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 prospectus@canaccordgenuity.com.
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.