What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-03-12 compared with 2024-12-05 · 462 added, 267 removed, 725 unchanged (50% of the section changed)

2 unchanged sentences

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE three months ended October 31, 2024

FOR THE three and six months ended January 31, 2025

(Unaudited – Expressed in thousands of U.S.

3 unchanged sentences

(Unaudited – Expressed in thousands of U.S.

October 31, 2024

January 31, 2025

July 31, 2024

57 unchanged sentences

Three Months Ended

Six Months Ended

SALES AND SERVICE REVENUE

14 $ 49,750 $ 116 $ 66,837 $ 224

COST OF SALES AND SERVICES

14 ( 31,524 ) ( 97 ) ( 42,360 ) ( 187 )

18,226 19 24,477 37

OPERATING COSTS

Mineral property expenditures

5 14,243 6,691 27,757 12,377

General and administrative

6,572 4,895 11,915 10,095

Depreciation, amortization and accretion

5,6,10 1,045 552 1,643 1,069

TOTAL OPERATING COSTS

21,860 12,138 41,315 23,541

LOSS FROM OPERATIONS

( 3,634 ) ( 12,119 ) ( 16,838 ) ( 23,504 )

OTHER INCOME (EXPENSES)

Interest expenses and finance costs

( 289 ) ( 214 ) ( 630 ) ( 415 )

Income (loss) from equity-accounted investments

Gain on disposition of assets

8 ( 991 ) 192 ( 1,467 ) 1,652

Fair value gain (loss) on equity securities

9 ( 7,967 ) 20,076 ( 18,317 ) 37,389

Gain (loss) on revaluation of derivative liabilities

11 - ( 5,062 ) 1,706 ( 11,963 )

Interest income

1,201 352 2,326 566

OTHER INCOME (EXPENSES)

( 8,028 ) 15,372 ( 16,320 ) 27,273

INCOME (LOSS) BEFORE INCOME TAXES

DEFERRED TAX RECOVERY

( 11,662 ) 3,253 ( 33,158 ) 3,769

DEFERRED TAX RECOVERY (EXPENSE)

1,428 ( 1,003 ) 2,766 1,802

NET INCOME (LOSS) FOR THE PERIOD

OTHER COMPREHENSIVE LOSS

Translation loss

TOTAL OTHER COMPREHENSIVE LOSS

TOTAL COMPREHENSIVE LOSS FOR THE PERIOD

( 10,234 ) 2,250 ( 30,392 ) 5,571

OTHER COMPREHENSIVE INCOME (LOSS)

Translation gain (loss)

( 8,769 ) 7,732 ( 10,497 ) ( 3,317 )

TOTAL OTHER COMPREHENSIVE INCOME (LOSS)

( 8,769 ) 7,732 ( 10,497 ) ( 3,317 )

TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD

$ ( 19,003 ) $ 9,982 $ ( 40,889 ) $ 2,254

NET INCOME (LOSS) PER SHARE

$ ( 0.02 ) $ 0.01 $ ( 0.07 ) $ 0.01

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING,

423,199,789 394,024,127 417,669,394 388,202,403

423,199,789 403,179,679 417,669,394 397,357,956

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

2 unchanged sentences

(Unaudited – Expressed in thousands of U.S.

Three Months Ended October 31,

Six Months Ended January 31,

OPERATING ACTIVITIES

19 unchanged sentences

INVESTING ACTIVITIES

Acquisition of Sweetwater Assets

Investment in mineral rights and properties

5 unchanged sentences

Proceeds from disposition of assets

NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES

NET CASH USED IN INVESTING ACTIVITIES

NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH

21 unchanged sentences

Balance, October 31, 2024

Issued under ATM offering, net of issuance costs

Issued upon exercise of stock options

Issued upon vesting of RSUs

Stock-based compensation

Amortization of stock-based compensation

Net loss for the period

Other comprehensive loss

Balance, January 31, 2025

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

4 unchanged sentences

Additional Paid-in Capital

Share Issuance Obligation

Accumulated Deficit

9 unchanged sentences

Balance, October 31, 2023

Issued under ATM offering, net of issuance costs

Issued upon exercise of stock options

Issued upon exercise of warrants

Stock-based compensation

Amortization of stock-based compensation

Net income for the period

Other comprehensive income

Balance, January 31, 2024

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

1 unchanged sentence

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

5 unchanged sentences

and its subsidiary companies and a controlled partnership (collectively, the “Company” or “we”) are engaged in uranium mining and related activities, including exploration, pre-extraction, extraction and processing of uranium concentrates, on projects located in the United States, Canada and the Republic of Paraguay.

As at October 31, 2024 , we had working capital (current assets less current liabilities) of $ 248.49 million including cash and cash equivalents of $ 190.60 million and purchased uranium inventories of $ 64.63 million.

We believe our existing cash resources and net proceeds of $ 31.04 million received from the issuance of common stock under our at-the-market offering subsequent to October 31, 2024, and if necessary, cash generated from the sale of the Company’s liquid assets, will provide sufficient funds to carry out our planned operations including uranium mining and our inventory purchase commitments for 12 months from the date that these interim condensed consolidated financial statements are issued, including a $ 175 million cash acquisition of a portfolio of uranium projects from Rio Tinto America Inc.

with closing expected to occur during the quarter ending January 31, 2025.

Upon completion of the acquisition, the Company will replace approximately $ 25 million in surety bonds securing future reclamation costs relating to the project.

Our continuation as a going concern for a period beyond those 12 months will be dependent upon our ability to achieve consistent positive cash flow from the sale of our uranium inventories and to obtain adequate additional financing, as our operations are capital intensive and future capital expenditures are expected to be substantial.

As at January 31, 2025 , we had working capital (current assets less current liabilities) of $ 126.45 million including cash and cash equivalents of $ 61.51 million and purchased uranium inventories of $ 72.90 million.

We believe our existing cash resources and cash flow from sale of uranium concentrates, and, if necessary, cash generated from the sale of the Company’s liquid assets, will provide sufficient funds to carry out our planned operations including uranium mining and our inventory purchase commitments for 12 months from the date that these unaudited interim condensed consolidated financial statements are issued.

Our continuation as a going concern for a period beyond those 12 months will be dependent upon our ability to achieve consistent positive cash flow from the sale of our produced and purchased uranium inventories and to obtain adequate additional financing, as our operations are capital intensive and future capital expenditures are expected to be substantial.

Historically, we have been reliant primarily on equity financings from the sale of our common stock and on debt financings in order to fund our operations, and this reliance is expected to continue for the foreseeable future.

8 unchanged sentences

In the opinion of management, all adjustments of a normal recurring nature and considered necessary for a fair presentation have been made.

Operating results for the three months ended October 31, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending July 31, 2025 (“Fiscal 2025 ”).

Operating results for the six months ended January 31, 2025 are not necessarily indicative of the results that may be expected for the fiscal year ending July 31, 2025 (“Fiscal 2025 ”).

All amounts in the tables are expressed in thousands of U.S.

1 unchanged sentence

Mineral Rights and Properties

We have established the existence of mineralized materials for certain uranium projects, including our Palangana Mine, Christensen Ranch Mine (collectively, the “ISR Mines”) and our Roughrider and Christie Lake Projects.

We have not established proven or probable reserves, as defined by the United States Securities and Exchange Commission (“SEC”) subpart 1300 of Regulation S-K (“S-K 1300” ), through the completion of a “final” or “bankable” feasibility study for any of the uranium projects we operate, including our ISR Mines.

Furthermore, we have no present plans to establish proven or probable reserves for any of our uranium projects for which we plan on utilizing in-situ recovery (“ISR”) mining, such as our ISR Mines.

As a result, and despite the fact that we commenced extraction of mineralized materials at our ISR Mines, we remain an Exploration Stage issuer, as defined by the SEC, and will continue to remain as an Exploration Stage issuer until such time proven or probable reserves have been established.

As a result, and despite the fact that we commenced extraction of mineralized materials at some of our ISR Mines, we remain an Exploration Stage issuer, as defined by the SEC, and will continue to remain as an Exploration Stage issuer until such time proven or probable reserves have been established.

Since we commenced extraction of mineralized materials at our ISR Mines without having established proven or probable reserves, any mineralized materials established or extracted from our ISR Mines should not in any way be associated with having established or produced from proven or probable reserves.

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

In accordance with U.S.

7 unchanged sentences

As a result, our consolidated financial statements may not be directly comparable to the financial statements of companies in the Production Stage.

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

(Unaudited – Expressed in thousands of U.S.

dollars unless otherwise stated)

Accounting Pronouncements Not Yet Adopted

24 unchanged sentences

The Company is currently evaluating the impact of adopting this ASU on its consolidated financial statements and disclosures.

As at October 31, 2024 , we held 1,256,000 ( July 31, 2024 :

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

ACQUSITION OF THE SWEETWATER ASSETS

On December 6, 2024, the Company completed the acquisition of all of the issued and outstanding shares of capital stock of (i) Sweetwater Uranium Inc.

(formerly Kennecott Uranium Company (“KUC”)) and (ii) Wyoming Coal Resources Company (“WCRC”) (collectively, the “Sweetwater Acquisition”) from Rio Tinto America Inc.

KUC and WCRC collectively own or hold the following assets:

(i) a fully-licensed conventional uranium processing mill, including buildings and equipment, located in Sweetwater County, Wyoming (“Sweetwater Plant”);

(ii) the Red Desert Project, an uranium project adjacent to the Sweetwater Plant;

and (iii) the Green Mountain Project, an uranium project located 22 miles north of the Sweetwater Plant.

The Sweetwater Acquisition is accounted for as an acquisition of assets rather than a business as both KUC and WCRC do not meet the definition of a business in accordance with ASC 805 Business Combinations .

The following table summarizes the fair value of the consideration paid, and the fair value of the assets acquired and liabilities assumed, on the closing date of the Sweetwater Acquisition:

Consideration paid

Acquisition related costs

Total consideration

Assets acquired and liabilities assumed

Prepaid expenses

Property, plant and equipment

Mineral rights and properties

Asset retirement obligations (Note 10)

Deferred tax liabilities

Total liabilities

Total net assets

The Company recognized the assets and liabilities acquired in this acquisition by allocating the cost of the acquisition to the assets and liabilities based on their relative fair values.

The fair value of the mineral rights and properties was based on a value per pound of uranium which was determined using an in situ multiples analysis.

Management used data from comparable public companies and precedent transactions in the in situ multiples analysis to estimate a value per pound of uranium and apply that to the property resource estimates, taking into account project-specific characteristics.

The fair value of asset retirement obligations was measured based on the expected costs and timing for final well closure, plant and equipment decommissioning and removal, and environmental remediation, which are discounted to present value using credit adjusted risk-free rates.

Cash flow on acquisition:

Acquisition related costs

Acquisition of Sweetwater assets

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

As at January 31, 2025 , we held 1,356,000 ( July 31, 2024 :

1,466,000 ) pounds of purchased uranium concentrate inventory.

Costs of inventories consist of the following:

October 31, 2024

January 31, 2025

July 31, 2024

5 unchanged sentences

$ 75,694 $ 75,833

As of October 31, 2024 , our uranium inventory purchase commitments for the next five fiscal years are as the follows:

As of January 31, 2025 , our uranium inventory purchase commitments for the next five fiscal years are as the follows:

Purchase Commitments

2 unchanged sentences

300,000 $ 11,114

700,000 $ 27,164

As of October 31, 2024, we were committed to sell 600,000 pounds of uranium inventory in the amount of $ 49.75 million for delivery between November 2024 to January 2025.

Subsequent to October 31, 2024 :

a) we sold 500,000 pounds of uranium inventory for $ 41.40 million at a weighted average price of $ 82.80 per pound;

b) we entered into contracts to purchase 300,000 pounds of uranium inventory in the amount of $ 23.43 million at a weighted average price of $ 78.08 per pound, with delivery in December 2024.

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

2 unchanged sentences

Mineral Rights

As at October 31, 2024 , we own mineral rights in the States of Arizona, New Mexico, Texas and Wyoming, in Canada and in the Republic of Paraguay.

As at January 31, 2025 , we own mineral rights in the States of Arizona, New Mexico, Texas and Wyoming, in Canada and in the Republic of Paraguay.

These mineral rights were acquired through staking, purchase or lease or option agreements and are subject to varying royalty interests, some of which are indexed to the sale price of uranium.

As of October 31, 2024 , annual maintenance payments of approximately $ 5.93 million will be required to maintain these mineral rights.

As at October 31, 2024 , the carrying value of our mineral rights and properties were as follows:

As of January 31, 2025 , annual maintenance payments of approximately $ 5.89 million will be required to maintain these mineral rights.

As at January 31, 2025 , the carrying value of our mineral rights and properties were as follows:

United States

1 unchanged sentence

$ 172,540 $ 376,523 $ 15,014 $ 564,077

Sweetwater Acquisition

145,749 - - 145,749

Impact of foreign currency translation

- ( 9,179 ) - ( 9,179 )

Balance, October 31, 2024

Balance, January 31, 2025

318,454 367,344 15,014 700,812

5 unchanged sentences

Impact of foreign currency translation

Balance, October 31, 2024

Balance, January 31, 2025

( 6,927 ) ( 100 ) - ( 7,027 )

2 unchanged sentences

$ 166,151 $ 376,418 $ 15,014 $ 557,583

Balance, October 31, 2024

Balance, January 31, 2025

$ 311,527 $ 367,244 $ 15,014 $ 693,785

Mineral property expenditures recorded during the period are as follows:

Three Months Ended October 31,

Three Months Ended January 31,

Six Months Ended January 31,

Permitting and compliance

$ 312 $ 456 $ 602 $ 1,339

Property maintenance

1,244 962 2,493 1,947

923 2,915 5,840 5,317

7,584 1,119 12,266 1,645

Extraction readiness

4,180 1,239 6,556 2,129

$ 14,243 $ 6,691 $ 27,757 $ 12,377

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consists of the following:

October 31, 2024

January 31, 2025

July 31, 2024

Plant and Processing Facilities

$ 60,190 $ ( 3,308 ) $ 56,882 $ 19,346 $ ( 2,708 ) $ 16,638

Mining Equipment

6,310 ( 2,711 ) 3,599 3,740 ( 2,523 ) 1,217

Logging Equipment and Vehicles

4,758 ( 2,444 ) 2,314 3,452 ( 2,222 ) 1,230

Computer Equipment

303 ( 294 ) 9 300 ( 287 ) 13

Furniture and Fixtures

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

(Unaudited – Expressed in thousands of U.S.

dollars unless otherwise stated)

241 ( 197 ) 44 243 ( 190 ) 53

2,086 ( 127 ) 1,959 337 ( 103 ) 234

1,514 - 1,514 1,080 - 1,080

$ 75,402 $ ( 9,081 ) $ 66,321 $ 28,498 $ ( 8,033 ) $ 20,465

RESTRICTED CASH

2 unchanged sentences

Cash, cash equivalents and restricted cash are included in the following accounts:

October 31, 2024

January 31, 2025

July 31, 2024

2 unchanged sentences

Total cash, cash equivalents and restricted cash

During the six months ended January 31, 2025, we paid $ 1.96 million of surety bond collateral related to the Sweetwater Acquisition.

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents and restricted cash.

4 unchanged sentences

Federal Deposit Insurance Corporation, should the financial institutions with which these amounts are invested be rendered insolvent.

As of October 31, 2024, approximately $ 180.0 million of our cash and cash equivalents are held in a single financial institution at one of the largest banks in Canada and subject to concentration risk.

The Company does not consider any of its financial assets to be impaired as of October 31, 2024 .

As of January 31, 2025 , approximately $ 54.82 million of our cash and cash equivalents are held in a single financial institution at one of the largest banks in Canada and subject to concentration risk.

The Company does not consider any of its financial assets to be impaired as of January 31, 2025 .

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

1 unchanged sentence

EQUITY-ACCOUNTED INVESTMENTS

As at October 31, 2024 , we owned 17,978,364 shares of Uranium Royalty Corp.

As at January 31, 2025 , we owned 17,978,364 shares of Uranium Royalty Corp.

(“URC”), representing a 13.5 % ( July 31, 2024 :

2 unchanged sentences

Furthermore, one of these executive officers also holds an executive position within URC.

As a consequence, our ability to exercise significant influence over URC’s operating and financing policies continued to exist during the three months ended October 31, 2024 .

As a consequence, our ability to exercise significant influence over URC’s operating and financing policies continued to exist during the three and six months ended January 31, 2025 .

Should URC’s outstanding options and warrants be fully exercised, the Company’s ownership interest would decrease from 13.5 % to 13.3 %.

URC is a public company listed on the Toronto Stock Exchange with the trading symbol “URC” and on NASDAQ with the trading symbol “UROY”.

As at October 31, 2024 , the fair value of our investment in URC was approximately $ 49.98 million ( July 31, 2024 :

As at January 31, 2025 , the fair value of our investment in URC was approximately $ 42.79 million ( July 31, 2024 :

$ 43.33 million).

As at October 31, 2024 , we owned 50 % of the outstanding shares of JCU (Canada) Exploration Company Limited (“JCU”) acquired through our acquisition of UEX Corporation completed on August 19, 2022 ( the “UEX Acquisition”).

As at January 31, 2025 , we owned 50 % of the outstanding shares of JCU (Canada) Exploration Company Limited (“JCU”) acquired through our acquisition of UEX Corporation completed on August 19, 2022 ( the “UEX Acquisition”).

JCU is a private Canadian company engaged in the exploration and development of uranium assets in Canada.

The Company’s 50 % interest in JCU is a joint venture, which is accounted for using the equity method.

We incurred $ 9 in exploration expenditures on behalf of JCU for the three months ended October 31, 2024 .

As at October 31, 2024 , the amount receivable from JCU totaled $ 5 ( July 31, 2024 :

During the three months ended October 31, 2024 , the changes in carrying value of our equity-accounted investments are summarized as follows:

During the six months ended January 31, 2025 , the changes in carrying value of our equity-accounted investments are summarized as follows:

Investment in

7 unchanged sentences

( 1,608 ) ( 1,091 ) ( 2,699 )

Balance, October 31, 2024

Balance, January 31, 2025

$ 33,095 $ 22,086 $ 55,181

For the three months ended October 31, 2024 and 2023 , income (loss) from our equity-accounted investments consisted of the following:

Three Months Ended October 31,

For the three and six months ended January 31, 2025 and 2024 , income (loss) from our equity-accounted investments consisted of the following:

Three Months Ended January 31,

Six Months Ended January 31,

Share of income (loss)

4 unchanged sentences

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

1 unchanged sentence

INVESTMENTS IN EQUITY SECURITIES

During the three months ended October 31, 2024 , the changes in our investments in equity securities are summarized as follows:

During the six months ended January 31, 2025 , the changes in our investments in equity securities are summarized as follows:

Balance, July 31, 2024

Sale of investment in publicly listed companies

Investment in public listed companies

Fair value loss on equity securities

Foreign exchange difference

Balance, October 31, 2024

The cumulative revaluation adjustment since acquisition of the equity securities held as at October 31, 2024 is a loss of $ 0.54 million.

Balance, January 31, 2025

On January 15, 2025, we completed the acquisition of 107,142,857 common shares (the “Anfield Shares”) of Anfield Energy Inc.

(“Anfield”) for total consideration of $ 10.46 million pursuant to a subscription agreement between the Company and Anfield.

The cumulative revaluation adjustment since acquisition of the equity securities held as at January 31, 2025 is a loss of $ 8.53 million.

ASSET RETIREMENT OBLIGATIONS

1 unchanged sentence

Balance, July 31, 2024

Balance, October 31, 2024

Assumed from Sweetwater Acquisition (Note 3)

Balance, January 31, 2025

Asset retirement obligations, current

Asset retirement obligations, non-current

The estimated amounts and timing of cash flows and assumptions used for ARO estimates are as follows:

October 31, 2024

The estimated amounts and timing of cash flows and assumptions used for our ARO estimates are as follows:

January 31, 2025

July 31, 2024

11 unchanged sentences

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

3 unchanged sentences

The Replacement Warrants are accounted for as derivative liabilities as the exercise prices of the Replacement Warrants are denominated in Canadian dollars which differs from our functional currency.

As at October 31, 2024 , there were no Replacement Warrants outstanding.

As at January 31, 2025 , there were no Replacement Warrants outstanding.

The movement in derivative liabilities during the period is as follows:

2 unchanged sentences

Change in fair value during the period

Balance, October 31, 2024

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

(Unaudited – Expressed in thousands of U.S.

dollars unless otherwise stated)

Balance, January 31, 2025

CAPITAL STOCK

3 unchanged sentences

Wainwright & Co., LLC and certain co-managers (collectively, the “2022 ATM Managers”) as set forth in the 2022 ATM Offering Agreement under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $ 300 million through the ATM Managers selected by us.

During the three months ended October 31, 2023 , we issued 10,770,000 of the Company’s common stock under the ATM Offering for gross cash proceeds of $ 57.57 million.

The total issuance costs were $ 1.30 million, all of which were related to compensation paid to the ATM Managers.

During the three months ended October 31, 2024 , we issued 7,595,626 of the Company’s common stock under the ATM Offering for gross cash proceeds of $ 62.64 million.

On December 20, 2024, we filed a prospectus supplement to our 2022 Shelf (the “2024 ATM Offering”) under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $ 300 million pursuant to an at-the-market offering agreement (the “2024 ATM Offering Agreement”) we have with Goldman Sachs & Co.

LLC and certain co-managers (collectively, the “2024 ATM Managers”).

Under the 2024 ATM Offering Agreement, we may, from time to time, sell shares of our common stock through the 2024 ATM Managers selected by us.

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

During the six months ended January 31, 2024 , we issued 21,188,029 of the Company’s common stock under the 2022 ATM Offering for gross cash proceeds of $ 132.49 million.

The total issuance costs were $ 2.98 million, all of which were related to compensation paid to the 2022 ATM Managers.

Subsequent to October 31, 2024, we issued 3,920,749 of the Company’s common stock under the ATM Offering for gross cash proceeds of $ 31.76 million.

During the six months ended January 31, 2025 , we issued 11,516,375 and 5,310,281 of the Company’s common stock under the 2022 ATM Offering and the 2024 ATM Offering for gross cash proceeds of $ 94.40 million and $ 40.52 million, respectively.

The total issuance costs were $ 2.15 million and $ 0.91 million, all of which were related to compensation paid to the 2022 ATM Managers and the 2024 ATM Managers, respectively.

Subsequent to January 31, 2025 , we issued 295,000 of the Company’s common stock under the 2024 ATM Offering for gross cash proceeds of $ 2.09 million.

The total issuance costs were $ 0.05 million, all of which were related to compensation paid to the 2024 ATM Managers.

Share Purchase Warrants

A continuity schedule of our outstanding share purchase warrants for the three months ended October 31, 2024 , is as follows:

A continuity schedule of our outstanding share purchase warrants for the six months ended January 31, 2025 , is as follows:

Weighted Average

4 unchanged sentences

( 40,329 ) 2.35

Balance, October 31, 2024

Balance, January 31, 2025

159,091 $ 4.13

A summary of our share purchase warrants outstanding and exercisable as of October 31, 2024 , is as follows:

A summary of our share purchase warrants outstanding and exercisable as of January 31, 2025 , is as follows:

Weighted Average Remaining

2 unchanged sentences

4.13 159,091 1.17 April 5, 2026

During the three months ended October 31, 2024 , we received cash proceeds totaling $ 3.39 million from the exercise of share purchase warrants ( three months ended October 31, 2023:

During the six months ended January 31, 2025 , we received cash proceeds totalin g $ 3.30 million from the exercise of share purchase warrants.

D uring the six months ended January 31, 2024, we received cash proceeds totaling $ 0.74 million from the exercise of share purchase warrants and cash advances of $ 0.52 million for shares that had been issued in the subsequent quarter from a warrant exercise during the quarter ended January 31, 2024.

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

2 unchanged sentences

Stock Options

A continuity schedule of our outstanding stock options for the three months ended October 31, 2024 , is as follows:

A continuity schedule of our outstanding stock options for the three and six months ended January 31, 2025 , is as follows:

Number of Stock

8 unchanged sentences

4,942,317 2.67

The table below sets forth the number of shares issued and cash received upon exercise of our stock options:

Three Months Ended October 31,

( 63,852 ) 3.34

Cancelled/Forfeited

( 22,524 ) 4.37

Balance, January 31, 2025

4,857,230 $ 2.66

The table below sets forth the number of shares issued and cash received upon the exercise of our stock options:

Three Months Ended January 31,

Six Months Ended January 31,

Number of Options Exercised on a Cash Basis

11 unchanged sentences

Cash Received from Exercise of Stock Options

$ 9 $ 137 $ 129 $ 400

Total Intrinsic Value of Options Exercised

2 unchanged sentences

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

A continuity schedule of our outstanding unvested stock options as of October 31, 2024 , and the changes during the period, is as follows:

A continuity schedule of our outstanding unvested stock options as of January 31, 2025 , and the changes during the period, is as follows:

Number of Unvested Stock Options

7 unchanged sentences

1,012,016 $ 2.83

During the three months ended October 31, 2024, we granted stock options under our 2024 Stock Incentive Plan (the “Stock Incentive Plan”) to one of our officers to purchase an aggregate of 24,415 shares of the Company which are subject to a 24 -month vesting provision whereby, at the end of each of the first 3 and 6 months after the grant date, 12.5 % of the total stock options become exercisable, and whereby at the end of each of 12, 18 and 24 months after the grant date, 25 % of the total stock options become exercisable.

For the three months ended October 31, 2024 , the fair value of the stock options granted was $ 4.09 per share and it was estimated at the date of grant using the Black-Scholes model with the following assumptions, which is level 2 of the fair value measurement hierarchy:

Cancelled/Forfeited

( 22,449 ) 2.89

( 280,059 ) 2.50

Balance, January 31, 2025

710,797 $ 2.97

During the six months ended January 31, 2025 , we granted a stock option under our 2024 Stock Incentive Plan (the “Stock Incentive Plan”) to one of our officers to purchase an ag gregate of 24,415 sha res of the Company which are subject to a 24 -month vesting provision whereby, at the end of each of the first three and six months after the grant date, 12.5 % of the total stock options become exercisable, and whereby at the end of each of 12, 18 and 24 months after the grant date, 25 % of the total stock options become exercisable.

For the six months ended January 31, 2025 , the weighted average fair value of the stock options granted was $ 4.17 per share and it was estimated at the date of grant using the Black-Scholes model with the following assumptions, which is level 2 of the fair value measurement hierarchy:

Exercise Price

3 unchanged sentences

Expected Dividend Yield

As at October 31, 2024 , the aggregate intrinsic value of all of our outstanding stock options was estimated at $ 23.47 million (vested:

As at January 31, 2025 , the aggregate intrinsic value of all of our outstanding stock options was estimated at $ 21.40 million (vested:

$ 19.65 million and unvested:

$ 1.75 million).

As at October 31, 2024 , our unrecognized compensation cost related to unvested stock options was $ 1.55 million ( July 31, 2024:

As at January 31, 2025 , our unrecognized compensation cost related to unvested stock options was $ 1.01 million ( July 31, 2024 :

$ 2.18 million), which is expected to be recognized over 0.98 years.

A summary of our stock options outstanding and exercisable as of October 31, 2024 , is as follows:

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

A summary of our stock options outstanding and exercisable as of January 31, 2025 , is as follows:

Options Outstanding

2 unchanged sentences

Exercisable at

October 31, 2024

January 31, 2025

Exercise Price

October 31, 2024

January 31, 2025

Exercise Price

15 unchanged sentences

10,000 7.63 8.97 5,000 7.63 8.97

$8.00 to $8.28

1,289 8.28 9.80 - 8.28 9.80

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

(Unaudited – Expressed in thousands of U.S.

dollars unless otherwise stated)

4,857,230 $ 2.66 6.80 4,146,433 $ 2.32 6.46

Restricted Stock Units

During the three months ended October 31, 2024, the Company granted 16,103 restricted stock units (“RSU”s) to one of our officers under our Stock Incentive Plan.

During the six months ended January 31, 2025 , the Company g ranted 16,103 restricte d stock units (each, an “RSU”) to one of our officers under our Stock Incentive Plan.

RSUs granted during the period have a vesting period of three years from the grant date, whereby one - third of the RSUs will vest at the end of the first, second and third year, respectively, from the date of grant.

The fair value of these RSUs was determined using the share prices at the respective grant dates.

A summary of our outstanding and unvested RSUs as of October 31, 2024 , is as follows:

A summary of our outstanding and unvested RSUs as of January 31, 2025 , is as follows:

Restricted Stock

6 unchanged sentences

413,593 3.32 1.58 2,920

January 2, 2024

778 6.44 2.01 5

January 22, 2024

8,919 7.63 0.06 63

March 13, 2024

2,288 6.49 0.20 16

April 1, 2024

20,000 7.07 2.25 141

July 26, 2024

610,091 5.49 2.57 4,307

September 1, 2024

1,063 5.23 0.67 8

October 1, 2024

16,103 6.21 2.75 114

November 5, 2024

2,230 7.12 1.84 16

During the three months ended October 31, 2024 , our stock-based compensation related to RSUs was $ 0.75 million ( three months ended October 31, 2023 :

$ 0.44 million).

As at October 31, 2024 , our unrecognized compensation costs related to unvested RSUs totaled $ 3.77 million ( July 31, 2024:

November 5, 2024

14,344 7.12 2.84 101

November 18, 2024

431 8.28 0.88 3

January 6, 2025

5,874 7.06 3.02 41

January 27, 2025

2,122 7.07 3.07 15

1,209,459 $ 4.70 2.02 $ 8,538

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

During the three and six months ended January 31, 2025 , our stock-based compensation related to RSUs was $ 0.78 million and $ 1.53 million ( three and six months ended January 31, 2024 :

$ 0.44 million and 0.87 million), respectively.

As at January 31, 2025 , our unrecognized compensation costs related to unvested RSUs totaled $ 3.17 million ( July 31, 2024 :

$ 4.42 million), which is expected to be recognized over a period of approximately 1.55 years.

