What changed in this filing

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Item 9A. Controls and Procedures

2021-04-15 compared with 2020-04-14 · 1077 added, 1012 removed, 606 unchanged (78% of the section changed)

CONTROLS AND PROCEDURES

of Disclosure Controls and Procedures

As of the end of the period covered by this report, our principal

executive officer and principal financial officer evaluated the effectiveness of our disclosure controls and procedures (as defined

in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)).

on their evaluation of our disclosure controls and procedures, our principal executive officer and principal financial officer,

with the participation of the Company’s management, concluded that our disclosure controls and procedures were not effective

as of December 31, 2019, to ensure that information required to be disclosed by the Company in the reports that we file or submit

under the Exchange Act is (a) recorded, processed, summarized and reported within the time periods specified in the SEC’s

rules and forms and (b) accumulated and communicated to management, including our principal executive officer and principal financial

officer, as appropriate to allow for timely decisions regarding required disclosure.

of Material Weakness

has concluded that the Company’s disclosure controls and procedures were not effective as of December 31, 2019, due to the

lack of segregation of duties and the failure to report disclosures on a timely basis.

of Material Weakness

has developed a plan for the Company to design a set of control procedures and the related required documentation thereof in order

to address this material weakness.

Until the Company has the proper staff in place, it likely will not be able to remediate its

material weakness.

Management’s

Annual Report on Internal Control Over Financial Reporting

is responsible for establishing and maintaining adequate internal control over financial reporting.

Internal control over financial

reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation

of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal

control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in

reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with

generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance

with authorizations of management and directors of the company;

and (iii) provide reasonable assurance regarding prevention or

timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect

on the financial statements.

annual report does not include an attestation report of our independent registered public accounting firm regarding internal control

over financial reporting.

Management’s report was not subject to attestation by our independent registered public accounting

firm pursuant to a provision under the Dodd-Frank Wall Street Reform and Consumer Protection Act that grants a permanent exemption

for non-accelerated filers from complying with Section 404(b) of the Sarbanes-Oxley Act of 2002.

in Internal Control over Financial Reporting

have been no other changes in our internal control over financial reporting identified in connection with the evaluation required

by paragraph (d) of Rules 13a-15 or 15d-15 under the Exchange Act that occurred during the most recent fiscal quarter that have

materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report, our principal executive

officer and principal financial officer evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e)

and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)).

Based on their evaluation of our

disclosure controls and procedures, our principal executive officer and principal financial officer concluded that our disclosure controls

and procedures were not effective as of December 31, 2020, to ensure that information required to be disclosed by the Company in the reports

that we file or submit under the Exchange Act is (a) recorded, processed, summarized and reported within the time periods specified in

the SEC’s rules and forms and (b) accumulated and communicated to management, including our principal executive officer and principal

financial officer, as appropriate to allow for timely decisions regarding required disclosure.

Description of Material Weakness

Management has concluded that the Company’s

disclosure controls and procedures were not effective as of December 31, 2020, due to the lack of segregation of duties and the

failure to report disclosures on a timely basis.

Remediation of Material Weakness

Management has developed a plan and related

timeline for the Company to design a set of control procedures and the related required documentation thereof in order to address

this material weakness.

However, its implementation was delayed as a decline in commodity prices caused the Company to pursue aggressive

cost cutting and de-staffing which has increasingly concentrated duties on the remaining staff.

Until the Company has the proper

staff in place, it likely will not be able to remediate its material weaknesses.

Management’s Annual Report on Internal Control Over

Financial Reporting

Management is responsible for establishing and maintaining adequate

internal control over financial reporting.

Internal control over financial reporting is a process designed to provide reasonable

assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in

accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes

those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly

reflect the transactions and dispositions of the assets of the company;

(ii) provide reasonable assurance that transactions are

recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles,

and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors

of the company;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use

or disposition of the company’s assets that could have a material effect on the financial statements.

This annual report does not include an attestation report of

our independent registered public accounting firm regarding internal control over financial reporting.

Management’s report

was not subject to attestation by our independent registered public accounting firm pursuant to a provision under the Dodd-Frank

Wall Street Reform and Consumer Protection Act that grants a permanent exemption for non-accelerated filers from complying with

Section 404(b) of the Sarbanes-Oxley Act of 2002.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting

identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 under the Exchange Act that occurred

during the Company’s fourth fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal

control over financial reporting.

OTHER INFORMATION

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George Glasier

President, Chief Executive

Officer and Director

President, Chief Executive Officer and Director

Chief Financial Officer

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Executive Officers

George Glasier, J.D ., our Director, President

and Chief Executive Officer, founded Western Uranium & Vanadium Corp.

George Glasier, J.D ., our Director, President and Chief

Executive Officer, founded Western Uranium & Vanadium Corp.

He has over thirty years’

in the uranium industry in the United States, with extensive experience in sales and marketing;

project development and permitting

uranium processing facilities.

experience in the uranium industry

in the United States, with extensive experience in sales and marketing;

project development and permitting uranium processing facilities.

He is the founder of Energy Fuels Inc.

(Volcanic Metals Exploration Inc.) and served as its Chief

Executive Officer and President from January 2006 to March 2010.

He was responsible for assembling a first-class management team,

acquiring a portfolio of uranium projects, and leading the successful permitting process that culminated in the licensing of the

Piñon Ridge uranium mill;

planned for construction in Western Montrose County, Colorado.

He began his career in the uranium

industry in the late 1970’s with Energy Fuels Nuclear, which built and operated the White Mesa Mill near Blanding, Utah,

becoming the largest uranium producer in the United States.

(Volcanic Metals Exploration Inc.) and served as its Chief Executive Officer and President from

January 2006 to March 2010.

He was responsible for assembling a first-class management team, acquiring a portfolio of uranium projects,

and leading the successful permitting process that culminated in the licensing of the Piñon Ridge uranium mill;

planned for construction

in Western Montrose County, Colorado.

He began his career in the uranium industry in the late 1970’s with Energy Fuels Nuclear,

which built and operated the White Mesa Mill near Blanding, Utah, becoming the largest uranium producer in the United States.

Robert Klein is Chief Financial Officer of Western

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Finance and had leading roles in reporting, corporate transactions, and Western’s public listings on the CSE and OTCQX.

Klein was formerly the Chief Operating Officer of Cross River Group and began his association with Western on an Operating

Partner basis after the formation of Western’s predecessor company, Pinon Ridge Mining, LLC.

Klein was formerly the Chief Operating Officer of Cross River Group and began his association with Western on an Operating Partner

basis after the formation of Western’s predecessor company, Pinon Ridge Mining, LLC.

Previously, Mr.

Managing Director at Analytical Research, an alternative investments research firm.

He has a broad financial background derived

from senior operating and investment roles with asset managers and through Exeter Analytics, a consulting firm he founded.

Klein was formerly the CFO of Five Points Capital, a hedge fund spin-out from Soros Fund Management.

After having begun his career

in public accounting, Mr.

Klein was a Managing Director

at Analytical Research, an alternative investments research firm.

He has a broad financial background derived from senior operating

and investment roles with asset managers and through Exeter Analytics, a consulting firm he founded.

Klein was formerly the

CFO of Five Points Capital, a hedge fund spin-out from Soros Fund Management.

After having begun his career in public accounting,

Klein worked for Lehman Brothers, an investment bank, and William E.

Simon & Sons, a merchant bank

and private investment firm.

Simon & Sons, a merchant bank and private investment

Rob holds the Chartered Financial Analyst designation, received an M.B.A.

from the Robert H.

School of Business at the University of Maryland and a B.S.

Smith School of Business at

the University of Maryland and a B.S.

in Accounting from George Mason University.

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and Chief Financial Officer of North Sound Capital LLC, a long/short equity hedge fund manager.

North Sound launched with $15

million in July of 2001 and reached $3 billion AUM and 65 employees within 5 years.

Wilder was responsible for building and

overseeing all aspects of the business ex-research.

Wilder also co-founded Columbus Avenue Consulting, an independent

fund administration business with 90 clients and $7 billion in AUA when it was subsequently sold in 2012.

Wilder’s prior

career included heading operations for C.

Blair Asset Management, a $500 million long/short equity hedge fund, and serving as

a Manager in audit of Deloitte & Touche (in their Cayman Islands and Toronto practices).

Wilder received the Chartered

Accountant (Canada) designation, holds the CFA designation, and received an MBA from the University of Toronto and a BA from the

University of Western Ontario.

North Sound launched with $15 million

in July of 2001 and reached $3 billion AUM and 65 employees within 5 years.

Wilder was responsible for building and overseeing

all aspects of the business ex-research.

Wilder also co-founded Columbus Avenue Consulting, an independent fund administration

business with 90 clients and $7 billion in AUA when it was subsequently sold in 2012.

Wilder’s prior career included

heading operations for C.

Blair Asset Management, a $500 million long/short equity hedge fund, and serving as a Manager in audit

of Deloitte & Touche (in their Cayman Islands and Toronto practices).

Wilder received the Chartered Accountant (Canada)

designation, holds the CFA designation, and received an MBA from the University of Toronto and a BA from the University of Western

Bryan Murphy is Founder

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with any violation of Federal or State securities laws or Federal commodities laws, (2) engaging in any type of business practice,

or (3) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor

broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission or an associated

person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated

person, director or employee of an investment company, bank, savings and loan association or insurance company, or engaging in

or continuing any conduct or practice in connection with such activity.

or (3) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker,

leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission or an associated person of

any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director

or employee of an investment company, bank, savings and loan association or insurance company, or engaging in or continuing any

conduct or practice in connection with such activity.

Family Relationships

There are no family relationships

among our directors and executive officers.

There are no family relationships among

our directors and executive officers.

Code of Ethics

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designated audit committee of the Board of Directors consisting of Andrew Wilder, George Glasier, and Bryan Murphy.

Our audit committee is responsible

for oversight of audits, corporate governance, board nominations, and executive compensation.

The Board has determined that one

of its members, Andrew Wilder, who has previously served as Western’s Chief Financial Officer, qualifies as an “audit

Our audit committee

is responsible for oversight of audits, corporate governance, board nominations, and executive compensation.

The Board has determined

that one of its members, Andrew Wilder, who has previously served as Western’s Chief Financial Officer, qualifies as an “audit

committee financial expert”.

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regarding compensation earned by our named executive officers:

Principal Position

Name and Principal Position

George Glasier (1)

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Chief Financial Officer

chose to decline his 2018 stock option grant, requesting instead that those options be reallocated to further incentivize

other members of management.

On September 24, 2018,

Klein was granted an option to purchase 250,000 of our common shares at an exercise price of CAD $2.15 per share which

expires five years from the date of issuance.

This option is vested in thirds in equal installments on the date of grant,

October 31, 2018 and March 31, 2019.

Glasier chose to decline his 2018 stock option grant, requesting instead that those options be reallocated to further incentivize other members of management.

On January 6, 2020, Mr.

Glasier was granted an option to purchase 125,000 of our common shares at an exercise price of CAD $1.03 per share which expires five years from the date of issuance.

This option vested in two installments:

two-thirds on the date of grant, and one-third on June 30, 2020.

On January 6, 2020, Mr.

Klein was granted an option to purchase 125,000 of our common shares at an exercise price of CAD $1.03 per share which expires five years from the date of issuance.

This option vested in two installments:

two-thirds on the date of grant, and one-third on June 30, 2020.

Employment Agreements

George Glasier

On February 8, 2017, the Company entered into an employment

agreement with George Glasier, its Chief Executive Officer.

The employment agreement provides for an initial term of January 1,

2017 through December 31, 2018, with automatic annual renewals unless the Company or the Chief Executive Officer were to provide

90 days written notice of their desire to not renew the agreement.

On February 8, 2017, the Company entered into an employment agreement

with George Glasier, its Chief Executive Officer.

The employment agreement automatically renews each year unless either party provides

a 90-day advance written notice of their desire to not renew the agreement.

The employment agreement provides for a base salary of $180,000

per annum and a discretionary annual cash bonus to be determined by the Company’s Board of Directors.

Pursuant to the employment

agreement, if the Company terminates the employment agreement without cause, or if a change of control occurs, the Company is required

to pay to the Chief Executive Officer a lump sum payment equal to two and one-half times his annual base salary.

On May 30, 2019,

the Company’s Board of Directors approved an addendum to Mr.

Glasier’s employment agreement, increasing his annual

salary from $180,000 to $220,000.

On October 19, 2016, Robert Klein was appointed to serve as

Chief Financial Officer of the Company.

On November 13, 2017, the Company entered into an employment

agreement with Mr.

The agreement became effective as of October 1, 2017 and expires on September 30, 2018.

The agreement

has been mutually extended for subsequent annual terms.

The agreement provides for compensation of $120,000 per annum and an annual

bonus at the discretion of the Board of Directors.

Pursuant to the employment agreement, once the Company raises a cumulative USD

$1,000,000 subsequent to October 1, 2017, Mr.

Klein’s annual base salary shall be increased.

On July 27, 2018 this criterion

Subsequently, Mr.

Klein has received bonus payments of $30,000 for 2018 and 2019.

If a change of control occurs wherein

the consideration in such change of control is more than USD $2.00 per share, the Company is required to pay a lump sum to Mr.

Klein in the amount of two and one-half times Mr.

Klein’s annual salary.

Other Employee Compensation

On February 8, 2018, the Company granted options under the

plan for the purchase of an aggregate of 100,000 common shares to a director.

The options have an exercise price of CAD $1.00

(US $0.73 as of December 31, 2018) and vest one half on the date of grant and one half on December 31, 2018.

One half of the options

expire on January 31, 2023 and the remaining options expire on December 31, 2023.

On September 24, 2018, the Company granted options under the

Plan for the purchase of an aggregate of 983,000 common shares to five individuals consisting of directors and officers of the

The options have a five-year term, an exercise price of CAD $2.15 (USD $1.58), and vest equally in thirds commencing

initially on the date of grant and thereafter on October 31, 2018, and March 31, 2019.

On May 30, 2019, the Board

of Directors approved an addendum to Mr.

Glasier’s employment agreement, increasing his annual salary from $180,000 to $220,000.

Pursuant to the employment agreement, if the Company terminates the employment agreement without cause, or if a change of control occurs,

the Company is required to pay to Mr.

Glasier a lump sum payment equal to two and one-half times his annual base salary.

On November 12, 2020, the Company entered into a new employment agreement

with its Chief Financial Officer, Robert Klein.

The agreement was effective as of October 1, 2020 and has an initial term that ends on

September 30, 2021.

The agreement will automatically renew for successive annual terms unless either party provides a 90-day advance written

notice of their intention not to renew.

The Agreement provides for a base salary of $150,000 per year, the amount of which is subject

to review by the Board of Directors at least annually.

Under the agreement, Mr.

Klein is eligible to receive bonuses after the end of

each calendar year or earlier in the discretion of the Board, and a bonus will also be considered upon the closing of a strategic transaction

by the Company.

The agreement provides that Mr.

Klein is eligible to participate generally in any employee benefit plan of the Company

or its affiliates and to receive annual stock option grants under the Company’s incentive stock option plan in amounts to be determined

and approved by the Board.

Equity Awards Table

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Year-End for 2020

Number of securities underlying

unexercised options (#) exercisable

Number of securities underlying

unexercised options (#) unexercisable

Option exercise price ($CAD)

Option expiration date

Number of securities

underlying unexercised

options (#) exercisable

Number of securities

underlying unexercised

options (#) unexercisable

exercise price

George Glasier

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of the compensation for the fiscal year ended December 31, 2020 earned by each director who is not a named executive officer and

who served on the Board during.

who served on the Board during the year.

Andrew Wilder (1)

Bryan Murphy (2)

Wilder is paid a CAD $2,000 monthly fee for his services as a Director.

During the year ended December 31, 2019, the Company

incurred $18,480 in director fees for Mr.

Wilder is paid a CAD $2,000 monthly fee for his services

as a Director.

During the year ended December 31, 2020, the Company incurred $18,480 in director fees for Mr.

Wilder’s services.

Murphy is paid a

CAD $5,000 monthly fee for his services as Chairman and Director.

During the year ended December 31, 2019, the Company

incurred $46,200 in director fees for Mr.

Murphy’s services.

Wilder was also granted an option to purchase 125,000 of

our common shares at an exercise price of CAD $1.03 per share which expires five years from the date of issuance with a grant date

fair value of $53,839.

The total options were fully vested on September 30, 2020.

Murphy is paid a CAD $5,000 monthly fee for his services

as Chairman and Director.

During the year ended December 31, 2020, the Company incurred $47,133 in director fees for Mr.

Murphy’s

Murphy was also granted an option to purchase 125,000 of

our common shares at an exercise price of CAD $1.03 per share which expires five years from the date of issuance with a grant date

fair value of $53,839.

The total options were fully vested on September 30, 2020.

SECURITY OWNERSHIP OF CERTAIN

BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth information with respect to

the beneficial ownership of our class of common shares as of April 14, 2020 by:

or group of affiliated persons, known to us to beneficially own more than 5% of our outstanding common shares;

our directors and executive officers;

our directors and executive officers as a group.

The following table sets forth information with respect to the

beneficial ownership of our class of common shares as of April 15, 2021 by:

each person, or group of affiliated persons, known to us to beneficially own more than 5% of our outstanding common shares;

each of our directors and executive officers;

all of our directors and executive officers as a group.

The amounts and percentages of common shares beneficially owned

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of a security.

A person is also deemed to be a beneficial owner of any securities of which that person has a right to acquire

beneficial ownership within 60 days.

Securities that can be so acquired are deemed to be outstanding for purposes of computing

such person’s ownership percentage, but not for purposes of computing any other person’s percentage.

Under these rules,

more than one person may be deemed a beneficial owner of the same securities and a person may be deemed to be a beneficial owner

of securities as to which such person has no economic interest.

A person is also deemed to be a beneficial owner of any securities of which that person has a right to acquire beneficial

ownership within 60 days.

Securities that can be so acquired are deemed to be outstanding for purposes of computing such person’s

ownership percentage, but not for purposes of computing any other person’s percentage.

Under these rules, more than one person

may be deemed a beneficial owner of the same securities and a person may be deemed to be a beneficial owner of securities as to

which such person has no economic interest.

Except as otherwise set forth in the footnotes to the table

below, the address of persons listed below is c/o Western Uranium & Vanadium Corp., 330 Bay Street, Suite 1400, Toronto, Ontario,

Canada M5H 2S8.

Unless otherwise indicated in the footnotes, each of the beneficial owners listed has, to our knowledge, sole

voting and investment power with respect to the indicated common shares.

below, the address of persons listed below is c/o Western Uranium & Vanadium Corp., 330 Bay Street, Suite 1400, Toronto,

Ontario, Canada M5H 2S8.

Unless otherwise indicated in the footnotes, each of the beneficial owners listed has, to our knowledge,

sole voting and investment power with respect to the indicated common shares.

Name of Beneficial Owner

Common Shares

Percentage of

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5% or Greater Stockholders

George Glasier (2)

Directors and Named Executive Officers

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All executive officers and directors as a group (4 persons)

Based on 30,083,747 common shares outstanding

on April 14, 2020 and, with respect to each individual holder, rights to acquire our common shares exercisable within 60 days

of April 14, 2020.

Based on 36,458,747 common shares outstanding on April 15, 2021 and, with respect to each individual holder, rights to acquire our common shares exercisable within 60 days of April 15, 2021.

Consists of 4,783,333 common shares and 475,000 common shares issuable upon the exercise of stock options held by Mr.

Consists of 725,000 common shares issuable upon the exercise of stock options held by Mr.

Consists of 20,000 common shares and 675,000 common shares

issuable upon the exercise of stock options held by Mr.

Consists of 683,333 common shares issuable upon

the exercise of stock options held by Mr.

Consists of 20,000 common shares and 633,333 common shares issuable

upon the exercise of stock options held by Mr.

Consists of 433,333 common shares issuable upon

the exercise of stock options held by Mr.

Consists of 31,250 common shares, 31,250 common shares issuable upon the exercise of warrants, and 475,000 common shares issuable upon the exercise of stock options held by Mr.

Equity Compensation Plan Information

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changes to the Plan on September 12, 2015.

The purpose of the Plan is to attract, retain

and motivate directors, management, staff and consultants by providing them with the opportunity, through stock options, to acquire

a proprietary interest in the Company and benefit from its growth.

The purpose of the Plan is to attract,

retain and motivate directors, management, staff and consultants by providing them with the opportunity, through stock options,

to acquire a proprietary interest in the Company and benefit from its growth.

At December 31, 2020, a total of 2,808,000

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The maximum term is five years.

There are no specific vesting provisions under the

Options are non-assignable and non-transferable except that stock options may be transferred to the spouse of an optionee

or to the registered retirement savings plan or registered pension plan of an optionee.

A stock option exercise price shall not be

less than the most recent share issuance price.

There are no specific vesting provisions under the Plan.

Options are non-assignable and non-transferable except that stock options may be transferred to the spouse of an optionee or to

the registered retirement savings plan or registered pension plan of an optionee.

A stock option exercise price shall not

be less than the most recent share issuance price.

The maximum term is five years.

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the date of termination of such employment or service, as the case may be.

In the case of an optionee’s death, any vested

stock option of such optionee at the time of death may be exercised by his or her heirs or legatees or their liquidator during

a period of one year following such optionee’s death.

In the case of an optionee’s death, any vested stock

option of such optionee at the time of death may be exercised by his or her heirs or legatees or their liquidator during a period

of one year following such optionee’s death.

The total number of common shares issuable

to any one person during a 12-month period may not exceed ten percent (10%) of the total number of common shares issued and outstanding.

Options granted to consultants providing investor relations activities must vest over 12 months in stages of no more than 25%

in any three-month period.

Also, in any 12-month period, no options exercisable for more than 2% of the Company’s issued

and outstanding shares may be awarded to consultants or employees conducting investor relations activities.

The Plan provides

that where options are cancelled or lapse under the Plan, the associated common shares become available again and new options

may be granted in respect thereof in accordance with the provisions of the Plan.

The Board may make any amendment to the Plan,

without shareholder approval, except an increase in the number of common shares reserved for issue under the Plan or a reduction

Options granted to consultants providing investor relations activities must vest over 12 months in stages of no more than 25% in

any three-month period.

