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    Energy Fuels Inc.: CORRESP - Filed by newsfilecorp.com

    April 21, 2023

    United States Securities and Exchange Commission

    Attn: Mr. John Coleman, Mining Engineer

    Division of Corporation Finance

    Office of Energy & Transportation

    100 F Street N.E.

    Washington, DC  20549-7010

    VIA EDGAR

     Re: Energy Fuels Inc.

     Form 10-K for Fiscal Year Ended December 31, 2021

     Filed March 15, 2022

     File No. 001-36204

    Dear Sir:

    This letter responds to the written comments from the staff (the "Staff") of the Securities and Exchange Commission (the "SEC") set forth in the March 24, 2023, letter regarding the above-referenced Form 10-K for Fiscal Year Ended December 31, 2021 (the "2021 Form 10-K") of Energy Fuels Inc. (the "Company") filed on March 15, 2022.

    Page numbers in the text of the Company's responses correspond to page numbers in the 2021 Form 10-K. Please note that capitalized terms used but not otherwise defined in this letter have the meanings ascribed to such terms in the 2021 Form 10-K.

    In the Company's response below, references are also made to:

        the report titled "Technical Report on the Nichols Ranch Project, Johnson and Campbell Counties, Wyoming, USA" dated February 22, 2022 and effective December 31, 2021, as amended February 8, 2023, and prepared by Grant A. Malensek, M.Eng., P. Eng., Mark B. Mathisen, C.P.G., Jeremy Scott Collyard, PMP, MMSA QP, each a Qualified Person employed by SLR, Jeffrey L. Woods, MMSA QP, a Qualified Person employed by Woods Process Services, and Phillip E. Brown, C.P.G., R.P.G., a Qualified Person employed by Consultants In Hydrogeology (the "Nichols Ranch Technical Report Summary"). The Nichols Ranch Technical Report Summary was prepared in accordance with U.S. regulation S-K 1300 ("S-K 1300") and also constitutes a Preliminary Economic Assessment ("PEA") pursuant to Canadian National Instrument 43-101 ("NI 43-101"); and

        the report titled "Technical Report Summary for the Alta Mesa Uranium Project, Brooks and Jim Hogg Counties, Texas, USA" dated December 31, 2021, prepared by Douglas Beahm, PE, PG, a Qualified Person employed by BRS Inc., as well as Travis Boam, PG, a non-independent Qualified Person employed with the Company (the "Alta Mesa Technical Report Summary"). The Alta Mesa Technical Report Summary was prepared in accordance with S-K 1300 and also constitutes a PEA pursuant to NI 43-101.

    Form 10-K for the Fiscal Year ended December 31, 2021

    Exhibits and Financial Schedules, page 189

    Staff Comment No. 1

    We note your response to prior comment 2 regarding the cut-off grade used for the Nichols Ranch property, and the pricing, recovery, and operating cost numbers that are disclosed on page 14-15 of the revised technical report summary.

    Please provide us with the equation that was used to calculate the cut-off grade for the Nichols Ranch project based on the information referenced above, to clarify and demonstrate how the minimum geologic cut-off grade of 0.02% was determined.

    Also provide us with the equation that was used to calculate the cut-off grade for the Alta Mesa project based on information in the corresponding technical report summary, to show how the minimum geologic cut-off grade of 0.02% was determined.

    Please identify all elements of each equation, reconciled as necessary to the corresponding details in the associated reports, identifying the specific locations within the reports where such details are disclosed, and including clear explanations of rationale for any adjustments or modifications to the inputs or within the equations.

    Identify and describe any differences in the assumptions utilized or the approach taken in determining the cut-off grades for each project.

    Company's Response:

    Uranium in-situ recovery ("ISR") operations, like Nichols Ranch and Alta Mesa1, operate differently from traditional open pit or underground mines. In an ISR operation, no physical rock is moved and therefore it is meaningless to determine an economic cut-off grade, which in other mining operations is easily calculated using a standard equation. While various companies might have their own proprietary methods, there is no standard equation for calculating a cut-off grade for ISR operations.

    For ISR operations, what is used in place of a cut-off grade is a Grade x Thickness ("GT") cut-off. To determine the extent of the resources at a project, it is necessary to first establish a minimum GT cut-off that defines the mineral resource. Because ISR operations are mined by fluid flow, the miner cannot discreetly mine zones, like one would do in a conventional operation. Fluids flow through a formation and dissolve uranium wherever it is encountered, so the target is the mineralized zone, which defines the zone that contains the mineral resources. The mineral resource is the portion of the mineralized zone that has a reasonable prospect for eventual economic extraction under a reasonable set of uranium price and mining operation and cost expectations.

