BETHESDA, Md., Aug. 21, 2020 /PRNewswire/ -- Centrus Energy
Corp. (NYSE American: LEU) today announced the pricing of an
underwritten public offering of 2,350,000 shares of its Class A
Common Stock, at a public offering price of $10.00 per share of Class A Common Stock. In
addition, Centrus has granted the underwriters a 30-day option to
purchase up to an additional 352,500 shares of Class A Common Stock
at the public offering price, less the underwriting discount.
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Proceeds to Centrus from the offering are expected to be
$21.5 million, after deducting
underwriting discounts and commissions and other estimated offering
expenses payable by Centrus. Centrus plans to use the net proceeds
of the offering for general working capital purposes, to invest in
technology development, and to repay outstanding debt or retire
shares of its Series B Senior Preferred Stock, including shares of
Series B Senior Preferred Stock of existing stockholders who have
indicated interest in purchasing shares of Class A Common Stock in
the offering. The offering is expected to close on or about
August 25, 2020, subject to customary
closing conditions.
Roth Capital Partners is acting as sole book-running
manager for the offering. Lake Street is acting as lead
manager.
The securities are being offered by Centrus pursuant to a
registration statement on Form S-3 relating to the Common Stock
offered in the public offering described above, which was filed
with the Securities and Exchange Commission (SEC), and
has been declared effective by the SEC. The offering will be
made only by means of a written prospectus that forms a part of the
registration statement. The final prospectus supplement
relating to the offering will be filed with the SEC and will be
available on the SEC's website located at http://www.sec.gov.
Copies of the final prospectus supplement and the accompanying
prospectus relating to the offering, when available, may be
obtained from Roth Capital Partners, LLC, 888 San Clemente Drive,
Newport Beach, CA 92660 Attention:
Prospectus Department, or by telephone at (800) 678- 9147 or from
Lake Street, Lake Street Capital Markets, LLC, Attention: Equity
Syndicate Department, 920 2nd Avenue South, Suite 700, Minneapolis, MN 55402, or by telephone at
(612) 326-1305, or by email at syndicate@lakestreetcm.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the securities being offered, nor
shall there be any sale of the securities being offered in any
state or other jurisdiction in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or other
jurisdiction.
About Centrus
Centrus is a trusted supplier of nuclear fuel and services for
the nuclear power industry. Centrus provides value to its utility
customers through the reliability and diversity of its supply
sources – helping them meet the growing need for clean, affordable,
carbon-free electricity. Since 1998, the Company has provided its
utility customers with more than 1,750 reactor years of fuel, which
is equivalent to 7 billion tons of coal.
With world-class technical capabilities, Centrus offers turnkey
engineering and advanced manufacturing solutions to its customers.
The Company is also advancing the next generation of centrifuge
technologies so that America can restore its domestic uranium
enrichment capability in the future. Find out more at
www.centrusenergy.com.
Forward-Looking Statements
This press release includes forward-looking statements, which
are within the meaning of the Safe Harbor provisions of the Private
Securities Litigation Reform Act of 1995. Such statements are
subject to a number of risks and uncertainties, the outcome of
which could materially and/or adversely affect actual future
results and the trading price of Centrus's securities. Such
statements include, but are not limited to, statements regarding
Centrus's expectations with respect to the completion, timing and
size of the offering and use of the expected net proceeds from the
offering. The statements are based on assumptions about many
important factors and information currently available to us to the
extent we have thus far had an opportunity to fully and carefully
evaluate such information in light of all surrounding facts,
circumstances, recommendations and analyses. Risks that contribute
to the uncertain nature of the forward-looking statements include,
among others, risks associated with market conditions and the
satisfaction of customary closing conditions related to the
offering, with the nuclear energy industry in general and with
Centrus in particular, which may be amplified by the novel
coronavirus (COVID-19) pandemic, including, among others, risks
associated with the following: risks related to Centrus's
significant long-term liabilities, including material unfunded
defined benefit pension plan obligations and postretirement health
and life benefit obligations; risks relating to Centrus's 8.25%
notes (the "8.25% Notes") maturing in February 2027 and the Series B Senior Preferred
Stock; risks related to the use of Centrus's net operating loss
("NOLs") carryforwards and net unrealized built-in losses
("NUBILs") to offset future taxable income and the use of the
Rights Agreement (as defined herein) to prevent an "ownership
change" as defined in Section 382 of the Internal Revenue Code of
1986, as amended (the "Code") and Centrus's ability to generate
taxable income to utilize all or a portion of the NOLs and NUBILs
prior to the expiration thereof; risks related to the limited
trading markets in Centrus's securities; risks related to Centrus's
ability to maintain the listing of its Class A Common Stock on the
NYSE American LLC (the "NYSE American"); risks related to decisions
made by Centrus's Class B stockholders and its Series B Senior
Preferred stockholders regarding their investment in the Company
based upon factors that are unrelated to the Company's performance;
risks related to the Company's capital concentration; risks related
to natural and other disasters, including the continued impact of
the March 2011 earthquake and tsunami
in Japan on the nuclear industry
and on our business, results of operations and prospects; the
impact and potential extended duration of the current supply/demand
imbalance in the market for low-enriched uranium ("LEU"); Centrus's
dependence on others for deliveries of LEU including deliveries
from the Russian government-owned entity TENEX, Joint-Stock Company
("TENEX"), under a commercial supply agreement with TENEX and
deliveries under a long-term supply agreement with Orano Cycle
("Orano"); risks related to existing or new trade barriers and
contract terms that limit Centrus's ability to deliver LEU to
customers; risks related to actions, including government reviews,
that may be taken by the United
States government, the Russian government or other
governments that could affect Centrus's ability to perform under
its contract obligations or the ability of its sources of supply to
perform under their contract obligations to Centrus, including the
imposition of sanctions, restrictions or other requirements, and
risks relating to the potential expiration of the 1992 Russian
Suspension Agreement ("RSA") and/or a renewal of the RSA on terms
not favorable to Centrus or legislation imposing new or increased
limits on imports of Russian LEU; risks related to Centrus's
ability to sell the LEU it procures pursuant to its purchase
obligations under its supply agreements; risks relating to
Centrus's sales order book, including uncertainty concerning
customer actions under current contracts and in future contracting
due to market conditions and lack of current production capability;
risks related to financial difficulties experienced by customers,
including possible bankruptcies, insolvencies or any other
inability to pay for our products or services or delays in making
timely payment; pricing trends and demand in the uranium and
enrichment markets and their impact on Centrus's profitability;
movement and timing of customer orders; risks related to the value
of Centrus's intangible assets related to the sales order book and
customer relationships; risks associated with Centrus's reliance on
third-party suppliers to provide essential products and services to
Centrus; the impact of government regulation including by the U.S.
Department of Energy ("DOE") and the U.S. Nuclear Regulatory
Commission; uncertainty regarding Centrus's ability to commercially
deploy competitive enrichment technology; risks and uncertainties
regarding funding for deployment of the American Centrifuge
technology and Centrus's ability to perform and absorb costs under
our agreement with DOE to demonstrate the capability to produce
high assay low enriched uranium ("HALEU") and Centrus's ability to
obtain and/or perform under other agreements; risks relating to
whether or when government or commercial demand for HALEU will
materialize; the potential for further demobilization or
termination of Centrus's American Centrifuge work; risks related to
Centrus's ability to perform and receive timely payment under
agreements with DOE or other government agencies, including risk
and uncertainties related to the ongoing funding of the government
and potential audits; the competitive bidding process associated
with obtaining a federal contract; risks related to Centrus's
ability to perform fixed-price and cost-share contracts, including
the risk that costs could be higher than expected; risks that
Centrus will be unable to obtain new business opportunities or
achieve market acceptance of its products and services or that
products or services provided by others will render Centrus
products or services obsolete or noncompetitive; risks that Centrus
will not be able to timely complete the work that it is obligated
to perform; failures or security breaches of its information
technology systems; risks related to pandemics and other health
crises, such as the global COVID-19 pandemic; potential strategic
transactions, which could be difficult to implement, disrupt our
business or change our business profile significantly; the outcome
of legal proceedings and other contingencies (including lawsuits
and government investigations or audits); the competitive
environment for Centrus's products and services; changes in the
nuclear energy industry; the impact of financial market conditions
on Centrus's business, liquidity, prospects, pension assets and
insurance facilities; the risks of revenue and operating results
fluctuating significantly from quarter to quarter, and in some
cases, year to year, as well as other risks listed or described
from time to time in Centrus's most recent filings with
the SEC on Forms 10-K, 10-Q and 8-K. Except as required
by law, Centrus does not intend to update any of the statements in
this press release upon further developments.
Centrus Investor Contacts:
Investors: Dan
Leistikow (301) 564-3399
or LeistikowD@centrusenergy.com
Media: Lindsey Geisler (301) 564-3392
or GeislerLR@centrusenergy.com
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SOURCE Centrus Energy Corp.