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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Energy Fuels Inc | AMEX:UUUU | AMEX | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.07 | 1.15% | 6.16 | 6.32 | 6.125 | 6.21 | 2,520,050 | 23:53:20 |
Ontario
|
98-1067994
|
(State or other jurisdiction of incorporation or
organization)
|
(I.R.S. Employer Identification No.)
|
225 Union Blvd., Suite 600
|
|
Lakewood, Colorado
|
80228
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
Large Accelerated Filer [ ]
|
Accelerated Filer [X]
|
Non-Accelerated Filer [ ]
|
Smaller Reporting Company [ ]
|
|
Page
|
PART I – FINANCIAL INFORMATION
|
|
PART II – OTHER INFORMATION
|
|
SIGNATURES
|
•
|
risks associated with mineral reserve and resource estimates, including the risk of errors in assumptions or methodologies;
|
•
|
risks associated with estimating mineral extraction and recovery, forecasting future price levels necessary to support mineral extraction and recovery, and the Company’s ability to increase mineral extraction and recovery in response to any increases in commodity prices or other market conditions;
|
•
|
uncertainties and liabilities inherent to conventional mineral extraction and recovery and/or in-situ uranium recovery operations;
|
•
|
geological, technical and processing problems, including unanticipated metallurgical difficulties, less than expected recoveries, ground control problems, process upsets, and equipment malfunctions;
|
•
|
risks associated with labor costs, labor disturbances, and unavailability of skilled labor;
|
•
|
risks associated with the availability and/or fluctuations in the costs of raw materials and consumables used in the Company’s production processes;
|
•
|
risks associated with environmental compliance and permitting, including those created by changes in environmental legislation and regulation, and delays in obtaining permits and licenses that could impact expected mineral extraction and recovery levels and costs;
|
•
|
actions taken by regulatory authorities with respect to mineral extraction and recovery activities;
|
•
|
risks associated with the Company’s dependence on third parties in the provision of transportation and other critical services;
|
•
|
risks associated with the ability of the Company to extend or renew land tenure, including mineral leases and surface use agreements, on favorable terms or at all;
|
•
|
risks associated with the ability of the Company to negotiate access rights on certain properties on favorable terms or at all;
|
•
|
the adequacy of the Company's insurance coverage;
|
•
|
uncertainty as to reclamation and decommissioning liabilities;
|
•
|
the ability of the Company’s bonding companies to require increases in the collateral required to secure reclamation obligations;
|
•
|
the potential for, and outcome of, litigation and other legal proceedings, including potential injunctions pending the outcome of such litigation and proceedings;
|
•
|
the ability of the Company to meet its obligations to its creditors;
|
•
|
risks associated with paying off indebtedness at its maturity;
|
•
|
risks associated with the Company’s relationships with its business and joint venture partners;
|
•
|
failure to obtain industry partner, government, and other third party consents and approvals, when required;
|
•
|
competition for, among other things, capital, mineral properties, and skilled personnel;
|
•
|
failure to complete proposed acquisitions and incorrect assessments of the value of completed acquisitions;
|
•
|
risks posed by fluctuations in share price levels, exchange rates and interest rates, and general economic conditions;
|
•
|
risks inherent in the Company’s and industry analysts’ forecasts or predictions of future uranium and vanadium price levels;
|
•
|
fluctuations in the market prices of uranium and vanadium, which are cyclical and subject to substantial price fluctuations;
|
•
|
failure to obtain suitable uranium sales terms, including spot and term sale contracts;
|
•
|
risks associated with asset impairment as a result of market conditions;
|
•
|
risks associated with lack of access to markets and the ability to access capital;
|
•
|
the market price of Energy Fuels’ securities;
|
•
|
public resistance to nuclear energy or uranium extraction and recovery;
|
•
|
uranium industry competition and international trade restrictions;
|
•
|
risks related to higher than expected costs related to our Nichols Ranch Project and Canyon Project;
|
•
|
risks related to securities regulations;
|
•
|
risks related to stock price and volume volatility;
|
•
|
risks related to our ability to maintain our listing on the NYSE MKT and Toronto Stock Exchanges;
|
•
|
risks related to our ability to maintain our inclusion in various stock indices;
|
•
|
risks related to dilution of currently outstanding shares;
|
•
|
risks related to our lack of dividends;
|
•
|
risks related to recent market events;
|
•
|
risks related to our issuance of additional common shares;
|
•
|
risks related to acquisition and integration issues;
|
•
|
risks related to defects in title to our mineral properties;
|
•
|
risks related to our outstanding debt; and
|
•
|
risks related to our securities.
