the Business News Network (“BNN”) on February 17, 2015 to discuss the Merger and certain other matters. The Company has furnished a transcript of the interview as Exhibit 99.1 hereto (the “Transcript”).

The Transcript is furnished and not filed pursuant to Item 7.01 as Exhibit 99.1 hereto. Such information shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act or the Exchange Act whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

Please see the disclosures set forth under “Item 7.01 Regulation FD Disclosure”, which are incorporated by reference into this Item 8.01.

The Transcript is furnished and not filed pursuant to Item 8.01 as Exhibit 99.1 hereto. Such information shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act or the Exchange Act whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

Additional Information

This communication may be deemed to be solicitation material in respect of the proposed combination of the Company and Energy Fuels. In connection with the proposed business combination, Energy Fuels intends to file relevant materials with the SEC, including a registration statement on Form F-4 that will include a proxy statement of the Company that also constitutes a prospectus of Energy Fuels. STOCKHOLDERS OF THE COMPANY ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE REGISTRATION STATEMENT AND THE PROXY STATEMENT AND PROSPECTUS INCLUDED THEREIN, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the documents free of charge at the SEC’s web site, http://www.sec.gov, and the Company’s stockholders will receive information at an appropriate time on how to obtain transaction-related documents for free from the Company. Such documents are not currently available.

This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.

Safe Harbor Statement

This Current Report on Form 8-K contains forward-looking statements that involve risks, uncertainties, and assumptions that are difficult to predict. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of risks and uncertainties including, without limitation, the parties' ability to consummate the Merger; the conditions to the completion of the Merger, including the receipt of shareholder and regulatory approvals required for the Merger may not be obtained on the terms expected or on the anticipated schedule; the parties' ability to meet expectations regarding the timing, completion and accounting and tax treatments of the Merger; the volatility of the international marketplace; future uranium prices; the ability to raise capital to fund project development; the ability to complete future acquisitions and other risk factors as described from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

URANERZ ENERGY CORPORATION

EXHIBIT INDEX

BNN
BUSNINESS NEWS NETWORK

http://www.bnn.ca/Video/player.aspx?vid=552937
________________________________________________________

Uranium demand to outstrip supply, fuelling prices

Tue, Feb 17, 2015 - 12:20 PM

Steve Antony, president and CEO of Energy Fuels and Dennis Higgs, executive chairman of Uranerz, join The Business News to explain why low uranium prices helped prompt the companies' recent merger. They also explain why an expected rise in demand for uranium over the coming years will help fuel prices.

HOST: The price of uranium's down about 14 percent from the November high. But the market has recently sparked back into life, after years of low prices, triggered, of course, by the Fukushima nuclear disaster.

Joining us to tell us where they expect uranium prices to go over the next year, the President and CEO of Energy Fuels, Steve Antony, and the Executive Chair of Uranerz is Dennis Higgs. Gentlemen, good to have you with us.

MR. HIGGS: Thank you.

MR. ANTONY: Good to be here.

HOST: Now, as far as the, the acquisition here, the, the purchase, 179 million in stock, why combine now?

MR. ANTONY: Well, as you well know, these are difficult times in the uranium business. We are in a low environment. And one of the management techniques is to consolidate in that low environment. And that's the reason why we've looked here.

MR. HIGGS: Sure. You look at a combined entity, the two companies will have the largest resource base -- uranium resource base of any of the U.S. producers.

So, it gives us staying power. It gives us scalability to take on our existing projects and develop them in the future, as uranium price moves up. And prepares us for -- gives us survival today and, and prepares us for the future.

HOST: How far down the road before you see that uranium yellow cake price start to tick up again?

MR. HIGGS: Well, it has been ticking up most recently, actually. We --

HOST: Um-hmm.

MR. HIGGS: We've followed all the analysts. We've used some internal analysis on uranium price. We believe the uranium price will increase over the next several years.

Specifically, you're looking at shortfall -- production shortfalls going into 2018 through '20. And so, we look for a, a bigger increase in uranium price at that time. But I think incremental increases starting most recently and, and through to that, this year and, and going forward.

MR. ANTONY: And you, you take a look at the basic supply/demand metrics of the industry. You know, and the world, be it little known, is embracing nuclear power, certainly because of its environmentally-friendly nature. And you see a number of builds occurring around the world. There's 70 nuclear power plants currently under construction and more to come.

 HOST: And when a, a plant goes online, and, and even long before it goes --

MR. ANTONY: Um-hmm.

HOST: -- online, we, we know that the uranium is such a small cost of an overall --

MR. ANTONY: Um-hmm.

HOST: -- nuclear power plant. But the contracts are generally long-term contracts, as opposed --

MR. ANTONY: Um-hmm.

HOST: -- to the spot prices we were just showing on the screen. So, give us a sense as to how the combined company will be positioned in a long-term contract environment.

MR. ANTONY: Um-hmm. Well, of course, utilities do like to enter into long-term contracts, because they obviously -- the capital cost of a nuclear power plant is higher amongst the other fields available.