Performance Based Restricted Stock Units

During the three months ended October 31, 2024 , our stock-based compensation related to the amortization of performance based restricted stock units (each, a “PRSU”) totaled $ 0.29 million ( three months ended October 31, 2023 :

$ 0.18 million).

As at October 31, 2024 , our unrecognized compensation costs related to unvested PRSUs totaled $ 2.45 million ( July 31, 2024:

During the three and six months ended January 31, 2025 , our stock-based compensation related to the amortization of performance based restricted stock units (each, a “PRSU”) tota led $ 0.29 million and $ 0.57 million ( three and six months ended January 31, 2024 :

$ 0.18 million and $ 0.35 million), respectively.

As at January 31, 2025 , our unrecognized compensation costs related to unvested PRSUs totaled $ 2.16 million ( July 31, 2024 :

$ 2.74 million), which is expected to be recognized over a period of approximately 2.10 years.

Stock-Based Compensation

A summary of our stock-based compensation expense for the three months ended October 31, 2024 , is as follows:

A summary of our stock-based compensation expense for the three and six months ended January 31, 2025 , is as follows:

Three Months Ended

Six Months Ended

Stock-Based Compensation for Consultants

Common stock issued to consultants

$ - $ - $ 88 $ -

Amortization of stock option expenses

Amortization of RSU expenses

57 94 218 215

Stock-Based Compensation for Management

Amortization of stock option expenses

172 160 379 368

Amortization of RSU and PRSU expenses

977 595 1,946 1,189

1,149 755 2,325 1,557

Stock-Based Compensation for Employees

Amortization of stock option expenses

273 445 707 1,077

Amortization of RSU expenses

348 463 834 1,112

$ 1,554 $ 1,312 $ 3,377 $ 2,884

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

2 unchanged sentences

The table below provides a breakdown of our sales and service revenue and cost of sales and service revenue:

Three Months Ended October 31,

Three Months Ended January 31,

Six Months Ended January 31,

Sales of purchased uranium inventory

$ 49,750 $ - $ 66,837 $ -

Revenue from toll processing services

Total sales and service revenue

$ 49,750 $ 116 $ 66,837 $ 224

Cost of purchased uranium inventory

$ ( 31,524 ) $ - $ ( 42,360 ) $ -

Cost of toll processing services

- ( 97 ) - ( 187 )

Total cost of sales and services

$ ( 31,524 ) $ ( 97 ) $ ( 42,360 ) $ ( 187 )

The table below provides a breakdown of major customers:

Three Months Ended October 31,

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

October 31, 2024

(Unaudited – Expressed in thousands of U.S.

dollars unless otherwise stated)

Three Months Ended January 31,

Six Months Ended January 31,

67 % 0 % 50 % 0 %

33 % 0 % 24 % 0 %

0 % 0 % 14 % 0 %

0 % 0 % 12 % 0 %

0 % 100 % 0 % 100 %

100 % 100 % 100 % 100 %

INCOME (LOSS) PER SHARE

The following table reconciles the weighted average number of shares used in the calculation of our basic and diluted loss per share:

Three Months Ended October 31,

Three Months Ended January 31,

Six Months Ended January 31,

Net Income (Loss) for the Period

4 unchanged sentences

Net Income (Loss) Per Share – Diluted

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

SEGMENTED INFORMATION

3 unchanged sentences

All intercompany transactions have been eliminated.:

Three months ended October 31, 2024

Three Months Ended January 31, 2025

Sales and service revenue

2 unchanged sentences

Interest income

Loss before income taxes

Income (loss) before income taxes

Total expenditures for additions to long-lived assets

6 unchanged sentences

$ 49,750 $ 1,045 $ ( 991 ) $ 1,201 $ ( 11,662 ) $ 191,504

Three months ended October 31, 2023

Three Months Ended January 31, 2024

Sales and service revenue

Depreciation, amortization

and accretion

Income from equity-

accounted investment

Depreciation, amortization and accretion Income from equity-accounted investment Interest income

Income (loss) before income taxes Total expenditures for additions to long-lived assets

$ 116 $ 391 $ - $ - $ ( 2,876 ) $ 242

- 135 - - ( 2,864 ) 10

- 23 - - ( 3,634 ) 254

- 1 - - ( 45 ) 53

Corporate and administrative

- 2 192 352 12,672 -

$ 116 $ 552 $ 192 $ 352 $ 3,253 $ 559

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

Six Months Ended January 31, 2025

Sales and service revenue

Depreciation, amortization and accretion

Loss from equity-accounted investment

Interest income

Income (loss) before income

Total expenditures for

additions to long-lived assets

Income (loss) before income taxes

Total expenditures for additions to long-lived assets

$ - $ 1,288 $ - $ - $ ( 17,638 ) $ 191,333

5 unchanged sentences

$ 66,837 $ 1,643 $ ( 1,467 ) $ 2,326 $ ( 33,158 ) $ 192,836

As of October 31, 2024

Six Months Ended January 31, 2024

Sales and service revenue

Depreciation, amortization and accretion

Income from equity-accounted investment

Interest income

Income (loss) before income taxes

Total expenditures for additions to long-lived assets

$ 224 $ 777 $ - $ - $ ( 5,395 ) $ 242

- 256 - - ( 5,177 ) 28

- 29 - - ( 5,686 ) 1,986

- 2 - - ( 486 ) 69

Corporate and administrative

- 5 1,652 566 20,513 3

$ 224 $ 1,069 $ 1,652 $ 566 $ 3,769 $ 2,328

As of January 31, 2025

Equity-Accounted Investments

17 unchanged sentences

$ 889,828 $ 58,809 $ 581,991

URANIUM ENERGY CORP.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2025

(Unaudited - Expressed in thousands of U.S.

dollars unless otherwise stated)

Management ’ s Discussion and Analysis of Financial Condition and Results of Operations

2 unchanged sentences

The following management ’ s discussion and analysis of the Company ’ s financial condition and results of operations (the “ MD&A ” ) contain forward-looking statements that involve risks, uncertainties and assumptions including, among others, statements regarding our capital needs, business plans and expectations.

In evaluating these statements you should consider various factors, including the risks, uncertainties and assumptions set forth in reports and other documents we have filed with or furnished to the SEC and, including, without limitation, this Form 10-Q Quarterly Report for the three months ended October 31, 2024, and our Form 10-K Annual Report for Fiscal 2024, including the consolidated financial statements and related notes contained therein.

In evaluating these statements you should consider various factors, including the risks, uncertainties and assumptions set forth in reports and other documents we have filed with or furnished to the SEC and, including, without limitation, this Form 10-Q Quarterly Report for the six months ended January 31, 2025, and our Form 10-K Annual Report for Fiscal 2024, including the consolidated financial statements and related notes contained therein.

These factors, or any one of them, may cause our actual results or actions in the future to differ materially from any forward-looking statement made in this Quarterly Report.

Refer to “ Cautionary Note Regarding Forward-looking Statements ” as disclosed in our Form 10-K Annual Report for Fiscal 2024, and Item 1A, Risk Factors, under Part II - Other Information, of this Quarterly Report.

This MD&A is focused on material changes in our financial condition from July 31, 2024, our most recently completed year end, to October 31, 2024, and our results of operations for the three months ended October 31, 2024, and should be read in conjunction with Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, as contained in our Form 10-K Annual Report for Fiscal 2024.

This MD&A is focused on material changes in our financial condition from July 31, 2024, our most recently completed year end, to January 31, 2025, and our results of operations for the three and six months ended January 31, 2025, and should be read in conjunction with Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, as contained in our Form 10-K Annual Report for Fiscal 2024.

We are engaged in uranium mining and related activities, including exploration, pre-extraction, extraction and processing, on uranium projects located in the United States, Canada and the Republic of Paraguay, as more fully described in our Form 10-K Annual Report for Fiscal 2024.

In August 2024, we restarted uranium extraction at our fully permitted, and past producing, Christensen Ranch Mine ISR operation in Wyoming.

We expect the ramp-up phase will continue while new production areas are being constructed and completing in early 2025.

We expect the ramp-up phase will continue while new production areas are being constructed and completed in 2025.

At the same time, we have continued to advance our Roughrider and Burke Hollow Projects with resource expansions and development programs, respectively.

4 unchanged sentences

We utilize a “hub-and-spoke” strategy whereby the Hobson Processing Facility, which has a physical capacity to process uranium-loaded resins of up to a total of two million pounds of U 3 O 8 annually and is licensed to process up to four million pounds of U 3 O 8 annually, acts as the central processing site (the “hub”) for our Palangana Mine, and future satellite uranium mining activities, such as our Burke Hollow and Goliad Projects, located within the South Texas Uranium Belt (the “spokes”).

On September 20, 2024, we entered into a stock purchase agreement (the “Stock Purchase Agreement”) with Rio Tinto America Inc., a Delaware corporation (the “Seller”), pursuant to which we will acquire from the Seller all of the issued and outstanding shares of capital stock (the “Shares”) of (i) Kennecott Uranium Company, a Delaware corporation (“KUC”), which is a joint venture participant of, and owns a 50% ownership interest in, the Green Mountain Mining Venture, an unincorporated Wyoming contractual joint venture (“GMMV”), and (ii) Wyoming Coal Resources Company, a Delaware corporation (“WCRC”), which is a joint participant of, and owns a 50% ownership interest in GMMV (collectively, the “Acquisition”).

KUC, WCRC and GMMV, collectively, own or hold the assets, rights and obligations comprised of:

(i) the facilities, equipment, improvements and fixtures for the processing of uranium located in Sweetwater County, Wyoming, owned by KUC, WCRC and GMMV, and related facilities and impoundments;

(ii) the Jackpot and Big Eagle properties located in Wyoming;

(iii) the mineral and real property interests which are owned or leased by KUC, WCRC or GMMV, subject to the permitted encumbrances, including patented and unpatented mining and millsite claims, leaseholds, material easements and rights-of-way of record;

and (iv) the other rights and interests in uranium mineralization located in Fremont and Sweetwater Counties, Wyoming, owned or held by any of KUC, WCRC or GMMV (collectively, the “Project”).

The consideration for the Acquisition payable at closing of the Stock Purchase Agreement is $175 million in cash, subject to customary working capital adjustments as provided for in the Stock Purchase Agreement, with closing expected to occur during the quarter ending January 31, 2025.

