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Stockholders' Equity | 12 Months Ended
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Dec. 31, 2024
Equity [Abstract] |
Stockholders' Equity | Stockholders’ Equity The authorized common stock the Company consists of an unlimited number of common and preferred shares without par value. The Company’s common stock has no par value. All proceeds received for issuance of common stock is attributed to common stock on the Company’s consolidated balance sheets. During the year ended December 31, 2024, the Company issued: i)2,564,102 units to Boss in February of 2024. for a private placement at a price of $3.90 per unit for gross proceeds of $10,000. ii)6,872,143 common shares were issued to extinguish the convertible note with a carrying value of $23,117 in February 2024. iii)8,781,985 common shares were issued on the exercise of warrants, for gross proceeds of $25,471. In connection with the warrants exercised, the Company reclassified $7,902 from additional paid in capital to share capital. iv)2,267,155 common shares were issued on the exercise of stock options, for gross proceeds of $1,760. In connection with the stock options exercised, the Company reclassified $1,919 from additional paid in capital to common stock. v)For the year ended December 31, 2024, 495,765 common shares were sold in accordance with the Company’s ATM program for gross proceeds of $2,008. During the year ended December 31, 2023, the Company issued: vi)In June 2023 the Company filed a Canadian short form base shelf prospectus of $140,000 and U.S. registration statement on Form F-10. The Company also filed a prospectus supplement, pursuant to which the Company may, at its discretion and from time to time, sell common shares of the Company for aggregate gross proceeds of up to $70,000. The sale of common shares was to be made through “at-the-market distributions” (“ATM”), as defined in the Canadian Securities Administrators’ National Instrument 44-102 Shelf Distributions, directly on a U.S. Exchange. vii)10,615,650 units for a public offering for gross proceeds of $25,562. Each unit consisted of one common share and one-half share purchase warrant. Each whole warrant entitles the holder to purchase one additional share at a fixed price for a period of three years. The Company allocated the proceeds based on the relative fair value of the common share and the one-half share purchase warrant. The relative fair value of the common share and the purchase warrant was $20,209 and $5,353 respectively. The Company paid commissions of $1,504 and other cash issuance costs of $392. viii)23,277,000 subscription receipts were converted into units for gross proceeds of $51,559. Each unit is comprised of one common share of enCore and one share purchase warrant. Each warrant entitles the holder to purchase one additional share for a period of three years for a fixed price. The Company allocated the proceeds based on the relative fair value of the common share and the one-half share purchase warrant. The relative fair value of the common share and the purchase warrant was $33,300, and $18,259 respectively. The Company paid commissions of $3,019, other cash issuance costs of $171 and issued 1,350,000 finders’ warrants with a fair value of $1,415. 1,066,500 of the finder’s warrants are exercisable into one common share of the Company at a fixed price for 27 months from closing; 283,500 of the finder’s warrants are exercisable into one common share of the Company at a fixed price for 27 months from closing. The value of the finders’ warrants was derived using the Black-Scholes option pricing model. The weighted average assumptions used in the Black-Scholes option pricing model are as follows ($ amounts in CAD):
Weighted Average |  |  |
Quantity | 1,066,500 |  | 283,500
Exercise Price | $ | 3.91 |  |  | $ | 3.25 |
Share Price | $ | 3.20 |  |  | $ | 3.20 |
Discount Rate | 4.19 | % |  | 4.19 | %
Expected life (years) | 2.25 |  | 2.25
Volatility | 81.81 | % |  | 81.81 | %
Fair value of finders' warrants (CAD per option) | $ | 1.38 |  |  | $ | 1.54 |
ix)6,034,478 common shares were issued on the exercise of warrants, for gross proceeds of $14,968. In connection with certain of the warrants exercised, the Company reclassified $5,378 from additional paid in capital to common stock. x)576,000 common shares were issued on the exercise of stock options, for gross proceeds of $558. In connection with the stock options exercised, the Company reclassified $1,041 from additional paid in capital to common stock. xi)In June 2023 the Company filed a Canadian short form base shelf prospectus of $140,000 and U.S. registration statement on Form F-10. The Company also filed a prospectus supplement, pursuant to which the Company may, at its discretion and from time to time, sell common shares of the Company for aggregate gross proceeds of up to $70,000. The sale of common shares is to be made through “at-the-market distributions” ("ATM"), as defined in the Canadian Securities Administrators’ National Instrument 44-102 Shelf Distributions, directly on a U.S. Exchange. For the year ended December 31, 2023, 15,690,943 common shares were sold in accordance with the Company’s ATM program for gross proceeds of $49,444. During the year ended December 31, 2022, the Company issued: xii)6,535,947 units through a “bought deal” prospectus offering at a price of CAD $4.59 per unit, for gross proceeds of CAD $30,000 ($24,002). Each unit consisted of one common share and one-half share purchase warrant. Each whole warrant entitles the holder to purchase one additional share at a price of CAD $6.00 for a period of two years. The Company allocated the proceeds based on the relative fair value of the common share and the one-half share purchase warrant. The relative fair value of the common share and the purchase warrant was $19,825, and $4,177, respectively. The Company paid commissions of CAD $1,613 ($1,239), other cash issuance costs of CAD $305 ($235) and issued 351,307 finders’ warrants with a fair value of CAD $875 ($672). The finder’s warrants are exercisable into one common share of the Company at a price of CAD $4.59 for two years from closing. xiii)2,291,642 common shares were issued on the exercise of warrants, for gross proceeds of $2,453. In connection with certain of the warrants exercised, the Company reclassified $2,870 from additional paid in capital and credited common stock. xiv)1,016,436 common shares were issued on the exercised of stock options, for gross proceeds of $1,193. In connection with the stock options exercised, the Company reclassified $2,713 from contributed surplus and credited share capital; and xv)193,348 common shares for the settlement and compensation for services received in relation to the Company’s acquisition of Azarga Uranium Corporation during the year ended December 31, 2021. Share Purchase Warrants A summary of the status of the Company’s warrants as of December 31, 2024, December 31, 2023 and December 31, 2022 and changes during the year then ended is as follows:
| Number of Warrants |  | Weighted Average Exercise Price CAD $
Outstanding, December 31, 2021 | 6,298,840 |  | 2.44 |
Granted | 3,670,919 |  | 5.81 |
Exercised | (2,291,642) |  | 1.39 |
Expired | (183,611) |  | 1.67 |
Outstanding, December 31, 2022 | 7,494,506 |  | 4.43 |
Granted | 30,013,783 |  | 3.80 |
Exercised | (6,034,479) |  | 3.35 |
Expired | (12,006) |  | 2.02 |
Outstanding, December 31, 2023 | 31,461,804 |  | 4.04 |
Granted | 500 |  | 3.90 |
Exercised | (8,781,985) |  | 3.97 |
Expired | (2,746,235) |  | 5.95 |
Outstanding, December 31, 2024 | 19,934,084 |  | 3.81 |
As of December 31, 2024, share purchase warrants outstanding were as follows:
|  |  |  | Warrants Outstanding December 31, 2024
Warrant Price Per Share CAD $ |  | Number of Warrants |  | Weighted Average Remaining Life (years) |  | Weighted Average Exercise Price CAD $
3.25 |  | 2,369 |  | 0.00 |  | 3.25 |
3.91 |  | 75 |  | 0.00 |  | 3.91 |
4.05 |  | 3,835,440 |  | 0.21 |  | 4.05 |
3.75 |  | 16,096,200 |  | 0.91 |  | 3.75 |
Total |  | 19,934,084 |  | 1.12 |  | 3.81 |
The fair value of all share purchase warrants granted in conjunction with equity financing is estimated on the grant date using the Black-Scholes option pricing model. The assumptions used in calculating the fair values are as follows:
| 02/14/23 |  | 02/08/23 |  | 03/25/22
Exercise price | C$3.75 |  | C$4.05 |  | C$6.00
Share price | C$3.20 |  | C$3.19 |  | C$4.77
Risk-free rate | 3.87 | % |  | 3.61 | % |  | 2.34 | %
Expected life (in years) | 3.00 |  | 3.00 |  | 2.00
Expected volatility | 88.55 | % |  | 88.69 | % |  | 88.76 | %
Expected dividend yield | 0 | % |  | 0 | % |  | 0 | %
Grant date fair value | C$1.75 |  | C$1.69 |  | C$2.01
Grant date fair value after residual fair value allocation | C$1.06 |  | C$1.36 |  | C$1.60
f The Company allocated the proceeds based on above and the fair value of the common stock granted, which was readily determinable

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