Also, in any 12-month period, no options exercisable for more than 2% of the Company’s issued and

outstanding shares may be awarded to consultants or employees conducting investor relations activities.

The Plan provides that

where options are cancelled or lapse under the Plan, the associated common shares become available again and new options may be

granted in respect thereof in accordance with the provisions of the Plan.

The Board may make any amendment to the

Plan, without shareholder approval, except an increase in the number of common shares reserved for issue under the Plan or a reduction

of an option exercise price.

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in writing of the Optionee.

Equity Compensation

Plan Information

Equity Compensation Plan Information

As of December 31, 2020

3 unchanged sentences

Equity compensation plans approved by shareholders

Equity compensation plans not

approved by shareholders

Equity compensation plans not approved by shareholders

CERTAIN RELATIONSHIPS AND RELATED

1 unchanged sentence

Transactions with Related Persons

Baobab Asset Management LLC, a US limited liability company

owned by Russell Fryer who was then a director of the Company and later also became executive chairman of the Company, entered

into a consulting contract with the Company effective April 1, 2017 to provide financial, advisory, and consulting services, including

representing the Company to a variety of stakeholders for a three month term ending on June 30, 2017 which then continued on a

month to month basis.

The agreement provided for compensation of $15,000 per month and an annual bonus at the discretion of the

Board of Directors.

Professional fees for the year ended December 31, 2018 were $60,000, related to this agreement.

As of December

31, 2019 and December 31, 2018, the Company had $0 and $0, respectively, included in accounts payable and accrued expenses payable

to this entity.

On January 29, 2018, the Company provided the requisite 90-day notification to terminate the consulting agreement,

effective April 30, 2018, upon which date the agreement was terminated.

On May 1, 2018, upon termination of the agreement, Mr.

Fryer resigned his positions as director and as executive chairman.

Prior to the acquisition of Black Range, Mr.

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In connection with the transfer, Black Range issued 25 million shares of Black Range

common shares to Seller and committed to pay AUD $500,000 (USD $351,099 as of December 31, 2019) to Seller within 60 days of the

common stock to Seller and committed to pay AUD $500,000 (USD $392,086 as of December 31, 2020) to Seller within 60 days of the

first commercial application of the kinetic separation technology.

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All other fees

Consist of fees billed for professional

services rendered for the audit of the consolidated financial statements and review of the quarterly interim consolidated financial

These fees also include the review of registration statements and the delivery of consents in connection with registration

Consist of fees billed for

professional services rendered for the audit of the consolidated financial statements and review of the quarterly interim consolidated

financial statements.

These fees also include the review of registration statements and the delivery of consents in connection

with registration statements.

Audit-related fees.

There were no fees billed

by MNP for professional services rendered for audit-related services for the years ended December 31, 2019 and 2018.

Consists of $9,022 in U.S.

Canadian tax preparation fees and $1,009 in tax consulting fees.

There were no fees

billed by MNP for professional services rendered for audit-related services for the years ended December 31, 2020 and 2019.

Consists of fees incurred for the Company’s U.S.

Canadian tax preparation fees and tax consulting fees.

All other fees.

1 unchanged sentence

by MNP for professional services rendered for other compliance purposes for the years ended December 31, 2020 and 2019.

The Company’s Board of Directors has

established pre-approval policies and procedures, pursuant to which the Board approved the foregoing audit and tax services provided

by MNP in 2019 and 2018 consistent with the Board’s responsibility for engaging Western’s independent auditors.

Board also considered whether the non-audit services rendered by our independent registered public accounting firm are compatible

The Company’s Board of Directors

has established pre-approval policies and procedures, pursuant to which the Board approved the foregoing audit and tax services

provided by MNP in 2020 and 2019 consistent with the Board’s responsibility for engaging Western’s independent auditors.

The Board also considered whether the non-audit services rendered by our independent registered public accounting firm are compatible

with an auditor maintaining independence.

The Board has determined that the rendering of such services is compatible with MNP

maintaining its independence.

The Board has determined that the rendering of such services is compatible with MNP maintaining

its independence.

PART IV –

OTHER INFORMATION

UNREGISTERED SALES OF EQUITY SECURITIES AND USE

The Company did not make any unregistered

sales of equity securities during the quarter ended December 31, 2020.

EXHIBITS, FINANCIAL STATEMENT

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statements are being filed as part of this Annual Report.

Financial Statements of Western Uranium & Vanadium Corp.

Consolidated Financial Statements of Western Uranium & Vanadium Corp.

and Subsidiaries

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Consolidated Balance Sheets as of December 31, 2020 and 2019

Consolidated Statements of Operations and Other Comprehensive Loss for the years ended December 31, 2019 and December 2018

Consolidated Statements of Operations and Other

Comprehensive Loss for the years ended December 31, 2020 and December 2019

Consolidated Statements of Shareholders’

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Share Exchange Agreement between Pinon Ridge Mining LLC, Homeland Uranium Inc., Homeland Uranium (Utah), et al., dated November 6, 2014.

Merger Implementation Agreement between Black Range Minerals Limited and Western Uranium & Vanadium Corporation, dated March 20, 2015.

Credit Facility between Western Uranium & Vanadium Corporation and Black Range Minerals Limited, dated March 20, 2015.

Merger Implementation Agreement between Black Range Minerals Limited and Western Uranium Corporation, dated March 20, 2015.

Credit Facility between Western Uranium Corporation and Black Range Minerals Limited, dated March 20, 2015.

Termination and Liquidation Agreement between Ablation Technologies LLC, Black Range Minerals Ablation Holdings Inc.

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Addendum to Employment Agreement between George Glasier and Western Uranium & Vanadium Corporation dated May 30, 2019

Employment Agreement, dated November 12, 2020, by and between Robert Klein and Western Uranium and Vanadium Corp.

List of Subsidiaries

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XBRL Instance Document.

XBRL Taxonomy Extension

Schema Document.

XBRL Taxonomy Extension

Calculation Linkbase Document.

XBRL Taxonomy Extension

Definition Linkbase Document.

XBRL Taxonomy Extension

Label Linkbase Document.

XBRL Taxonomy Extension

Presentation Linkbase Document.

XBRL Taxonomy Extension Schema Document.

XBRL Taxonomy Extension Calculation Linkbase Document.

XBRL Taxonomy Extension Definition Linkbase Document.

XBRL Taxonomy Extension Label Linkbase Document.

XBRL Taxonomy Extension Presentation Linkbase Document.

Schedules and exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K.

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Previously filed as an exhibit to the Company’s Form 10-Q filed on August 14, 2019

Previously filed as an exhibit to the Company’s Form 10-Q filed on November 16, 2020

FORM 10-K SUMMARY

Pursuant to the requirements of Section 13

or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the

undersigned, thereunto duly authorized.

Western Uranium & Vanadium

Pursuant to the requirements of the Securities Exchange Act of 1934,

the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

WESTERN URANIUM &VANADIUM CORP.

April 15, 2021

George Glasier

/s/ George Glasier

George Glasier

Chief Executive Officer, President and

Director (Principal Executive Officer)

to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf

of the registrant and in the capacities and on the dates indicated.

Chief Executive Officer and President

Pursuant to the requirements of the Securities Exchange Act of 1934,

this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

April 15, 2021

George Glasier

/s/ George Glasier

George Glasier

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April 15, 2021

/s/ Robert Klein

Chief Financial Officer

1 unchanged sentence

April 15, 2021

Andrew Wilder

/s/ Bryan Murphy

April 15, 2021

/s/ Andrew Wilder

Andrew Wilder

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2020

(Stated in USD)

of Independent Registered Public Accounting Firm

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Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of

Western Uranium & Vanadium Corp.

(the Company) as of December 31, 2019 and 2018, and the related consolidated statements of

We have audited the accompanying consolidated balance sheets of Western

Uranium & Vanadium Corp.

(the “Company”) as of December 31, 2020 and 2019, and the related consolidated statements of

operations and other comprehensive loss, changes in shareholders’

equity, and cash flows for the years then ended, and the

related notes (collectively referred to as the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly,

in all material respects, the consolidated financial position of the Company as of December 31, 2019 and 2018, and the results

of its consolidated operations and its consolidated cash flows for the years then ended, in conformity with accounting principles

generally accepted in the United States of America.

equity, and cash flows for the years then ended, and the related

notes (collectively referred to as the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in

all material respects, the consolidated financial position of the Company as of December 31, 2020 and 2019, and the results of its consolidated

operations and its consolidated cash flows for the years then ended, in conformity with accounting principles generally accepted in the

United States of America.

Material Uncertainty Related to Going Concern

The accompanying consolidated financial statements have been prepared

assuming that the Company will continue as a going concern.

As discussed in Note 2 to the consolidated financial statements, the

Company has incurred continuing losses and negative cash flows from operations and is dependent upon future sources of equity or

debt financing in order to fund its operations.

These conditions raise substantial doubt about the Company’s ability to continue

as a going concern.

Management’s plans in regard to these matters are also described in Note 2.

The consolidated financial

statements do not include any adjustments that might result from the outcome of this uncertainty.

The accompanying consolidated financial statements have been prepared assuming

that the Company will continue as a going concern.

As discussed in Note 2 to the consolidated financial statements, the Company has incurred

continuing losses and negative cash flows from operations and is dependent upon future sources of equity or debt financing in order to

fund its operations.

These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

Management’s

plans in regard to these matters are also described in Note 2.

The consolidated financial statements do not include any adjustments that

might result from the outcome of this uncertainty.

Basis for Opinion

These consolidated financial statements are the responsibility of

the Company’s management.

Our responsibility is to express an opinion on the Company’s consolidated financial statements

based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States)

(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and

the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated

financial statements are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor

were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audits, we are required to

obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness

of the Company’s internal control over financial reporting.

These consolidated financial statements are the responsibility of the Company’s

Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required

to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations

of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements

are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were we engaged to perform,

an audit of its internal control over financial reporting.

As part of our audits, we are required to obtain an understanding of internal

control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal

control over financial reporting.

Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of

material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond

to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated

financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management,

as well as evaluating the overall presentation of the consolidated financial statements.

We believe that our audits provide a reasonable

basis for our opinion.

Our audits included performing procedures to assess the risks of material

misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as

evaluating the overall presentation of the consolidated financial statements.

We believe that our audits provide a reasonable basis for

Chartered Professional Accountants, Licensed Public Accountants

We have served as the Company’s auditor since 2015.

Mississauga, Ontario

Mississauga, Canada

April 15, 2021

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AND SUBSIDIARIES

CONSOLIDATED BALANCE

CONSOLIDATED BALANCE SHEETS

(Stated in USD)

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Shareholders’

Common shares, no par value, unlimited authorized shares, 30,084,053

and 25,977,143 shares issued as of December 31, 2019 and 2018, respectively and 30,083,747 and 25,976,837 shares outstanding

as of December 31, 2019 and 2018, respectively

Treasury shares, 306 and 306 shares held in treasury

as of December 31, 2019 and 2018, respectively

Common shares, no par value, unlimited authorized shares, 30,084,053 and 30,084,053 shares issued as of December 31, 2020 and December 31, 2019, respectively and 30,083,747 and 30,083,747 shares outstanding as of December 31, 2020 and December 31, 2019, respectively

Treasury shares, 306 and 306 shares held in treasury as of December 31, 2020 and December 31, 2019, respectively

Accumulated deficit

(11,087,459 )

Accumulated other comprehensive income

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AND SUBSIDIARIES

CONSOLIDATED STATEMENTS

OF OPERATIONS AND OTHER COMPREHENSIVE LOSS

CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS

(Stated in USD)

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Operating loss

Interest expense, net

Other comprehensive income

Foreign exchange gain

Accretion and interest

Warrant modification expense

Gain on forgiveness of debt

Other comprehensive (expense) income

Foreign exchange (loss) gain

Comprehensive loss

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AND SUBSIDIARIES

CONSOLIDATED STATEMENTS

OF CHANGES IN SHAREHOLDERS’

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’

(Stated in USD)

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Treasury Shares

Comprehensive

Balance as of

January 1, 2018

Other Comprehensive

Balance as of January 1, 2019

$ (6,584,342 )

Private placement - May 4, 2018

Private placement - July 27, 2018

Private placement - August 9, 2018

Issuance of 60,832 common shares in exchange of accounts payable

Exercise of warrants

Stock based compensation - stock options

Private placement - April 16, 2019

Private placement - June 17, 2019

Foreign exchange gain

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Stock based compensation - stock options

Private placement - April 16, 2019

Private placement - June 17, 2019

Foreign exchange gain

Warrant modification expense

Foreign Exchange (loss)

Balance as of December 31, 2020

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AND SUBSIDIARIES

CONSOLIDATED STATEMENTS

OF CASH FLOWS

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Stated in USD)

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Accretion of and additions to reclamation liability

Amortization of debt discount on notes payable

Gain on forgiveness of debt

Stock based compensation

Change in foreign exchange on marketable securities

Warrant modification expense

Change in marketable securities

Change in operating assets and liabilities:

Prepaid expenses and other current assets

Accounts payable and accrued liabilities, net of shares issued for accounts payable

Accounts payable and accrued liabilities

Deferred revenue

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Cash Flows From Financing Activities

Payment of EFHC Note

Proceeds from loan payable

Issuances of Common shares, net of offering costs

Proceeds from the exercise of warrants

Net cash provided by financing activities

Effect of foreign exchange rate on cash

Net increase in cash and restricted cash

Net decrease in cash and restricted cash

Cash and restricted cash - beginning

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Supplemental disclosure of cash flow information:

Cash paid during the period for:

Non-cash financing activities:

Shares issued for accounts payable and accrued expenses

Cash paid during the year for:

The accompanying

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AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

NOTE 1 –

Nature of operations

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September 16, 2015, Western completed its acquisition of Black Range Minerals Limited (“Black Range”).

The Company has registered offices at 330 Bay Street, Suite

1400, Toronto, Ontario, Canada, M5H 2S8 and its common shares are listed on the CSE under the symbol “WUC.”

22, 2016, the Company’s common shares began trading on the OTC Pink Open Market, and on May 23, 2016, the Company’s

common shares were approved for trading on the OTCQX Best Market.

Its principal business activity is the acquisition and development

of uranium and vanadium resource properties in the states of Utah and Colorado in the United States of America (“United States”).

On June 28, 2016, the Company’s registration statement

became effective and Western became a United States reporting issuer.

Thereafter, the Company was approved for Depository Trust

Company eligibility through the Depository Trust and Clearing Corporation, which facilitates electronic book-entry delivery, settlement

and depository services for shares in the United States.

On June 29, 2018, the shareholders of the Company approved

the name change of the Company from “Western Uranium Corporation”

to “Western Uranium & Vanadium Corp.”

The Company’s registered office is

located at 330 Bay Street, Suite 1400, Toronto, Ontario, Canada, M5H 2S8 and its common shares are listed on the CSE under the

symbol “WUC.”

On April 22, 2016, the Company’s common shares began trading on the OTC Pink Open Market, and on

May 23, 2016, the Company’s common shares were approved for trading on the OTCQX Best Market.

Its principal business activity

is the acquisition and development of uranium and vanadium resource properties in the states of Utah and Colorado in the United

States of America (“United States”).

On June 28, 2016, the Company’s registration

statement became effective and Western became a United States reporting issuer.

Thereafter, the Company was approved for Depository

Trust Company eligibility through the Depository Trust and Clearing Corporation, which facilitates electronic book-entry delivery,

settlement and depository services for shares in the United States.

On June 29, 2018, the shareholders of the

Company approved the name change of the Company from “Western Uranium Corporation”

to “Western Uranium &

Vanadium Corp.”

The name change became effective in Ontario, Canada on October 1, 2018;

thereafter on October 4, 2018 Western’s shares started

trading under the new name on the CSE and OTCQX and the Company announced the name change by news release.

thereafter on October 4, 2018 Western’s

shares started trading under the new name on the CSE and OTCQX and the Company announced the name change by news release.

Liquidity and going concern

The Company has incurred continuing

losses from its operations and negative operating cash flows from operations and as of December 31, 2019, the Company had an

accumulated deficit of $8,694,569 and working capital of $1,678,747.

Since inception, the Company has met its liquidity requirements

principally through the issuance of notes and the sale of its common shares.

The Company’s ability to continue its operations and to

pay its obligations when they become due is contingent upon the Company obtaining additional financing.

Management’s plans

include seeking to procure additional funds through debt and equity financings, to secure regulatory approval to fully utilize

its kinetic separation technology, formerly known as ablation, and to initiate the processing of ore to generate operating cash

The Company has incurred continuing losses

from its operations and negative operating cash flows from operations and as of December 31, 2020, the Company had an accumulated

deficit of $11,087,459 and working capital of $162,375.

Since inception, the Company has met its liquidity requirements principally

through the issuance of notes and the sale of its common shares.

On May 6, 2020, the Company obtained a Paycheck Protection Program loan

(the “PPP Loan”) of $73,116.

The loan had a fixed interest rate of 1%, required the Company to make seventeen (17) monthly

payments, after a deferral period, and had a maturity date of May 6, 2022.

On December 2, 2020, the Company received notice from the U.S.

Small Business Association that the entire PPP Loan balance and accrued interest was forgiven in full on such date.

The Company recorded

the loan forgiveness as other income in the Company’s consolidated statements of operations and comprehensive loss.

The Company’s ability to continue

its operations and to pay its obligations when they become due is contingent upon the Company obtaining additional financing.

Management’s

plans include seeking to procure additional funds through debt and equity financings, to secure regulatory approval to fully utilize

its kinetic separation technology and to initiate the processing of ore to generate operating cash flows.

There are no assurances that the Company

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results, or it may not be able to continue to fund its ongoing operations.

These conditions raise substantial doubt about the

Company’s ability to continue as a going concern to sustain operations for at least one year from the issuance of these

consolidated financial statements.

The accompanying consolidated financial statements do not include any adjustments that might

result from the outcome of these uncertainties.

These conditions raise substantial doubt about the Company’s

ability to continue as a going concern to sustain operations for at least one year from the issuance of these consolidated financial

The accompanying consolidated financial statements do not include any adjustments that might result from the outcome

of these uncertainties.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

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Basis of Presentation and Principles of Consolidation

These consolidated financial statements are presented in United

States dollars and have been prepared in accordance with United States generally accepted accounting principles (“U.S.

These consolidated financial statements

are presented in United States dollars and have been prepared in accordance with United States generally accepted accounting principles

GAAP”).

The accompanying consolidated financial statements include

the accounts of Western and its wholly-owned subsidiaries, Western Uranium Corp.

(Utah), PRM, Black Range, Black Range Copper

Inc., Ranger Resources Inc., Black Range Minerals Inc., Black Range Minerals Colorado LLC, Black Range Minerals Wyoming LLC, Haggerty

Resources LLC, Ranger Alaska LLC, Black Range Minerals Utah LLC, Black Range Minerals Ablation Holdings Inc.

and Black Range Development

All significant inter-company transactions and balances have been eliminated upon consolidation.

The Company has established the existence of mineralized materials

for certain uranium projects.

The Company has not established proven or probable reserves, as defined by the United States Securities

and Exchange Commission (the “SEC”) under Industry Guide 7, through the completion of a “final”

The accompanying consolidated financial

statements include the accounts of Western and its wholly-owned subsidiaries, Western Uranium Corp.

(Utah), PRM, Black Range, Black

Range Copper Inc., Ranger Resources Inc., Black Range Minerals Inc., Black Range Minerals Colorado LLC, Black Range Minerals Wyoming

LLC, Haggerty Resources LLC, Ranger Alaska LLC, Black Range Minerals Utah LLC, Black Range Minerals Ablation Holdings Inc.

Black Range Development Utah LLC.

All inter-company transactions and balances have been eliminated upon consolidation.

The Company has established the existence

of mineralized materials for certain uranium projects.

The Company has not established proven or probable reserves, as defined

by the United States Securities and Exchange Commission (the “SEC”) under Industry Guide 7, through the completion

of a “final”

or “bankable”

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In accordance with U.S.

GAAP, expenditures relating to the

acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed

as incurred until such time the Company exits the Exploration Stage by establishing proven or probable reserves.

GAAP, expenditures

relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures

are expensed as incurred until such time the Company exits the Exploration Stage by establishing proven or probable reserves.

relating to exploration activities such as drill programs to search for additional mineralized materials are expensed as incurred.

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subsequent expenditures relating to mine development activities for that particular project are capitalized as incurred.

Companies in the Production Stage as defined under Industry

Guide 7, having established proven and probable reserves and exited the Exploration Stage, typically capitalize expenditures relating

to ongoing development activities, with corresponding depletion calculated over proven and probable reserves using the units-of-production

method and allocated to future reporting periods to inventory and, as that inventory is sold, to cost of goods sold.

is in the Exploration Stage which has resulted in the Company reporting larger losses than if it had been in the Production Stage

due to the expensing, instead of capitalizing, of expenditures relating to ongoing mill and mine development activities.

Additionally,

there would be no corresponding amortization allocated to future reporting periods of the Company since those costs would have

been expensed previously, resulting in both lower inventory costs and cost of goods sold and results of operations with higher

gross profits and lower losses than if the Company had been in the Production Stage.

Any capitalized costs, such as expenditures

relating to the acquisition of mineral rights, are depleted over the estimated extraction life using the straight-line method.

As a result, the Company’s consolidated financial statements may not be directly comparable to the financial statements

of companies in the Production Stage.

Use of Estimates

The preparation of these consolidated financial statements in

conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities

at the date of the financial statements and revenues and expenses during the periods reported.

By their nature, these estimates

are subject to measurement uncertainty and the effects on the consolidated financial statements of changes in such estimates in

future periods could be significant.

Significant areas requiring management’s estimates and assumptions include determining

the fair value of transactions involving common shares, assessment of the useful life and evaluation for impairment of Kinetic

Separation intellectual property, valuation and impairment assessments on mineral properties and equipment, deferred contingent

consideration, and the reclamation liability, valuation of stock-based compensation, and valuation of available-for-sale securities.

Other areas requiring estimates include allocations of expenditures, depletion and amortization of mineral rights and properties.