|
|
For the three months ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
Revenue
|
$
|
3,756
|
|
|
$
|
17,996
|
|
Costs and expenses applicable to revenue
|
2,071
|
|
|
12,143
|
|
||
Development, permitting and land holding
|
3,323
|
|
|
7,442
|
|
||
Standby costs
|
1,206
|
|
|
2,166
|
|
||
Abandonment of mineral properties
|
245
|
|
|
—
|
|
||
Accretion of asset retirement obligation
|
345
|
|
|
175
|
|
||
Selling costs
|
70
|
|
|
74
|
|
||
Intangible asset amortization
|
205
|
|
|
219
|
|
||
General and administration
|
4,428
|
|
|
3,828
|
|
||
Costs directly attributable to acquisitions
|
—
|
|
|
326
|
|
||
Total operating loss
|
(8,137
|
)
|
|
(8,377
|
)
|
||
|
|
|
|
||||
Interest expense
|
(542
|
)
|
|
(576
|
)
|
||
Other income (expense)
|
(1,917
|
)
|
|
88
|
|
||
Net loss
|
(10,596
|
)
|
|
(8,865
|
)
|
||
|
|
|
|
||||
Items that may be reclassified in the future to profit and loss
|
|
|
|
||||
Foreign currency translation adjustment
|
(196
|
)
|
|
(801
|
)
|
||
Unrealized gain on available-for-sale assets
|
440
|
|
|
83
|
|
||
Other comprehensive income (loss)
|
244
|
|
|
(718
|
)
|
||
Comprehensive loss
|
$
|
(10,352
|
)
|
|
$
|
(9,583
|
)
|
|
|
|
|
||||
Net loss attributable to:
|
|
|
|
||||
Owners of the Company
|
$
|
(10,508
|
)
|
|
$
|
(8,808
|
)
|
Non-controlling interests
|
(88
|
)
|
|
(57
|
)
|
||
|
$
|
(10,596
|
)
|
|
$
|
(8,865
|
)
|
Comprehensive loss attributable to:
|
|
|
|
||||
Owners of the Company
|
$
|
(10,264
|
)
|
|
$
|
(9,526
|
)
|
Non-controlling interests
|
(88
|
)
|
|
(57
|
)
|
||
|
$
|
(10,352
|
)
|
|
$
|
(9,583
|
)
|
|
|
|
|
||||
Basic and diluted loss per share
|
$
|
(0.15
|
)
|
|
$
|
(0.19
|
)
|
|
As of
|
||||||
|
March 31, 2017
|
|
|
December 31, 2016
|
|
||
ASSETS
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
12,164
|
|
|
$
|
16,901
|
|
Trade and other receivables
|
498
|
|
|
364
|
|
||
Inventories
|
20,332
|
|
|
16,761
|
|
||
Prepaid expenses and other assets
|
2,609
|
|
|
2,104
|
|
||
Total current assets
|
35,603
|
|
|
36,130
|
|
||
Notes receivable and other
|
1,663
|
|
|
1,146
|
|
||
Plant and equipment
|
36,126
|
|
|
37,582
|
|
||
Mineral properties
|
92,380
|
|
|
92,625
|
|
||
Intangible assets
|
5,594
|
|
|
5,799
|
|
||
Restricted cash
|
25,089
|
|
|
23,175
|
|
||
Total assets
|
$
|
196,455
|
|
|
$
|
196,457
|
|
|
|
|
|
||||
LIABILITIES & EQUITY
|
|
|
|
||||
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable and accrued liabilities
|
$
|
5,177
|
|
|
$
|
5,756
|
|
Current portion of asset retirement obligation
|
32
|
|
|
32
|
|
||
Current portion of loans and borrowings
|
6,573
|
|
|
6,319
|
|
||
Total current liabilities
|
11,782
|
|
|
12,107
|
|
||
Warrant liabilities
|
6,122
|
|
|
3,912
|
|
||
Deferred revenue
|
2,339
|
|
|
2,339
|
|
||
Asset retirement obligation
|
17,249
|
|
|
17,001
|
|
||
Loans and borrowings
|
23,230
|
|
|
23,235
|
|
||
Total liabilities
|
60,722
|
|
|
58,594
|
|
||
Equity
|
|
|
|
||||
Share capital
Common shares, without par value, unlimited shares authorized; shares issued and outstanding 70,219,864 at March 31, 2017 and 66,205,153 at December 31, 2016 |
420,556
|
|
|
412,334
|
|
||
Accumulated deficit
|
(292,029
|
)
|
|
(281,521
|
)
|
||
Accumulated other comprehensive income
|
3,552
|
|
|
3,308
|
|
||
Total shareholders' equity
|
132,079
|
|
|
134,121
|
|
||
Non-controlling interests
|
3,654
|
|
|
3,742
|
|
||
Total equity
|
135,733
|
|
|
137,863
|
|
||
Total liabilities and equity
|
$
|
196,455
|
|
|
$
|
196,457
|
|
|
|
|
|
||||
Commitments and contingencies (Note 12)
|
|
|
|
|
|
||
|
|
|
|
|
Common Stock
|
|
Deficit
|
|
Accumulated
other
comprehensive
income
|
|
Total
shareholders'
equity
|
|
Non-controlling
interests
|
|
Total equity
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
|
|
|
|
||||||||||||||||||
Balance at December 31, 2016
|
66,205,153
|
|
|
$
|
412,334
|
|
|
$
|
(281,521
|
)
|
|
$
|
3,308
|
|
|
$
|
134,121
|
|
|
$
|
3,742
|
|
|
$
|
137,863
|
|
Net loss
|
—
|
|
|
—
|
|
|
(10,508
|
)
|
|
—
|
|
|
(10,508
|
)
|
|
(88
|
)
|
|
(10,596
|
)
|
||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
244
|
|
|
244
|
|
|
—
|
|
|
244
|
|
||||||
Shares issued for cash by at-the-market offering
|
3,158,825
|
|
|
7,175
|
|
|
—
|
|
|
—
|
|
|
7,175
|
|
|
—
|
|
|
7,175
|
|
||||||
Share issuance cost
|
—
|
|
|
(210
|
)
|
|
—
|
|
|
—
|
|
|
(210
|
)
|
|
—
|
|
|
(210
|
)
|
||||||
Share-based compensation
|
—
|
|
|
1,041
|
|
|
—
|
|
|
—
|
|
|
1,041
|
|
|
—
|
|
|
1,041
|
|
||||||
Shares issued for the vesting of restricted stock units
|
752,580
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Shares issued for consulting services
|
103,306
|
|
|
216
|
|
|
—
|
|
|
—
|
|
|
216
|
|
|
—
|
|
|
216
|
|
||||||
Balance at March 31, 2017
|
70,219,864
|
|
|
$
|
420,556
|
|
|
$
|
(292,029
|
)
|
|
$
|
3,552
|
|
|
$
|
132,079
|
|
|
$
|
3,654
|
|
|
$
|
135,733
|
|
|
For the three months ended
|
||||||
|
March 31,
|
||||||
|
2017
|
|
2016
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net loss for the period
|
$
|
(10,596
|
)
|
|
$
|
(8,865
|
)
|
Items not involving cash:
|
|
|
|
||||
Depletion, depreciation and amortization
|
508
|
|
|
318
|
|
||
Stock-based compensation
|
1,041
|
|
|
666
|
|
||
Change in value of convertible debentures
|
922
|
|
|
561
|
|
||
Change in value of warrant liabilities
|
2,193
|
|
|
(253
|
)
|
||
Accretion of asset retirement obligation
|
345
|
|
|
175
|
|
||
Unrealized foreign exchange gains (losses)
|
296
|
|
|
(207
|
)
|
||
Abandonment of mineral properties
|
245
|
|
|
—
|
|
||
Other non- cash (income) expenses
|
242
|
|
|
(482
|
)
|
||
Changes in assets and liabilities
|
|
|
|
||||
(Increase) decrease in inventories
|
(2,420
|
)
|
|
8,736
|
|
||
Increase in trade and other receivables
|
(134
|
)
|
|
(6,501
|
)
|
||
(Increase) decrease in prepaid expenses and other assets
|
(505
|
)
|
|
370
|
|
||
Decrease in accounts payable and accrued liabilities
|
(1,119
|
)
|
|
(3,205
|
)
|
||
Changes in deferred revenue
|
—
|
|
|
232
|
|
||
Cash paid for reclamation and remediation activities
|
(97
|
)
|
|
(248
|
)
|
||
|
(9,079
|
)
|
|
(8,703
|
)
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Purchase of plant and equipment
|
—
|
|
|
(93
|
)
|
||
Change in cash deposited with regulatory agencies for asset retirement obligations
|
(1,913
|
)
|
|
—
|
|
||
Sale of mineral properties held for sale
|
—
|
|
|
845
|
|
||
|
(1,913
|
)
|
|
752
|
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Issuance of common shares for cash
|
6,965
|
|
|
11,503
|
|
||
Option and warrant exercises
|
—
|
|
|
3
|
|
||
Repayment of loans and borrowings
|
(789
|
)
|
|
(808
|
)
|
||
|
6,176
|
|
|
10,698
|
|
||
|
|
|
|
||||
CHANGE IN CASH AND CASH EQUIVALENTS DURING THE PERIOD
|
(4,816
|
)
|
|
2,747
|
|
||
Effect of exchange rate fluctuations on cash held in foreign currencies
|
79
|
|
|
791
|
|
||
Cash and cash equivalents - beginning of period
|
16,901
|
|
|
12,965
|
|
||
CASH AND CASH EQUIVALENTS - END OF PERIOD
|
$
|
12,164
|
|
|
$
|
16,503
|
|
|
|
|
|
||||
Supplemental disclosure of cash flow information:
|
|
|
|
||||
Net cash paid during the period for:
|
|
|
|
||||
Interest
|
$
|
202
|
|
|
$
|
246
|
|
|
1.
