UNDERWRITING AGREEMENTUnderwriting Agreement • March 10th, 2016 • Energy Fuels Inc • Mining & quarrying of nonmetallic minerals (no fuels) • Ontario
Cantor Fitzgerald Canada Corporation (“CFCC”), Haywood Securities Inc. (“Haywood”) and Roth Capital Partners, LLC (collectively with CFCC and Haywood, the “Co-Lead Underwriters”), together with Dundee Securities Ltd., Raymond James Ltd. and Rodman & Renshaw a unit of H.C. Wainwright & Co., LLC (collectively with the Co-Lead Underwriters, the “Underwriters”), understand that, subject to the terms and conditions stated herein, Energy Fuels Inc., a company continued under the Business Corporations Act (Ontario) (the “Company”), proposes to issue and sell to the Underwriters an aggregate of 4,375,000 units (the “Firm Units”), each Firm Unit consisting of one common share in the capital of the Company (the “Unit Shares”) and one-half common share purchase warrant in the capital of the Company (the “Warrants”), with each whole Warrant entitling the holder thereof to purchase one common share in the capital of the Company (each a “Warrant Share”) at any time prior to 5:00 p.m. (Toronto time)
