0001213900-23-052202.txt : 20230627 0001213900-23-052202.hdr.sgml : 20230627 20230627171506 ACCESSION NUMBER: 0001213900-23-052202 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230627 FILED AS OF DATE: 20230627 DATE AS OF CHANGE: 20230627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: enCore Energy Corp. CENTRAL INDEX KEY: 0001500881 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS METAL ORES [1090] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41489 FILM NUMBER: 231048444 BUSINESS ADDRESS: STREET 1: 101 N. SHORELINE BLVD, SUITE 450 CITY: CORPUS CHRISTI STATE: TX ZIP: 78401 BUSINESS PHONE: 361-239-5449 MAIL ADDRESS: STREET 1: 101 N. SHORELINE BLVD, SUITE 450 CITY: CORPUS CHRISTI STATE: TX ZIP: 78401 FORMER COMPANY: FORMER CONFORMED NAME: Encore Energy Corp. DATE OF NAME CHANGE: 20170301 FORMER COMPANY: FORMER CONFORMED NAME: WOLFPACK GOLD CORP. DATE OF NAME CHANGE: 20130523 FORMER COMPANY: FORMER CONFORMED NAME: TIGRIS URANIUM CORP. DATE OF NAME CHANGE: 20100908 6-K 1 ea181034-6k_encore.htm REPORT OF FOREIGN PRIVATE ISSUER

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of June 2023

Commission File Number 001-41489

enCore Energy Corp.
(Translation of registrant’s name into English)

101 N. Shoreline Blvd. Suite 450, Corpus Christi, TX 78401
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40F:

Form 20-F ☐ Form 40-F ☒

Incorporation by Reference

Exhibit 99.1 of this Form 6-K is incorporated by reference as an additional exhibit to the registrant’s Registration Statement on Form F-10 (File No. 333-269387) and the Registration Statement on Form F-10 (File No. 333-272609).

The following documents are being submitted herewith:

Exhibit		Description
99.1		Material Change Report dated June 27, 2023

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	enCore Energy Corp.
	(Registrant)

Date: June 27, 2023	By:	/s/ Carrie Mierkey
	Name:	Carrie Mierkey
	Title:	Chief Financial Officer

EX-99.1 2 ea181034ex99-1_encore.htm MATERIAL CHANGE REPORT DATED JUNE 27, 2023

Exhibit 99.1

FORM 51-102F3

MATERIAL CHANGE REPORT

1.	NAME AND ADDRESS OF COMPANY enCore Energy Corp. 101 N. Shoreline Blvd, Suite 450 Corpus Christi, TX 78401

2.	DATE OF MATERIAL CHANGE June 26, 2023

3.	NEWS RELEASE News release dated June 26, 2023 was disseminated through the facilities of Cision.

4.	SUMMARY OF MATERIAL CHANGE enCore Energy Announces Agreement for At-The-Market Offering

5.	FULL DESCRIPTION OF MATERIAL CHANGE enCore Energy Corp. (“enCore” or the “Company”) (NYSE American: EU; TSXV: EU) announced it has entered into a Controlled Equity Offering^SM Sales Agreement dated as of June 26, 2023 (the “Sales Agreement”) with Cantor Fitzgerald Canada Corporation and Cantor Fitzgerald & Co. (together, the “Lead Agents”), and Canaccord Genuity Corp., Canaccord Genuity LLC, Haywood Securities Inc., PI Financial Corp., and Jett Capital Advisors, LLC (together with the Lead Agents, the “Agents”). Pursuant to the Sales Agreement, the Company will be entitled, at its discretion from time-to-time during the term of the Sales Agreement, to sell, through the Lead Agents, such number of common shares of the Company (the “Common Shares”) that would result in aggregate gross proceeds to the Company of up to US$70,000,000 (the “Offering” or “ATM Facility”). Sales of the Common Shares, if any, will be made in “at-the-market distributions”, as defined in National Instrument 44-102 – Shelf Distributions, directly on the TSXV, the NYSE American (“NYSE American”) or on any other existing trading market in Canada or the United States or as otherwise agreed between the Lead Agents and the Company. The ATM Facility can be in effect until the aggregate gross sales proceeds of common shares sold pursuant to the Sales Agreement equals US$70,000,000, unless terminated prior to such date by enCore or otherwise in accordance with the Sales Agreement. Net proceeds from the ATM Facility, if any, will be used for corporate purposes as described in the Prospectus Supplement referenced below.

	The Offering will be made by way of a prospectus supplement dated June 26, 2023 (the “Prospectus Supplement”) to the Company’s existing Canadian short form base shelf prospectus of US$140 million and U.S. registration statement on Form F-10, as amended (File No. 333-272609), dated June 12, 2023 and June 20, 2023, respectively (collectively, the “Offering Documents”). The Prospectus Supplement will be filed with Securities Commissions in Canada and the U.S. Securities and Exchange Commission (the “SEC”). The Offering Documents will contain important detailed information about the securities being offered. Before you invest, you should read the Offering Documents and the documents incorporated therein for more complete information about the Company and the Offering. Copies of the Sales Agreement and the Offering Documents will be available for free by visiting the Company’s profiles on the SEDAR website maintained by the Canadian Securities Administrators at www.sedar.com or the SEC’s website at www.sec.gov, as applicable. The common shares that may be issued by the Company under the ATM Facility have been conditionally approved for listing on the TSXV and have been approved for listing on the NYSE American.

6.	Reliance on subsection 7.1(2) of National Instrument 51-102 Not applicable.

7.	OMITTED INFORMATION Not applicable.

8.	EXECUTIVE OFFICER William M. Sheriff, Executive Chairman Telephone: 972-333-2214

9.	DATE OF REPORT June 27, 2023