Upon completion of the Acquisition, we will replace approximately $25 million in surety bonds securing future reclamation costs relating to the Project.

In addition, from and after the completion of the Acquisition we shall continue to indemnify the Seller from most of the liabilities associated with the Project.

The closing of the Acquisition is subject to certain conditions customary for an Acquisition of this nature, including that the approval by the Wyoming Nuclear Regulator for the transfer of a Radioactive Materials License to us, which was issued on November 25, 2024.

On November 7, 2024, we filed an initial assessment technical report summary that includes an economic analysis and mineral resource estimate for our Roughrider Project, located in Northern Saskatchewan, Canada.

1 unchanged sentence

and Clifton Engineering Group Inc., in accordance with Item 1302 of S-K 1300.

On December 6, 2024, the Company completed the acquisition of all of the issued and outstanding shares of capital stock of (i) Kennecott Uranium Company (again KUC) and (ii) Wyoming Coal Resources Company (again WCRC) from Rio Tinto America Inc.

(collectively, again, the Sweetwater Acquisition).

KUC and WCRC collectively own or hold the following major assets:

(i) the facilities, equipment, improvements and fixtures for the processing of uranium located in Sweetwater County, Wyoming, and related facilities and impoundments (again, the Sweetwater Plant);

(ii) the Red Desert Project, a uranium project adjacent to the Sweetwater Plant;

and (iii) the Green Mountain Project, a uranium project located 22 miles north of the Sweetwater Plant, with two deposits that have potential for ISR mining and three deposits that are considered appropriate for conventional mining.

The consideration for the Sweetwater Acquisition was $175.4 million in cash plus acquisition related costs of $4.2 million.

On January 15, 2025, we completed the acquisition of 107,142,857 common shares (again, the Anfield Shares) of Anfield Energy Inc.

(again Anfield) (TSX-V:

AEC) for total consideration of $10.5 million ($15 million Canadian dollars) pursuant to a subscription agreement between the Company and Anfield, whereby the Company subscribed for the Anfield Shares at a price of $0.14 per share (Canadian dollars).

Immediately after the acquisition, the Company had beneficial ownership, and control and direction over, a total of 203,415,775 Anfield Shares, representing approximately 17.8% of the outstanding Anfield Shares on a non-diluted basis and approximately 24.2% of the outstanding Anfield Shares on a partially diluted basis after assuming the exercise of all warrants held by the Company.

The Anfield Shares were acquired by the Company for investment purposes.

We will continue to monitor the business, prospects, financial condition and potential capital requirements of Anfield.

We also hold certain mineral rights in various stages in the States of Arizona, New Mexico, Texas and Wyoming, and in Canada and in the Republic of Paraguay, many of which are located in historically successful mining areas and have been the subject of past exploration and pre-extraction activities by other mining companies.

1 unchanged sentence

With the completion of the acquisition of Uranium One Americas, Inc.

in December 2021 (the “U1A Acquisition”), we expanded our footprints in Wyoming with our Wyoming hub-and-spoke operations.

The acquisition of UEX Corporation ("UEX") in August 2022 and the acquisition of Roughrider Mineral Holdings Inc.

in December 2021, together with the completion of the Sweetwater Acquisition in December 2025, we expanded our footprints in Wyoming with our Wyoming hub-and-spoke operations.

The acquisition of UEX Corporation in August 2022 and the acquisition of Roughrider Mineral Holdings Inc.

in October 2022 further expanded our footprints in Canada and, in particular, the Athabasca Basin in Saskatchewan.

In the meantime, we continue to establish additional uranium mines through exploration and pre-extraction activities and direct acquisitions in both the U.S.

We continue to establish additional uranium mines through exploration and pre-extraction activities and direct acquisitions in both the U.S.

and Paraguay, all of which require us to manage numerous challenges, risks and uncertainties inherent in our business and operations as more fully described in Item 1A.

21 unchanged sentences

Our mining activities may change as a result of any one or more of these risks and uncertainties and there is no assurance that any ore body that we extract mineralized materials from will result in achieving and maintaining profitability and developing positive cash flow.

As at October 31, 2024, we had no uranium supply or off-take agreements in place.

As at January 31, 2025, we had no uranium supply or off-take agreements in place.

Future sales of U 3 O 8 are therefore expected to generally occur through the uranium spot market, with any fluctuations in the market price continuing to have a direct impact on our revenues and cash flows.

2 unchanged sentences

Despite our focus on low cost ISR mining with its low capital requirements, we saw a unique opportunity to purchase drummed uranium at prevailing spot prices which are below most global industry mining costs.

Hence, we established a physical uranium portfolio (the “Physical Uranium Program”) and, as of October 31, 2024, we had 1,256,000 pounds of uranium and had entered into agreements to purchase 700,000 pounds of warehoused uranium from Fiscal 2025 to Fiscal 2026 at conversion facilities located in North America at a volume weighted average price of approximately $38.81 per pound.

As of October 31, 2024, we were committed to sell 600,000 pounds of uranium inventory in the amount of $49.75 million for delivery between November 2024 to January 2025.

Subsequent to October 31, 2024, we sold 500,000 pounds of uranium inventory for $41.40 million at a weighted average price of $82.80 per pound and we entered into contracts to purchase 300,000 pounds of uranium inventory in the amount of $23.43 million at a weighted average price of $78.08 per pound with delivery in December 2024.

Hence, we established a physical uranium portfolio (the “Physical Uranium Program”) and, as of January 31, 2025, we had 1,356,000 pounds of uranium and had entered into agreements to purchase 300,000 pounds of warehoused uranium in Fiscal 2026 at conversion facilities located in North America at a volume weighted average price of approximately $37.05 per pound.

Our Physical Uranium Program will support three objectives for our Company:

7 unchanged sentences

Uranium Market Developments

The uranium market is currently being driven by a macro demand for more electricity generation, an unprecedented global push to decarbonize electrical grids and geopolitical situations, among other factors.

New electricity demand projections outlined from the "US Data Center Power Outlook" report issued in July 2024 showed new data center demand growth ranging from 60 to 90 gigawatt (“GW”) between 2023 and 2030.

The uranium market is currently being driven by a macro demand for more electricity generation, an unprecedented global push for clean energy, geopolitical situations and under investment among other factors.

McKinsey & Company noted that global electricity demand is expected to more than double from 25,000 terawatt-hours (TWh) to between 52,000 and 71,000 TWh by 2050, due to the growth in emerging markets’ energy needs and electrification across the economy.

The DOE projects that electricity demand in the U.S.

will grow 15–20% in the next decade and double by 2050.

This includes artificial intelligence growth and demand to power data centers that is expected to consume approximately 6.7% to 12% of total U.S.

electricity by 2028.

The DOE notes that total data center electricity usage climbed from 58 TWh in 2014 to 176 TWh in 2023 and estimates an increase between 325 to 580 TWh by 2028.

There is a growing realization that the highly reliable, safe, baseload power nuclear energy provides should be a part of any clean energy platform.

Governments around the globe are also pursuing strategies to increase energy independence for national security interests that dovetail well with nuclear power as a key component in their energy mix.

the White House recently announced that “the United States will aim to deploy 200 GW of net new nuclear energy capacity by 2050, at least tripling current U.S.

The net new capacity gains are anticipated to come from multiple sources, including building new nuclear power plants, uprating existing reactors, and restarting reactors that have retired for economic reasons.”

Over the past few years, global uranium market fundamentals have improved as the market began a transition from being an inventory driven to a production driven market.

The spot market bottomed out in November 2016 at about $17.75 per pound U 3 O 8 , but has since shown appreciation, reaching $107.00 per pound U 3 O 8 on February 2, 2024.

During the three months ended October 31, 2024, uranium prices averaged $81.13 per pound U 3 O 8 .

As at October 31, 2024, the spot uranium price was $80.00 per pound U 3 O 8 , representing an approximate 7.3% increase from October 31, 2023 when the price was $74.55 per pound U 3 O 8 .

The period from August 2024 through October 2024 was marked by continued spot price fluctuations between $85.00 and $78.00 per pound U 3 O 8 (all price information is sourced from UxC LLC Historical Ux Daily Prices).

Underinvestment in uranium mining operations over the past decade has been a major factor contributing to a structural deficit between global production and uranium requirements.

In the U.S., several pieces of bipartisan legislation have passed in recent years supporting nuclear development and expansion, including the Nuclear Fuel Security Act, Advance Act, and the Inflation Reduction Ac t.

In combination, these bills and others like The Prohibiting Russian Uranium Imports Act will help rebuild and restore a robust domestic fuel cycle in the U.S.

The new Trump Administration is also firmly behind nuclear energy with priority actions stating, “unleash commercial nuclear power in the U.S.” and “strengthen grid reliability and security.” (Source:

Energy.Gov - Secretary Wright Acts to Unleash Golden Era of American Energy Dominance, February 5, 2025).

New capacity gains are anticipated to come from multiple sources, including building new nuclear power plants, uprating existing reactors, and restarting some retired reactors.

technology companies like Microsoft, Meta, Google, Oracle and Amazon have jumped on the nuclear wagon for their data center energy demand with large investments in their pursuit of clean, reliable power that nuclear provides.

Over the past few years, global uranium market fundamentals have improved as the market began a transition from being inventory driven to a production driven.

The spot market bottomed out in November 2016 at about $17.75 per pound U 3 O 8 , but has since shown appreciation, reaching a high in 2024 of $107.00 per pound U 3 O 8.

Since that time the spot uranium market has been in a pullback reaching a low of $66.50 per pound on February 28, 2025.

During the three and twelve months ended, January 31, 2025, uranium prices averaged $74.98 and $83.98 per pound U 3 O 8 , respectively.

The period including November 2024 through January 2025 was marked by continued spot price fluctuations between $82.00 and $67.30 per pound U 3 O 8 (all pricing information is sourced from UxC LLC Historical Ux Daily Prices).

Underinvestment in uranium mining operations over the past decade has been a major factor contributing to a structural deficit that is apparent between global production and uranium requirements.

Reduced production from existing uranium mines has also been a contributing factor with some large producers cutting back and/or unable to reach previously planned production levels.

