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Get filing alertsCentrus Energy prices $500M equity offering and discloses $115M-$125M acquisition talks
Filed September 11, 2026 · Period ending September 9, 2026 · ~2 min read
Key Changes
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Centrus entered an underwriting agreement to sell 500,000 Class A shares, pre-funded warrants for 2,005,513 shares, and common warrants for up to 6,992,382 shares.
Item 1.01 verify on EDGAR → -
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The offering is priced at $199.64 per share plus common warrants, or $199.54 per pre-funded warrant plus common warrants, with gross proceeds expected to be approximately $500 million before fees.
Exhibit 99.2 view on EDGAR → -
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Common warrants are split into four series with exercise prices from $226.8625 to $362.98 per share, each with staggered expirations.
Exhibit 99.2 view on EDGAR → -
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Centrus is in advanced discussions to acquire a domestic manufacturing supplier for approximately $115 million to $125 million; no definitive agreement has been signed.
Item 8.01 verify on EDGAR → -
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Net proceeds are intended for general working capital and corporate purposes, including technology investment, debt repayment, capital expenditures, and potential acquisitions.
Exhibit 99.1 view on EDGAR →
Summary
Centrus Energy Corp. announced a substantial equity-linked capital raise and separately disclosed advanced acquisition talks. The company priced an underwritten public offering of 500,000 Class A shares, pre-funded warrants for 2,005,513 shares, and common warrants for up to 6,992,382 shares.
The combined offering price is $199.64 per share plus common warrants, or $199.54 per pre-funded warrant plus common warrants, with gross proceeds expected to be approximately $500 million before underwriting discounts and expenses. The common warrants are divided into four series with exercise prices ranging from $226.8625 to $362.98 per share, each with staggered expirations.
The pre-funded warrants are exercisable immediately and have a nominal exercise price of $0.10 per share. In a separate disclosure under Item 8.01, Centrus stated it is in advanced discussions to acquire an existing domestic manufacturing supplier for an anticipated purchase price of approximately $115 million to $125 million. The target company generated approximately $160 million of revenue for the year ended December 31, 2025. However, no definitive agreement has been signed, and the company cautioned that there can be no assurance a transaction will be completed on the current terms or at all. For retail investors, the offering will dilute existing shareholders, and the warrants could add further dilution if exercised. The potential acquisition, if completed, would expand Centrus's supply chain capabilities and vertical integration, but it remains subject to negotiation, due diligence, approvals, and board approval. The company intends to use the net proceeds from the offering for general working capital and corporate purposes, which may include technology investment, debt repayment or repurchase, capital expenditures, and potential acquisitions.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
The Pre-Funded Warrants are exercisable immediately upon issuance and from time to time thereafter through and including the twenty five-year anniversary of the initial issuance date.
Pre-funded warrants can be exercised immediately and remain exercisable for 25 years. Common warrants are also exercisable immediately, with expiration dates tied to their respective tranches.
Added in current filing · verify on EDGAR →
A holder will not have the right to exercise any portion of the Warrants if the holder (together with its Attribution Parties (as defined therein)) would beneficially own in excess of 4.99% (which amount may be increased (not in excess of 9.99%), upon at least 61 days’ prior notice to the Company, or decreased by the holder from time to time pursuant to and in accordance with the Warrants) of the total number of issued and outstanding shares of Common Stock immediately after giving effect to such exercise.
Warrant holders cannot exercise if doing so would push their beneficial ownership above 4.99% of outstanding common stock, though that cap can be raised to 9.99% with 61 days' notice.
Added in current filing · verify on EDGAR →
the Common Warrants provide that the Company or the Successor Entity (as the case may be) shall purchase the Common Warrants from the holder on the date of such request by paying to the holder cash in an amount equal to the Black Scholes Value (as defined in the Common Warrants)
Upon a change of control, common warrant holders can require the company or successor to buy back their warrants at Black Scholes value. This provides downside protection for warrant holders in an acquisition scenario.
Event · Item 7.01 — Regulation FD Disclosure
Item 7.01 — Regulation FD Disclosure filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On September 9, 2026, the Company issued a press release announcing the commencement of the underwritten offering and sale of Common Stock, Pre-Funded Warrants, and Common Warrants.
The company disclosed the commencement of an underwritten offering of common stock, pre-funded warrants, and common warrants. This is a capital-raising event that will dilute existing shareholders. The filing does not disclose the size, pricing, or use of proceeds in the body text; those details are in the attached exhibits.
