SEC Company Response from ENERGY FUELS INC (UUUU) (CIK 0001385849) (UUUU) — May 4, 2016
ENERGY FUELS INC (UUUU) (CIK 0001385849)
Date: May 4, 2016 · CIK: 0001385849 · Accession: 0001062993-16-009400
AI Filing Summary & Sentiment
File numbers found in text: 333-210782
Referenced dates: May 3, 2016
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CORRESP
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Energy Fuels Inc.: Correspondence - Filed by newsfilecorp.com
May 4, 2016
John Reynolds
Assistant Director
Securities and
Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re:
Response to the Securities and Exchange
Commission
Staff Comment dated May 3, 2016
regarding
Energy Fuels Inc.
Amendment No. 1 to Registration Statement on
Form S-3
File No. 333-210782
Dear Mr. Reynolds:
This letter responds to the comment of the staff of the United
States Securities and Exchange Commission (the “Staff”) set forth in the
May 3, 2016 letter (the “Comment Letter”) regarding the above-referenced
Amendment No. 1 to the Registration Statement on Form S-3 (the “S-3”) of
Energy Fuels Inc. (the "Company”). For your convenience, the Staff’s
comment is included below and we have numbered our responses accordingly.
Concurrently with the filing of this response to the Comment
Letter, the Company has filed an Amendment No. 2 to the S-3 (the
“Amendment”).
Our response is as follows:
Staff Comment No. 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.
The Company’s Response No. 1:
In response to Staff Comment No. 1, the Amendment includes a
revised Exhibit 5.1 legal opinion which states that the Shares, Preferred Shares
and Warrant Shares will be legally issued, fully paid and non-assessable.
* * * * *
Thank you for your review of the filing. If you should have any
questions regarding the response letter, please do not hesitate to contact the
undersigned at (303) 389-4130 or Richard Raymer of Dorsey & Whitney LLP at
(416) 367-7388.
John Reynolds
May 4, 2016
Page 2
Sincerely,
Energy Fuels Inc.
/s/ David C. Frydenlund
David C.
Frydenlund
Senior Vice President, General Counsel and
Corporate
Secretary
cc:
Richard Raymer, Dorsey & Whitney
LLP