enCore Energy Corp.

enCore sold $115.0 million of 5.50% convertible senior notes due August 15, 2030 to initial purchasers led by Cantor Fitzgerald, closing August 22, 2025; the total includes the full $15.0 million extra-notes option. Net proceeds are about $109.8 million, of which $11.5 million is for capped call transactions and about $10.6 million is to repay the Boss Energy uranium loan (the $10.4 million balance outstanding in July), with the rest for general corporate purposes. The notes convert at about $3.29 per share (303.9976 shares per $1,000), so shareholders could be diluted if holders convert into shares (the company may instead pay cash or a mix); the notes are unsecured. This resolves the Boss loan repayment thread ahead of the December 27, 2025 deadline, though the repayment is stated as an intention and the filing excerpt does not confirm it has been made.

capital raising announcement

enCore's subsidiary again changed its uranium loan with Boss Energy: a one-week extension to July 3, 2025, then a fourth amendment extending repayment to December 27, 2025. It adds a $3.6 million cash facility, drawable before November 27, 2025, to fund its capital contributions to the Alta Mesa joint venture. Of the original $20.1 million loan, $11.9 million has been repaid and $10.4 million remains outstanding. The interest rate rises to 10.00%, a 2.0% annual fee applies to the undrawn facility from August 1, 2025, and Boss can now require transfer of control of the joint venture interests if the loan defaults. This pushes back the June 27, 2025 repayment set in the February amendment.

debt financing

The sale of the New Mexico assets to Verdera closed on April 8, 2025, completing the deal announced in March. enCore received the 50,000,000 Verdera preferred shares (about 73% of Verdera on a fully diluted basis, per the press release), the 2% royalty and US$350,000 cash. A side letter dated April 4 has enCore consent to Verdera going public with a raise of at least CAD$20 million at a minimum of CAD$0.80 per share, and to set a record date to distribute 35,000,000 of the converted shares to enCore shareholders at Verdera's request after listing. A registration rights agreement was also signed, giving enCore rights to have its Verdera shares registered for resale.

material agreement

enCore agreed to sell the subsidiary holding its New Mexico uranium projects (Crownpoint, Hosta Butte, Nose Rock, West Largo, Ambrosia Lake - Treeline) to Verdera Energy Corp. It received $350,000 in cash at signing and will receive 50,000,000 non-voting preferred shares of Verdera at closing plus a 2.0% net proceeds royalty on uranium and a 2% net smelter royalty on other minerals. It plans to distribute 35,000,000 of the converted shares to its own shareholders after Verdera goes public, and can buy the business back if Verdera has not listed by December 10, 2025 (extendable to January 31, 2026). The filing discloses a conflict: the Chairman's spouse is on Verdera's board and some enCore directors and officers own Verdera shares; a committee of disinterested directors negotiated the deal and received a fairness opinion from Fort Capital Partners. Closing was expected by March 31, 2025.

material agreement

A subsidiary of enCore agreed with Boss Energy (its joint venture partner at Alta Mesa) to change how it repays its uranium loan: 118,000 pounds (including 18,000 pounds of interest) at $100.54 per pound in cash by February 26, 2025, and a further 100,000 pounds at $100.54 per pound plus interest by June 27, 2025. Boss Energy must say by March 15, 2025 whether it wants the second payment in uranium, cash, or a mix. The same filing also reports that enCore filed updated technical reports (mineral resource estimates and preliminary economic assessments) for the South Texas, Gas Hills, Alta Mesa and Mesteña Grande projects. The release gives Alta Mesa capital costs of $25.9 M and after-tax NPV of $51.6 M, and Mesteña Grande capital costs of $108.1 M and after-tax NPV of $154.4 M (8% discount rate); the filing describes these as preliminary.

material agreement

enCore Energy Corp.'s securities were notified for removal from listing and registration on its exchange.

listing compliance notice

the exchange certified enCore Energy Corp.'s securities for listing, clearing them to begin trading.

listing compliance notice

the exchange certified enCore Energy Corp.'s securities for listing, clearing them to begin trading.

listing compliance notice