00:07:37 EST Fri 12 Dec 2025
Enter Symbol
or Name
USA
CA



Ur-Energy Inc
Symbol URE
Shares Issued 377,910,537
Close 2025-12-10 C$ 1.83
Market Cap C$ 691,576,283
Recent Sedar Documents

Ur-Energy arranges $100-million note offering

2025-12-10 19:13 ET - News Release

Mr. John Cash reports

UR-ENERGY ANNOUNCES PROPOSED $100 MILLION OFFERING OF CONVERTIBLE SENIOR NOTES DUE 2031

Ur-Energy Inc. intends to offer $100-million aggregate principal amount of convertible senior notes due 2031 in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. Ur-Energy also intends to grant the initial purchasers of the notes an option to purchase, during a 13-day period beginning on, and including, the date on which the notes are first issued, up to an additional $20-million aggregate principal amount of notes. The convertible note offering is subject to market and other conditions, and there can be no assurance as to whether or when the convertible note offering may be completed, or as to the actual size or terms of the convertible note offering.

The notes will be general senior unsecured obligations of Ur-Energy and will accrue interest payable semi-annually in arrears. The notes will be convertible at the option of holders under certain conditions into cash, common shares, no par value, of Ur-Energy, or a combination of cash and common shares, at Ur-Energy's election. The interest rate, initial conversion rate and other terms of the notes will be determined at the time of pricing of the convertible note offering.

Ur-Energy expects to use the net proceeds from the convertible note offering, if consummated: (i) to pay the cost of the capped call transactions (as described below); and (ii) for project development and general corporate purposes. If the initial purchasers exercise their option to purchase additional notes, Ur-Energy expects to use a portion of the net proceeds from the sale of the additional notes to enter into additional capped call transactions with the option counterparties (as defined below) and the remaining net proceeds for the purposes described above.

In connection with the pricing of the notes, Ur-Energy expects to enter into privately negotiated cash-settled capped call transactions with one or more of the initial purchasers of the notes or affiliates thereof and/or other financial institutions. The capped call transactions will cover, subject to anti-dilution adjustments, substantially similar to those applicable to the notes, the number of common shares initially underlying the notes. The capped call transactions are expected generally to compensate (through the payment of cash to Ur-Energy) for the potential economic dilution upon any conversion of notes and/or offset any cash payments Ur-Energy is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap.

In connection with establishing their initial hedges of the capped call transactions, Ur-Energy expects that the option counterparties or their respective affiliates will enter into various derivative transactions with respect to common shares and/or purchase common shares concurrently with or shortly after the pricing of the notes, including with, or from, certain investors in the notes. This activity could increase (or reduce the size of any decrease in) the market price of common shares or the trading price of the notes at that time.

In addition, the option counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to the common shares and/or purchasing or selling common shares or other securities of Ur-Energy in secondary market transactions following the pricing of the notes and prior to the maturity of the notes (and are likely to do so during the 50-trading day period beginning on the 51st scheduled trading day prior to the maturity date of the notes and, to the extent the company exercises the relevant election under the capped call transactions, following any earlier conversion, redemption or repurchase of the notes). This activity could also cause or avoid an increase or a decrease in the market price of the common shares or the notes, which could affect a holder's ability to convert the notes and, to the extent the activity occurs during any observation period related to a conversion of notes, it could affect the number of common shares, if any, and the value of the consideration that a holder will receive upon conversion of its notes.

The notes issued and the common shares issuable upon the conversion of notes, if any, to purchasers in Canada will be subject to a statutory hold period in accordance with applicable Canadian provincial and territorial securities laws. The convertible note offering is subject to final acceptance of the Toronto Stock Exchange. In obtaining TSX conditional approval, Ur-Energy intends to rely on the exemptions for eligible interlisted issuers set forth in Section 602.1 of the TSX company manual, which provide that the TSX will not apply its standards to certain transactions involving eligible interlisted issuers on a recognized exchange (each as defined in the TSX company manual), such as the NYSE American.

About Ur-Energy Inc.

Ur-Energy is a uranium mining company operating the Lost Creek in situ recovery uranium facility in south-central Wyoming. It has produced and packaged approximately three million pounds of triuranium octoxide from Lost Creek since the commencement of operations. Ur-Energy has begun development and construction activities at Shirley Basin, the company's second in situ recovery uranium facility in Wyoming. Ur-Energy is engaged in uranium recovery and processing activities, including the acquisition, exploration, development and operation of uranium mineral properties in the United States. The primary trading market for Ur-Energy's common shares is on the NYSE American under the symbol URG. Ur-Energy's common shares also trade on the Toronto Stock Exchange under the symbol URE. Ur-Energy's corporate office is in Littleton, Colo., and its registered office is in Ottawa, Ont.

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