So what they do is they go to the market and they look for reliable, de-risk producers that can provide that over a period of time, usually a minimum of five years, which we term a "long-term contract". And they enter into these contracts well before the first megawatt is produced from the power plant.

MR. HIGGS: As, as a combined -- you know, the two companies right now, combined, have six contracts -- long-term contracts that would carry us through -- or not carry us, I shouldn't say.

I should say we have contracts that go through 2020. This year, alone, 2015, the two companies, combined, would have about a million pounds under contract.

MR. ANTONY: Um-hmm.

MR. HIGGS: The price of those contracts would be about $58 a pound, $59 a pound. So that's about 50-percent higher price than the current spot price. So, we've got good contracts now, and they'll last us for a while.

HOST: So then, what does 2020 look like to you, when it comes time to renegotiate. We, we know, you know, Raymond James is --

MR. ANTONY: Um-hmm.

HOST: -- figuring, even by 2018, we could see $70 a pound --

MR. ANTONY: Um-hmm. HOST: -- for yellow cake. MR. ANTONY: Well, that's -- MR. HIGGS: Sure.

MR. ANTONY: -- that's what they'll look at. The time -- usually you renegotiate well before the termination of the contract. In our case, probably 18 months.

HOST: Um-hmm.

MR. ANTONY: We will negotiate. Reopeners -- or renewals of those contracts. But the big thing is that these supply elements, you know, that we'd be looking at are going to go for five years after that, and at robust prices.

HOST: On the topic of robust prices, or perhaps the, the lack thereof, I'm curious to know what your take is on substitution fuels. Particularly natural gas, as cheap as it is right now.

MR. ANTONY: Um-hmm.

HOST: Even heating oil, for that matter. But, particularly on the nat. gas side, with the lower for longer, is that putting pressure on your right now to, to, to, to be -- to get those contracts, considering --

MR. ANTONY: Um-hmm.

HOST: -- it's cheap just to use nat. gas?

MR. ANTONY: Well, you know, natural gas is a, is a fuel for just a natural gas generation unit.

HOST: Sure. You can't take on a nuke plant.

MR. ANTONY: There is no substitute for a nuke plant. So, we don't believe that there's pressure in the long-term to these nuke plants that are being built. Those are the ones that, you know, we deal with and we target in the marketplace.

MR. HIGGS: If you're looking at natural gas, as well, it's more of a local market. It's a -- U.S. natural gas might be cheaper, say, than in other countries of the world. The strongest new build for nuclear facilities right now is in Asia.

HOST: China, specifically.

MR. HIGGS: India, China, China, specifically. Yes.

MR. ANTONY: Um-hmm.

HOST: And, and so how do you get into that market in a bigger way, because it's sounds like the tough job isn't for you guys. It's --

MR. ANTONY: Um-hmm.

HOST: -- for your sales guy.

MR. ANTONY: Um-hmm.

MR. HIGGS: Well, actually, we are not necessarily looking to selling to China right now. Our production, you're looking at the current facilities.

United States has the largest nuclear fleet of any country in the world, at this time. And domestic production in the United States is only about 10 percent of what the consumption of uranium or, or use of uranium is in the United States.

So, we've got a very, very large U.S. market through which we can produce and sell into, right in our own backyard. We don't have to look to necessarily sell uranium in China.

HOST: You don't feel the need to go to China?

MR. ANTONY: No. I don't feel a need at all, because of the demand side here, and the contracts that have been issued recently are for spot or short-duration contracts.

HOST: Um-hmm.

MR. ANTONY: In the U.S. When these utility buyers look down the road and see the market tightening up, they'll come back in for longer contracts. And there's plenty of business to, to capture. It's just going to be at what price. Price drives everything.

HOST: What about Europe? We know that there's been a pushback on nuclear, particularly Germany --

MR. ANTONY: Um-hmm.

HOST: -- etc., because of Fukushima. But there's always been that underlying sentiment that, until the Germans start getting outrageously high electrical bills --

MR. ANTONY: Um-hmm.

HOST: -- that's not going to change the sentiment. But once they do, you'll see those nuclear plants start to come back online. Do you want to be positioned to take advantage of that?

MR. ANTONY: Well, I think we will be positioned to do -- we've had contracts for European utilities in the past. We don't currently have any. But we -- you know, we're used to dealing with the European utility producers.

HOST: But I suppose, to your point, even if you aren't in regions like Asia, etc., that invisible --

MR. ANTONY: Um-hmm.

HOST: -- hand will raise the price globally, so you can capture the benefit, even if you're not in that part of the world.

MR. ANTONY: Um-hmm. Yes. I believe that's correct.

HOST: Gentlemen, thank you so much for your time and insight, and all the best to you.

MR. HIGGS: Thank you.

MR. ANTONY: Thank you.

HOST: Steve Antony is the President and CEO of Energy Fuels, and Dennis Higgs, the Executive Chairman of Uranerz.

(End of interview.)