Actual results could differ from those estimates.

Companies in the Production Stage as defined

under Industry Guide 7, having established proven and probable reserves and exited the Exploration Stage, typically capitalize

expenditures relating to ongoing development activities, with corresponding depletion calculated over proven and probable reserves

using the units-of-production method and allocated to future reporting periods to inventory and, as that inventory is sold, to

cost of goods sold.

The Company is in the Exploration Stage which has resulted in the Company reporting larger losses than if it

had been in the Production Stage due to the expensing, instead of capitalizing, of expenditures relating to ongoing mine development

and extraction activities.

Additionally, there would be no corresponding amortization allocated to future reporting periods of

the Company since those costs would have been expensed previously, resulting in both lower inventory costs and cost of goods sold

and results of operations with higher gross profits and lower losses than if the Company had been in the Production Stage.

capitalized costs, such as expenditures relating to the acquisition of mineral rights, are depleted over the estimated extraction

life using the straight-line method.

As a result, the Company’s consolidated financial statements may not be directly comparable

to the financial statements of companies in the Production Stage.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

SUMMARY OF Significant Accounting Policies, CONTINUED

Use of Estimates

The preparation of these consolidated financial

statements in conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the reported amount of

assets and liabilities at the date of the financial statements and revenues and expenses during the periods reported.

nature, these estimates are subject to measurement uncertainty and the effects on the consolidated financial statements of changes

in such estimates in future periods could be significant.

Significant areas requiring management’s estimates and assumptions

include determining the fair value of transactions involving common shares, assessment of the useful life and evaluation for impairment

of Kinetic Separation intellectual property, valuation and impairment assessments on mineral properties and equipment, deferred

contingent consideration, the reclamation liability, valuation of stock-based compensation, and valuation of available-for-sale

Other areas requiring estimates include allocations of expenditures, depletion and amortization of mineral rights and

Actual results could differ from those estimates.

Foreign Currency Translation

The reporting currency of the Company, including its subsidiaries,

is the United States dollar.

The reporting currency of the Company,

including its subsidiaries, is the United States dollar.

The financial statements of subsidiaries located outside of the U.S.

are measured in their functional

currency, which is the local currency.

The functional currency of the parent (Western Uranium & Vanadium Corp.

is the Canadian dollar.

Monetary assets and liabilities of these subsidiaries are translated at the exchange rates at the balance

measured in their functional currency, which is the local currency.

The functional currency of the parent (Western Uranium &

Vanadium Corp.

(Ontario)) is the Canadian dollar.

Monetary assets and liabilities of these subsidiaries are translated at the exchange

rates at the balance sheet date.

Income and expense items are translated using average monthly exchange rates.

Non-monetary assets are translated at

their historical exchange rates.

Translation adjustments are included in accumulated other comprehensive loss in the consolidated

balance sheets.

Non-monetary assets

are translated at their historical exchange rates.

Translation adjustments are included in accumulated other comprehensive loss

in the consolidated balance sheets.

Segment Information

The Company determines its reporting units in accordance with

FASB ASC 280, “

The Company determines its reporting units

in accordance with FASB ASC 280, “

Segment Reporting ”

(“ASC 280”).

The Company evaluates a reporting unit by first

identifying its operating segments under ASC 280.

The Company then evaluates each operating segment to determine if it includes

one or more components that constitute a business.

If there are components within an operating segment that meet the definition

of a business, the Company evaluates those components to determine if they must be aggregated into one or more reporting units.

If applicable, when determining if it is appropriate to aggregate different operating segments, the Company determines if the

segments are economically similar and, if so, the operating segments are aggregated.

The Company has one operating segment and

reporting unit.

The Company evaluates a reporting

unit by first identifying its operating segments under ASC 280.

The Company then evaluates each operating segment to determine

if it includes one or more components that constitute a business.

If there are components within an operating segment that meet

the definition of a business, the Company evaluates those components to determine if they must be aggregated into one or more reporting

If applicable, when determining if it is appropriate to aggregate different operating segments, the Company determines if

the segments are economically similar and, if so, the operating segments are aggregated.

The Company has one operating segment

and reporting unit.

The Company operates in one reportable business segment;

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is presented and reviewed in the aggregate.

Cash and Cash Equivalents

The Company considers all highly-liquid instruments with an

original maturity of three months or less at the time of issuance to be cash equivalents.

As of December 31, 2019 and 2018, the

Company had no cash equivalents.

The Company considers all highly-liquid

instruments with an original maturity of three months or less at the time of issuance to be cash equivalents.

As of December 31,

2020 and 2019, the Company had no cash equivalents.

Marketable Securities

The Company classifies its marketable securities as available-for-sale

securities, which are carried at their fair value based on the quoted market prices of the securities with unrealized gains and

losses reported as accumulated comprehensive income (loss), a separate component of shareholders’

Realized gains

and losses on available-for-sale securities are included in net earnings in the period earned or incurred.

The Company classifies its marketable securities

as available-for-sale securities, which are carried at their fair value based on the quoted market prices of the securities with

unrealized gains and losses reported as accumulated comprehensive income (loss), a separate component of shareholders’

Realized gains and losses on available-for-sale securities are included in net earnings in the period earned or incurred.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

SUMMARY OF Significant Accounting Policies, CONTINUED

Restricted Cash

Certain cash balances are restricted as they relate to deposits

with banks that have been assigned to state reclamation authorities in the United States to secure various reclamation guarantees

with respect to mineral properties in Utah, Alaska and Colorado.

As these funds are not available for general corporate purposes

and secure the long term reclamation liability (see Note 4), they have been separately disclosed and classified as long-term for

the majority of the Company’s mines.

As of December 31, 2019, the Company has determined that the Van 4 Mine is now considered

to be in reclamation.

The Company recognized the Van 4 Mine’s reclamation liability and its restricted cash in full on the

Company’s consolidated balance sheet as current.

Certain cash balances are restricted as

they relate to deposits with banks that have been assigned to state reclamation authorities in the United States to secure various

reclamation guarantees with respect to mineral properties in Utah, Wyoming and Colorado.

As these funds are not available for general

corporate purposes and secure the long term reclamation liability (see Note 4), they have been separately disclosed and classified

as long-term for the majority of the Company’s mines.

As of December 31, 2020 and 2019, the Company has determined that the

Van 4 Mine is now considered to be in reclamation.

The Company recognized the Van 4 Mine’s reclamation liability and its

restricted cash in full on the Company’s consolidated balance sheet as current.

Revenue Recognition

The Company leases certain of its mineral properties for the

exploration and production of oil and gas reserves.

The Company leases certain of its mineral properties for the exploration

and production of oil and gas reserves.

The Company accounts for lease revenue in accordance with ASC 842 “Leases”.

Lease payments received in advance are deferred and recognized on a straight –

line basis over the related lease term associated

with the prepayment.

Royalty payments are recognized as revenues when received.

payments received in advance are deferred and recognized on a straight –

line basis over the related lease term associated with

the prepayment.

Royalty payments will be recognized as revenues when received.

Fair Values of Financial Instruments

The carrying amounts of cash, restricted

cash, accounts payable, accrued liabilities, and loan payable approximate their fair value due to the short-term nature of these

Marketable securities are adjusted to fair value at each balance sheet date based on quoted prices which are considered

level 1 inputs.

The Company’s operations and financing activities are conducted primarily in United States dollars and as

a result, the Company is not subject to significant exposure to market risks from changes in foreign currency rates.

is exposed to credit risk through its cash and restricted cash, but mitigates this risk by keeping these deposits at major financial

institutions.

ASC 820 “Fair Value Measurements

and Disclosures”

provides the framework for measuring fair value.

That framework provides a fair value hierarchy that prioritizes

the inputs to valuation techniques used to measure fair value.

The hierarchy gives the highest priority to unadjusted quoted prices

in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level

3 measurements).

Fair value is defined as an exit price,

representing the amount that would be received upon the sale of an asset or payment to transfer a liability in an orderly transaction

between market participants.

Fair value is a market-based measurement that is determined based on assumptions that market participants

would use in pricing an asset or liability.

A three-tier fair value hierarchy is used to prioritize the inputs in measuring fair

value as follows:

Level 1 Quoted prices in active markets

for identical assets or liabilities.

Level 2 Quoted prices for similar assets

or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active,

or other inputs that are observable, either directly or indirectly.

Level 3 Significant unobservable inputs

that cannot be corroborated by market data.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

SUMMARY OF Significant Accounting Policies, continued

Fair Values of Financial Instruments

The carrying amounts of cash, restricted cash, accounts payable,

and accrued liabilities, approximate their fair value due to the short-term nature of these instruments.

Marketable securities

are adjusted to fair value at each balance sheet date based on quoted prices which are considered level 1 inputs.

The reclamation

deposits, which are reflected in restricted cash on the consolidated balance sheets, are deposits mainly invested in certificates

of deposit at major financial institutions and their fair values were estimated to approximate their carrying values.

The Company’s

operations and financing activities are conducted primarily in United States dollars and as a result, the Company is not subject

to significant exposure to market risks from changes in foreign currency rates.

The Company is exposed to credit risk through

its cash and restricted cash, but mitigates this risk by keeping these deposits at major financial institutions.

ASC 820 “Fair Value Measurements and Disclosures”

provides the framework for measuring fair value.

That framework provides a fair value hierarchy that prioritizes the inputs to

valuation techniques used to measure fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active

markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).

Fair value is defined as an exit price, representing the amount

that would be received upon the sale of an asset or payment to transfer a liability in an orderly transaction between market participants.

Fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing

an asset or liability.

A three-tier fair value hierarchy is used to prioritize the inputs in measuring fair value as follows:

Level 1 Quoted prices in active markets for identical assets

or liabilities.

Level 2 Quoted prices for similar assets or liabilities in

active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that

are observable, either directly or indirectly.

Level 3 Significant unobservable inputs that cannot be corroborated

by market data.

The fair value of the Company’s financial instruments

are as follows:

Liabilities in

Fair Values of Financial Instruments (continued)

The fair value of the Company’s financial

instruments are as follows:

Assets or Liabilities in

Marketable securities as of December 31, 2020

1 unchanged sentence

Mineral Properties

Acquisition costs of mineral properties are capitalized as

incurred while exploration and pre-extraction expenditures are expensed as incurred until such time the Company exits the Exploration

Stage by establishing proven or probable reserves, as defined by the SEC under Industry Guide 7, through the completion of a “final”

Acquisition costs of mineral properties

are capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time the Company

exits the Exploration Stage by establishing proven or probable reserves, as defined by the SEC under Industry Guide 7, through

the completion of a “final”

or “bankable”

feasibility study.

Expenditures relating to exploration activities are expensed as incurred and expenditures

relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for

that project, after which subsequent expenditures relating to development activities for that particular project are capitalized

Where proven and probable reserves have been established, the

project’s capitalized expenditures are depleted over proven and probable reserves upon commencement of production using

the units-of-production method.

Where proven and probable reserves have not been established, such capitalized expenditures are

depleted over the estimated production life upon commencement of extraction using the straight-line method.

The Company has not

established proven or probable reserves for any of its projects.

The carrying values of the mineral properties are assessed

for impairment by management.