|
THE COMPANY AND DESCRIPTION OF BUSINESS
|
2.
|
BASIS OF PRESENTATION
|
3.
|
INVENTORIES
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Concentrates and work-in-progress
|
$
|
17,637
|
|
|
$
|
13,788
|
|
Raw materials and consumables
|
2,695
|
|
|
2,973
|
|
||
|
$
|
20,332
|
|
|
$
|
16,761
|
|
4.
|
PLANT AND EQUIPMENT AND MINERAL PROPERTIES
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
|
Cost
|
|
Accumulated
Depreciation
|
|
Net Book Value
|
|
Cost
|
|
Accumulated
Depreciation
|
|
Net Book
Value
|
||||||||||||
Plant and equipment
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Nichols Ranch
|
$
|
29,210
|
|
|
$
|
(7,915
|
)
|
|
$
|
21,295
|
|
|
$
|
29,210
|
|
|
$
|
(6,804
|
)
|
|
$
|
22,406
|
|
Alta Mesa
|
13,626
|
|
|
(690
|
)
|
|
12,936
|
|
|
13,626
|
|
|
(456
|
)
|
|
13,170
|
|
||||||
Equipment and other
|
13,367
|
|
|
(11,472
|
)
|
|
1,895
|
|
|
13,367
|
|
|
(11,361
|
)
|
|
2,006
|
|
||||||
Plant and equipment total
|
$
|
56,203
|
|
|
$
|
(20,077
|
)
|
|
$
|
36,126
|
|
|
$
|
56,203
|
|
|
$
|
(18,621
|
)
|
|
$
|
37,582
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Mineral properties
|
|
|
|
||||
In-situ recovery ("ISR")
|
|
|
|
||||
Uranerz ISR properties (a)
|
$
|
34,815
|
|
|
$
|
35,060
|
|
In-situ recovery total
|
$
|
34,815
|
|
|
$
|
35,060
|
|
Conventional
|
|
|
|
||||
Sheep Mountain
|
34,183
|
|
|
34,183
|
|
||
Roca Honda
|
22,095
|
|
|
22,095
|
|
||
Other
|
1,287
|
|
|
1,287
|
|
||
Conventional total
|
57,565
|
|
|
57,565
|
|
||
Mineral properties total
|
$
|
92,380
|
|
|
$
|
92,625
|
|
a)
|
In the three months ended
March 31, 2017
, the Company did not renew certain mineral leases and recorded abandonment expense of
$0.25 million
in the statement of operations (March 31, 2016 - $
Nil
).
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Asset retirement obligation, beginning of period
|
$
|
17,033
|
|
|
$
|
8,573
|
|
Revision of estimate
|
—
|
|
|
4,186
|
|
||
Acquired in asset acquisitions or business combinations
|
—
|
|
|
5,454
|
|
||
Accretion of liabilities
|
345
|
|
|
906
|
|
||
Settlements
|
(97
|
)
|
|
(2,086
|
)
|
||
Asset retirement obligation, end of period
|
$
|
17,281
|
|
|
$
|
17,033
|
|
Asset retirement obligation:
|
|
|
|
||||
Current
|
$
|
32
|
|
|
$
|
32
|
|
Non-current
|
17,249
|
|
|
17,001
|
|
||
Asset retirement obligation, end of period
|
$
|
17,281
|
|
|
$
|
17,033
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Restricted cash, beginning of period
|
$
|
23,175
|
|
|
$
|
12,980
|
|
Restricted cash from acquisitions
|
—
|
|
|
4,532
|
|
||
Additional collateral posted
|
—
|
|
|
5,663
|
|
||
Release of collateral related to change in surety agents
|
(10,811
|
)
|
|
—
|
|
||
Posting of collateral with new surety agents
|
12,725
|
|
|
—
|
|
||
Restricted cash, end of period
|
$
|
25,089
|
|
|
$
|
23,175
|
|
6.
