Item 1.01 Entry into a Material Definitive Agreement.
On November 8 2021, Uranium Energy Corp. (the "Company") entered into a share
purchase agreement (the "Share Purchase Agreement") with Uranium One Investments
Inc. ("Uranium Investments"), a Canadian corporation, pursuant to which the
Company will acquire from Uranium Investments all of the issued and outstanding
shares of Uranium One Americas, Inc. ("U1A"), a Nevada corporation, which, in
turn, owns all of the issued and outstanding shares of Uranium One USA Inc., a
Delaware corporation (the "Acquisition").
The consideration for the proposed Acquisition totals $125.4 million comprised
of (i) $111.6 million in cash plus (ii) a further cash payment of $13.8 million
(equal to the amount of cash deposited by U1A in a surety deposit account that
will remain with the Company after the Acquisition), subject to a closing
working capital adjustment. The Company will also assume or replace the existing
government reclamation bonds that are currently in place for the benefit of U1A.
In the event that the bonds surety requirement is less than $19 million at
closing, the Company will pay Uranium Investments an additional cash amount
equal to the difference between the bonds surety requirement and $19 million.
U1A is engaged in the ownership, operations, activities or services with respect
to certain mining sites located in Wyoming. In particular, the portfolio of
projects being acquired through U1A includes, among others, seven projects
located in the Power River Basin, three of which are fully permitted, and five
in the Great Divide Basin.
The closing of the Acquisition is subject to certain conditions, including
receipt of certain regulatory approvals, and is presently expected to close by
the end of the year.
The foregoing description of the Share Purchase Agreement does not purport to be
complete and is qualified in its entirety by the Share Purchase Agreement which
is filed as Exhibit 2.1 hereto and is incorporated by reference herein.
Item 7.01 Regulation FD Disclosure
On November 9, 2021, the Company issued a news release announcing that it has
entered into a definitive Share Purchase Agreement with Uranium Investments to
acquire 100% of the issued and outstanding shares of U1A.
A copy of the press release is attached as Exhibit 99.1 hereto.
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Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
Not applicable.
(b) Pro forma Financial Information
Not applicable.
(c) Shell Company Transaction
Not applicable.
(d) Exhibits
Exhibit Description
2.1* Share Purchase Agreement between Uranium One Investments Inc. and
Uranium Energy Corp., dated November 8, 2021.
99.1 News Release dated November 9, 2021.
* The schedules and exhibits to the Share Purchase Agreement (indexed in the
table of contents thereof) have been omitted in accordance with Item 601(b)(2)
of Regulation S-K. A copy of any omitted schedules and exhibits will be
furnished supplementally to the SEC upon request.
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