    For uranium ISR operations the GT cut-off is defined by uranium grade (% U3O8) multiplied by a thickness (ft):

    GT = Grade (% U3O8) x Thickness (ft)

            1 The Company sold Alta Mesa to enCore Energy Corp. on February 14, 2023 and is therefore no longer associated with the mineral resource on that property. However, for completeness and as requested by the SEC, we are also addressing the GT cut-off calculations for the Alta Mesa project in this letter.

        -2-

    The following steps are used to determine the minimum GT cut-off for a project (the "GT Cut-off"), which is then used to determine the mineral resource associated with the project. As discussed in more detail below, the process of determining the GT Cut-off and the grade and thickness to be used in that determination can be iterative.

    1. Determine the Grade to be used in the GT Cut-off

    The grade to be used in calculating the GT Cut-off is generally initially chosen as the minimum geologic grade associated with the project to define the extent of the resources. The minimum geologic grade is the lowest grade that can meaningfully distinguish the mineralized zone from the non-mineralized zone.

    The minimum geologic grade associated with a project can be determined in one of three ways:

    (a) Through knowledge of the established minimum geologic grade for other sites with similar geologic characteristics, often in the same geologic basin or in similar geologic basins elsewhere. This can be a starting point, which is typically further refined by 1(b) or (c) below, or it can be definitive, depending on the established knowledge of the basin in which the project is located;

    (b) Through extensive drilling and analysis of drill logs for the project by an experienced geologist; or

    (c) Through statistical modeling of the drilled uranium grades.

    This choice of grade can be iterative because if the initial choice does not result in a GT Cut-off that results in a mineral resource that has a reasonable prospect for eventual economic extraction, then a different grade may be chosen that meets those criteria. However, given the established ways in which the initial grade choice is determined, as discussed above, and the experience of the industry in making GT Cut-off determinations, the initial choice of grade is often maintained as the final choice of grade in the GT Cut-off calculation.

    As stated in our January 23, 2023 response letter, and as summarized on page 14-16 of the Nichols Ranch Technical Report Summary, the minimum geologic grade for the Nichols Ranch project has been determined to be 0.02% U3O8 as defined by geologists with extensive working knowledge of the basin where the project is located and verified by years of actual production experience at Nichols Ranch. This means that everything greater than the grade of 0.02% U3O8 is considered to be in the mineralized zone at the site.

    For the Alta Mesa Project, as summarized on page 55 of the Alta Mesa Technical Report Summary, the minimum geologic grade has been determined to be 0.02% U3O8 as also defined by geologists with extensive working knowledge of the basin where the project is located and verified by years of actual production experience at Alta Mesa. This means that everything greater than the grade of 0.02% U3O8 is considered to be in the mineralized zone at the site.

    2. Determine the Thickness to be used in the GT Cut-off

    The thickness to be used in calculating the GT Cut-off is generally initially chosen as the minimum screened thickness required to get the mining fluids into the formation at the site, assuming a specific average minimum geologic grade (e.g., 10 feet at an average grade of 0.02% U3O8 or 5 feet at an average grade of 0.04% U3O8, etc.

    The minimum screened thickness for a project can be determined in one of three ways:

    (a) Through knowledge of the established minimum thickness for other sites with similar geologic characteristics, often in the same geologic basin or in similar geologic basins elsewhere. This can be a starting point, which is typically further refined by 2(b) or (c) below, or it can be definitive, depending on the established knowledge of the basin in which the project is located;

        -3-

    (b) Through a pilot test at the site, which usually involves an iterative process starting with an estimate under 2(a) and then potentially fine-tuning or confirming that estimate based on simulating ISR mining conditions at the site; or

    (c) Through actual production experience at the site, which takes 2(b) a step further with full-scale production experience at the site.

    This choice of minimum screened thickness can be iterative because if the initial choice does not result in a GT Cut-off that results in a mineral resource that has a reasonable prospect for eventual economic extraction, then a different minimum screened thickness will be chosen that meets those criteria. However, given the established ways of determining the initial minimum screened thickness choice, as discussed above, and the experience of the industry in making GT Cut-off determinations, the initial choice of minimum screened thickness is typically maintained as the final choice of thickness in the GT Cut-off calculation.

