Logos of ASM and Energy Fuels side by side, separated by a plus sign, representing a collaboration or partnership between the two companies.

Creating a uniquely positioned, vertically integrated rare earths supply chain

On 28 August 2026, Energy Fuels Inc. (NYSE American: UUUU | TSX: EFR | ASX: EF2), completed its acquisition of Australian Strategic Materials Limited (ASM), bringing ASM’s proven rare earth metal and alloy production together with Energy Fuels’ mining, processing and separation capabilities.

ASM’s Securities ceased quotation on ASX from close of trading on Monday, 31 August 2026, and ASM is now a wholly owned subsidiary of Energy Fuels.

Two people sit at a white office table, both smiling. Computer, office supplies, and papers are visible on the desk behind them.
Ross Bhappu, President & CEO of Energy Fuels with Rowena Smith, Managing Director & CEO of Australian Strategic Materials.
Read the Energy Fuels news release

Scheme Implementation Deed

ASM entered into a binding Scheme Implementation Deed with Energy Fuels on 21 January 2026, amended and restated on 13 March 2026. Under the Deed, EFR Critical Materials Pty Ltd, a wholly owned subsidiary of Energy Fuels, acquired 100% of ASM’s ordinary shares by way of a members’ scheme of arrangement (Share Scheme) and 100% of ASM’s quoted options (ASX: ASMO) by way of a separate but concurrent creditors’ scheme of arrangement (Option Scheme), both under Part 5.1 of the Corporations Act 2001 (Cth).

ASM Securityholders voted in favour of both Schemes at the Scheme Meetings on 12 August 2026. The Federal Court of Australia approved the Schemes on 18 August 2026, and the Schemes became Effective on 19 August 2026. The Schemes were implemented on 28 August 2026, at which point ASM became a wholly owned subsidiary of EFR Critical Materials Pty Ltd, itself a wholly owned subsidiary of Energy Fuels.

Results of Scheme Meetings

Resolution

Approved by
(of votes cast)

Approved by
(of holders present and voting)

Share Scheme

98.23%

83.62%

Option Scheme

99.97%

87.78%

Both resolutions exceeded the majorities required under section 411(4)(a) of the Corporations Act.

Read the Scheme Meetings Results announcement

Scheme Consideration

On Implementation, ASM Shareholders received the Share Scheme Consideration of 0.053 New Energy Fuels CDIs (or New Energy Fuels Shares, if validly elected) and the Cash Consideration of A$0.13 for each ASM Share held as at the Share Scheme Record Date, being 5.00pm (AWST) on Friday, 21 August 2026.

ASM Shareholders who were Ineligible Foreign Shareholders did not receive New Energy Fuels CDIs or New Energy Fuels Shares under the Share Scheme. Instead, in addition to the Cash Consideration, the New Energy Fuels Shares that would otherwise have been issued to Ineligible Foreign Shareholders were allotted to and sold by the Sale Agent. Pursuant to the Sale Facility, the Ineligible Foreign Shareholders will receive an amount equal to the proportion of Net Cash Proceeds from this sale to which each Ineligible Foreign Shareholder is entitled. See section 4.3 of the Scheme Booklet for more details.

On Implementation of the Option Scheme, ASM Optionholders received the Option Scheme Consideration of A$0.50 cash for each ASM Option held as at the Option Scheme Record Date, being 5.00pm (AWST) on Friday, 21 August 2026.

Key documents and links

Scheme
Booklet

Download

Supplementary
Scheme Booklet

Download

Deal
Announcement

Read the deal announcement

About
Energy Fuels

Visit the Energy Fuels website

Frequently asked questions

Below are some common FAQs in relation to post-Scheme implementation matters. A full list of FAQs can be found in Section 2 of the Scheme and Supplementary Scheme Booklets.

ASM shares were transferred to Energy Fuels’ acquiring subsidiary on the Implementation Date (28 August 2026), in exchange for the Share Scheme Consideration: A$0.13 cash plus 0.053 New Energy Fuels CHESS Depositary Interests (CDIs) per ASM share (or New Energy Fuels Shares, if you made a valid Election).

ASM shares ceased official quotation on ASX from close of trading on 31 August 2026.

Cash payments and CDIs were both issued on the Implementation Date, 28 August 2026. Eligible ASM Shareholders were issued with the Share Scheme Consideration of 0.053 New Energy Fuels CDIs and all ASM Shareholders were paid the Cash Consideration of A$0.13 for each ASM Share held.

The cash consideration was paid using the payment instructions already held on your ASM shareholding record – that is, if you had a nominated bank account on file with ASM’s Share Registry, Automic. Payment was made by direct credit to that account; if no bank account was registered, payment was made by cheque to your registered address. A holding statement confirming your CDI holding was subsequently dispatched on or around 1 September 2026.

Shareholders that have not received their cash payment or CDIs should contact Automic, on 1300 824 174 (within Australia) or +61 2 8072 1480 (outside Australia), or visit: www.automicgroup.com.au

Your entitlement to New Energy Fuels Shares was created on the Implementation Date, 28 August 2026, when Energy Fuels issued the Scrip Consideration to eligible ASM Shareholders who had made a valid Election to receive Shares rather than CDIs. This is the same date on which the Cash Consideration was paid and CDIs were issued to shareholders who did not elect Shares.

New Energy Fuels Shares are registered directly on Energy Fuels’ U.S. share register rather than through ASX, so evidence of your holding takes the form of a DRS Advice, issued by Energy Fuels’ Transfer Agent and sent to your registered address as at the Scheme Record Date. DRS Advices are distributed by regular international post rather than courier, and delivery is expected to take between 30 and 90 days; once mailed, the exact timing cannot be confirmed by Energy Fuels.

It is the responsibility of each person who is issued Energy Fuels Shares under the Share Scheme to confirm their holding once they have received their DRS Advice before trading to avoid the risk of selling securities that they do not own. Any person who sells Energy Fuels Shares before they receive their DRS Advice does so at their own risk. To the maximum extent permitted by law, each of ASM and Energy Fuels disclaims all liability to persons who trade Energy Fuels Shares before receiving their DRS Advice.

CDIs were issued on the Implementation Date (28 August 2026), recorded on Energy Fuels’ CDI register, and a holding statement was sent to your registered address shortly after. CDIs began normal trading on ASX under the ticker EF2 from Monday, 31 August 2026 – you can buy or sell them like any other ASX-quoted security, using your existing broker.

ASM Shareholders (other than Ineligible Foreign Shareholders) will be able to trade their Energy Fuels Shares following receipt of their DRS Advice evidencing ownership of their Energy Fuels Shares. ASM Shareholders should note they will not be able to trade their Energy Fuels Shares before receiving their DRS Advice. DRS Advices are distributed by regular mail service and not by courier with tracking information. As such, the timing of their delivery is uncertain and cannot be ascertained by Energy Fuels once mailed. At this time, the Transfer Agent’s electronic management services are not available to ASM Shareholders located outside of the U.S. and Canada.

To trade the Energy Fuels Shares received under the Share Scheme on the NYSE American or the TSX, ASM Shareholders will need to either:

  • instruct a stockbroker that can accept transfers of shares represented by a DRS Advice and who is able to execute trades on the NYSE American or TSX; or
  • provide a sale instruction to the Transfer Agent under the DRS Sale Program.

Trading through a broker or share trading platform
ASM Shareholders should note that not all stockbrokers and share trading platforms are able to accept transfers of Energy Fuels Shares represented by a DRS Advice and execute trades on the NYSE American or the TSX. If your existing stockbroker or trading platform is unable to accept transfers of shares represented by a DRS Advice and execute trades on the NYSE American or the TSX, you may wish to establish an account with a stockbroker or share trading platform that does have the requisite capability.

Trading through the Transfer Agent’s DRS Sale Program
If you wish to provide a sale instruction under the DRS Sale Program, before doing so, you should carefully consider the terms and conditions applicable to the DRS Sale Program.

In order to access the DRS Sale Program, non-U.S. holders must contact the Transfer Agent via email at helpAST@equiniti.com or phone at +1 (718) 921-8124. Non-U.S. holders will be required to provide their account number and account registration (each as shown on the DRS Advice), the company stock name, their complete address on account and all other documentation as may be requested by the Transfer Agent.

Sale instructions may also be provided by mail at:
EQ
ATTN: AUTOMATED SCANNING TEAM
1110 CENTRE POINT CURVE SUITE 101
MENDOTA HEIGHTS, MN 55120-4100 U.S.

All transactions under the DRS Sale Program will be conducted in U.S. Dollars. The proceeds will be issued by way of a USD denominated cheque mailed to the registered address exactly as stated on your account. It is strongly recommended that Scheme Shareholders ensure they are comfortable that a USD denominated cheque can be deposited and will be accepted by a local bank in their location prior to utilising the DRS Sale Program. There are certain countries where it is not possible to deposit a USD denominated cheque at a local bank or it is very difficult to find a local bank that will accept such a cheque. Energy Fuels explicitly disclaims any liability due to Scheme Shareholders’ inability to deposit cheques on the basis of limitations posed by local jurisdictions or institutions utilised by Scheme Shareholders.

The Transfer Agent does not guarantee the date of sale or the price per share under the DRS Sale Program and cannot take instructions to utilise an alternate mailing address that has not been appropriately updated within your account. All proceeds will be net of any brokerage and other applicable fees.

If you have any questions regarding the DRS Sale Program (including questions in relation to providing a sale instruction and applicable terms and conditions), you can contact the Transfer Agent via email at helpAST@equiniti.com or phone at +1 (718) 921-8124.

ASM Shareholders are urged to carefully investigate and consider the suitability of available arrangements for trading their Energy Fuels Shares prior to the Scheme becoming Effective.

It is the responsibility of each person who is issued Energy Fuels Shares under the Share Scheme to confirm their holding once they have received their DRS Advice before trading to avoid the risk of selling securities that they do not own. Any person who sells Energy Fuels Shares before they receive their DRS Advice does so at their own risk. To the maximum extent permitted by law, each of ASM and Energy Fuels disclaims all liability to persons who trade Energy Fuels Shares before receiving their DRS Advice.

Ineligible Foreign Shareholders are Share Scheme Shareholders whose address shown in the ASM Share Register at the Scheme Record Date is in a place outside:

  • Australia and its external territories; and
  • New Zealand,

unless Energy Fuels (after consultation with ASM) determines that it is lawful and not unduly onerous or unduly impractical to issue that Scheme Shareholder with New Energy Fuels Shares when the Share Scheme becomes Effective.

If you are an Ineligible Foreign Shareholder, you will not receive New Energy Fuels CDIs or New Energy Fuels Shares under the Share Scheme. Instead, you will receive your pro rata share of the Net Cash Proceeds and the Cash Consideration component of the Share Scheme Consideration. Further information is in section 4.3 of the Scheme Booklet.

The taxation implications of the Schemes will depend on your individual circumstances. Section 9 provides a general description of the Australian tax consequences for ASM Securityholders. ASM Securityholders should seek independent tax advice relevant to their particular circumstances.

ASM has applied to the ATO for a class ruling that is expected to confirm the key tax implications of the Share Scheme. Please refer to Section 9 of the Scheme Booklet for more detail.