NexGen Energy Ltd.

TSX VENTURE : NXE


NexGen Energy Ltd.

December 20, 2013 14:13 ET

NexGen Energy Ltd. Announces Closing of $3.1 Million Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Dec. 20, 2013) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.

NexGen Energy Ltd. (TSX VENTURE:NXE) ("NexGen" or the "Company") is pleased to announce that it has closed a brokered private placement (the "Offering") of 10,547,999 common shares of the Company on a "flow-through" basis (the "Flow-Through Shares") at a price of $0.30 per Flow-Through Share, for aggregate gross proceeds of $3,164,399.70.

Leigh Curyer, CEO commented, "We are very pleased with the support from both new and existing shareholders. This financing will fully fund our upcoming winter program at Rook I and leave a strong treasury at the end of the program. We are looking forward to commencing drilling next month to follow up on the encouraging results from summer 2013."

In connection with the Offering, the Company paid a fee to Secutor Capital Management Corporation ("Secutor"), who acted as agent for the Offering, equal to (i) 6% of the gross proceeds of the Offering derived by Secutor; and (ii) 1% of the balance of the gross proceeds of the Offering (the "Non-Secutor Proceeds"). The Company also agreed to pay a fee equal to 5% of the gross proceeds of the Offering in respect of the Non-Secutor Subscriptions, which will be allocated between Laurentian Bank of Canada, M Partners Inc. and Accilent Capital Inc.

An insider of the Corporation, directly or indirectly, purchased a total of 1,000,000 Flow-Through Shares under the Offering (the "Insider Participation"), constituting a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Insider Participation is exempt from the valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 based on the fact that neither the fair market value of such Insider Participation, nor the consideration paid by the insider, exceeds 25% of the Company's market capitalization. NexGen has not filed a material change report 21 days prior to the closing of the Offering as participation of the insider had not been established at that time.

The gross proceeds will be used for exploration of the Company's projects in the Athabasca Basin of Saskatchewan.

The Flow-Through Shares issued pursuant to the Offering are subject to a hold period expiring on April 20, 2014. The Offering is subject to the final approval of the TSX Venture Exchange (the "TSXV").

The Company is also pleased to announce the grant of an aggregate of 350,000 options to acquire up to that same number of common shares of the Company to officers of the Company, pursuant to the Company's stock option plan. The options are for a five year term, expire on December 19, 2018, are exercisable at a price of $0.30 per share and vest in three equal annual instalments commencing on the award date.

About NexGen

NexGen is a British Columbia corporation with a focus on the acquisition, exploration and development of Canadian uranium projects. NexGen has a highly experienced team of exploration professionals with a track record in the discovery of unconformity-style uranium deposits in Canada.

NexGen owns a portfolio of highly prospective uranium exploration assets in the Athabasca Basin, Saskatchewan, Canada, including, a 100% interest in Rook 1, immediately adjacent to the north east of Patterson Lake South, and an option to earn a 70% interest in the Radio Project, immediately adjacent to Rio Tinto's Roughrider Deposit.

Leigh Curyer, Chief Executive Officer

NexGen Energy Ltd.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the U.S., or in any jurisdiction in which such an offer or sale would be unlawful. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold in the U.S. or to the account or benefit of a U.S. person or a person in the U.S. absent registration or an applicable exemption from the registration requirements.

The TSXV has neither approved nor disapproved the contents of this news release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable Canadian securities laws. Generally, but not always, forward-looking information is identifiable by the use of words such as "expects", "anticipates", "believes", "projects", "plans", "intends" and other similar words, or statements that an event "may", "will", "should", "could", or "might" occur or be achieved and other similar expressions. Examples of such forward-looking information include, among others, statements regarding: the anticipated use of the proceeds of the Offering; and plans of the Company to explore its Canadian mining projects.

Forward-looking information is based on the then current expectations, beliefs, assumptions, estimates and forecasts about the Company's business and the industry and markets in which it operates. Such information is not a guarantee of future performance and undue reliance should not be placed on forward-looking information. Assumptions and factors underlying the Company's expectations regarding forward-looking information contained herein include, among others: that general business and economic conditions will not change in a material adverse manner; that financing will be available if and when needed on reasonable terms; that the Company's current exploration activities can be achieved and that its other corporate activities will proceed as expected; that third party contractors, equipment and supplies and governmental and other approvals required to conduct the Company's planned exploration activities will be available on reasonable terms and in a timely manner.

Although the assumptions made by the Company in providing forward-looking information are considered reasonable by management at the time the forward-looking information is given, there can be no assurance that such assumptions will prove to be accurate. Forward-looking information also involves known and unknown risks and uncertainties and other factors, which may cause actual events or results in future periods to differ materially from any projections of future events or results expressed or implied by such forward-looking information, including, among others: risks related to the availability of financing on commercially reasonable terms and the expected use of the proceeds; changes in the market; potential downturns in economic conditions; industry conditions; actual results of exploration activities being different than anticipated; changes in exploration programs based upon results of exploration; future prices of metal; availability of third party contractors; availability of equipment and supplies; failure of equipment to operate as anticipated; accidents, effects of weather and other natural phenomena and other risks associated with the mineral exploration industry; environmental risks; changes in laws and regulations; community relations; and delays in obtaining governmental or other approvals or financing. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. NexGen undertakes no obligation to update or reissue forward-looking information as a result of new information or events except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking information.

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