|
LOANS AND BORROWINGS
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Current portion of loans and borrowings:
|
|
|
|
||||
Convertible debentures (a)
|
$
|
3,303
|
|
|
$
|
3,095
|
|
Wyoming Industrial Development Revenue Bond loan (b)
|
3,270
|
|
|
3,224
|
|
||
Total current loans and borrowings
|
$
|
6,573
|
|
|
$
|
6,319
|
|
Long-term loans and borrowings:
|
|
|
|
||||
Convertible debentures (a)
|
$
|
13,211
|
|
|
$
|
12,381
|
|
Wyoming Industrial Development Revenue Bond loan (b)
|
10,019
|
|
|
10,854
|
|
||
Total long-term loans and borrowings
|
$
|
23,230
|
|
|
$
|
23,235
|
|
(a)
|
On July 24, 2012, the Company completed a bought deal public offering of
22,000
floating-rate convertible unsecured subordinated debentures originally maturing June 30, 2017 (the “Debentures”) at a price of Cdn
$1,000
per Debenture for gross proceeds of
Cdn$21.55 million
(the “Offering”). The Debentures are convertible into Common Shares at the option of the holder. Interest is paid in cash and in addition, unless an event of default has occurred and is continuing, the Company may elect, from time to time, subject to applicable regulatory approval, to satisfy its obligation to pay interest on the Debentures, on the date it is payable under the indenture: (i) in cash; (ii) by delivering sufficient common shares to the debenture trustee, for sale, to satisfy the interest obligations in accordance with the indenture in which event holders of the Debentures will be entitled to receive a cash payment equal to the proceeds of the sale of such common shares; or (iii) any combination of (i) and (ii).
|
(b)
|
The Company, upon its acquisition of Uranerz in 2015, assumed a loan through the Wyoming Industrial Development Revenue Bond program (the "Loan"). The Loan has an annual interest rate of
5.75%
and is repayable over
seven
years, maturing on October 15, 2020. The Loan originated on December 3, 2013 and required the payment of interest only for the first year, with the amortization of principal plus interest over the remaining
six
years. The Loan can be repaid earlier than its maturity date if the Company so chooses without penalty or premium. The Loan is secured by most of the assets of the Company’s wholly owned subsidiary, Uranerz, including mineral properties, the processing facility, and equipment as well as an assignment of all of Uranerz’ rights, title and interest in and to its product sales contracts and other agreements. Uranerz is also subject to dividend restrictions. Principal and interest are paid on a quarterly basis on the first day of January, April, July and October. At
March 31, 2017
the loan had an outstanding balance of
$13.29 million
of which the current portion of the note was
$3.27 million
.
|
7.
|
CAPITAL STOCK
|
a)
|
In the
three
months ended
March 31, 2017
, The Company issued
3,158,825
Common Shares under the Company’s “at-the-market” offering (the “ATM”) for net proceeds of
$6.97 million
.
|
Month Issued
|
Expiry Date
|
|
Exercise Price
Cdn$
|
|
Warrants
Outstanding
|
|
June 2012(1)
|
June 22, 2017
|
|
13.25
|
|
351,025
|
|
June 2013(1)
|
June 15, 2017
|
|
9.50
|
|
456,948
|
|
(1)
|
The expiration date for these warrants was extended by one year on March 24, 2016.
|
Month Issued
|
Expiry Date
|
|
Exercise Price
USD$
|
|
Warrants
Outstanding
|
|
Fair value at
March 31, 2017 |
||||
March 2016 (a)
|
March 14, 2019
|
|
3.20
|
|
|
2,515,625
|
|
|
1,459
|
|
|
September 2016
|
September 20, 2021
|
|
2.45
|
|
|
4,168,750
|
|
|
4,663
|
|
|
|
|
|
|
|
|
|
$
|
6,122
|
|
*
|
Expected volatility is measured based on the Company’s historical share price volatility over the expected life of the warrants.
|
8.
|
BASIC AND DILUTED LOSS PER COMMON SHARE
|
|
Three months ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Loss attributable to shareholders
|
$
|
(10,508
|
)
|
|
$
|
(8,808
|
)
|
Basic and diluted weighted average number
|
|
|
|
||||
of common shares outstanding
|
68,761,350
|
|
|
47,660,414
|
|
||
Loss per common share
|
$
|
(0.15
|
)
|
|
$
|
(0.19
|
)
|
9.
|
SHARE-BASED PAYMENTS
|
Risk-free interest rate
|
1.93%
|
|
Expected life
|
5.0 years
|
*
|
Expected volatility
|
62.95%
|
|
Expected dividend yield
|
0.00%
|
|
Weighted-average expected life of option
|
5.00
|
|
Weighted-average grant date fair value
|
$1.19
|
|
*
|
Expected volatility is measured based on the Company’s historical share price volatility over a period equivalent to the expected life of the options.
