UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE
13a-16 or 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of June, 2015.
Commission File Number 001-36204
ENERGY FUELS INC.
(Translation of registrants name into English)
225 Union Blvd., Suite 600
Lakewood, CO 80228
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will
file annual reports under cover Form 20-F or Form 40-F
Form 20-F [ ] Form 40-F [X]
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Note: Regulation S-T Rule 101(b)(1) only permits the
submission in paper of a Form 6-K if submitted solely to provide an attached
annual report to security holders.
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Note: Regulation S-T Rule 101(b)(7) only permits the
submission in paper of a Form 6-K if submitted to furnish a report or other
document that the registrant foreign private issuer must furnish and make public
under the laws of the jurisdiction in which the registrant is incorporated,
domiciled or legally organized (the registrants home country), or under the
rules of the home country exchange on which the registrants securities are
traded, as long as the report or other document is not a press release, is not
required to be and has not been distributed to the registrants security
holders, and, if discussing a material event, has already been the subject of a
Form 6-K submission or other Commission filing on EDGAR.
SIGNATURE
Pursuant to 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.
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ENERGY FUELS INC. |
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/S/ David C. Frydenlund |
Date: June 24, 2015 |
David C. Frydenlund |
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Senior Vice President, General Counsel &
Corporate Secretary |
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-3-
FORM 51-102F3
MATERIAL CHANGE REPORT
1. |
Name and Address of Company: |
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Energy Fuels Inc. (the Company)
2 Toronto Street, Suite
500
Toronto, Ontario
M5C 2B6 |
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2. |
Date of Material Change: |
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June 18, 2015 |
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3. |
News Release: |
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The press release attached hereto as Schedule A was
disseminated via Marketwired on June 18, 2015 |
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4. |
Summary of Material Change: |
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See the press release attached as Schedule A. |
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5.1 |
Full Description of Material Change: |
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The Company has closed its previously announced
acquisition of Uranerz Energy Corporation (Uranerz). Pursuant to the
acquisition, the Company indirectly acquired all of the issued and
outstanding shares of common stock of Uranerz. Each Uranerz shareholder
will receive 0.255 common shares of the Company for each share of Uranerz
common stock held. In addition, all outstanding options and warrants to
acquire Uranerz shares of common stock now entitle the holder thereof to
acquire 0.255 common shares of the Company on exercise thereof at an
exercise price equal to the exercise price of such option or warrant
divided by 0.255. Uranerz shares of common stock have been delisted from
both the Toronto Stock Exchange and the NYSE MKT. Uranerz will cease to be
a reporting issuer in Canada and will terminate its reporting obligations
with the United States Securities and Exchange Commission. The Companys
common shares will continue to be listed on both the Toronto Stock
Exchange (under the symbol EFR) and the NYSE MKT (under the symbol
UUUU). |
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5.2 |
Disclosure for Restructuring
Transactions: |
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Not applicable. |
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6. |
Reliance on subsection 7.1(2) National Instrument
51-102: |
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This report is not being filed on a confidential basis in
reliance on subsection 7.1(2) or (3) of National Instrument
51-102. |
7. |
Omitted Information: |
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No information has been omitted from this material change
report on the basis that it is confidential information. |
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8. |
Executive Officer: |
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The following executive officer of the Company is
knowledgeable about the material change: |
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David Frydenlund |
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Senior Vice President, General Counsel & Corporate
Secretary |
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303-389-4130 |
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9. |
Date of Report: |
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June 23, 2015 |
Schedule"A"
Energy Fuels Closes Acquisition of
Uranerz Energy
June 18, 2015
Lakewood, Colorado and Casper, Wyoming
Energy Fuels Inc. (NYSE MKT: UUUU, TSX: EFR) (Energy Fuels) and
Uranerz Energy Corporation (NYSE MKT: URZ, TSX: URZ) (Uranerz) are
pleased to announce that Energy Fuels acquisition of Uranerz (the
Transaction) has closed. Further to the press release issued by the Company
earlier today, the U.S. Nuclear Regulatory Commission (NRC) has provided their
required consent to the Transaction, allowing the completion of the Transaction
to occur today.
Pursuant to the Transaction, each Uranerz shareholder received
0.255 Energy Fuels common shares for each share of Uranerz common stock held. In
addition, all outstanding options and warrants to acquire Uranerz shares of
common stock now entitle the holder thereof to acquire 0.255 common shares of
Energy Fuels on exercise thereof at an exercise price equal to the exercise
price of such option or warrant divided by 0.255.
Effective at the closing of the Transaction, and as
contemplated by the Agreement and Plan of Merger governing the Transaction, two
members of the Energy Fuels Board of Directors, Mr. Larry Goldberg and Mr.
