Securities Registration: Employee Benefit Plan (s-8)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

ENERGY FUELS INC.
(Exact name of registrant as specified in its charter)



Ontario	98-1067994
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)

225 Union Blvd., Suite 600
Lakewood, CO 80228
(Address of principal executive offices)

ENERGY FUELS INC. 2015 OMNIBUS EQUITY INCENTIVE COMPENSATION PLAN

(Full title of plan)

Energy Fuels Resources (USA) Inc.
225 Union Blvd., Suite 600
Lakewood, CO 80228
(Name and address of agent for service)

(303) 389-4130
(Telephone number, including area code, of agent for service)

Copies to:
Richard Raymer
Dorsey & Whitney LLP
Brookfield Place
161 Bay Street, Suite 4310
Toronto, Ontario Canada M5J 2S1

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “Accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act (Check one):



Large Accelerated Filer [ ]	Accelerated Filer [X]	Non-Accelerated Filer [ ]	Smaller Reporting Company [ ]

CALCULATION OF REGISTRATION FEE



Title of Each Class of Securities to be Registered	Amount to be Registered	Proposed Maximum Offering Price Per Share	Proposed Maximum Aggregate Offering Price	Amount of Registration Fee
Common shares issuable under the Energy Fuels Inc. 2015 Omnibus Equity Incentive Compensation Plan	3,407,551 ⁽¹⁾	2/4/2002	$6,951,405	$806
TOTAL	3,407,551	--	$6,951,405	$806



(1)	Represents additional common shares (the “Common Shares”) of Energy Fuels Inc. (the “Registrant”) reserved for issuance upon exercise or redemption of awards under the Energy Fuels Inc. 2015 Omnibus Equity Incentive Compensation Plan (the “Plan”).
(2)	The proposed maximum offering price per share and the registration fee were calculated in accordance with Rule 457(c) and (h) based on the average high and low prices for the Common Shares on March 27, 2017, as quoted on the NYSE MKT.

EXPLANATORY NOTE UNDER GENERAL INSTRUCTION E –

REGISTRATION OF ADDITIONAL SECURITIES

Pursuant to General Instruction E of Form S-8, the registrant, Energy Fuels Inc. (the “Registrant”), is filing this registration statement (the “Registration Statement”) to register an additional 3,407,551 common shares, no par value (the “Common Shares”), issuable under its 2015 Omnibus Equity Incentive Compensation Plan (the “Plan”). On June 24, 2015, the Registrant filed a registration statement on Form S-8 (File No. 333-205182) (the “Original Registration Statement) to register 4,504,598 Common Shares for issuance under the Plan. The contents of the Original Registration Statement are hereby incorporated into this Registration Statement by reference.

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT



Item 3.	Incorporation Of Documents By Reference.

The following documents which have been and will in the future be filed by the Registrant with the United States Securities and Exchange Commission (the “SEC”) are incorporated into this Registration Statement by reference:



	(a)	Our Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on March 10, 2017

	(b)	All other reports filed by the Registrant under Section 13(a) or 15(d) of the Securities Exchange Act of 1934 since December 31, 2016.

	(c)	The description of the Common Shares contained in our Registration Statement on Form 40-F, as filed with the SEC on November 11, 2013, including any amendment or report filed for the purpose of amending such description.

All reports filed pursuant to Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended (the “1934 Act”), after the date of this Registration Statement and prior to the filing of a post-effective amendment which indicates that all securities offered hereby have been sold or which deregisters all securities then remaining unsold, shall be deemed to be incorporated by reference into this Registration Statement and to be a part hereof from the date of filing of such documents. Unless expressly incorporated into this Registration Statement, a report furnished but not filed on Form 8-K under the 1934 Act shall not be incorporated by reference into this Registration Statement. Any statement contained herein or in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this Registration Statement to the extent that a statement contained in any subsequently filed document which also is deemed to be incorporated by reference herein

modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Registration Statement.



Item 8.	Exhibits.



