NYSE American:EU
TSXV:EU
DALLAS, June 26,
2023 /CNW/ - enCore Energy Corp.
("enCore" or the "Company") (NYSE American: EU)
(TSXV: EU) announces that it has entered into a Controlled Equity
OfferingSM Sales Agreement dated as of June 26, 2023 (the "Sales Agreement") with
Cantor Fitzgerald Canada Corporation and Cantor Fitzgerald &
Co. (together, the "Lead Agents"), and Canaccord Genuity
Corp., Canaccord Genuity LLC, Haywood Securities Inc., PI Financial
Corp., and Jett Capital Advisors, LLC (together with the Lead
Agents, the "Agents"). Pursuant to the Sales Agreement, the
Company will be entitled, at its discretion from time-to-time
during the term of the Sales Agreement, to sell, through the Lead
Agents, such number of common shares of the Company (the "Common
Shares") that would result in aggregate gross proceeds to the
Company of up to US$70,000,000 (the
"Offering" or "ATM Facility"). Sales of the Common
Shares, if any, will be made in "at-the-market distributions", as
defined in National Instrument 44-102 – Shelf Distributions,
directly on the TSXV, the NYSE American ("NYSE American") or
on any other existing trading market in Canada or the United
States or as otherwise agreed between the Lead Agents and
the Company.
The ATM Facility can be in effect until the aggregate gross
sales proceeds of common shares sold pursuant to the Sales
Agreement equals US$70,000,000,
unless terminated prior to such date by enCore or otherwise in
accordance with the Sales Agreement. Net proceeds from the ATM
Facility, if any, will be used for corporate purposes as described
in the Prospectus Supplement referenced below.
William M. Sheriff, enCore's
Executive Chairman stated: "The At-The-Market (ATM) Offering
provides enCore access to funds with greater flexibility and lower
costs than more traditional financings. We expect to use the ATM to
fund items including possible future acquisitions and to accelerate
the exploration and development of our advanced mineral
properties. Any shares issued under the ATM will be fully
disclosed in our financial statements."
The Offering will be made by way of a prospectus supplement
dated June 26, 2023 (the
"Prospectus Supplement") to the Company's existing Canadian
short form base shelf prospectus of US$140
million and U.S. registration statement on Form F-10, as
amended (File No. 333-272609), dated June
12, 2023 and June 20, 2023,
respectively (collectively, the "Offering Documents"). The
Prospectus Supplement will be filed with Securities Commissions in
Canada and the U.S. Securities and
Exchange Commission (the "SEC"). The Offering Documents will
contain important detailed information about the securities being
offered. Before you invest, you should read the Offering Documents
and the documents incorporated therein for more complete
information about the Company and the Offering. Copies of the Sales
Agreement and the Offering Documents will be available for free by
visiting the Company's profiles on the SEDAR website maintained by
the Canadian Securities Administrators at www.sedar.com or the
SEC's website at www.sec.gov, as applicable.
The common shares that may be issued by the Company under the
ATM Facility have been conditionally approved for listing on the
TSXV and have been approved for listing on the NYSE American.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities, nor will there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
About enCore Energy Corp.
enCore Energy Corp.,
America's Clean Energy Company™, is committed to providing clean,
reliable, and affordable domestic nuclear energy by becoming the
next United States uranium
producer in 2023. enCore solely utilizes In-Situ Recovery (ISR) for
uranium extraction, a well-known and proven technology co-developed
by the leaders at enCore Energy. In-Situ Recovery extracts uranium
in a non-invasive process using natural groundwater and oxygen,
coupled with a proven ion exchange process, to recover the uranium.
Uranium production is planned at enCore's licensed and
past-producing South Texas Rosita Processing Plant in 2023, and at
its licensed and past-producing South Texas Alta Mesa Processing
Plant in 2024.
Future projects in enCore's production pipeline include the
Dewey-Burdock project in South
Dakota and the Gas Hills project in Wyoming, along with significant uranium
resource endowments in New Mexico
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 diligently works to realize value from other owned assets,
including our proprietary uranium database that includes technical
information from many past producing companies, from our various
non-core assets, and by leveraging our ISR expertise in researching
opportunities that support the use of this technology as applied to
other metals. enCore is also committed to working with local
communities and indigenous governments to create positive impact
from corporate developments.
Neither the NYSE American nor the TSX Venture Exchange or its
Regulation Services Provider (as that term is defined in 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 ATM Offering; and any other statements
regarding future expectations, beliefs, goals or prospects; may
constitute "forward-looking information" within the meaning of
applicable Canadian securities laws and "forward-looking
statements" within the meaning of the United States Securities Act
of 1933, as amended, and the United States Securities Exchange Act
of 1934, as amended (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 company's
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; future legislative and regulatory
developments; the ability of enCore to implement its business
strategies; the ability of the Agents to sell the common shares
pursuant to the ATM; 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; production
risks; 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; increased competition;
assumptions regarding market trends and the expected demand and
desires for the Company's products and proposed products; reliance
on industry equipment 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 Company's 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 based 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.