Richard Patricio resigned from the Board of Directors, and Mr. Dennis Higgs, the
former Executive Chairman and a Director of Uranerz, and Mr. Glenn Catchpole,
the former Chief Executive Officer and a Director of Uranerz, were appointed as
directors of Energy Fuels to fill the vacancies created by those
resignations.
Stephen P. Antony, President and CEO of Energy Fuels stated:
With the completion of our acquisition of Uranerz, Energy Fuels is clearly
emerging as a leading integrated producer of uranium in the U.S. We now have
competitive ISR and conventional uranium production in our portfolio, the
largest NI 43-101 compliant in-ground uranium resource in the U.S. among
producers, and the ability to significantly increase uranium production in the
future as uranium prices rise. On the marketing side, our combined existing
sales contract portfolio positions us very well among U.S. and international
nuclear utilities and from a balance sheet perspective we also enjoy a strong
working capital position. Our goal is to become the largest uranium mining
company in the U.S., strategically supplying the domestic American nuclear power
market, and this transaction is a major step towards achieving that goal. We
look forward to working with Uranerz employees as we continue to position Energy Fuels for
production and sales growth in an improving global uranium market.
I would also like to take this opportunity to thank Mr.
Goldberg and Mr. Patricio for all of their contributions to Energy Fuels as
Directors over the years, and to welcome Mr. Higgs and Mr. Catchpole to our
Board.
As previously reported, the Transaction was approved by the
respective shareholders of Uranerz and Energy Fuels at their respective special
meetings of shareholders held on June 18, 2015.
Trading in shares of common stock of Uranerz on the NYSE MKT
will be suspended at the open of trading on Friday, June 19, 2015, and Uranerz
common stock will be delisted from both the Toronto Stock Exchange and the NYSE
MKT following closing. Uranerz will cease to be a reporting issuer in Canada and
will terminate its reporting obligations with the United States Securities and
Exchange Commission. Energy Fuels common shares will continue to be listed on
both the Toronto Stock Exchange (under the symbol EFR) and the NYSE MKT (under
the symbol UUUU).
About Energy Fuels
Energy Fuels is a leading integrated US-based uranium
mining company, supplying U3O8 to major nuclear
utilities in the U.S. and globally. Energy Fuels operates two of Americas key
uranium production centers, the White Mesa Mill in Utah and the Nichols Ranch
Processing Facility in Wyoming. The White Mesa Mill is the only conventional
uranium mill operating in the U.S. today and has a licensed capacity of over 8
million pounds of U3O8 per year. The Nichols Ranch
Processing Facility, acquired in the Companys acquisition of Uranerz
Energy Corporation, is an in situ recovery (ISR) production center with a
licensed capacity of 2 million pounds of U3O8 per year.
Energy Fuels also has the largest NI 43-301 compliant uranium resource
portfolio in the U.S. among producers, and uranium mining projects located in a
number of Western U.S. states, including two producing mines, mines on standby,
and mineral properties in various stages of permitting and development. The
Companys common shares are listed on the NYSE MKT under the trading symbol
UUUU, and on the Toronto Stock Exchange under the trading symbol EFR.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain information contained in this news release,
including any information relating to the Companys emergence as a
leading U.S. uranium producer, future production potential and scalability;
positioning in the U.S. market; the goal of becoming the largest uranium
producer in the U.S.; the timing for delisting of the shares of Uranerz common
stock from the NYSE MKT and the TSX; the timing for terminating the reporting
issuer status of Uranerz in Canada and the United States; and any other
statements regarding Energy Fuels future expectations, beliefs, goals or
prospects constitute forward-looking information within the meaning of
applicable 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", "does not expect", "plans", "anticipates", "does not anticipate",
"believes", "intends", "estimates", "projects", "potential", "scheduled",
"forecast", "budget" and similar expressions) should be considered
forward-looking statements. All such forward-looking statements are subject to
important risk factors and uncertainties, many of which are beyond Energy
Fuels ability to control or predict. 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: the Companys emergence as a leading U.S. uranium producer; future
production potential and scalability; positioning in the U.S. market; the goal
of becoming the largest uranium producer in the U.S.; and other risk factors as
described in Energy Fuels and Uranerz most recent annual information forms and annual and quarterly financial reports.
Energy Fuels assumes no obligation to update the information
in this communication, except as otherwise required by law. Additional
information identifying risks and uncertainties is contained in Energy
Fuels and Uranerz respective filings 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 the management of each of Energy Fuels and Uranerz relating to the
future. Readers are cautioned that such statements may not be appropriate for
other purposes. Readers are also cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof.
Investor Inquiries:
Energy Fuels Inc.
Curtis Moore
VP Marketing
and Corporate Development
(303) 974-2140 or Toll free: (888) 864-2125
investorinfo@energyfuels.com
www.energyfuels.com
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