Number	Exhibit
4.1	Energy Fuels Inc. 2015 Omnibus Equity Incentive Compensation Plan (Incorporated by reference from Exhibit 4.1 from the Original Registration Statement)
5.1	Opinion of Borden Ladner Gervais LLP
23.1	Consent of Borden Ladner Gervais LLP (Included in Exhibit 5.1)
23.2	Consent of KPMG LLP, Independent Registered Public Accountants
23.3	Consent of Roscoe Postle Associates Inc.
23.4	Consent of William E. Roscoe
23.5	Consent of Douglas H. Underhill
23.6	Consent of Thomas C. Pool
23.7	Consent of Robert Michaud
23.8	Consent of Stuart E. Collins
23.9	Consent of Mark B. Mathisen
23.10	Consent of Harold R. Roberts
23.11	Consent of David A. Ross
23.12	Consent of Peters Geosciences
23.13	Consent of Douglas C. Peters
23.14	Consent of BRS Inc.
23.15	Consent of Douglas L. Beahm
23.16	Consent of W. Paul Goranson
23.17	Consent of Douglass Graves
23.18	Consent of Richard White
23.19	Consent of Don R. Woody
23.20	Consent of Trec, Inc.
23.21	Consent of Woody Enterprises
23.22	Consent of Allan Moran
23.23	Consent of Frank A. Daviess
23.24	Consent of SRK Consulting (U.S.) INC.
23.25	Consent of Christopher Moreton
24.1	Power of Attorney (See Signature Pages)

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Lakewood, State of Colorado, United States of America on March 31, 2017.



ENERGY FUELS INC.


/s/Stephen P. Antony
Name:	Stephen P. Antony
Title:	Chief Executive Officer and Director
	(Principal Executive Officer)



/s/Daniel G. Zang
Name:	Daniel G. Zang
Title:	Chief Financial Officer
	(Principal Financial and Accounting Officer)

POWER OF ATTORNEY

Each person whose signature appears below constitutes and appoints Stephen P. Antony and Daniel G. Zang as his attorney-in-fact, with the power of substitution, for them in any and all capacities, to sign any amendments to this registration statement, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact, or their substitute or substitutes, may do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed by the following persons in the capacities and on the date indicated.



Signature	Title	Date

/s/Stephen P. Antony	Chief Executive Officer and Director	March 31, 2017
Stephen P. Antony

/s/Daniel G. Zang	Chief Financial Officer	March 31, 2017
Daniel G. Zang	(Principal Financial and Accounting Officer)

/s/Glenn Catchpole	Director	March 31, 2017
Glenn Catchpole

/s/Dennis Higgs	Director	March 31, 2017
Dennis Higgs

/s/J. Birks Bovaird	Director	March 31, 2017
J. Birks Bovaird

/s/Bruce D. Hansen	Director	March 31, 2017
Bruce D. Hansen

/s/Ames Brown	Director	March 31, 2017
Ames Brown

/s/Ron F. Hochstein	Director	March 31, 2017
Ron F. Hochstein

/s/Paul A. Carroll	Director	March 31, 2017
Paul A. Carroll

AUTHORIZED REPRESENTATIVE IN THE UNITED STATES



/s/David C. Frydenlund	Authorized Representative	March 31, 2017
David C. Frydenlund	in the United States

EXHIBIT INDEX



Number	Exhibit
4.1	Energy Fuels Inc. 2015 Omnibus Equity Incentive Compensation Plan (Incorporated by reference from Exhibit 4.1 from the Original Registration Statement)
5.1	Opinion of Borden Ladner Gervais LLP
23.1	Consent of Borden Ladner Gervais LLP (Included in Exhibit 5.1)
23.2	Consent of KPMG LLP, Independent Registered Public Accountants
23.3	Consent of Roscoe Postle Associates Inc.
23.4	Consent of William E. Roscoe
23.5	Consent of Douglas H. Underhill
23.6	Consent of Thomas C. Pool
23.7	Consent of Robert Michaud
23.8	Consent of Stuart E. Collins
23.9	Consent of Mark B. Mathisen
23.10	Consent of Harold R. Roberts
23.11	Consent of David A. Ross
23.12	Consent of Peters Geosciences
23.13	Consent of Douglas C. Peters
23.14	Consent of BRS Inc.
23.15	Consent of Douglas L. Beahm
23.16	Consent of W. Paul Goranson
23.17	Consent of Douglass Graves
23.18	Consent of Richard White
23.19	Consent of Don R. Woody
23.20	Consent of Trec, Inc.
23.21	Consent of Woody Enterprises
23.22	Consent of Allan Moran
23.23	Consent of Frank A. Daviess
23.24	Consent of SRK Consulting (U.S.) INC.
23.25	Consent of Christopher Moreton
24.1	Power of Attorney (See Signature Pages)



	Borden Ladner Gervais LLP Bay Adelaide Centre, East Tower 22 Adelaide Street West Toronto, ON, Canada M5H 4E3 T 416.367.6000 F 416.367.6749 blg.com

March 31, 2017

Energy Fuels Inc.
82 Richmond Street East, Suite 308
Toronto, Ontario
Canada M5C 1P1

Dear Sirs/Mesdames:



Re:	Energy Fuels Inc. – Registration Statement on Form S-8

We have acted as Ontario counsel to Energy Fuels Inc. (the “Corporation”) in connection with the preparation of a Registration Statement on Form S-8 (the “Registration Statement”) under the United States Securities Act of 1933, as amended (the “Act”), relating to the potential issuance and sale by the Corporation, from time to time, of up to 3,407,551 common shares of the Corporation (the “Shares”) issuable upon exercise or redemption of awards (the “Awards”) granted or issued under the Energy Fuels Inc. 2015 Omnibus Equity Incentive Compensation Plan (the “Plan”).

We have examined originals or copies, certified or otherwise to our satisfaction of such documents and considered such questions of law as we considered necessary as a basis for our opinion, including the Plan and resolutions of the board of directors of the Corporation approving the filing of the Registration Statement and the issuance of Shares upon the exercise or redemption of Awards. In all such examinations, we have assumed (i) the genuineness of all signatures, the legal capacity of all individuals signing any documents, the authenticity of all documents submitted to us as originals, the conformity to authentic original documents of all documents submitted to us as copies, whether facsimile, photostatic, electronic, certified or otherwise, and (ii) the truthfulness of all facts set forth in the public records and in certificates of public officials.

Our opinion herein is limited to the laws of the Province of Ontario and the federal laws of Canada applicable therein

Based on and subject to the foregoing, we are of the opinion that upon issuance of Shares upon the valid exercise or redemption of Awards in accordance with the terms of the Plan, including, in each case, receipt by the Corporation of payment in full for the Shares in respect of which such Awards are exercised or redeemed, as the case may be, such Shares will be validly issued as fully paid and non-assessable Shares.

We hereby consent to the use of our name in, and the filing of this opinion as an exhibit to, the Registration Statement. In giving such consent, we do not admit that we are in the category of persons whose consent is required under Section 7 of the Act.

Yours truly,

/ s / Borden Ladner Gervais LLP

CONSENT OF THOMAS C. POOL

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding (a) the “Technical Report on the Arizona Strip Uranium Project, Arizona, U.S.A.” dated June 27, 2012, and (b) the “Technical Report on the Henry Mountains Complex Uranium Property, Utah, U.S.A.” dated June 27, 2012, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Thomas Pool_____________

Thomas C. Pool, P.E.

Date: March 31, 2017

RPA Inc. 55 University Ave. Suite 501 | Toronto, ON, Canada M5J 2H7 | T +1 (416) 947 0907 www.rpacan.com

CONSENT OF ROBERT MICHAUD

The undersigned hereby consents to:

(i)

the filing of the written disclosure regarding the “Technical Report on the Roca Honda Project, McKinley County, State of New Mexico, U.S.A." dated October 27, 2016 (the “Technical Disclosure”), contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Robert Michaud______________

Robert Michaud, Professional Engineer

Date: March 31, 2017

RPA Inc. 55 University Ave. Suite 501 | Toronto, ON, Canada M5J 2H7 | T +1 (416) 947 0907 www.rpacan.com

CONSENT OF STUART E. COLLINS

The undersigned hereby consents to:

(i)


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Stuart Collins_______

Stuart E. Collins, Professional Engineer

Date: March 31, 2017

RPA Inc. 55 University Ave. Suite 501 | Toronto, ON, Canada M5J 2H7 | T +1 (416) 947 0907 www.rpacan.com

CONSENT OF MARK B. MATHISEN

The undersigned hereby consents to:

(i)


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Mark Mathisen_____________

Mark B. Mathisen C.P.G.

