/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR
DISSEMINATION IN THE UNITED
STATES/
CORPUS CHRISTI, TX,
March 7, 2022 /CNW/ - enCore
Energy Corp. ("enCore" or the "Company")
(TSXV: EU) is pleased to announce that, further to its news release
of March 2, 2022, the Company has
filed a preliminary prospectus dated March
7, 2022 in order to qualify the distribution of
17,050,298 units (the "Units") in the capital of the
Company, at a price of $1.53 per Unit
(the "Issue Price") for aggregate gross proceeds of
$26,086,955.94 (the
"Offering"). Each Unit will be comprised of one common share
of the Company (each, a "Common Share") and one-half of one
Common Share purchase warrant (each whole Common Share purchase
warrant, a "Warrant"). Each full Warrant will entitle the
holder thereof to purchase one Common Share (each, a "Warrant
Share") at a price of $2.00 for a
period of 24 months following the closing date of the Offering (the
"Closing Date"). In addition, the Company will also grant
the Underwriters (as defined below) an option (the
"Over-Allotment Option") to purchase an additional 2,557,544
Units at the Issue Price, exercisable in whole or in part, for a
period of 30 days from and including the Closing Date to cover
over-allotments, if any, and for market stabilization purposes. The
Underwriters shall be under no obligation whatsoever to exercise
the Over-Allotment Option, in whole or in part. The aggregate gross
proceeds of the Offering, if the Over-Allotment Option is exercised
in full, will be $29,999,998.26.
Pursuant to the terms of an underwriting agreement (the
"Underwriting Agreement") between the Company and Clarus
Securities Inc. ("Clarus"), as lead underwriter and sole
bookrunner, PI Financial Corp. and Red Cloud Securities Inc.
(together with Clarus, the "Underwriters"), the Underwriters
will purchase an aggregate of 17,050,298 Units at the Issue Price
for aggregate gross proceeds of $26,086,955.94.
The Company intends to use the net proceeds from the Offering to
maintain and advance the Company's material properties, acquire
properties, plant upgrades, maintenance and refurbishment, and for
general corporate and working capital purposes.
The Units will be offered by way of a short form prospectus to
be filed in each of the provinces of Canada, other than Quebec, on a private placement basis in
the United States pursuant to the
exemptions from the registration requirements of the United
States Securities Act of 1933, as amended (the "U.S.
Securities Act"), provided by Rule 144A or Rule 506(b) of
Regulation D thereunder or in such other manner as to not require
registration under the U.S. Securities Act, and in those
jurisdictions outside of Canada
and the United States which are
agreed to by the Company and the Underwriters, where the Common
Shares can be issued on a private placement basis, exempt from any
prospectus, registration or other similar requirements.
The Offering is expected to close on or about March 24, 2022, and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals, including the approval of the TSX Venture
Exchange.
The securities have not been, and will not be, registered under
the U.S. Securities Act, or any U.S. state securities laws, and may
not be offered or sold in the United
States without registration under the U.S. Securities Act
and all applicable state securities laws or compliance with the
requirements of an applicable exemption therefrom. This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy securities in the
United States, nor shall there be any sale of these
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful.
About enCore
With approximately 90 Million pounds of
U3O8 estimated in the Measured and Indicated
Resource categories, and 9 Million pounds of
U3O8 estimated in the Inferred Resource
category1, enCore is the most diversified in-situ
recovery uranium development company in the United States. 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. For more information, visit
www.encoreuranium.com.
Dr. Douglas H. Underhill, CPG,
the Company's Chief Geologist, and a Qualified Person under
National Instrument 43 101— Standards of Disclosure for Mineral
Projects ("NI 43-101"), has approved the technical
disclosure in this news release.
1Mineral
resource estimates are based on technical reports prepared in
accordance with NI 43-101 and available on SEDAR as well as company
websites at www.encoreuranium.com.
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NEITHER 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 in this news release
constitutes forward-looking statements under applicable securities
laws. Any statements that are contained in this news release that
are not statements of historical fact may be deemed to be
forward-looking statements. Forward-looking statements are often
identified by terms such as "may", "should", "anticipate",
"expect", "potential", "believe", "intend" or the negative of these
terms and similar expressions. Forward-looking statements in this
news release include, but are not limited to, statements with
respect to internal expectations, estimated margins, expectations
for future growing capacity and costs, the completion of any
capital project or expansions. Forward-looking statements
necessarily involve known and unknown risks, including, without
limitation, risks associated with general economic conditions;
adverse industry events; marketing costs; loss of markets; future
legislative and regulatory developments; inability to access
sufficient capital from internal and external sources, and/or
inability to access sufficient capital on favourable terms; income
tax and regulatory matters; the ability of enCore to
implement its business strategies; competition; currency and
interest rate fluctuations and other risks.
Readers are cautioned that the foregoing list is not exhaustive.
Readers are further cautioned not to place undue reliance on
forward-looking statements 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.
SOURCE enCore Energy Corp.