Expenditures relating to exploration activities

are expensed as incurred and expenditures relating to pre-extraction activities are expensed as incurred until such time proven

or probable reserves are established for that project, after which subsequent expenditures relating to development activities for

that particular project are capitalized as incurred.

Where proven and probable reserves have

been established, the project’s capitalized expenditures are depleted over proven and probable reserves upon commencement

of production using the units-of-production method.

Where proven and probable reserves have not been established, such capitalized

expenditures are depleted over the estimated production life upon commencement of extraction using the straight-line method.

Company has not established proven or probable reserves for any of its projects.

The carrying values of the mineral properties

are assessed for impairment by management.

Impairment of Long-Lived Assets

The Company reviews and evaluates its long-lived assets and kinetic separation

technology for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable.

is considered to exist if the total estimated future cash flows on an undiscounted basis are less than the carrying amount of the assets.

An impairment loss is measured and recorded based on discounted estimated future cash flows or upon an estimate of fair value that may

be received in an exchange transaction.

Future cash flows are estimated based on estimated quantities of recoverable minerals, expected

uranium (“U3O8”) prices (considering current and historical prices, trends and related factors), production levels, operating

costs of production and capital and restoration and reclamation costs, based upon the projected remaining future uranium production from

each project.

The Company’s long-lived assets (which include its mineral assets and Kinetic Separation intellectual property) were

acquired during the end of 2014 and in 2015 in arms-length transactions.

As of December 31, 2020, the Company evaluated the total estimated

future cash flows on an undiscounted basis for its mineral properties, equipment, and Kinetic Separation intellectual property and determined

that no impairment was deemed to exist.

Estimates and assumptions used to assess recoverability of the Company’s long-lived assets

and measure fair value of our uranium properties are subject to risk uncertainty.

Changes in these estimates and assumptions could result

in the impairment of its long-lived assets.

In estimating future cash flows, assets are grouped at the lowest level for which there are

identifiable cash flows that are largely independent of future cash flows from other asset groups.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

SUMMARY OF Significant Accounting Policies, continued

Impairment of Long-Lived Assets

The Company reviews and evaluates its long-lived assets for

impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable.

is considered to exist if the total estimated future cash flows on an undiscounted basis are less than the carrying amount of

An impairment loss is measured and recorded based on discounted estimated future cash flows or upon an estimate of

fair value that may be received in an exchange transaction.

Future cash flows are estimated based on estimated quantities of recoverable

minerals, expected uranium (“U3O8”) prices (considering current and historical prices, trends and related factors), production levels, operating

costs of production and capital and restoration and reclamation costs, based upon the projected remaining future uranium production

from each project.

The Company’s long-lived assets (which include its mineral assets and Kinetic Separation intellectual

property) were acquired during the end of 2014 and in 2015 in arms-length transactions.

As of December 31, 2019, the Company evaluated

the total estimated future cash flows on an undiscounted basis for its mineral properties and Kinetic Separation intellectual

property and determined that no impairment was deemed to exist.

Estimates and assumptions used to assess recoverability of the

Company’s long-lived assets and measure fair value of our uranium properties are subject to risk uncertainty.

these estimates and assumptions could result in the impairment of its long-lived assets.

In estimating future cash flows, assets

are grouped at the lowest level for which there are identifiable cash flows that are largely independent of future cash flows

from other asset groups.

The Company utilizes an asset and liability approach for financial

accounting and reporting for income taxes.

The provision for income taxes is based upon income or loss after adjustment for those

permanent items that are not considered in the determination of taxable income.

Deferred income taxes represent the tax effects

of differences between the financial reporting and tax basis of the Company’s assets and liabilities at the enacted tax

rates in effect for the years in which the differences are expected to reverse.

The Company evaluates the recoverability of deferred tax assets

and establishes a valuation allowance when it is more likely than not that some portion or all the deferred tax assets will not

Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause

changes to previous estimates of tax liability.

In management’s opinion, adequate provisions for income taxes have been

If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be

Tax benefits are recognized only for tax positions that are

more likely than not to be sustained upon examination by tax authorities.

The amount recognized is measured as the largest amount

of benefit that is greater than 50 percent likely to be realized upon settlement.

A liability for “unrecognized tax

benefits”

The Company utilizes an asset and liability

approach for financial accounting and reporting for income taxes.

The provision for income taxes is based upon income or loss after

adjustment for those permanent items that are not considered in the determination of taxable income.

Deferred income taxes represent

the tax effects of differences between the financial reporting and tax basis of the Company’s assets and liabilities at the

enacted tax rates in effect for the years in which the differences are expected to reverse.

The Company evaluates the recoverability

of deferred tax assets and establishes a valuation allowance when it is more likely than not that some portion or all the deferred

tax assets will not be realized.

Management makes judgments as to the interpretation of the tax laws that might be challenged upon

an audit and cause changes to previous estimates of tax liability.

In management’s opinion, adequate provisions for income

taxes have been made.

If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of

reserves may be necessary.

Tax benefits are recognized only for tax

positions that are more likely than not to be sustained upon examination by tax authorities.

The amount recognized is measured

as the largest amount of benefit that is greater than 50 percent likely to be realized upon settlement.

A liability for “unrecognized

tax benefits”

is recorded for any tax benefits claimed in the Company’s tax returns that do not meet these recognition

2 unchanged sentences

to be reported.

The Company’s policy for recording interest and penalties

associated with tax audits is to record such items as a component of general and administrative expense.

There were no amounts

accrued for penalties and interest for the years ended December 31, 2019 and 2018.

The Company does not expect its uncertain tax

position to change during the next twelve months.

Management is currently unaware of any issues under review that could result

in significant payments, accruals or material deviations from its position.

The Company has identified its federal Canadian and United

States tax returns and its state tax returns in Colorado and Utah as its “major”

tax jurisdictions, and such returns

for the years 2015 through 2019 remain subject to examination.

The Company’s policy for recording

interest and penalties associated with tax audits is to record such items as a component of general and administrative expense.

There were no amounts accrued for penalties and interest for the years ended December 31, 2020 and 2019.

The Company does not expect

its uncertain tax position to change during the next twelve months.

Management is currently unaware of any issues under review

that could result in significant payments, accruals or material deviations from its position.

The Company has identified its federal

Canadian and United States tax returns and its state tax returns in Colorado and Utah as its “major”

tax jurisdictions,

and such returns for the years 2016 through 2020 remain subject to examination.

Restoration and Remediation Costs (Asset Retirement Obligations)

Various federal and state mining laws and

regulations require the Company to reclaim the surface areas and restore underground water quality for its mine projects to the

pre-existing mine area average quality after the completion of mining.

Future reclamation and remediation costs,

which include extraction equipment removal and environmental remediation, are accrued at the end of each period based on management’s

best estimate of the costs expected to be incurred for each project.

Such estimates are determined by the Company’s engineering

studies which consider the costs of future surface and groundwater activities, current regulations, actual expenses incurred, and

technology and industry standards.

In accordance with ASC 410, Asset Retirement

and Environmental Obligations, the Company capitalizes the measured fair value of asset retirement obligations to mineral properties.

The asset retirement obligations are accreted to an undiscounted value until the time at which they are expected to be settled.

The accretion expense is charged to earnings and the actual retirement costs are recorded against the asset retirement obligations

when incurred.

Any difference between the recorded asset retirement obligations and the actual retirement costs incurred will be

recorded as a gain or loss in the period of settlement.

At each reporting period, the Company reviews

the assumptions used to estimate the expected cash flows required to settle the asset retirement obligations, including changes

in estimated probabilities, amounts and timing of the settlement of the asset retirement obligations, as well as changes in the

legal obligation requirements at each of its mineral properties.

Changes in any one or more of these assumptions may cause revision

of asset retirement obligations for the corresponding assets.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

SUMMARY OF Significant Accounting Policies, continued

Restoration and Remediation Costs (Asset Retirement Obligations)

Various federal and state mining laws and regulations require

the Company to reclaim the surface areas and restore underground water quality for its mine projects to the pre-existing mine

area average quality after the completion of mining.

Future reclamation and remediation costs, which include extraction

equipment removal and environmental remediation, are accrued at the end of each period based on management’s best estimate

of the costs expected to be incurred for each project.

Such estimates are determined by the Company’s engineering studies

which consider the costs of future surface and groundwater activities, current regulations, actual expenses incurred, and technology

and industry standards.

In accordance with ASC 410, Asset Retirement and Environmental

Obligations, the Company capitalizes the measured fair value of asset retirement obligations to mineral properties.

retirement obligations are accreted to an undiscounted value until the time at which they are expected to be settled.

The accretion

expense is charged to earnings and the actual retirement costs are recorded against the asset retirement obligations when incurred.

Any difference between the recorded asset retirement obligations and the actual retirement costs incurred will be recorded as

a gain or loss in the period of settlement.

At each reporting period, the Company reviews the assumptions

used to estimate the expected cash flows required to settle the asset retirement obligations, including changes in estimated probabilities,

amounts and timing of the settlement of the asset retirement obligations, as well as changes in the legal obligation requirements

at each of its mineral properties.

Changes in any one or more of these assumptions may cause revision of asset retirement obligations

for the corresponding assets.

Deferred Financing Costs

Deferred financing costs represent costs incurred in connection

with the issuance of debt.

Once the associated debt instrument is issued, these costs would be recorded as a debt discount and

amortized to interest expense using the effective interest method over the term of the related debt instrument.

Upon the abandonment

of a pending financing transaction, the related deferred financing costs would be charged to general and administrative expense.

The Company may also issue warrants or other equity instruments

in connection with the issuance of debt instruments.

The equity instruments are recorded at their relative fair market value on

the date of issuance which results in a debt discount which is amortized to interest expense using the effective interest method.

Deferred financing costs represent costs

incurred in connection with the issuance of debt.

Once the associated debt instrument is issued, these costs would be recorded

as a debt discount and amortized to interest expense using the effective interest method over the term of the related debt instrument.

Upon the abandonment of a pending financing transaction, the related deferred financing costs would be charged to general and administrative

The Company may also issue warrants or

other equity instruments in connection with the issuance of debt instruments.

The equity instruments are recorded at their relative

fair market value on the date of issuance which results in a debt discount which is amortized to interest expense using the effective

interest method.

Stock-Based Compensation

The Company follows ASC 718, Compensation - Stock Compensation,

which addresses the accounting for stock-based payment transactions, requiring such transactions to be accounted for using the

fair value method.

Awards of shares for property or services are recorded at the more readily measurable of the fair value of

the stock and the fair value of the service.

The Company uses the Black-Scholes option-pricing model to determine the grant date

fair value of stock-based awards under ASC 718.

The fair value is charged to earnings depending on the terms and conditions of

the award, and the nature of the relationship of the recipient of the award to the Company.

The Company follows ASC 718, Compensation

- Stock Compensation, which addresses the accounting for stock-based payment transactions, requiring such transactions to be accounted

for using the fair value method.

Awards of shares for property or services are recorded at the more readily measurable of the fair

value of the stock and the fair value of the service.

The Company uses the Black-Scholes option-pricing model to determine the

grant date fair value of stock-based awards under ASC 718.

The fair value is charged to earnings depending on the terms and conditions

of the award, and the nature of the relationship of the recipient of the award to the Company.