In 2025, the mid-case gap between production and requirements is projected to be more than 58 million pounds of U 3 O 8 , and by 2034 accumulates to a total above 355 million pounds of U 3 O 8 ( UxC 2024 Q3 Uranium Market Outlook ).

In 2025 and 2026 the mid-case gap between production and requirements is projected to be more than 43 million pounds of U 3 O 8 , and by 2035 accumulates to a total near 380 million pounds of U 3 O 8 (UxC 2024 Q4 Uranium Market Outlook).

For context, the U.S.

utilities purchased 51.6 million pounds of U 3 O 8 in 2023 ( U.S.

utilities purchased 51.6 million pounds of U 3 O 8 in 2023 ( Source:

Energy Information Administration, June 6, 2024 - Uranium Marketing Annual Report ).

1 unchanged sentence

Secondary supply is also likely to be further reduced with western enrichers, reversing operations from underfeeding to overfeeding that requires more uranium to increase the production of enrichment services.

As secondary supplies continue to diminish, and as existing mines deplete resources, new production will be needed to meet existing and future utility demand.

As secondary supplies continue to diminish, and as existing mines deplete resources, new production will be needed to meet existing and future demand.

The timeline for new mining projects can be 10 years or longer and will require prices high enough to stimulate new mining investments.

1 unchanged sentence

Economic sanctions, transportation restrictions and U.S.

legislation banning the importation of Russian nuclear fuel is causing a fundamental change to the nuclear fuel markets.

The situation has been compounded with a November 15, 2024 announcement from the Russian government stating they have placed “temporary restrictions on the export of enriched uranium to the United States".

Additionally, the 2023 coup in Niger, and the new government’s demand for the U.S.

legislation banning the importation of Russian nuclear fuel and Russia’s retaliation with an U.S.

export ban is causing a fundamental change to the nuclear fuel markets.

Additionally, the 2023 coup in Niger, and the government’s demand for the U.S.

and France to vacate the country, as well as the revocation of Canadian and French companies mining rights, operating permits and export capabilities, has underscored jurisdictional risk.

Niger is the world's seventh largest producer and accounted for about 5% of global uranium production and about 14% of European Union supply in 2023 ( Euratom Supply Agency, World Nuclear Association - Uranium in Niger July 23, 2024, World Nuclear News ).

Niger is the world’s seventh largest producer and accounted for approximately 5% of global uranium production and approximately 14% of European Union supply in 2023 ( Source:

Euratom Supply Agency, World Nuclear Association - Uranium in Niger July 23, 2024, World Nuclear News ).

As a result of the instability and assurance of supply risks, U.S.

and European utilities are shifting more focus to production from areas of low geopolitical risk.

On the demand side of the equation, the global nuclear energy industry continues robust growth, with 69 new reactors connected to the grid in 2014 through October of 2024, and with another 66 reactors under construction.

Thus far in 2024, four new reactors have been connected to the grid and two reactors have been permanently shut down ( International Atomic Energy Association Power Reactor Information System - November 14, 2024 ).

Total nuclear generating capacity for the world’s 439 operable reactors as of November 4, 2024, stands at 396 GWe ( World Nuclear Association ).

At the COP29 United Nations Climate Change Conference, 6 more countries joined the pledge to triple their nuclear capacity by 2050, bringing the total to 31 countries, further supporting additional growth for the nuclear industry and uranium demand.

In the U.S., H.R.

1042, The Prohibiting Russian Uranium Imports Act , was signed into law and went into effect on August 11, 2024 and extends through 2040.

The legislation bans Russian uranium imports but allows a U.S.

DOE waiver process through 2027 in the event no alternative viable source of low-enriched uranium (“LEU”) is available to:

(i) sustain the continued operation of a nuclear reactor or a U.S.

nuclear energy company;

or (ii) importation of Russian LEU is determined to be in the national interest.

However, the waiver process will be moot if Russia follows through on their recent announcement to suspend exports of enriched uranium to the U.S.

In other U.S.

legislation, The Nuclear Fuel Security Act (“NFSA”) was enacted as part of the National Defense Authorization Act in December of 2023 and was designed to help rebuild the domestic nuclear fuel cycle, including uranium production, conversion and enrichment.

The passage of H.R.

1042 unlocks $3.4 billion in funding under the NFSA and will be used by the DOE to acquire LEU and High Assay Low Enriched Uranium (“HALEU”) for advanced reactors.

Under this program DOE will acquire LEU and HALEU with priority given to domestic sources of produced uranium, conversion and enrichment.

In combination, the passage of these bills will help rebuild and restore a robust domestic fuel cycle in the U.S.

and European utilities are shifting supply focus to production from areas of low geopolitical risk.

The recent White House executive order Establishing “The National Energy Dominance Council” noted one of the objectives is to “reduce dependency on foreign imports” for America’s “national security” and recognized uranium as an ‘amazing national asset’ ( Source:

The White House News & Update, February 14, 2025 ).

On the demand side, the global nuclear energy industry continues robust growth, with 70 new reactors connected to the grid in 2014 through December of 2024, and with another 65 reactors under construction.

In 2024, five new reactors were connected to the grid and four reactors were permanently shut down ( Source:

International Atomic Energy Association Power Reactor Information System – February 14, 2025 ).

Total nuclear generating capacity for the world’s 439 operable reactors as of January 7, 2025, stands at 398 GWe ( Source:

World Nuclear Association ).

At the COP29 United Nations Climate Change Conference, six more countries joined the pledge to triple their nuclear capacity by 2050, bringing the total to 31 countries, further supporting additional growth for the nuclear industry and uranium demand.

Additional upside market pressure is also occurring as utilities continue their return to a longer-term contracting cycle to replace expiring contracts.

Cumulative uncommitted demand through 2034 is more than 865 million pounds of U 3 O 8 ( UxC Uranium Market Overview Q3 2024 ).

This utility demand, along with that from financial entities, government programs and various producers, as well as the increasing interest in nuclear energy for data centers, are adding to the strong fundamentals supporting the uranium market.

Cumulative uncommitted demand through 2035 is more than a billion pounds U 3 O 8 ( Source:

UxC Uranium Market Overview Q4 2024 ).

This utility demand, along with that from financial entities, government programs, various producers, as well as the increasing interest in nuclear energy for data centers, are adding to the strong fundamentals supporting the uranium market.

The timing of our uranium concentrate sales is dependent upon factors such as extraction results from our mining activities, cash requirements, contractual requirements and perception of the uranium market.

3 unchanged sentences

Results of Operations

For the three months ended October 31, 2024, we recorded revenue of $17.09 million and realized gross profit of $6.25 million, which were all related to sales of purchased uranium inventory.

For the three months ended October 31, 2023, we recorded revenue of $0.11 million and realized gross profit of $0.02 million, which were all generated from toll processing services.

For the three months ended October 31, 2024, we recorded a net loss of $20.16 million ($0.05 per share) and loss from operations of $13.20 million.

During the three months ended October 31, 2023, we recorded net income of $3.32 million ($0.01 per share) and loss from operations of $11.39 million.

While we have commenced uranium extraction at Christensen Ranch in August 2024, we are still ramping up our mining activities during the three months ended October 31, 2024.

We expect the ramp-up phase will continue while new production areas are being constructed and completing in early 2025.

For the three and six months ended January 31, 2025, we recorded revenue of $49.75 million and $66.84 million, and realized gross profit of $18.23 million and $24.48 million, respectively, which were all related to sales of purchased uranium inventory.

For the three and six months ended January 31, 2024, we recorded revenue of $0.12 million and $0.22 million, and realized gross profit of $0.02 million and $0.04 million, respectively, which were all generated from toll processing services.

For the three and six months ended January 31, 2025, we recorded a net loss of $10.23 million ($0.02 per share) and $30.39 million ($0.07 per share), and loss from operations of $3.63 million and $16.84 million, respectively.

During the three and six months ended January 31, 2024, we recorded net income of $2.25 million ($0.01 per share) and $5.57 million ($0.01 per share), and loss from operations of $12.12 million and $23.50 million, respectively.

While we have commenced uranium extraction at Christensen Ranch in August 2024, we are still ramping up our mining activities during the three and six months ended January 31, 2025.

We expect the ramp-up phase will continue while new production areas are being constructed and completed in 2025.

The rest of our uranium projects are expected to remain in a state of operational readiness and the relevant expenditures, which are directly related to regulatory/mine permit compliance, lease maintenance obligations and maintaining a necessary labor force, are being charged to our consolidated statement of operations.

As of October 31, 2024, we have 700,000 pounds of uranium inventory purchase commitments outstanding at a volume weighted average price of approximately $38.81 per pound.

Various deliveries are scheduled to occur from Fiscal 2025 to Fiscal 2026.

As of October 31, 2024, the carrying value of our inventories was $66.07 million (July 31, 2024:

As of January 31, 2025, we have 300,000 pounds of uranium inventory purchase commitments outstanding at a volume weighted average price of approximately $37.05 per pound.

Deliveries are scheduled to occur in Fiscal 2026.

As of January 31, 2025, the carrying value of our inventories was $75.69 million (July 31, 2024:

$75.83 million), of which purchased uranium concentrate inventories was $72.90 million (July 31, 2024:

2 unchanged sentences

The table below provides a breakdown of our sales and service revenue and cost of sales and services:

Three Months Ended October 31,

Three Months Ended January 31,

Six Months Ended January 31,

Sales of purchased uranium inventory

8 unchanged sentences

The following table provides the nature of mineral property expenditures for the periods indicated:

Three Months Ended October 31,

Three Months Ended January 31,

Six Months Ended January 31,

Permitting and compliance

1 unchanged sentence

Extraction readiness

During the three months ended October 31, 2024, exploration expenditures, such as drilling and preliminary economic assessments, were primarily spent on the following projects:

During the three and six months ended January 31, 2025 , exploration expenditures, such as drilling and preliminary economic assessments, were primarily spent on the following projects:

Burke Hollow Project:

$1.30 million (October 31, 2023:

$1.29 million);

$0.18 million and $1.48 million ( January 31, 2024 :

$0.80 million and $2.09 million), respectively;

Roughrider Project:

$2.89 million (October 31, 2023:

$0.03 million).