Added in current filing · verify on EDGAR →
On September 9, 2026, the Company issued a press release announcing the pricing of the underwritten offering and sale of Common Stock, Pre-Funded Warrants, and Common Warrants.
The company separately announced the pricing of the same underwritten offering. Pricing details are contained in Exhibit 99.2, which is incorporated by reference. The body of the 8-K does not state the price per share, number of securities, or aggregate proceeds.
Event · Item 8.01 — Other Events
Item 8.01 — Other Events filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
the Company is currently engaged in advanced discussions regarding the potential acquisition of an existing domestic manufacturing supplier
Centrus disclosed it is in advanced discussions to acquire an existing domestic manufacturing supplier. The company says this could enhance its supply chain capabilities and increase vertical integration.
Added in current filing · verify on EDGAR →
the target company generated approximately $160 million of revenue for the year ended December 31, 2025
The target company generated approximately $160 million of revenue for the year ended December 31, 2025, providing scale context for the potential deal.
Added in current filing · verify on EDGAR →
The Company has not entered into a definitive agreement with respect to this potential transaction.
No definitive agreement has been signed. The transaction remains subject to negotiation of definitive documentation, due diligence, approvals, closing conditions, and board approval.
Added in current filing · verify on EDGAR →
There can be no assurance that a definitive agreement will be executed or that any transaction will be consummated on the terms currently contemplated, or at all.
The company cautioned that there is no assurance a definitive agreement will be executed or that any transaction will be completed on the current terms or at all.
Event · Exhibit 99.1
Centrus Energy announced a proposed underwritten public offering of Class A common stock and warrants.
Added in current filing · view on EDGAR →
Centrus Energy Corp. (NYSE: LEU) (“Centrus” or the “Company”) today announced the launch of an underwritten public offering of shares of its Class A common stock (the “Class A Common Stock”), pre-funded warrants (the “Pre-Funded Warrants”) to purchase shares of Class A Common Stock and common warrants (the “Common Warrants”) to purchase shares of Class A Common Stock.
Centrus is launching an underwritten public offering of Class A common stock, pre-funded warrants, and common warrants. The offering is subject to market and other conditions, and there is no assurance as to whether or when it may be completed or as to its actual size or terms.
Show 2 minor / wording changes
Added in current filing · view on EDGAR →
Guggenheim Securities is acting as lead book-running manager and Barclays is acting as a book-running manager for the proposed offering.
Guggenheim Securities is the lead book-running manager and Barclays is a book-running manager for the proposed offering. This identifies the banks managing the deal.
Added in current filing · view on EDGAR →
A registration statement relating to these securities was filed with the Securities and Exchange Commission (“SEC”) on November 6, 2025 and became automatically effective upon filing.
The securities are being offered under a registration statement filed with the SEC on November 6, 2025, which became automatically effective upon filing. This means the offering is being conducted under an existing shelf registration.
Event · Exhibit 99.2
Added in current filing · view on EDGAR →
The offering is priced at a combined public offering price of $199.64 per share of Class A Common Stock and accompanying Common Warrants and $199.54 per Pre-Funded Warrant and accompanying Common Warrants.
Investors pay $199.64 per share plus warrants, or $199.54 per pre-funded warrant plus warrants. The pre-funded warrant exercise price is $0.10 per share.
Added in current filing · view on EDGAR →
The gross proceeds from the offering are expected to be approximately $500 million, before deducting the underwriting discount and other estimated offering expenses payable by Centrus. The gross proceeds from the offering do not include any proceeds that may be received upon exercise of the Common Warrants. The Company intends to use the net proceeds from the offering for general working capital and corporate purposes, which may include investment in technology development and deployment, repayment or repurchase of outstanding debt, capital expenditures, potential acquisitions and other business opportunities and purposes.
Centrus expects about $500 million in gross proceeds before fees. The company plans to use the money for general corporate purposes, including technology investment, debt repayment, capital expenditures, and potential acquisitions.
Added in current filing · view on EDGAR →
Guggenheim Securities is acting as lead book-running manager and Barclays is acting as a book-running manager for the offering.
Guggenheim Securities is leading the offering, with Barclays as a book-running manager.
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Figures/quotes linked to EDGAR · Narrative written by AI · Sep 14, 2026 · How we verify