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 March, 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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|
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/S/ David C.
Frydenlund
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Date: March 20, 2015 |
David C. Frydenlund |
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Senior Vice President, General Counsel &
Corporate |
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Secretary |
-2-
INDEX TO EXHIBITS
-3-
Energy Fuels Announces 2014 Year-End Results, Including Gross
Profit
of $15.97 Million and Working Capital of $38.60 Million
Lakewood, Colorado March 20, 2015
- $46.25 million of total revenue
- Gross Profit of $15.97 Million from mining and milling operations
- 800,000 pounds of U3O8 sales at an average
realized price of $57.19 per pound
- 942,000 pounds of U3O8 production
- Strong balance sheet, including $38.60 million of working capital
- Improving uranium market conditions with spot prices up nearly 40%
since mid-2014
- Proposed acquisition of Uranerz Energy Corp. (NYSE MKT: URZ; TSX:
URZ) expected to create the leading uranium mining company focused on
the United States
Energy Fuels Inc. (NYSE MKT:UUUU; TSX:EFR) (Energy Fuels
or the Company) today reported its financial results for the year ended
December 31, 2014. The Companys Annual Consolidated Financial Statements, along
with Managements Discussion and Analysis and its Annual Information Form are
available through its filings with the securities regulatory authorities in
Canada on the System for Electronic Document Analysis and Retrieval (SEDAR)
and may be viewed at www.sedar.com and in the United States on
the Electronic Document Gathering and Retrieval System (EDGAR) which,
along with the Companys annual report on Form 40-F, may be viewed at
www.sec.gov/edgar.shtml, and on the Companys website at
www.energyfuels.com. Unless noted otherwise, all dollar amounts are in US
dollars.
As previously reported, readers should be advised that in
November 2013 the Company changed its fiscal year end from September 30 to
December 31. As a result of this change, the Companys annual 2014 results
include consolidated financial statements for the year ended December 31, 2014
(FY-2014), with comparable figures for the 15-month period ended
December 31, 2013 (FY-2013) and, accordingly, the results shown are not
fully comparable. The Company also completed a consolidation of its common
shares, effective November 5, 2013, on the basis of 50 pre-consolidation shares
for each post-consolidation share. All share and per share amounts in this press
release are shown on a post-consolidation basis.
1
Selected Summary Financial Information:
|
|
12 months ended |
|
|
15 months ended |
|
$000,
except per share data |
|
December 31, 2014 |
|
|
December 31, 2013 |
|
Results of Operations: |
|
|
|
|
|
|
Total revenues |
$ |
46,253 |
|
$ |
73,248 |
|
Gross profit |
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15,971 |
|
|
5,467 |
|
Net income (loss) |
|
(43,612 |
) |
|
(87,325 |
) |
Basic and
diluted earnings (loss) per share |
|
(2.22 |
) |
|
(5.61 |
) |
|
|
As at December 31, |
|
|
As at December 31, |
|
$000's |
|
2014 |
|
|
2013 |
|
Financial Position: |
|
|
|
|
|
|
Working capital |
$ |
38,604 |
|
$ |
33,481 |
|
Property, plant and equipment |
|
65,873 |
|
|
100,969 |
|
Total assets |
|
134,241 |
|
|
176,133 |
|
Total
long-term liabilities |
|
30,956 |
|
|
31,579 |
|
Financial and Operational Highlights:
- $46.25 million of total revenue was realized by the Company.
- Gross Profit of $15.97 million from mining and milling operations was
realized by the Company, representing a gross profit margin of approximately
35%.
- A net loss of $43.61 million was realized by the Company, primarily due to
non-cash and other items, including impairment of assets of $35.86 million
discussed below.
- 800,000 pounds of U3O8 sales were completed by the
Company at an average realized price of $57.19 per pound, all pursuant to
existing term contracts.
- 942,000 pounds of U3O8 were produced from the
Companys White Mesa Mill sourced from conventional ore, alternate feed
materials and other processing, of which 85,000 pounds were for the account of
a third party.
- At December 31, 2014, the Company had $38.60 million of working capital,
including cash and cash equivalents of $10.41 million and 808,210 pounds of
uranium concentrate inventory.
- The Company announced that it has entered into a definitive agreement with
Uranerz Energy Corporation, to acquire all of the issued and outstanding
shares of common stock of Uranerz. Upon completion of the transaction, the
Company is expected to emerge as the largest integrated producer of uranium
focused on the United States.
- The Company announced that it is preparing to resume development at its
high-grade Canyon mine in Arizona. According to a June 2012 technical report
prepared in accordance with Canadian National Instrument NI 43-101 (NI
43-101), the Canyon Mine is estimated to have 1.63 million pounds of uranium
contained in 83,000 tons of Inferred Mineral Resources
with an average
grade of 0.98% U3O8.
- The Company acquired a 50% interest in the Wate Project, a high-grade
uranium deposit located in Arizona. According to a March 10, 2015 technical
report prepared in accordance with NI 43-101, the Wate Project is estimated to
have 1.12 million pounds of uranium contained in 71,000 tons of Inferred
Mineral Resources with an average grade of
0.79%
U3O8.
2
- As previously reported, the Company tested its plant, property and
equipment related to the White Mesa Mill Cash Generating Unit for impairment
in Q2 2014, and recognized an impairment loss of $30.78 million. The Company
also recorded an impairment loss of $5.08 million in Q4 2014 on an asset
reclassified as an asset held for sale.
Stephen P. Antony, President and CEO of Energy Fuels commented:
In 2014, we successfully executed our business plan, we strengthened our
balance sheet, we increased our gross profitability, and we exceeded the annual
production and operations guidance from our last annual financial
statements.
Now with our proposed acquisition of Uranerz, we are about to
emerge as the leading uranium mining company focused on the United States. The
timing for this transaction is right, especially with the strengthening of
uranium spot prices we saw in the fall of 2014 a strengthening which has
continued into 2015. After our acquisition of Uranerz is completed, we believe
we will be well positioned in the U.S. to capitalize on improving uranium
prices, because we will have two production centers, integrated conventional and
in-situ recovery (ISR) production capabilities, and projects in our
portfolio that allow us to increase uranium production as prices rise. We
believe the long-term fundamentals of the uranium industry remain as strong as
ever, as the World continues to invest heavily in nuclear energy. Energy Fuels
has the staying power, production capability, and project portfolio that should
allow us to successfully capitalize on the strong uranium market fundamentals we
see in the future.
Corporate Highlights:
For the 12 months ended December 31, 2014, Energy Fuels
continued to strengthen its position as one of the leading uranium producers in
the United States despite low uranium spot prices and general weakness in the
overall commodity market. Energy Fuels focused on
U3O8 production atits White Mesa Mill in Utah,
uranium mining operations at its mines in Arizona, strengthening its balance
sheet, asset rationalization, and improving the Companys ability to increase
uranium production in the future as market conditions warrant.
During FY-2014, Energy Fuels produced 942,000 pounds
of U3O8 from its White Mesa Mill, which is the only
conventional uranium mill operating in the United States. Uranium production
during FY-2014 was sourced from both conventional ore (552,000 lbs.) and
alternate feed materials and other processing (390,000 lbs.). In Arizona, the
Company continued ore production at its Pinenut mine, completed ore production
at its Arizona 1 mine in early 2014 at which point the mine was placed on
standby status, and announced that it was planning to resume development at its
high-grade Canyon mine in Q2-2015. The Company continued to deliver uranium into
its three existing term contracts with realized prices of $57.19 per pound,
which is a significant premium to the current spot price. In addition, the
Company continued to focus its uranium property portfolio on uranium projects
that significantly contribute to future scalability, including permitting at the
Sheep Mountain, Roca Honda, and Henry Mountains Projects. The Company also
acquired a 50% interest in the high-grade Wate uranium project in Arizona and
disposed of certain non-core assets, including the sale of a 50% interest in its
Copper King gold/copper project in Wyoming and the sale of other non-core
uranium assets along the Colorado/Utah border. Furthermore, the Company
strengthened its working capital position through the replacement of its $28.17
million regulatory bonding portfolio, and releasing $12.34 million of previously
restricted cash.