During the three months ended October 31, 2024, development expenditures were primarily spent on the following projects:

$0.33 million and $3.22 million ( January 31, 2024 :

$1.23 million and $1.26 million), respectively.

During the three and six months ended January 31, 2025 , development expenditures were primarily spent on the following projects:

Burke Hollow Project:

$1.84 million (October 31, 2023:

$2.75 million and $4.59 million ( January 31, 2024 :

$nil and $nil), respectively;

Christensen Ranch Mine:

$1.81 million (October 31, 2023:

$0.01 million);

$2.40 million and $4.21 million ( January 31, 2024 :

$nil and $0.01 million), respectively;

Roughrider Project:

$0.52 million (October 31, 2023:

$0.50 million).

During the three months ended October 31, 2024, extraction readiness expenditures were primarily spent on the following projects:

$0.18 million and $0.70 million ( January 31, 2024 :

$1.10 million and $1.60 million ), respectively.

During the three and six months ended January 31, 2025 , extraction readiness expenditures were primarily spent on the following projects:

Christensen Ranch Mine:

$1.60 million (October 31, 2023:

$0.44 million);

$3.25 million and $4.85 million ( January 31, 2024 :

$0.52 million and $0.96 million), respectively;

Irigaray Plant:

$0.23 million (October 31, 2023:

$0.05 million);

$0.56 million and $0.79 million ( January 31, 2024 :

$0.13 million and $0.18 million), respectively;

Palangana Mine:

$0.23 million (October 31, 2023:

$0.27 million).

$0.20 million and $0.42 million ( January 31, 2024 :

$0.46 million and $0.73 million), respectively.

General and Administrative

General and Administrative expenses were comprised of the following:

Three Months Ended October 31,

Three Months Ended January 31,

Six Months Ended January 31,

Salaries and management fees

Office, investor-communication, insurance and travel

Office, investor communications, insurance and travel

Foreign exchange gain

3 unchanged sentences

The following summary provides a discussion of our major expense categories including analyses of the factors that caused significant variances compared to the same period last year:

for the three months ended October 31, 2024, salaries, wages and management fees increased compared to the three months ended October 31, 2023, which was primarily the result of an increase in personnel and corporate-wide salary increases to adjust for inflation;

for the three months ended October 31, 2024, professional fees decreased compared to the three months ended October 31, 2023, which was primarily the result of a non-recurring advisory fee of $0.50 million incurred during the three months ended October 31, 2023.

for the three and six months ended January 31, 2025, salaries, wages and management fees increased compared to the three and six months ended January 31, 2024, which was primarily the result of an increase in personnel and corporate-wide salary increases to adjust for inflation;

for the three and six months ended January 31, 2025, professional fees and office, investor communications, insurance and travel increased compared to the three and six months ended January 31, 2024, which was primarily the result of increase in business activities and the expansion of our operations.

Income (Loss) from Equity-Accounted Investments

Income (loss) from equity-accounted investments was comprised of the following:

Three Months Ended October 31,

Three Months Ended January 31,

Six Months Ended January 31,

Share of income (loss)

Gain on dilution of ownership interest

During the three months ended October 31, 2024 and 2023, we recorded a gain on dilution of ownership interest in URC as a result of URC issuing more shares from its equity financing and exercises of warrants and/or stock options.

As at October 31, 2024, we had a 14.4% equity interest in URC compared to a 14.8% equity interest as at July 31, 2024.

During the three months ended October 31, 2024, we recorded a share of URC’s loss of $0.06 million (three months ended October 31, 2023:

income of $1.32 million) and a share of JCU’s loss of $0.42 million (three months ended October 31, 2023:

$0.28 million).

During the three and six months ended January 31, 2025 and 2024, we recorded a gain on dilution of ownership interest in URC as a result of URC issuing more shares from its equity financing and exercises of warrants and/or stock options.

As at January 31, 2025, we had a 13.5% equity interest in URC compared to a 14.8% equity interest as at July 31, 2024.

During the three and six months ended January 31, 2025, we recorded a share of URC’s loss of $0.24 million and $0.30 million (three and six months ended January 31, 2024:

income of $0.56 million and $1.88 million) and a share of JCU’s loss of $0.77 million and $1.19 million (three and six months ended January 31, 2024:

$0.38 million and $0.66 million), respectively.

Fair Value Gain (Loss) on Equity Securities

As at October 31, 2024, our investments in certain equity securities were revalued using the market values at period end, which resulted in a fair value loss of $10.35 million on revaluation of equity securities for the three months ended October 31, 2024 (three months ended October 31, 2023:

gain of $17.31 million).

As at January 31, 2025, our investments in certain equity securities were revalued using the market values at period end, which resulted in a fair value loss of $7.97 million and $18.32 million on revaluation of equity securities for the three and six months ended January 31, 2025 (three and six months ended January 31, 2024:

gain of $20.08 million and $37.39 million), respectively.

Gain (Loss) on Revaluation of Derivative Liabilities

In connection with the UEX Acquisition, we issued Replacement Warrants, which are accounted for as derivative liabilities as the exercise prices of the UEX warrants were denominated in Canadian dollars which differs from the functional currency of the Company.

As at October 31, 2024, the Replacement Warrants that had not been exercised expired.

A gain of $1.71 million on revaluation of derivative liabilities was recorded for the three months ended October 31, 2024 due to the decrease in time value of the Replacement Warrants as they expired in the quarter.

During the three months ended October 31, 2023, we recorded a loss on revaluation of derivative liabilities of $6.90 million primarily due to changes in our share price.

In connection with the UEX Acquisition, we issued Replacements Warrants, which are accounted for as derivative liabilities as the exercise prices of the UEX warrants were denominated in Canadian dollars which differs from the functional currency of the Company.

As at January 31, 2025, all Replacement Warrants had been either exercised or expired.

A gain of $nil and $1.71 million on revaluation of derivative liabilities was recorded for the three and six months ended January 31, 2025 , respectively, due to the decrease in time value of the Replacement Warrants as they expired in the first quarter of Fiscal 2025.

During the three and six months ended January 31, 2024, we recorded a loss on revaluation of derivative liabilities of $5.06 million and $11.96 million, respectively, primarily due to changes in our share price.

Interest income (expenses)

During the three months ended October 31, 2024, interest income totaled $1.12 million, compared to $0.21 million for the three months ended October 31, 2023.

The interest earned resulted from the reinvestment of cash proceeds received from our ATM Offering and the sale of equity securities in short-term deposits.

During the three and six months ended January 31, 2025, interest income totaled $1.20 million and $2.33 million, compared to $0.35 million and $0.57 million for the three and six months ended January 31, 2024, respectively.

The interest earned resulted from the investment of cash proceeds received from our 2022 ATM Offering and our 2024 ATM Offering (collectively, the “ATM Offerings”) and the sale of equity securities in short-term deposits.

Summary of Quarterly Results

For the Quarters Ended

January 31, 2025

October 31, 2024

1 unchanged sentence

April 30, 2024

January 31, 2024

Sales and service revenue

3 unchanged sentences

For the Quarters Ended

January 31, 2024

October 31, 2023

1 unchanged sentence

April 30, 2023

January 31, 2023

Sales and service revenue

3 unchanged sentences

Liquidity and Capital Resources

October 31, 2024

January 31, 2025

July 31, 2024

3 unchanged sentences

Working capital (Current assets less Current liabilities)

During the three months ended October 31, 2024, we received net proceeds of $64.65 million (three months ended October 31, 2023:

$56.53 million) from our ATM Offering and from exercises of stock options and share purchase warrants.

Subsequent to October 31, 2024, we received additional net proceeds of $31.04 million under our ATM Offering.

During the six months ended January 31, 2025, we received net proceeds of $135.29 million (six months ended January 31, 2024:

$131.16 million) from our ATM Offerings and from exercises of stock options and share purchase warrants.

Subsequent to January 31, 2025, we received additional net proceeds of $2.04 million under our 2024 ATM Offering.

We have a history of operating losses resulting in an accumulated deficit balance since inception.

We had an accumulated deficit balance of $339.06 million as at October 31, 2024.

We had an accumulated deficit balance of $349.29 million as at January 31, 2025.

Furthermore, we may not achieve and maintain profitability or develop positive cash flow from our operations in the near term.

Historically, we have been reliant primarily on equity financings from the sale of our common stock and on debt financing in order to fund our operations.

Historically, we have been reliant primarily on equity financings from the sale of our common stock in order to fund our operations.

We have yet to achieve consistent profitability or develop consistent positive cash flow from operations.

6 unchanged sentences

In the absence of such additional financing, we would not be able to fund our operations, including continuing with our exploration, pre-extraction and extraction activities, which may result in delays, curtailment or abandonment of any one or all of our uranium projects.

We hold mineral rights in the States of Arizona, New Mexico, Texas and Wyoming, in Canada and in the Republic of Paraguay, with annual land-related payments totaling $5.93 million to maintain these rights in good standing.

We hold mineral rights in the States of Arizona, New Mexico, Texas and Wyoming, in Canada and in the Republic of Paraguay, with annual land-related payments totaling $5.89 million being required to maintain these rights in good standing.

Our anticipated operations, including exploration, pre-extraction and extraction activities, however, will be dependent on and may change as a result of our financial position, the market price of uranium and other considerations, and such changes may include accelerating the pace or broadening the scope of reducing our operations.

4 unchanged sentences

if a nuclear incident, such as the events that occurred in Japan in March 2011, were to occur, continuing public support of nuclear power as a viable source of electrical generation may be adversely affected, which may result in significant and adverse effects on both the nuclear and uranium industries.

We believe our existing cash resources and net proceeds of $31.04 million received from the issuance of common stock under the ATM Offering subsequent to October 31, 2024, and if necessary, cash generated from the sale of the Company’s liquid assets, will provide sufficient funds to carry out our planned operations for 12 months from the date that this Quarterly Report is issued.

We believe our existing cash resources, and if necessary, cash generated from the sale of the Company’s liquid assets, will provide sufficient funds to carry out our planned operations for 12 months from the date that this Quarterly Report is issued.