The Company records the grant date

3 unchanged sentences

The Company estimates the expected forfeitures and updates the valuation accordingly.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

SUMMARY OF Significant Accounting Policies, continued

In November 2019, the FASB issued ASU 2019-08, Compensation –

Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606), which clarifies that an entity must measure and

classify share-based payment awards granted to a customer by applying the guidance in Topic 718.

ASU 2019-08 is effective for annual reporting

periods beginning after December 15, 2019, including interim reporting periods within those annual reporting periods.

The Company adopted

ASU 2019-08, and has determined that there was no material impacts on its consolidated financial statements.

Warrant Modification Expense

In accordance with ASC 718, a modification of the terms or conditions

of an equity award shall be treated as an exchange of the original award for a new award.

The incremental cost is measured as the excess

of the fair value of the modified award determined in accordance with ASC 718 over the fair value of the original award immediately before

its terms are modified, measured based on the share price and other pertinent factors.

The resulting difference is recorded as a warrant

modification expense.

See Note 8 for additional information.

Loss per Share

Basic net loss per share is computed by dividing net loss by

the weighted average number of common shares outstanding during the period.

Diluted earnings per share is computed using the weighted

average number of common shares and, if dilutive, potential common shares outstanding during the period.

Potential common shares

consist of the incremental common shares issuable upon the exercise of stock options and warrants (using the treasury stock method).

The computation of diluted net loss per share for the years ended December 31, 2019 and 2018 excludes potentially dilutive securities.

The computations of net loss per share for each period presented is the same for both basic and fully diluted.

Potentially dilutive securities outlined in the table below

have been excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive.

For the Years Ended

Basic net loss per share is computed by

dividing net loss by the weighted average number of common shares outstanding during the year.

Diluted earnings per share is computed

using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the year.

common shares consist of the incremental common shares issuable upon the exercise of stock options and warrants (using the treasury

stock method).

The computation of diluted net loss per share for the years ended December 31, 2020 and 2019 excludes potentially

dilutive securities.

The computations of net loss per share for each year presented is the same for both basic and fully diluted.

Potentially dilutive securities outlined

in the table below have been excluded from the computation of diluted net loss per share because the effect of their inclusion

would have been anti-dilutive.

Warrants to purchase common shares

1 unchanged sentence

Total potentially dilutive securities

In July 2018, the FASB issued ASU 2018-10 Leases (Topic 842),

Codification Improvements and ASU 2018-11 Leases (Topic 842), Targeted Improvements, to provide additional guidance for the adoption

of Topic 842.

ASU 2018-10 clarifies certain provisions and correct unintended applications of the guidance such as the application

of implicit rate, lessee reassessment of lease classification, and certain transition adjustments that should be recognized to

earnings rather than to stockholders’

In July 2018, the FASB issued ASU 2018-10 Leases (Topic 842), Codification

Improvements and ASU 2018-11 Leases (Topic 842), Targeted Improvements, to provide additional guidance for the adoption of Topic 842.

ASU 2018-10 clarifies certain provisions and correct unintended applications of the guidance such as the application of implicit rate,

lessee reassessment of lease classification, and certain transition adjustments that should be recognized to earnings rather than to stockholders’

(deficit) equity.

ASU 2018-11 provides an alternative transition method and practical

expedient for separating contract components for the adoption of Topic 842.

In February 2016, the FASB issued ASU 2016-02 Leases

(Topic 842) which requires an entity to recognize assets and liabilities arising from a lease for both financing and operating

leases with terms greater than 12 months.

ASU 2018-11, ASU 2018-10, and ASU 2016-02 (collectively, “the new lease standards”)

are effective for fiscal years beginning after December 15, 2018, with early adoption permitted.

The Company adopted ASU 2018-10,

and has determined that there are no material impacts to the consolidated financial statements.

ASU 2018-11 provides an alternative transition method and practical expedient for separating contract components for

the adoption of Topic 842.

In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) which requires an entity to recognize assets

and liabilities arising from a lease for both financing and operating leases with terms greater than 12 months.

ASU 2018-11, ASU 2018-10,

and ASU 2016-02 (collectively, “the new lease standards”) are effective for fiscal years beginning after December 15, 2018,

with early adoption permitted.

The Company adopted ASU 2018-10, and has determined that there was no impact to the consolidated financial

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

SUMMARY OF Significant Accounting Policies, continued

Recent Accounting Standards

Management does not believe that any recently issued, but not

yet effective accounting standards, when adopted, will have a material effect on the accompanying consolidated financial statements,

other than those disclosed below.

Management does not believe that any recently

issued, but not yet effective accounting standards, when adopted, will have a material effect on the accompanying consolidated

financial statements.

The Company has adopted the recent accounting standards that are disclosed below.

In June 2016, the FASB issued ASU No.

2016-13, “Financial

Instruments –

2016-13, “Financial Instruments

Credit Losses (Topic 326):

1 unchanged sentence

(“ASU 2016-13”).

ASU 2016-13 replaces the incurred loss model with an expected loss model, which is referred to as the current expected credit

loss (CECL) model.

The CECL model is applicable to the measurement of credit losses on financial assets measured at amortized

cost, including loan receivables, held-to-maturity debt securities, and reinsurance receivables.

It also applies to off-balance

sheet credit exposures not accounted for as insurance (such as loan commitments, standby letters of credit, financial guarantees,

and other similar instruments) and net investments in leases recognized by a lessor.

For public business entities that meet the

definition of an SEC filer, the standard will be effective for fiscal years beginning after December 15, 2019, including interim

periods in those fiscal years.

For debt securities with other-than-temporary impairment, the guidance will be applied prospectively.

Existing purchased credit impaired (PCI) assets will be grandfathered and classified as purchased credit deteriorated (PCD) assets

at the date of adoption.

The asset will be grossed up for the allowance for expected credit losses for all PCD assets at the date

of adoption and will continue to recognize the non-credit discount in interest income based on the yield of such assets as of

the adoption date.

replaces the incurred loss model with an expected loss model, which is referred to as the current expected credit loss (CECL) model.

CECL model is applicable to the measurement of credit losses on financial assets measured at amortized cost, including loan receivables,

held-to-maturity debt securities, and reinsurance receivables.

It also applies to off-balance sheet credit exposures not accounted for

as insurance (such as loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments

in leases recognized by a lessor.

For public business entities that meet the definition of an SEC filer, the standard will be effective

for fiscal years beginning after December 15, 2019, including interim periods in those fiscal years.

For debt securities with other-than-temporary

impairment, the guidance will be applied prospectively.

Existing purchased credit impaired (PCI) assets will be grandfathered and classified

as purchased credit deteriorated (PCD) assets at the date of adoption.

The asset will be grossed up for the allowance for expected credit

losses for all PCD assets at the date of adoption and will continue to recognize the non-credit discount in interest income based on the

yield of such assets as of the adoption date.

Subsequent changes in expected credit losses will be recorded through the allowance.

For all other assets within

the scope of CECL, a cumulative-effect adjustment will be recognized in retained earnings as of the beginning of the first reporting

period in which the guidance is effective.

The Company does not believe ASU 2016-13 will have a material effect on its consolidated

financial statements.

all other assets within the scope of CECL, a cumulative-effect adjustment will be recognized in retained earnings as of the beginning

of the first reporting period in which the guidance is effective.

The standard became effective for the Company beginning January 1, 2021.

The adoption of this standard did not have a material impact on the Company’s results of operations, financial condition, cash flows,

and financial statement disclosure.

In December 2019, FASB issued ASU No.

2019-12, Income Taxes (Topic

Simplifying the Accounting for Income Taxes.

ASU 2019-12 eliminated certain exceptions and changed guidance on other matters.

exceptions relate to the allocation of income taxes in separate company financial statements, tax accounting for equity method investments

and accounting for income taxes when the interim period year-to-date loss exceeds the anticipated full year loss.

Changes relate to the

accounting for franchise taxes that are income-based and non-income-based, determining if a step up in tax basis is part of a business

combination or if it is a separate transaction, when enacted tax law changes should be included in the annual effective tax rate computation,

and the allocation of taxes in separate company financial statements to a legal entity that is not subject to income tax.

The new standard

is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted.

The Company is currently evaluating the potential impact but does not believe there will be an impact of the adoption of this standard

on its results of operations, financial position and cash flows and related disclosures.

In June 2020, the American Institute of Certified Public Accountants

in conjunction with FASB developed Technical Question and Answer (“TQA”) 3200.18, “Borrower Accounting for a Forgivable

Loan Received Under the Small Business Administration Paycheck Protection Program”, which is intended to provide clarification on

how to account for loans received from the Paycheck Protection Program (“PPP”).

TQA 3200.18 states that an entity may account

for PPP loans under ASC 470, “Debt”

or, if the entity is expected to meet PPP eligibility criteria and the PPP loan is expected

to be forgiven, the entity may account for the loans under International Accounting Standards (“IAS”) 20, “Accounting

for Government Grants and Disclosure of Government Assistance”.

The Company has accounted for PPP loan proceeds under ASC 470 as

allowed by TQA 3200.18.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

SUMMARY OF Significant Accounting Policies, continued

Recent Accounting Standards, continued

In November 2019, the FASB issued ASU 2019-08, Compensation

Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606), which clarifies that an entity must

measure and classify share-based payment awards granted to a customer by applying the guidance in Topic 718.

ASU 2019-08 is effective

for annual reporting periods beginning after December 15, 2019, including interim reporting periods within those annual reporting

The Company does not believe ASU 2019-08 will have a material effect on its consolidated financial statements.

MINERAL ASSETS AND EQUIPMENT, AND Kinetic separation INTELLECTUAL PROPERTY AND OTHER PROPERTY

The Company’s mining properties acquired on August 18,

2014 that the Company retains as of December 31, 2019 include:

San Rafael Uranium Project located in Emery County, Utah;

Sunday Mine Complex located in western San Miguel County, Colorado;

The Van 4 Mine located in western Montrose County, Colorado;

The Sage Mine project located in San Juan County, Utah, and San Miguel County, Colorado.

These mining properties include leased

land in the states of Colorado and Utah.

None of these mining properties were operational at the date of acquisition.

The Company’s mining properties acquired on September 16,

2015 that the Company retains as of December 31, 2019 include Hansen, North Hansen, High Park, and Hansen Picnic Tree, located

in Fremont and Teller Counties, Colorado.

The Company also acquired the Keota project located in Weld County, Wyoming and the Ferris

Haggerty project located in Carbon County Wyoming.

These mining assets include both owned and leased land in the states of Utah,

Colorado and Wyoming.

All of the mining assets represent properties which have previously been mined to different degrees for uranium.

As the Company has not formally established proven or probable

reserves on any of its properties, there is inherent uncertainty as to whether or not any mineralized material can be economically

extracted as originally planned and anticipated.

The Company’s mineral properties and equipment and kinetic

separation intellectual property are:

4 - MINERAL ASSETS equipment, and Kinetic separation INTELLECTUAL PROPERTY AND OTHER PROPERTY

The Company’s mining properties acquired on August 18, 2014 that the Company retains as of December 31, 2020 include:

Rafael Uranium Project located in Emery County, Utah;

The Sunday Mine Complex located in western San Miguel County, Colorado;

Van 4 Mine located in western Montrose County, Colorado;

The Sage Mine project located in San Juan County, Utah, and San Miguel

County, Colorado.