Date: March 31, 2017

RPA Inc. 55 University Ave. Suite 501 | Toronto, ON, Canada M5J 2H7 | T +1 (416) 947 0907 www.rpacan.com

CONSENT OF HAROLD R. ROBERTS

The undersigned hereby consents to:

(i)


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Harold R. Roberts___________

Harold R. Roberts

Date: March 31, 2017

CONSENT OF DAVID A. ROSS

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding (a) the “Technical Report on the Arizona Strip Uranium Project, Arizona, U.S.A.” dated June 27, 2012 and (b) the “Technical Report on the EZ1 and EZ2 Breccia Pipes, Arizona Strip District, U.S.A.” dated June 27, 2012, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/David A. Ross_________

David A. Ross, P.Geo.

Date: March 31, 2017

RPA Inc. 55 University Ave. Suite 501 | Toronto, ON, Canada M5J 2H7 | T +1 (416) 947 0907 www.rpacan.com

CONSENT OF PETERS GEOSCIENCES

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding (a) the technical report entitled “The Daneros Mine Project, San Juan County, Utah, U.S.A.” dated July 18, 2012; (b) the technical report entitled “Updated Technical Report on Energy Fuels Resources Corporation’s Whirlwind Property (Including Whirlwind, Far West, and Crosswind Claim Groups and Utah State Metalliferous Minerals Lease ML-49312), Mesa County, Colorado and Grand County, Utah”, dated March 15, 2011; (c) the technical report entitled “Updated Technical Report on Sage Plain Project (Including the Calliham Mine), San Juan County, Utah USA” dated March 18, 2015; and (d) the technical report entitled “Technical Report on Energy Fuels Inc.’s La Sal District Project,” dated March 25, 2014, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of our name in the 10-K and the S-8.

PETERS GEOSCIENCES

_/s/Douglas C. Peters___________

Name: Douglas C. Peters

Title: Owner

Date: March 31, 2017

CONSENT OF DOUGLAS C. PETERS

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding: (a) the technical report entitled “The Daneros Mine Project, San Juan County, Utah, U.S.A.” dated July 18, 2012; (b) the technical report entitled “Updated Technical Report on Energy Fuels Resources Corporation’s Whirlwind Property (Including Whirlwind, Far West, and Crosswind Claim Groups and Utah State Metalliferous Minerals Lease ML-49312), Mesa County, Colorado and Grand County, Utah”, dated March 15, 2011; (c) the technical report entitled “Updated Technical Report on Sage Plain Project (Including the Calliham Mine), San Juan County, Utah USA” dated March 18, 2015; and (d) the technical report entitled “Technical Report on Energy Fuels Inc.’s La Sal District Project,” dated March 25, 2014, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Douglas Peters_________________

Douglas C. Peters, Certified Professional Geologist

Date: March 31, 2017

CONSENT OF BRS INC.

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding (a) the technical report entitled “Sheep Mountain Uranium Project, Fremont County, Wyoming, USA, Updated Preliminary Feasibility Study, National Instrument 43-101 Technical Report” dated April 13, 2012, (b) the technical report entitled “Nichols Ranch Uranium Project, 43-101 Technical Report, Preliminary Economic Assessment” dated February 28, 2015, (c) the “Arkose Uranium Project, Mineral Resource and Exploration Target, 43-101 Technical Report” dated February 28, 2015, and (d) the “Uranium Project, Alta Mesa and Mesteña Grande Mineral Resources and Exploration Target, Technical Report National Instrument 43-101”, dated July 19, 2016, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of our name in the 10-K and the S-8.

BRS INC.

_/s/Douglas L Beahm_______________

Name: Douglas L. Beahm, P.E., P.G.

Title: President BRS Inc.

Date: March 31, 2017

CONSENT OF DOUGLAS L. BEAHM

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding (a) the technical report entitled “Sheep Mountain Uranium Project, Fremont County, Wyoming, USA, Updated Preliminary Feasibility Study, National Instrument 43-101 Technical Report” dated April 13, 2012, (b) the technical report entitled “Nichols Ranch Uranium Project, 43-101 Technical Report, Preliminary Economic Assessment” dated February 28, 2015, (d) the “Arkose Uranium Project, Mineral Resource and Exploration Target, 43-101 Technical Report” dated February 28, 2015, and (e) the “Uranium Project, Alta Mesa and Mesteña Grande Mineral Resources and Exploration Target, Technical Report National Instrument 43-101”, dated July 19, 2016, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Douglas L. Beahm_______

Douglas L. Beahm, P.E., P.G.

Date: March 31, 2017

CONSENT OF WILLIAM PAUL GORANSON

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding the “Nichols Ranch Uranium Project, 43-101 Technical Report, Preliminary Economic Assessment” dated February 28, 2015, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/William Paul Goranson________

William Paul Goranson, P.E.

Date: March 31, 2017

CONSENT OF DOUGLASS H. GRAVES

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding (a) the technical report entitled “Technical Report, North Rolling Pin Property, Campbell County, Wyoming, U.S.A.” dated June 4, 2010, (b) the technical report entitled “Technical Report, Reno Creek Property, Campbell County, Wyoming, U.S.A.” dated October 13, 2010, and (c) the technical report entitled “Technical Report, West North Butte Satellite Properties, Campbell County, Wyoming, U.S.A.” dated December 9, 2008, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Douglass H. Graves, ______

Douglass H. Graves, P.E.

Date: March 31, 2017

CONSENT OF RICHARD WHITE

The undersigned hereby consents to:


(i)	the filing of the disclosure of scientific or technical information concerning mineral projects (the “Technical Disclosure”) in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Richard White_________

Richard White

Date: March 31, 2017

CONSENT OF DON R. WOODY

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding the “Technical Report, West North Butte Satellite Properties, Campbell County, Wyoming, U.S.A.” dated December 9, 2008, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Don Woody_______________

Don R. Woody

Date: March 31, 2017

CONSENT OF TREC, INC.

The undersigned hereby consents to:

(i)


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of our name in the 10-K and the S-8.

TREC, INC.

_/s/Douglass Graves___________

Name: Douglass Graves

Title: Senior Principal

Date: March 31, 2017

CONSENT OF WOODY ENTERPRISES

The undersigned hereby consents to:

(i)


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(i)	the use of our name in the 10-K and the S-8.

WOODY ENTERPRISES

_/s/ Don Woody______________

Name: Don Woody

Date: March 31, 2017

CONSENT OF ALLAN MORAN

The undersigned hereby consents to:

(i)

the filing of the written disclosure regarding the technical report entitled “NI 43-101 Technical Report on Resources Wate Uranium Breccia Pipe – Northern Arizona, USA” dated March 10, 2015 (the “Technical Disclosure”), contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/ Allan Moran ____________

Allan Moran

Date: March 31, 2017

CONSENT OF FRANK A. DAVIESS

The undersigned hereby consents to:

(i)


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of my name in the 10-K and the S-8.

_/s/Frank A. Daviess_______________

Frank A. Daviess

Date: March 31, 2017

CONSENT OF SRK CONSULTING (U.S.) INC.

The undersigned hereby consents to:

(i)


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and


(iii)	the use of our name in the 10-K and the S-8.

SRK CONSULTING (U.S.) INC.

_/s/Corolla Hoag____________

Name: Corolla Hoag

Title: Practice Leader

Date: March 31, 2017

CONSENT OF CHRISTOPHER MORETON

The undersigned hereby consents to:

(i)

the filing of the written disclosure (the “Technical Disclosure”) regarding the technical report entitled “Technical Report on the EZ1 and EZ2 Breccia Pipes, Arizona Strip District, U.S.A.” dated June 27, 2012, contained in the Annual Report on Form 10-K for the period ended December 31, 2016 (the “10-K”) of Energy Fuels Inc. (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”);


(ii)	the incorporation by reference of such Technical Disclosure in the 10-K into the Company’s Form S-8 Registration Statement being filed with the SEC, and any amendments thereto (the “S-8”); and