SEC Comment Letter for ENERGY FUELS INC (UUUU) (CIK 0001385849) (UUUU) — May 4, 2016
ENERGY FUELS INC (UUUU) (CIK 0001385849)
Date: May 4, 2016 · CIK: 0001385849 · Accession: 0000000000-16-074868
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-210782
Letter
Mail Stop 3561 May 3, 2016 Via E -mail David Frydenlund General Counsel and Corporate Secretary Energy Fuels Inc. 225 Union Blvd., Suite 600 Lakewood, Colorado 80228
Re: Energy Fuels, Inc. Amendment No. 1 to Registration Statement on Form S-3 Filed April 15, 2016 File No. 333-210782
Dear David Frydenlund :
We have reviewed your amended registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the requested information . If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments . Unless we note otherwise, our references to prior comments are to comments in our April 26, 2016, letter .
1. We note that the legality opinion in Exhibit 5.1 now states that the Shares, Preferred Shares, and Warrant Shares will be legally issued as fully paid and non -assessable. Please file a revised legality opinion that opines on whether such shares will be legally issued, fully paid, and non-assessable, as those terms are understood under U.S. law. For guidance, refer to Section II.B.1.c of Staff Legal Bulletin No. 19.
David Frydenlund Energy Fuels, Inc. May 3 , 2016 Page 2
Please contact Kathleen Suellentrop at (202) 551 -4256 or Pamela Howell at (202) 551 - 3357 with any other questions.
Sincerely,
/s/ Pamela Howell
for
Show Raw Text
Mail Stop 3561 May 3, 2016 Via E -mail David Frydenlund General Counsel and Corporate Secretary Energy Fuels Inc. 225 Union Blvd., Suite 600 Lakewood, Colorado 80228 Re: Energy Fuels, Inc. Amendment No. 1 to Registration Statement on Form S-3 Filed April 15, 2016 File No. 333-210782 Dear David Frydenlund : We have reviewed your amended registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information . If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments . Unless we note otherwise, our references to prior comments are to comments in our April 26, 2016, letter . 1. We note that the legality opinion in Exhibit 5.1 now states that the Shares, Preferred Shares, and Warrant Shares will be legally issued as fully paid and non -assessable. Please file a revised legality opinion that opines on whether such shares will be legally issued, fully paid, and non-assessable, as those terms are understood under U.S. law. For guidance, refer to Section II.B.1.c of Staff Legal Bulletin No. 19. David Frydenlund Energy Fuels, Inc. May 3 , 2016 Page 2 Please contact Kathleen Suellentrop at (202) 551 -4256 or Pamela Howell at (202) 551 - 3357 with any other questions. Sincerely, /s/ Pamela Howell for John Reynolds Assistant Director Office of Beverages, Apparel, and Mining cc: Richard Raymer, Esq. Dorsey & Whitney LLP