8-K

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

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

September 28, 2018
Date of Report (Date of earliest event reported)

URANIUM ENERGY CORP.
(Exact name of registrant as specified in its charter)

Nevada	001-33706	98-0399476
(State or other jurisdiction of	(Commission File	(IRS Employer Identification
incorporation)	Number)	No.)

1030 West Georgia Street, Suite 1830
Vancouver, British Columbia	V6E 2Y3
(Address of principal executive offices)	(Zip Code)

(604) 682-9775
Registrant’s telephone number, including area code

Not applicable.
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b -2 of this chapter).

Emerging growth company[ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.[ ]

Item 7.01 Regulation FD Disclosure

On September 28, 2018, Uranium Energy Corp. (the “Company”) issued a news release announce a proposed underwritten public offering to raise gross proceeds of up to $10 million.

A copy of the news release is attached as Exhibit 99.1 hereto.

Item 9.01	Financial Statements and Exhibits
(a)	Financial Statements of Business Acquired

Not applicable.

(b) Pro forma Financial Information

Not applicable.

(c) Shell Company Transaction

Not applicable.

(d) Exhibits

Exhibit	Description
99.1	News Release dated September 28, 2018.

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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 hereunto duly authorized.

	URANIUM ENERGY CORP.
DATE: September 28, 2018.	By:	/s/ Amir Adnani
		Amir Adnani, President, Chief
		Executive Officer and a director

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EX-99.1

 

NYSE American Symbol – UEC

Uranium Energy Corp Announces Proposed Public Offering to Raise $10 Million

Corpus Christi TX, September 28, 2018 - Uranium Energy Corp. (NYSE American: UEC; “UEC” or the “Company”) is pleased to announce an underwritten public offering (the “Offering”) of units of the Company (the “Units”) at a price of $1.60 per Unit, with each Unit being comprised of one common share of the Company (each, a “Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”) to raise gross proceeds of up to $10 million. Each Warrant will entitle the holder to acquire one common share (each, a “Warrant Share”) at a price per Warrant Share of $2.05 exercisable immediately upon issuance and expiring 30 months from closing.

H.C. Wainwright & Co., LLC and Haywood Securities Inc. are acting as joint book-running managers in connection with the Offering.

The Company anticipates that the net proceeds of the Offering will be used to fund exploration and development expenditures at the Company’s projects and for general corporate and working capital purposes.

The closing of the Offering is expected to occur on or about October 3, 2018.

Uranium Energy will host an investor conference call today, Friday, September 28, 2018, at 5:00PM EST, to discuss the proposed public offering. The conference call can be accessed at: Webcast URL (EN):
https://event.on24.com/wcc/r/1850340/6EA8257ACC616CA58FFD8ECCA9D8C198

Call Agenda:

The following members of the UEC team will lead the call:

1.	Mr. Spencer Abraham, Chairman and former US Secretary of Energy, will highlight key US national security concerns related to foreign uranium dependence and the actions being considered by the US government to protect domestic uranium supply;
2.	Mr. Amir Adnani, CEO and President, will provide an overview of the Company’s development plans for the remainder of 2018 and in 2019; and
3.	Mr. Scott Melbye, Executive Vice President of UEC and Chairman of Uranium Royalty Corp., will provide insight into several pivotal supply and demand developments in recent months.

A “shelf” registration statement relating to the shares of common stock and warrants to be issued in the proposed Offering was filed with the Securities and Exchange Commission (the “SEC”) and was declared effective by the SEC on March 10, 2017.

A preliminary prospectus supplement and accompanying prospectus describing the terms of the proposed Offering has been filed with the SEC. Copies of the preliminary prospectus supplement and the accompanying prospectus supplement relating to the securities being offered may also be obtained from H.C. Wainwright & Co., LLC, via email at placements@hcwco.com, and in Canada by from Haywood Securities Inc. at ecm@haywood.com. Electronic copies of the preliminary prospectus supplement and accompanying prospectus are also be available on the SEC’s website at http://www.sec.gov.

This press release does not and shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities, nor shall there be any sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration of qualification under the securities laws of any state or jurisdiction. The securities being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the prospectus supplement, the prospectus or the Company’s shelf registration statement.

About Uranium Energy Corp

Uranium Energy Corp. is a U.S.-based uranium mining and exploration company. The Company’s fully-licensed Hobson Processing Facility is central to all of its projects in South Texas, including the Palangana ISR mine, the permitted Goliad ISR project and the development-stage Burke Hollow ISR project. In Wyoming, UEC controls the permitted Reno Creek ISR project. Additionally, the Company controls a pipeline of advanced-stage uranium projects in Arizona, Colorado, New Mexico and Paraguay, and a large, high-grade titanium project in Paraguay. The Company’s operations are managed by professionals with a recognized profile for excellence in their industry, a profile based on many decades of hands-on experience in the key facets of uranium exploration, development and mining.

Contact Uranium Energy Corp Investor Relations at:

Toll Free: (866) 748-1030

Fax: (361) 888-5041

E-mail: info@uraniumenergy.com

Stock Exchange Information:

NYSE American: UEC

WKN: AØJDRR

ISN: US916896103

Safe Harbor Statement

Except for the statements of historical fact contained herein, the information presented in this news release constitutes “forward-looking statements” as such term is used in applicable United States and Canadian laws. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management. Any other statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans, “estimates” or “intends”, or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and should be viewed as “forward-looking statements”. Such forward looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements, including statements regarding whether or when the Offering may be completed and the anticipated use of proceeds from the offering. Such risks and other factors include, among others, the actual results of exploration activities, variations in the underlying assumptions associated with the estimation or realization of mineral resources, the availability of capital to fund programs and the resulting dilution caused by the raising of capital through the sale of shares, accidents, labor disputes and other risks of the mining industry including, without limitation, those associated with the environment, delays in obtaining governmental approvals, permits or financing or in the completion of development or construction activities, title disputes or claims limitations on insurance coverage. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements contained in this news release and in any document referred to in this news release.

Certain matters discussed in this news release and oral statements made from time to time by representatives of the Company may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. Forward-looking information is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Many of these factors are beyond the Company’s ability to control or predict. Important factors that may cause actual results to differ materially and that could impact the Company and the statements contained in this news release can be found in the Company’s filings with the Securities and Exchange Commission. For forward-looking statements in this news release, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The Company assumes no obligation to update or supplement any forward-looking statements whether as a result of new information, future events or otherwise. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities.