enCore Energy (EU) Announces Proposed Public Offering

January 24, 2023 4:20 PM EST

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enCore Energy Corp. ("enCore" or the "Company") (NYSE: EU) (TSXV: EU) today announced that it has filed a preliminary short form prospectus in connection with an overnight marketed offering (the "Offering") of units (the "Units") of the Company. The Offering will be conducted through a syndicate of underwriters led by Canaccord Genuity (collectively, the "Underwriters").

Each Unit will consist of one common share in the capital of the Company (each a "Unit Share") and one-half of one common share purchase warrant (each a "Warrant"). Each Warrant will entitle the holder thereof to purchase one common share of the Company (a "Warrant Share").

The definitive size and pricing of the Offering, as well as the terms of the Warrants, will be determined in the context of the market at the time of entering into a definitive underwriting agreement between the Company and the Underwriters. The closing of the Offering will be subject to market and other customary conditions, including approvals of the TSX Venture Exchange and the NYSE American.

In addition, the Company has granted the Underwriters an option to purchase up to an additional 15% of the Units of the Offering on the same terms and conditions exercisable at any time, in whole or in part, until 30 days following the closing of the Offering, for market stabilization purposes and to cover over-allotments, if any.

The Company expects to use the net proceeds from the Offering to maintain and advance the Company's material properties, acquire properties, plant upgrades, drilling, maintenance and refurbishment, community outreach and communications, licensing and permitting and for general corporate and working capital purposes in the manner as set forth in the preliminary short form prospectus. In addition, if the Company is not able to complete a potential loan transaction contemplated by a non-binding term sheet prior to February 15, 2023, the Company expects to use a portion of the proceeds from the Offering to fund amounts required to be paid to complete the Company's previously announced pending acquisition of the Alta Mesa ISR uranium project (the "Alta Mesa Acquisition").

The preliminary short form prospectus for the Offering of the Units has been filed with the securities commissions or similar securities regulatory authorities in each of the provinces of Canada except Qu├ębec. A registration statement on Form F-10 (including such prospectus) (the "Registration Statement") has also been filed with the U.S. Securities and Exchange Commission (the "SEC") for the offering to which this communication relates but has not yet become effective. The preliminary short form prospectus and the Registration Statement contain important detailed information relating to the Company and the Offering. The preliminary prospectus is still subject to completion and amendment. There will not be any sale or acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued and the Registration Statement becomes effective.

Before you invest, you should read the prospectus in that Registration Statement and other documents the Company has filed with the SEC for more complete information about the Company and this Offering. You may get these documents for free by visiting EDGAR on the SEC Web site at and SEDAR at Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it in Canada from Canaccord Genuity Corp., 40 Temperance Street, Suite 2100, Toronto, ON M5H 0B4 and in the United States from Canaccord Genuity LLC, 99 High Street, Suite 1200, Boston, Massachusetts 02110, Attn: Syndicate Department, by telephone at (617) 371-3900, or by email at [email protected].

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