In furtherance of these objectives, the Company also announced
that it has entered into a definitive agreement with Uranerz Energy Corporation,
pursuant to which it would acquire all of the issued and outstanding shares of
common stock of Uranerz, on the basis of 0.255 common shares of the Company for
each share of Uranerz common stock held. The acquisition is subject to
regulatory and stock exchange approvals as well as the approvals of the
Shareholders of the Company and the shareholders of Uranerz at meetings to be
held later this year. The agreement contains customary deal support provisions,
including a reciprocal break fee of $5.00 million payable if the acquisition is
not completed under certain circumstances. In addition, the agreement includes
customary and reciprocal non-solicitation covenants, as well as a reciprocal
right to match any superior proposal that may arise. Upon completion of the
transaction, the Company is expected to emerge as the largest integrated
producer of uranium focused on the United States. Through this acquisition, the
Company will become the only integrated conventional and ISR producer focused on
the United States, and one of only three publicly-traded uranium producers in
the World with both conventional and ISR production centers in its portfolio.
3
Outlook for FY-2015
Energy Fuels intends to continue to strengthen its position as
the leading uranium mining company focused on the United States. The Company
expects to accomplish this through:
1) |
Pursuing the completion of the Companys acquisition of
Uranerz. |
|
|
2) |
Continuing the current Mill campaign to process alternate
feed materials into mid-2015. |
|
|
3) |
Continuing mining at the Pinenut Mine until the economic
resource is depleted, which is expected to occur in mid-2015. Pinenut ore
is expected to be stockpiled at the Mill and processed in 2016. |
|
|
4) |
Resuming development on the Canyon Mine in the second
quarter of 2015. |
|
|
5) |
After mid-2015, continuing activities at the White Mesa
Mill (except for mineral processing), and maintaining the facility in a
state of readiness for the purpose of restarting mineral processing
operations in 2016, or earlier as market conditions and contract delivery
requirements may warrant. |
|
|
6) |
Maintaining standby mines in a state of readiness for
the purpose of restarting ore production as market conditions may
warrant. |
|
|
7) |
Continuing ongoing business development activities,
including permitting and development of existing projects. |
|
|
8) |
Evaluating the potential to further acquire uranium
properties in the United States. |
In response to current market uncertainty, the Company expects
to continue cash conservation efforts until additional sustained improvement in
uranium market conditions is observed. In addition, the Company is continuing to
manage its operations and assets conservatively, maintaining its substantial
uranium resource base, and scheduling uranium production at the White Mesa Mill
as market conditions warrant.
Production and Operations
The White Mesa Mill has historically operated on a campaign
basis, whereby mineral processing occurs as mill feed, contract requirements,
and market conditions warrant.
The Company expects the current mineral processing campaign at
the White Mesa Mill to conclude in the first half of 2015, resulting in the
production of approximately 200,000 pounds of finished goods. Once the current
campaign concludes at the White Mesa Mill, the Company expects to continue to
receive and stockpile ore from the Pinenut mine and alternate feed materials. In addition, the Company expects to continue
making U3O8 deliveries, as required by the Companys existing long-term contracts. At this time, the
Company does not expect to schedule a mineral processing campaign during the
remainder of FY-2015, though the Company is maintaining the flexibility to
resume processing stockpiled or other materials at the White Mesa Mill should
market conditions warrant.
4
The Company plans to continue mining at the Pinenut mine until
the economic resources are depleted, which is now estimated to occur in the
second quarter of 2015, due to higher estimates of resources at the mine. The
ore mined at the Pinenut mine is being shipped to the White Mesa Mill and
stockpiled for processing in a planned 2016 campaign.
The Company has three existing long-term contracts, which
require future deliveries of 800,000 pounds in FY-2015, 450,000 pounds in
FY-2016 and 420,000 pounds in FY-2017. Of these amounts, a total of 770,000
pounds is required to be produced by the Company, while Energy Fuels has the
option to fulfill the remaining 900,000 pounds from production and/or
purchase.
For the 800,000 pounds of FY-2015 deliveries, the Company
anticipates utilizing 500,000 pounds of produced material on hand and has
contracted for the purchase of 300,000 pounds of U3O8.
Additionally, as discussed above, the Company expects to produce
approximately 200,000 pounds in the final months of its present campaign.
For the FY-2016 and FY-2017 contractual deliveries, the Company
plans to utilize the 500,000 pounds of finished goods inventory expected to be
on hand at the end of FY-2015 and to produce a minimum of 370,000 pounds of
U3O8 in a future mill campaign at the White Mesa Mill,
from ore mined from the Pinenut mine and the expected receipt of alternate
feed materials, both as discussed above. While the Company expects to produce
the 370,000 pounds required, the Company may elect to purchase all or a portion
of this material in the spot market. This flexibility will allow the Company to
monitor market conditions to determine the most favorable and economic approach
to fulfilling these remaining deliveries.
The Company also plans to continue to maintain, and update as
necessary, all permits on its other existing mines. These mines will remain on
standby until market conditions improve or the material can be sold into
long-term contracts at pricing that supports production. As previously
announced, expenditures for permitting activities for new mines have been
adjusted to coincide with expected dates of production based on price forecasts.
The Company plans to spend $1.10 million on permitting in FY-2015. The Company
is continuing to monitor corporate and field overhead to coincide with these
lower levels of activity.
Sales
The Company forecasts FY-2015 sales to be approximately
800,000 pounds of U3O8, all of which will be sold
into its three existing long-term contracts discussed above. Energy Fuels
expects to receive an average realized price of $57.45 per pound of
U3O8 sold during FY-2015 across all of its
contracts. The average expected realized price per pound is not subject to any
decrease resulting from declines in future U3O8 spot
and/or term prices, due to the minimum floor prices now in effect in each
of the Companys contracts. While the Company does not expect to make any sales
into the spot market during FY-2015, it will continue to monitor market
conditions for opportunistic sales if economically justified.
One of the Companys three existing long-term contracts is
expected to expire after the 2015 deliveries are completed in the 3rd quarter of
2015. The Company is currently seeking to extend this contract if suitable
pricing can be obtained. The Company also continues to pursue new sources of
revenue, including new uranium sales contracts and expansion of its alternate
feed business.
5
Assuming the acquisition of Uranerz is completed, the Company
will provide updated sales and production guidance for the combined company.
Stephen P. Antony, P.E., President & CEO of Energy
Fuels, is a Qualified Person as defined by National Instrument 43-101
and has reviewed and approved the technical disclosure contained in this news
release.
About Energy Fuels: Energy Fuels is currently
Americas largest conventional uranium producer. Energy Fuels operates the White
Mesa Mill, which is the only conventional uranium mill currently operating in
the U.S. The mill is capable of processing 2,000 tons per day of uranium ore and
has a licensed capacity of over 8 million lbs. of
U3O8. Energy Fuels
has projects located in a number of Western U.S. states, including
a producing mine, 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.
ADDITIONAL IFRS FINANCIAL PERFORMANCE MEASURES
The Company has included the additional IFRS measure of
Gross Profit in the financial statements and in this news release. Management
noted that Gross Profit provides useful information to investors as an
indication of the Companys principal business activities before consideration
of how those activities are financed, sustaining capital expenditures, corporate
and exploration and evaluation expenses, finance income and costs, and taxation.
IMPORTANT INFORMATION FOR INVESTORS AND STOCKHOLDERS OF
URANERZ ENERGY CORP. AND ENERGY FUELS INC.
On January 5, 2015, the Company announced a transaction
whereby it would acquire all of the issued and outstanding shares of Uranerz
Energy Corporation (Uranerz). This press release is for informational purposes
only and does not constitute an offer to purchase, a solicitation of an offer to
sell the shares of common stock of Uranerz or a solicitation of any proxy, vote
or approval. Energy Fuels will file with the United States Securities and
Exchange Commission (SEC) a registration statement on Form F-4 that will
include a proxy statement of Uranerz that also constitutes a prospectus of
Energy Fuels. Energy Fuels and Uranerz also plan to file with or furnish other
documents to securities regulatory authorities in Canada and the United States
regarding the proposed acquisition of Uranerz by Energy Fuels.
INVESTORS AND STOCKHOLDERS OF URANERZ ARE URGED TO READ THE
PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT WILL BE FILED WITH THE SEC
CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED ACQUISITION OF URANERZ BY
ENERGY FUELS.