|
|
Range of Exercise Prices
$ |
|
Weighted Average
Exercise Price $ |
|
Number of
Options |
|||
Balance, December 31, 2015
|
2.55 - 32.10
|
|
|
6.54
|
|
|
2,122,897
|
|
Granted
|
2.12 - 2.22
|
|
|
2.13
|
|
|
449,537
|
|
Exercised
|
2.12
|
|
|
2.12
|
|
|
(8,369
|
)
|
Forfeited
|
2.12 - 18.99
|
|
|
5.52
|
|
|
(317,960
|
)
|
Expired
|
2.95 - 32.03
|
|
|
8.03
|
|
|
(200,962
|
)
|
Balance, December 31, 2016
|
2.12 - 15.61
|
|
|
5.69
|
|
|
2,045,143
|
|
Granted
|
2.35
|
|
|
2.35
|
|
|
732,328
|
|
Exercised
|
—
|
|
|
—
|
|
|
—
|
|
Forfeited
|
2.12 - 8.63
|
|
|
3.39
|
|
|
(30,283
|
)
|
Expired
|
11.63 - 12.55
|
|
|
11.69
|
|
|
(66,725
|
)
|
Balance, March 31, 2017
|
2.12 - 15.61
|
|
|
4.67
|
|
|
2,680,463
|
|
|
Number of shares
|
|
Weighted Average Grant- Date Fair Value
|
|||
Non-vested December 31, 2016
|
227,178
|
|
|
$
|
1.48
|
|
Granted
|
732,328
|
|
|
1.19
|
|
|
Vested
|
(483,104
|
)
|
|
1.31
|
|
|
Forfeited
|
(9,258
|
)
|
|
1.47
|
|
|
Non-vested March 31, 2017
|
467,144
|
|
|
$
|
1.21
|
|
|
RSU
|
|||||
|
Number of shares
|
|
Weighted Average Grant- Date Fair Value
|
|||
Non-vested December 31, 2016
|
1,330,469
|
|
|
$
|
2.37
|
|
Granted
|
1,131,760
|
|
|
2.51
|
|
|
Vested
|
(752,580
|
)
|
|
2.35
|
|
|
Forfeited
|
(33,019
|
)
|
|
2.12
|
|
|
Non-vested March 31, 2017
|
1,676,630
|
|
|
$
|
2.48
|
|
10.
|
INCOME TAXES
|
11.
|
SUPPLEMENTAL FINANCIAL INFORMATION
|
|
Three months ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Uranium concentrates
|
$
|
3,497
|
|
|
$
|
17,978
|
|
Alternate feed materials processing and other
|
259
|
|
|
18
|
|
||
Revenues
|
$
|
3,756
|
|
|
$
|
17,996
|
|
|
Three months ended
March 31, |
||||||
|
2017
|
|
2016
|
||||
Interest income
|
$
|
29
|
|
|
$
|
20
|
|
Change in value of investments accounted at fair value
|
499
|
|
|
69
|
|
||
Change in value of warrant liabilities
|
(2,193
|
)
|
|
253
|
|
||
Change in value of convertible debentures
|
(922
|
)
|
|
(561
|
)
|
||
Sale of surplus assets
|
793
|
|
|
—
|
|
||
Other
|
(123
|
)
|
|
307
|
|
||
Other income (expense)
|
$
|
(1,917
|
)
|
|
$
|
88
|
|
12.
|
COMMITMENTS AND CONTINGENCIES
|
13.
|
SEGMENT INFORMATION
|
|
|
|
|
|
Non-Operating
|
|
|
||||||||
|
Operating Segments
|
|
Segments
|
|
|
||||||||||
Three months ended March 31, 2017
|
Conventional
|
|
ISR
|
|
Corporate & Other
|
|
Total
|
||||||||
Revenue
|
$
|
3,756
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
3,756
|
|
|
Costs and expenses applicable to revenue
|
2,071
|
|
|
—
|
|
|
—
|
|
|
2,071
|
|
||||
Impairment of inventories
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Development, permitting and land holding
|
2,912
|
|
|
411
|
|
|
—
|
|
|
3,323
|
|
||||
Standby costs
|
429
|
|
|
777
|
|
|
—
|
|
|
1,206
|
|
||||
Abandonment of mineral properties
|
—
|
|
|
245
|
|
|
—
|
|
|
245
|
|
||||
Accretion of asset retirement obligation
|
170
|
|
|
175
|
|
|
—
|
|
|
345
|
|
||||
Selling costs
|
70
|
|
|
—
|
|
|
—
|
|
|
70
|
|
||||
Intangible asset amortization
|
205
|
|
|
—
|
|
|
—
|
|
|
205
|
|
||||
General and administration
|
775
|
|
|
228
|
|
|
3,425
|
|
|
4,428
|
|
||||
Total operating loss
|
(2,876
|
)
|
|
(1,836
|
)
|
|
(3,425
|
)
|
|
(8,137
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
—
|
|
|
—
|
|
|
(542
|
)
|
|
(542
|
)
|
||||
Other expense
|
—
|
|
|
—
|
|
|
(1,917
|
)
|
|
(1,917
|
)
|
||||
Net loss
|
$
|
(2,876
|
)
|
|
$
|
(1,836
|
)
|
|
$
|
(5,884
|
)
|
|
$
|
(10,596
|
)
|
Attributable to shareholders
|
$
|
(2,876
|
)
|
|
$
|
(1,748
|
)
|
|
$
|
(5,884
|
)
|
|
$
|
(10,508
|
)
|
Non-controlling interests
|
—
|
|
|
(88
|
)
|
|
—
|
|
|
(88
|
)
|
||||
Net loss for the period
|
$
|
(2,876
|
)
|
|
$
|
(1,836
|
)
|
|
$
|
(5,884
|
)
|
|
$
|
(10,596
|
)
|
14.
|
FAIR VALUE ACCOUNTING
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Investments
|
$
|
2,279
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,279
|
|
Warrant liabilities
|
(4,663
|
)
|
|
(1,459
|
)
|
|
—
|
|
|
(6,122
|
)
|
||||
Convertible debentures
|
(16,514
|
)
|
|
—
|
|
|
—
|
|
|
(16,514
|
)
|
||||
|
$
|
(18,898
|
)
|
|
$
|
(1,459
|
)
|
|
$
|
—
|
|
|
$
|
(20,357
|
)
|
•
|
Conventional recovery operations at our White Mesa Mill (the "Mill") including:
|
◦
|
Processing ore from uranium mines;
|
◦
|
Recycling of uranium bearing materials that are not derived from conventional ore, known as alternate feed materials; and
|
•
|
In-situ recovery (“ISR”) operations.
|
|
1)
|
Nichols Ranch ISR Project;
|
|
2)
|
Alternate feed materials and pond returns at the Mill.
|
|
Three Months Ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Revenue
|
$
|
3,756
|
|
|
$
|
17,996
|
|
Costs and expenses applicable to revenue
|
2,071
|
|
|
12,143
|
|
||
Gross Profit
|
1,685
|
|
|
5,853
|
|
||
|
|
|
|
||||
Other operating costs and expenses
|
|
|
|
||||
Development, permitting and land holding
|
3,323
|
|
|
7,442
|
|
||
Standby costs
|
1,206
|
|
|
2,166
|
|
||
Abandonment of mineral properties
|
245
|
|
|
—
|
|
||
Accretion of asset retirement obligation
|
345
|
|
|
175
|
|
||
Total other operating costs and expenses
|
5,119
|
|
|
9,783
|
|
||
|
|
|
|
||||
Selling, general & administration
|
|
|
|
||||
Selling costs
|
70
|
|
|
74
|
|
||
Intangible asset amortization
|
205
|
|
|
219
|
|
||
General and administration
|
4,428
|
|
|
3,828
|
|
||
Costs directly attributable to acquisitions
|
—
|
|
|
326
|
|
||
Total selling, general & administration
|
4,703
|
|
|
4,447
|
|
||
|
|
|
|
||||
Total Operating Loss
|
(8,137
|
)
|
|
(8,377
|
)
|
||
Interest expense
|
(542
|
)
|
|
(576
|
)
|
||
Other (expense) income
|
(1,917
|
)
|
|
88
|
|
||
Net loss
|
$
|
(10,596
|
)
|
|
$
|
(8,865
|
)
|
|
|
|
|
||||
Basic and diluted loss per share
|
$
|
(0.15
|
)
|
|
$
|
(0.19
|
)
|
•
|
the maturity date of the Debentures was extended from June 30, 2017 to December 31, 2020;
|
•
|
the conversion price of the Debentures was reduced from Cdn$15.00 to Cdn$4.15 per Common Share of the Company;
|
•
|
a redemption provision was added that enables the Company to redeem the Debentures, in cash, in whole or in part, at any time after June 30, 2019, but prior to maturity, at a price of 101% of the aggregate principal amount redeemed;
|
•
|
a right in favor of each Debentureholder was added to enable the Debentureholder to require the Company to purchase, for cash, on June 30, 2017 (the original maturity date) up to 20% of the Debentures held by the Debentureholder at a price equal to 100% of the principal amount tendered; and
|
•
|
certain other amendments were made to the Debenture Indenture as required by the U.S. Trust Indenture Act of 1939, along with certain other amendments to remove provisions of the Indenture that no longer apply.
|
a.
|
Exploration stage
|
b.
|
Resource estimates
|
c.
|
Valuation of mining and recovery assets in a business combination
|
d.
|
Valuation of mining assets acquired other than in a business combination
|
e.
|
Depreciation of mining and recovery assets acquired
|
f.
|
Business combinations
|
g.
|
Impairment testing of mining and recovery assets
|
h.
|
Asset retirement obligations
|
i.
|
Determination whether an acquisition represents a business combination or asset purchase
|
Cash and cash equivalents
|
$
|
7,495
|
|
Accounts payable and accrued liabilities
|
(738
|
)
|
|
Loans and borrowings
|
(16,514
|
)
|
|
Total
|
$
|
(9,757
|
)
|
('000s)
|
Change for
Sensitivity Analysis
|
Increase (decrease) in other comprehensive income
|
||
|
+1% change in
|
|
||
|
U.S.
|
|
||
Strengthening net earnings
|
dollar
|
$
|
(130
|
)
|
|
-1% change in U.S.
|
|
||
Weakening net earnings
|
dollar
|
$
|
130
|
|
Exhibit
|
|
Number
|
Description
|
3.1
|
Articles of Continuance dated September 2, 2005 (1)
|
3.2
|
Articles of Amendment dated May 26, 2006 (2)
|
3.3
|
Bylaws (3)
|
4.1
|
The Amended and Restated Convertible Debenture Indenture dated August 4, 2016 between Energy Fuels Inc., BNY Trust Company of Canada and the Bank of New York Mellon providing for the issuance of debentures (4)
|
4.2
|
Financing Agreement between Uranerz Energy Corp. and Johnson County dated November 26, 2013 (5)
|
4.3
|
Bond Purchase Agreement among the State of Wyoming, Johnson County and Uranerz Energy Corp. dated November 12, 2013 (6)
|
4.4
|
Promissory Note dated November 26, 2013 (7)
|
4.5
|
Mortgage and Security Agreement and Assignment between Uranerz Energy Corp. and the Trustee dated November 26, 2013 (8)
|
4.6
|
Shareholder Rights Plan (9)
|
4.7
|
Warrant Indenture between Energy Fuels Inc. and CST Trust Co. providing for the issue of common share purchase warrants dated March 14, 2016 (10)
|
4.8
|
First Supplemental Indenture among Energy Fuels Inc., CST Trust Company and American Stock Transfer & Trust Company, LLC dated April 14, 2016 (11)
|
4.9
|
Warrant Indenture between Energy Fuels Inc., CST Trust Company and American Stock Transfer & Trust Company, LLC dated September 20, 2016 (12)
|
10.1
|
Professional Services Agreement between Energy Fuels Inc. and Harold R. Roberts dated February 1, 2017(13)
|
21.1
|
Subsidiaries of the Registrant (14)
|
31.1
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a)) under the Securities Exchange Act of 1934, as amended
|
31.2
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
|
32.1
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
32.2
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
95.1
|
Mine Safety Disclosure
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension – Schema
|
101.CAL
|
XBRL Taxonomy Extension – Calculations
|
101.DEF
|
XBRL Taxonomy Extension – Definitions
|
101.LAB
|
XBRL Taxonomy Extension – Labels
|
101.PRE
|
XBRL Taxonomy Extension – Presentations
|
(1)
|
Incorporated by reference to Exhibit 3.1 of Energy Fuels’ Form F-4 filed with the SEC on May 8, 2015.
|
(2)
|
Incorporated by reference to Exhibit 3.2 of Energy Fuels’ Form F-4 filed with the SEC on May 8, 2015.
|
(3)
|
Incorporated by reference to Exhibit 3.3 of Energy Fuels’ Form F-4 filed with the SEC on May 8, 2015.
|
(4)
|
Incorporated by reference to Exhibit 4.1 of Energy Fuels' Form 10-Q filed with the SEC on August 5, 2016.
|
(5)
|
Incorporated by reference to Exhibit 4.1 to the Form 8-K filed on December 3, 2013 by Uranerz Energy Corporation.
|
(6)
|
Incorporated by reference to Exhibit 4.2 to the Form 8-K filed on December 3, 2013 by Uranerz Energy Corporation.
|
(7)
|
Incorporated by reference to Exhibit 4.3 to the Form 8-K filed on December 3, 2013 by Uranerz Energy Corporation.
|
(8)
|
Incorporated by reference to Exhibit 4.4 to the Form 8-K filed on December 3, 2013 by Uranerz Energy Corporation.
|
(9)
|
Incorporated by reference to Exhibit 10.9 to Energy Fuels’ Form F-4 filed on May 8, 2015.
|
(10)
|
Incorporated by reference to Exhibit 4.1 to Energy Fuels’ Form 8-K filed on March 14, 2016.
|
(11)
|
Incorporated by reference to Exhibit 4.1 to Energy Fuels’ Form 8-K filed on April 20, 2016.
|
(12)
|
Incorporated by reference to Exhibit 4.1 to Energy Fuels' Form 8-K filed on September 20, 2016.
|
(13)
|
Incorporated by reference to Exhibit 10.11 of Energy Fuels' Form 10-K filed with the SEC on March 9, 2017.
|
(14)
|
Incorporated by reference to Exhibit 99.1 to Energy Fuels' Form T-3 filed with the SEC on July 11, 2016.
|
Dated: May 5, 2017
|
By:
|
/s/ Stephen P. Antony
|
|
|
Stephen P. Antony
|
|
|
Chief Executive Officer
|
|
|
|
Dated: May 5, 2017
|
By:
|
/s/ Daniel G. Zang
|
|
|
Daniel G. Zang
|
|
|
Chief Financial Officer
|
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