    At Nichols Ranch, it has been shown through production that in order to get the mining fluids into the formation a minimum well screen interval of 10 ft is required at a 0.02% U3O8 grade. At Alta Mesa, it has been shown through production that in order to get the mining fluids into the formation a minimum well screen interval of 15 ft is required at a 0.02% U3O8 grade. While the minimum production thicknesses are not explicitly stated in the report they can be easily calculated using the Cut-off GT and the minimum geologic grade provided (e.g. for Nichols Ranch 0.2 GT/0.02% U3O8 = 10 ft. and for Alta Mesa 0.3 GT/0.02% U3O8 = 15 ft.). The minimum thickness at Alta Mesa is different from that at Nichols Ranch due to geologic and hydrogeologic properties of the formation (i.e. porosity and permeability and geology) and mineralized thicknesses.

    3. Determine the GT Cut-off

    Based on these inputs for grade and thickness the initial GT Cut-off for each of Nichols Ranch and Alta Mesa are:

        Nichols Ranch GT Cut-off = grade (% U3O8) x thickness (ft) = 0.02% U3O8 x 10 ft = 0.2 GT; and

        Alta Mesa GT Cut-off = grade (% U3O8) x thickness (ft) = 0.02% U3O8 x 15ft = 0.3 GT.

    4. Determine the Initial Mineral Resource Estimate (in Pounds) based on the Initial GT Cut-off determined in Step 3.

    The GT Cut-offs determined in Steps 1-3 will define the initial mineral resource estimate for each project, subject to economic verification in the following steps. Any drill hole or portion thereof that has a GT > the GT Cut-off for the project will be included in the mineral resource estimate for the project. GT contour modeling will be applied to each such drill hole or portion thereof to determine the lateral extent, depth and volume of the mineral resource. The pounds of uranium contained in the mineral resource will be determined by multiplying the average grade for the project, as determined from exploration or development drilling results, by the total volume of the mineral resource, so determined.

        -4-

    5. Determine the Metallurgical Recovery Factor for the Mineral Resources

    Not all pounds of uranium under pattern will be recoverable. It is therefore necessary to determine the metallurgical recovery factor for the "under-pattern" portion of the mineral resource2.

    This can be done in one of three ways:

    a. Through knowledge of the established recovery rates for other sites with similar geologic characteristics, often in the same geologic basin or in similar geologic basins elsewhere. This can be a starting point, which is typically further refined by 5(b) or (c) below, or it can be definitive, depending on the established knowledge of the basin in which the project is located;

    b. Through a pilot test at the site, which usually involves an iterative process starting with an estimate under 5(a) and then potentially fine-tuning or confirming that estimate based on simulating ISR mining conditions at the site; or

    c. Through actual production experience at the site, which takes 5(b) a step further with full-scale production experience at the site.

    Based on actual production experience over many years at this project, 71% of the “under-pattern” mineral resource is recovered at Nichols Ranch., as discussed on pages 1-7 and 22-1 of the Nichols Ranch Technical Report Summary. The weighted average recovery of wellfields from the pre-Mining Mineral Resource was calculated at 81% at Alta Mesa as discussed on page 48 of the Alta Mesa Technical Report Summary

    6. Determine the Number of Recoverable Pounds of Uranium in the Mineral Resource.

    The number of recoverable pounds of uranium in the mineral resource is then determined by multiplying the number of pounds of uranium in the mineral resource by the % of pounds of uranium under pattern, by the metallurgical recovery factor for the project. Costs of recovery are generally tied to the costs of operating each well pattern (set of injection and recovery wells), so the number of recoverable pounds of uranium per pattern will affect the cost of production per pound of uranium.

    2 For determination of mineral reserves and/or economic analysis, a further adjustment would be required, although this adjustment is not required  to determine a GT Cut-off. This adjustment is required because not all the mineral resource will be capable of being mined by ISR methods. Specifically, some GT contours will not have the dimensions suitable for ISR mining. It is therefore necessary to map production patterns over the mineral resource to determine the portion of the mineral resource suitable for ISR mining. This mapping will be site-specific and will be determined by an experienced geologist. In existing operations like Nichols Ranch and Alta Mesa, each well pattern (spacing of injection and recovery wells) is very well understood, so once the area is drilled and the resource is modeled using the GT contour method, well fields (a set of injection and recovery wells) can be laid out over the mineral resource area. This defines the “under-pattern” portion of the mineral resource, or the portion that is physically capable of being mined by ISR methods. The “under-pattern” portion of the mineral resource would be stated in pounds of uranium.

    It should be noted that the “under-pattern” portion of the mineral resource is typically expected to vary as the GT Cut-off changes. For example, if the GT Cut-off is increased, some of the mineral res