Our continuation as a going concern for a period beyond those 12 months will be dependent upon our ability to generate cash flow from the sales of our uranium inventories under our Physical Uranium Program and to obtain adequate additional financing, as our operations are capital intensive and future capital expenditures are expected to be substantial.

1 unchanged sentence

Equity Financings

On November 16, 2022, we filed a Form S-3 automatic shelf registration statement under the Securities Act, which became effective upon filing, providing for the public offer and sale of certain securities of the Company from time to time, at our discretion, of an undetermined dollar value of common stock, debt securities, warrants to purchase common stock or debt securities, subscription receipts for and units which include common stock, debt securities, warrants or any combination thereof (the 2022 Shelf), which included an at-the-market offering agreement prospectus (the ATM Offering) covering the offering, issuance and sale of up to a maximum offering of $300 million under the 2022 Shelf.

On November 16, 2022, we also entered into an at-the-market offering agreement (the ATM Offering Agreement) with H.C.

Wainwright & Co., LLC and certain co-managers (collectively, the ATM Manager) as set forth in the ATM Offering Agreement under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $300 million through the ATM Managers selected by us.

During the three months ended October 31, 2024, we issued 7,595,626 of the Company’s common stock under the ATM Offering for gross cash proceeds of $62.64 million.

On November 16, 2022, we filed a Form S-3 automatic shelf registration statement under the Securities Act, which became effective upon filing, providing for the public offer and sale of certain securities of the Company from time to time, at our discretion, of an undetermined dollar value of common stock, debt securities, warrants to purchase common stock or debt securities, subscription receipts for units which include common stock, debt securities, warrants or any combination thereof (again, the 2022 Shelf), which included an at-the-market offering agreement prospectus (again, the 2022 ATM Offering) covering the offering, issuance and sale of up to a maximum offering of $300 million under the 2022 Shelf.

On November 16, 2022, we also entered into an at-the-market offering agreement (again, the 2022 ATM Offering Agreement) with H.C.

Wainwright & Co., LLC and certain co-managers (collectively, again, the 2022 ATM Managers) as set forth in the 2022 ATM Offering Agreement under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $300 million through the ATM Managers selected by us.

On December 20, 2024, we filed a prospectus supplement to our 2022 Shelf, under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $300 million pursuant to an at-the-market offering agreement (again, the 2024 ATM Offering Agreement) we have with Goldman Sachs & Co.

LLC and certain co-managers (collectively, again, the 2024 ATM Managers).

Under the 2024 ATM Offering Agreement, we may, from time to time, sell shares of our common stock through the 2024 ATM Managers selected by us.

During the six months ended January 31, 2024, we issued 21,188,029 of the Company’s common stock under the 2022 ATM Offering for gross cash proceeds of $132.49 million.

The total issuance costs were $2.98 million, all of which were related to compensation paid to the 2022 ATM Managers.

Subsequent to October 31, 2024, we issued 3,920,749 of the Company’s common stock under the ATM Offering for gross cash proceeds of $31.76 million.

During the six months ended January 31, 2025, we issued 11,516,375 and 5,310,281 of the Company’s common stock under the 2022 ATM Offering and 2024 ATM Offering for gross cash proceeds of $94.40 million and $40.52 million, respectively.

The total issuance costs were $2.15 million and $0.91 million, all of which were related to compensation paid to the 2022 ATM Managers and the 2024 ATM Managers, respectively.

Subsequent to January 31, 2025, we issued 295,000 of the Company’s common stock under the 2024 ATM Offering for gross cash proceeds of $2.09 million.

The total issuance costs were $0.05 million, all of which were related to compensation paid to the 2024 ATM Managers.

Operating Activities

During the three months ended October 31, 2024, net cash used in operating activities totaled to $11.45 million, which was primarily related to mineral property expenditures incurred in this quarter of $13.51 million, general and administrative expenses of $5.34 million and change in operating assets and liabilities, partially offset by a gross profit from sale of purchased uranium inventory of $6.25 million.

During the three months ended October 31, 2023, net cash used in operating activities was $45.73 million, of which $36.73 million was for the change in uranium concentrate inventory.

During the six months ended January 31, 2025, net cash used in operating activities totaled $20.26 million, which was primarily related to mineral property expenditures incurred in the first half of Fiscal 2025 of $27.76 million, general and administrative expenses of $11.92 million and changes in operating assets and liabilities, partially offset by a gross profit from the sale of purchased uranium inventory of $24.48 million.

During the six months ended January 31, 2024, net cash used in operating activities was $81.41 million, of which $57.19 million was related to the change in uranium concentrate inventory.

Financing Activities

During the three months ended October 31, 2024, net cash provided by financing activities totaled $62.01 million, primarily from the net proceeds of $64.65 million from our ATM Offering, as well as the exercises of stock options and share purchase warrants, partially offset by payments of $2.64 million for tax withholding amounts related to RSU and PRSU shares.

During the three months ended October 31, 2023, net cash provided by financing activities totaled $55.87 million, primarily from the net proceeds of $56.53 million from our ATM Offering and the exercises of stock options, partially offset by payments of $0.67 million for tax withholding amounts related to RSU and PRSU shares.

During the six months ended January 31, 2025, net cash provided by financing activities totaled $132.65 million, primarily from the net proceeds of $135.29 million from our ATM Offerings, as well as the exercises of stock options and share purchase warrants, partially offset by payments of $2.64 million for tax withholding amounts related to RSU and PRSU net share issuances.

During the six months ended January 31, 2024, net cash provided by financing activities totaled $130.29 million, primarily from the net proceeds of $131.16 million from our 2022 ATM Offering and the exercises of stock options and share purchase warrants, partially offset by payments of $0.88 million for tax withholding amounts related to RSU and PRSU net share issuances.

Investing Activities

During the three months ended October 31, 2024, net cash provided by investing activities totaled $52.51 million, comprised of proceeds from the sale of equity securities of $54.37 million, cash used for the capital contribution to JCU of $0.54 million and investment in mineral properties and the purchase of equipment for a total of $1.33 million.

During the three months ended October 31, 2023, net cash used in investing activities totaled $5.48 million, comprised of cash used for the capital contribution to JCU of $0.65 million, investment in equity securities of $0.81 million, additional investment in URC of $5.68 million, and cash from the sale of equity securities of $3.43 million.

During the six months ended January 31, 2025, net cash used in investing activities totaled $136.44 million, comprised of $177.29 million paid for the Sweetwater Acquisition, $10.46 million invested in equity securities, $0.54 million used for the capital contribution to JCU and $2.54 million invested in mineral properties and the purchase of equipment, partially offset by proceeds from the sale of equity securities of $54.37 million.

During the six months ended January 31, 2024, net cash used in investing activities totaled $12.19 million, comprised of a capital contribution to JCU of $1.65 million, investment in equity securities of $5.55 million, additional investment in URC of $5.68 million, and cash from the sale of equity securities of $3.01 million.

Stock Options and Warrants

As of October 31, 2024, we had in-the-money stock options outstanding representing 4,932,317 shares at a weighted-average exercise price of $2.66 per share, and in-the-money share purchase warrants outstanding representing 159,091 shares at a weighted-average exercise price of $4.13 per share.

As of October 31, 2024, outstanding in-the-money stock options and warrants represented a total 5,091,408 shares issuable for gross proceeds of approximately $13.8 million should these stock options and warrants be exercised in full on a cash basis.

As of January 31, 2025 , we had in-the-money stock options outstanding representing 4,845,941 shares at a weighted-average exercise price of $2.64 per share, and in-the-money share purchase warrants outstanding representing 159,091 shares at a weighted-average exercise price of $4.13 per share.

As of January 31, 2025 , outstanding in-the-money stock options and warrants represented a total 5,005,032 shares issuable for gross proceeds of approximately $13.47 million should these stock options and warrants be exercised in full on a cash basis.

The exercise of stock options and warrants is at the discretion of their respective holders and, accordingly, there is no assurance that any of the stock options or warrants will be exercised in the future.

1 unchanged sentence

Related party transactions are based on the amounts agreed to by the parties.

During the three months ended October 31, 2024 and 2023, the Company did not enter into any material contracts or undertake any significant commitment or obligation with any related parties.

During three and six months ended January 31, 2025 and 2024, the Company did not enter into any material contracts or undertake any significant commitment or obligation with any related parties.

Material Contractual Obligations and Commitments

As at October 31, 2024, significant payment obligations of the Company over the next five years and beyond are as follows:

As at January 31, 2025, significant payment obligations of the Company over the next five years and beyond are as follows:

Payment Due by Period

3 unchanged sentences

Uranium Inventory Purchase Obligations

As of October 31, 2024, we were committed to sell 600,000 pounds of uranium inventory in the amount of $49.75 million for delivery between November 2024 to January 2025.

As of October 31, 2024, we were renting or leasing office premises in the States of Texas, Arizona and Wyoming, British Columbia and Saskatchewan, Canada, and Paraguay, for total monthly payments of $0.04 million.

Office lease agreements for the U.S.

As of January 31, 2025, we were renting or leasing office premises in the States of Texas, Arizona and Wyoming, British Columbia and Saskatchewan, Canada, and Par aguay, for total monthly payments of $0.04 million.

O ffice lease agreements for the U.S.

and Canada expire between July 2026 and November 2029.

4 unchanged sentences

Summary of Significant Accounting Policies of the Notes to the consolidated financial statements as presented under Item 8, Financial Statements and Supplementary Data, in our Annual Report on Form 10-K for Fiscal 2024.

For a discussion of the recently issued accounting pronouncements, refer to note 2 of the interim condensed consolidated financial statements contained in this Quarterly Report.

Refer to “Critical Accounting Policies” under Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Annual Report on Form 10-K for Fiscal 2024.

Subsequent Events

Subsequent to October 31, 2024,

a) we received additional net cash proceeds of $31.04 million under our ATM Offering;

b) we sold 500,000 pounds of uranium inventory for $41.40 million at a weighted average price of $82.80 per pound;

c) we entered into contracts to purchase 300,000 pounds of uranium inventory in the amount of $23.43 million at a weighted average price of $78.08 per pound with delivery in December 2024.

Subsequent to January 31, 2025, we received additional net cash proceeds of $2.04 million under our 2024 ATM Offering.

Quantitative and Qualitative Disclosures About Market Risk

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements