Attached files
file | filename |
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8-K - URANIUM RESOURCES, INC. FORM 8-K - WESTWATER RESOURCES, INC. | urre8kfeb416.htm |
EX-10 - OPTION AGREEMENT - WESTWATER RESOURCES, INC. | ex101.htm |
EX-99 - PRESS RELEASE - WESTWATER RESOURCES, INC. | ex991.htm |
EX-10 - STOCK PURCHASE AGREEMENT - WESTWATER RESOURCES, INC. | ex102.htm |
Exihibit 5.1 and 23.1
Hogan Lovells US LLP One Tabor Center, Suite 1500 1200 Seventeenth Street Denver, Colorado 80202 T +1 303 899 7300 F +1 303 899 7333 www.hoganlovells.com |
February 4, 2016
Board of Directors
Uranium Resources, Inc.
6950 South Potomac Street, Suite 300
Centennial, Colorado 80112
Ladies and Gentlemen:
We are acting as counsel to Uranium Resources, Inc., a Delaware corporation (the Company), in connection with the public offering of up to 3,560,000 shares (the Shares) of the common stock, par value $0.001 per share, of the Company, all of which shares are to be sold by the Company pursuant to the Stock Purchase Agreement, dated February 4, 2016, between Aspire Capital Fund, LLC and the Company (the Purchase Agreement). The Shares were registered by the Company with the Securities and Exchange Commission on the shelf registration statement on Form S-3 (No. 333-196880) filed by the Company on June 18, 2014 and declared effective on June 30, 2014 (the Registration Statement), including the base prospectus, dated June 30, 2014, as supplemented by a prospectus supplement, dated February 4, 2016. This opinion letter is furnished to you at your request to enable you to fulfill the requirements of Item 601(b)(5) of Regulation S-K, 17 C.F.R. § 229.601(b)(5), in connection with the Registration Statement.
For purposes of this opinion letter, we have examined copies of such agreements, instruments and documents as we have deemed an appropriate basis on which to render the opinions hereinafter expressed. In our examination of the aforesaid documents, we have assumed the genuineness of all signatures, the legal capacity of all natural persons, the accuracy and completeness of all documents submitted to us, the authenticity of all original documents, and the conformity to authentic original documents of all documents submitted to us as copies (including telecopies). As to all matters of fact, we have relied on the representations and statements of fact made in the documents so reviewed, and we have not independently established the facts so relied on. This opinion letter is given, and all statements herein are made, in the context of the foregoing.
This opinion letter is based as to matters of law solely on the applicable provisions of the Delaware General Corporation Law, as amended. We express no opinion herein as to any other laws, statutes, ordinances, rules, or regulations (and in particular, we express no opinion as to any effect that such other laws, statutes, ordinances, rules, or regulations may have on the opinions expressed herein).
Hogan Lovells US LLP is a limited liability partnership registered in the District of Columbia. Hogan Lovells is an international legal practice that includes Hogan Lovells US LLP and Hogan Lovells International LLP, with offices in: Alicante Amsterdam Baltimore Beijing Berlin Brussels Caracas Colorado Springs Denver Dubai Dusseldorf Frankfurt Hamburg Hanoi Ho Chi Minh City Hong Kong Houston London Los Angeles Madrid Miami Milan Moscow Munich New York Northern Virginia Paris Philadelphia Prague Rome San Francisco Shanghai Silicon Valley Singapore Tokyo Ulaanbaatar Warsaw Washington DC Associated offices: Budapest Jakarta Jeddah Riyadh Zagreb. For more information see www.hoganlovells.com
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Board of Directors | - 3 - | February 4, 2016 |
Uranium Resources, Inc. |
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Based upon, subject to and limited by the foregoing, we are of the opinion that following (i) issuance and delivery of the Shares pursuant to the terms of the Purchase Agreement, and (ii) receipt by the Company of the consideration for the Shares specified in the resolutions of the Board of Directors, the Shares will be validly issued, fully paid and non-assessable.
This opinion letter has been prepared for use in connection with the Registration Statement. We assume no obligation to advise you of any changes in the foregoing subsequent to the date of this opinion letter.
We hereby consent to the filing of this opinion letter as Exhibit 5.1 to the Companys Current Report on Form 8-K filed on February 4, 2016 and to the reference to this firm under the caption Legal Matters in the prospectus supplement constituting a part of the Registration Statement. In giving this consent, we do not thereby admit that we are an expert within the meaning of the Securities Act of 1933, as amended.
Very truly yours,
/s/ HOGAN LOVELLS US LLP
HOGAN LOVELLS US LLP