August 2025
Case Study

enCore
Energy Corp.

enCore Energy is a U.S. domestic uranium developer focused on in-situ recovery (ISR) production to fuel growing demand for clean energy generation using nuclear power.

Transaction Terms
Offering Size
$115MM ($100MM Base + $15MM Greenshoe)
Security
5.50% Convertible Senior Notes
Maturity
2030 (5 Years)
Conversion Premium
27.5%
Capped Call
Up 75%
Use of Proceeds
Repay Boss Energy loan; fund mining pipeline
Execution
144A, wall-crossed, overnight
$115MM
Final size after
greenshoe exercise
7-figure
Capped call auction
savings achieved
1st
TSX Venture issuer ever
to execute net-share settled capped call
Situation Overview

Raising flexible
low-cost capital

enCore Energy entered into a $20.1MM Uranium Loan Agreement with Boss Energy Ltd, its JV partner on the Alta Mesa project. Over time, the interest rate on the loan stepped up from 9% to 10%, and enCore looked to refinance with cheaper capital.

The Company decided to take action to repay the Boss loan and raise unsecured, low-cost, flexible capital to fund its future mining pipeline — executing a strategic convertible financing paired with a capped call.

Transaction Type
Convertible Senior Notes +
Capped Call
Launched Size
$75MM
Upsized Final Size
$115MM (after greenshoe)
Company Exchange Listings
NYSE American + TSX Venture
Sector
Clean Energy / Uranium
Canadian First
1st TSX Venture issuer
with net-share settled capped call
HudsonWest’s Role

How we delivered
results

01
Canadian Regulatory Approval

By coordinating with enCore and their counsel, HudsonWest helped secure Canadian regulatory approval for the capped call, allowing enCore to become just the second-ever Canadian listed and domiciled issuer — and the first-ever TSX Venture-listed issuer — to execute a net-share settled capped call, to parties' knowledge. This resulted in a better accounting outcome for enCore (no mark-to-market)

02
Competitive Capped Call Auction

HudsonWest drove a competitive capped call auction process that resulted in 7-figure savings — directly increasing the value of the hedge for the company.

03
Wall-Crossed Overnight Execution

The convertible was executed on a wall-crossed and overnight basis, giving enCore certainty of price and terms. Heavy investor demand allowed the company to upsize from $75MM at launch to $100MM, and the greenshoe exercise increased gross proceeds to $115MM.

04
Midpoint Pricing — An Issuer-Friendly Outcome

The convertible priced at the midpoint of the indicated range — an issuer-friendly outcome for an overnight transaction. Following execution, the notes traded only slightly above par (100.5-101 in early morning trading), reflecting the highly efficient pricing achieved.

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