Anyone may obtain copies of these documents when available
free of charge under Energy Fuels profile on SEDAR at www.sedar.com or EDGAR at
www.sec.gov, or by accessing Energy Fuels website at
www.energyfuels.com under the heading Investors and from Energy Fuels directly
by contacting Curtis Moore, Investor Relations: (303) 974-2140. Documents will
also be available free of charge under Uranerz profile on EDGAR at www.sec.gov
or on SEDAR at www.sedar.com, or by accessing Uranerz
website at www.uranerz.com under the heading Investors and from Uranerz
directly by contacting Derek Iwanaka, Investor Relations: (800) 689-1659. Energy
Fuels, Uranerz, their respective directors and certain of their executive
officers may be deemed to be participants in the solicitation of proxies from
the shareholders of Uranerz in connection with the proposed acquisition
of Uranerz by Energy Fuels. Information about the directors and executive
officers of Uranerz is set forth in its proxy statement for its 2014 annual
meeting of shareholders, which was filed with the SEC on April 29, 2014.
Information about the directors and executive officers of Energy Fuels can be
found in its 2014 management information circular dated March 26, 2014, which is
available at www.sedar.com and www.sec.gov. Other
information regarding the participants in the proxy solicitation and a
description of their direct and indirect interests, by security holdings or
otherwise, will be contained in the proxy statement/prospectus and other
relevant materials to be filed with the SEC when they become available.
6
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This news release contains certain Forward Looking
Information and Forward Looking Statements within the meaning of applicable
Canadian and United States securities legislation, which may include, but is not
limited to, statements with respect to the future financial or operating
performance of the Company and its projects and with respect to the market
outlook, including: production and sales forecasts; the Companys expectations
as to longer term fundamentals in the market and price projections; the
Companys expectations as to expenditures and cost reductions; the Companys
ability to preserve its cash resources, maintain its resource base and be able
to restart production as market conditions warrant; the successful closing of
the Uranerz acquisition and the ability of the Company to realize the expected
benefits of the acquisition and to become the leading uranium company focusing
on the United States. Generally, these forward-looking statements can be
identified by the use of forward-looking terminology such as plans, expects
does not expect, is expected, is likely, budget scheduled,
estimates, forecasts, intends, anticipates, does not anticipate, or
believes, or variations of such words and phrases, or state that certain
actions, events or results may, could, would, might or will be taken,
occur, be achieved or have the potential to. All statements, other than
statements of historical fact, herein are considered to be forward-looking
statements. Forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Company to be materially different from any future
results, performance or achievements express or implied by the forward-looking
statements. Factors that could cause actual results to differ materially from
those anticipated in these forward-looking statements include: risks associated
with estimating production, forecasting future price levels necessary to support
production, and the Companys ability to increase production in response to any
increases in commodity prices; risks inherent in the Companys and industrys
forecasts or predictions of future uranium prices; risks of delays in obtaining
permits and licenses that could impact expected production levels or increases
in expected production levels; government and third party actions with respect
to supplies of secondary sources of uranium; fluctuations or changes in the
market prices of uranium; risks associated with the acquisition and integration
of Uranerz; and the other factors described under the caption Risk Factors in
the Companys Annual Information Form dated March 18, 2015, which is available
for review on SEDAR at www.sedar.com, and in its Form 40-F,
which is available for review on EDGAR at www.sec.gov/edgar.shtml.
Forward-looking statements contained herein are made as of the date of this news
release, and the Company disclaims, other than as required by law, any
obligation to update any forward-looking statements whether as a result of new
information, results, future events, circumstances, or if managements estimates
or opinions should change, or otherwise. There can be no assurance that
forward-looking statements will prove to be accurate, as actual results and
future events could differ materially from those anticipated in such statements.
Accordingly, the reader is cautioned not to place undue reliance on
forward-looking statements.
7
The Company 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
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 Energy Fuels 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, that speak only as of the date hereof.
Contact Information:
Energy Fuels Inc.
Curtis Moore Investor Relations
(303) 974-2140 or Toll free: 1-888-864-2125
investorinfo@energyfuels.com
www.energyfuels.com
8
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