These mining properties include leased land in the states of Colorado and Utah.

None of these mining properties

were operational at the date of acquisition.

The Company’s mining properties acquired on September 16, 2015 that

the Company retains as of December 31, 2020 include Hansen, North Hansen, and Hansen Picnic Tree located in Fremont and Teller Counties,

The Company no longer holds any interest in Hansen and Hansen Picnic Tree, see Note 12 for additional information.

also acquired the Keota project located in Weld County, Colorado and the Ferris Haggerty project located in Carbon County Wyoming.

mining assets include both owned and leased land in the states of Utah, Colorado and Wyoming.

All of the mining assets represent properties

which have previously been mined to different degrees for uranium.

As the Company has not formally established

proven or probable reserves on any of its properties, there is inherent uncertainty as to whether or not any mineralized material

can be economically extracted as originally planned and anticipated.

The Company’s mineral properties

and equipment and kinetic separation intellectual property are:

As of December 31,

2 unchanged sentences

Oil and Gas Lease and Easement

On July 18, 2017, an oil and gas lease became effective with

respect to minerals and mineral rights owned by the Company of approximately 160 surface acres of the Company’s property

As consideration for entering into the lease, the Company received $120,000 during the third quarter of 2017.

lease will be in force for an initial term of three years and may be extended by the lessee at 150% of the initial rate.

has also agreed to pay the Company a royalty of 18.75% of the lessee’s revenue attributed to oil and gas produced, saved,

and sold attributable to the net mineral interest.

The Company is recognizing the initial payment incrementally over the term

of the lease.

On February 26, 2018, the Company entered into a further agreement

with the same entity as the oil and gas lease to provide them with an easement to an additional part of the Company’s property

solely for the purposes of transporting the oil and gas extracted via a pipeline.

As consideration for the easement, the Company

received $36,960 during the first quarter of 2018.

The Company is recognizing this payment incrementally over the eight year term

of the easement.

During the years ended December 31, 2019 and 2018 the Company

recognized aggregate revenue of $44,620 and $48,245, respectively, under these oil and gas lease arrangements.

Right-of-way grant agreement

On July 1, 2018, the Company entered into a right of way agreement

with a third party, whereby, the Company has granted “right of way”

access to a portion of its mineral properties in

exchange for an upfront payment of $3,624.

The Company is recognizing this payment incrementally over the term of the right-of-way

The Company entered into an oil and gas

lease that became effective with respect to minerals and mineral rights owned by the Company of approximately 160 surface acres

of the Company’s property in Colorado.

As consideration for entering into the lease, the lessee has agreed to pay the Company

a royalty of 18.75% of the lessee’s revenue attributed to oil and gas produced, saved, and sold attributable to the net mineral

The Company has also received cash payments from the lessee related to the easement that the Company is recognizing incrementally

over the eight year term of the easement.

On June 23, 2020, the same entity as discussed

above elected to extend the oil and gas lease easement for three additional years commencing on the date the lease would have previously

During the years ended December 31, 2020

and 2019 the Company recognized aggregate revenue of $54,620 and $44,620, respectively, under these oil and gas lease arrangements.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

NOTE 4 –

MINERAL ASSETS AND EQUIPMENT, AND KINETIC

SEPARATION INTELLECTUAL PROPERTY AND OTHER PROPERTY, CONTINUED

4 - MINERAL ASSETS equipment, and Kinetic separation INTELLECTUAL PROPERTY AND OTHER PROPERTY, CONTINUED

Reclamation Liabilities

4 unchanged sentences

periodically by the applicable regulatory authorities.

The reclamation liability represents the Company’s best estimate

of the present value of future reclamation costs in connection with the mineral properties.

The reclamation liability represents the Company’s best estimate of

the present value of future reclamation costs in connection with the mineral properties.

The Company determined the gross reclamation

liabilities of the mineral properties as of December 31, 2019 and December 31, 2018, to be approximately $897,662 and $889,030,

respectively.

The Company expects to begin incurring the reclamation liability after 2054 for all mines that are not in reclamation

and accordingly, has discounted the gross liabilities over their remaining lives using a discount rate of 5.4% to net discounted

aggregated values as of December 31, 2019 and December 31, 2018 of $294,228 and $224,645, respectively.

The gross reclamation

liabilities as of December 31, 2019 and December 31, 2018 are secured by certificates of deposit in the amount of $897,662 and

$889,030, respectively.

As described in further detail below, the Company’s Van 4 Mine has been put into reclamation.

the Company recognized the reclamation liability in its entirety at December 31, 2019.

liabilities of the mineral properties as of December 31, 2020 and 2019, to be approximately $906,811 and $897,662, respectively.

On March 2, 2020, the Colorado Mined Land Reclamation Board (“MLRB”) issued an order vacating the Van 4 Temporary Cessation,

terminating mining operations and ordering commencement of final reclamation.

The Company has begun the reclamation of the Van

The reclamation cost is fully covered by the reclamation bonds posted upon acquisition of the property.

The Company adjusted

the fair value of its reclamation obligation for the Van 4 Mine.

The portion of the reclamation liability related to the Van 4

Mine, and its related restricted cash are included in current liabilities, and current assets, respectively, at a value of $75,057.

The Company expects to begin incurring the reclamation liability after 2054 for all mines that are not in reclamation and accordingly,

has discounted the gross liabilities over their remaining lives using a discount rate of 5.4% to net discounted aggregated values

as of December 31, 2020 and 2019 of $309,940 and $294,228, respectively.

The gross reclamation liabilities as of December 31, 2020

and 2019 are secured by financial warranties in the amount of $906,811 and $897,662, respectively.

Reclamation liability activity for the years ended December

3 unchanged sentences

Ending Balance

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

4 - MINERAL ASSETS equipment, and Kinetic separation INTELLECTUAL PROPERTY AND OTHER PROPERTY, CONTINUED

Van 4 Mine Permitting Status

A prior owner of the Company’s Van

4 Mine had been granted a first Temporary Cessation from reclamation of the mine by the Colorado Mined Land Reclamation Board

(“MLRB”) which was set to expire June 23, 2017.

Prior to its expiration, PRM formally requested an extension through

a second Temporary Cessation.

4 Mine had been granted a first Temporary Cessation from reclamation of the mine by the Colorado Mined Land Reclamation Board (“MLRB”)

which was set to expire June 23, 2017.

Prior to its expiration, PRM formally requested an extension through a second Temporary

PRM subsequently participated in a public process which culminated in a hearing on July 26, 2017.

Prior to the hearing, three non-profit organizations who pursue environmental and conservation objectives filed a brief objecting

to the extension.

The MLRB board members voted to grant a second five-year Temporary Cessation for the Van 4 Mine.

the three objecting parties filed a lawsuit on September 18, 2017.

The MLRB was named as the defendant and PRM was named as a

party to the case due to the Colorado law requirement that any lawsuit filed after a hearing must include all of the parties in

the proceeding.

The plaintiff organizations are seeking for the court to set aside the board order granting a second five-year

Temporary Cessation period to PRM for the Van 4 Mine.

The Colorado state Attorney General was defending this action in the Denver

Colorado District Court.

On May 8, 2018, the Denver Colorado District Court ruled in favor, whereby the additional five-year temporary

cessation period was granted.

The Plaintiffs appealed this ruling to the Colorado Court of Appeals and on July 25, 2019 the ruling

was reversed, whereby it was ruled the additional five-year temporary cessation period should not have been granted.

Mined Land Reclamation Board (CMLRB) and the Colorado Attorney General decided that it would not make an additional appeal of

The Judge has subsequently issued an instruction for the MLRB to issue an order revoking the permit and putting the

Van 4 Mine into reclamation.

On March 2, 2020, the MLRB issued an order vacating the Van 4 Temporary Cessation, terminating mining

operations and ordering commencement of final reclamation.

The Company has begun preparations for the reclamation of the Van 4

The reclamation cost is fully covered by the reclamation bonds posted upon acquisition of the property.

Prior to the hearing,

three non-profit organizations who pursue environmental and conservation objectives filed a brief objecting to the extension.

MLRB board members voted to grant a second five-year Temporary Cessation for the Van 4 Mine.

Thereafter, the three objecting parties

filed a lawsuit on September 18, 2017.

The MLRB was named as the defendant and PRM was named as a party to the case due to the

Colorado law requirement that any lawsuit filed after a hearing must include all of the parties in the proceeding.

The plaintiff

organizations are seeking for the court to set aside the board order granting a second five-year Temporary Cessation period to

PRM for the Van 4 Mine.

The Colorado state Attorney General was defending this action in the Denver Colorado District Court.

May 8, 2018, the Denver Colorado District Court ruled in favor, whereby the additional five-year temporary cessation period was

The Plaintiffs appealed this ruling to the Colorado Court of Appeals and on July 25, 2019 the ruling was reversed, whereby

the additional five-year temporary cessation period should not have been granted.

Thereafter, the MLRB and the Colorado Attorney

General advised Western that it will not make an additional appeal of the ruling.

Further, the time period for an appeal has passed.

The Judge has subsequently issued an instruction for the MLRB to issue an order revoking the permit and putting the Van 4 Mine

into reclamation.

On January 22, 2020, the MLRB held a hearing and afterward on March 2, 2020, the MLRB issued an order vacating

the Van 4 Temporary Cessation, terminating mining operations and ordering commencement of final reclamation.

The Company has five

years to complete the reclamation of the Van 4 Mine.

The reclamation commenced in the spring of 2020 and is fully covered by the

reclamation bonds posted upon acquisition of the property.

Sunday Mine Complex Permitting Status

On February 4, 2020, the

Colorado DRMS sent a Notice of Hearing to Declare Termination of Mining Operations to Western for the Sunday Mine Complex.

The issue is the application of an unchallenged Colorado Court of Appeals Opinion for a separate mine, with very different

facts that is retroactively modifying DRMS rules and regulations.

The Company maintains that it was timely in meeting

existing rules and regulations.

The formal hearing wa s scheduled to be held during the

April 22-23, 2020 MLRB Board meeting, which has now been moved to the May 13-14, 2020 MLRB Board meeting due to the impacts

of the COVID-19 virus.

On February 4, 2020, the Colorado DRMS sent a Notice of Hearing to Declare

Termination of Mining Operations related to the status of the mining permits issued by the state of Colorado for the Sunday Mine Complex.

At issue is the application of an unchallenged Colorado Court of Appeals Opinion for a separate mine (Van 4) with very different facts

that are retroactively modifying DRMS rules and regulations.

The Company maintains that it was timely in meeting existing rules and regulations.

The hearing was scheduled to be held during several monthly MLRB Board meetings, but this matter has been delayed several times.

hearing was held during the MLRB Board monthly meeting on July 22, 2020.

At issue was the status of the five existing permits which comprise

the Sunday Mine Complex.

Due to COVID restrictions, the hearing took place utilizing a virtual-only format.

The Company prevailed in a

3 to 1 decision which acknowledged that the work completed at the Sunday Mines under DRMS oversight was timely and sufficient for Western

to maintain these permits.

In a subsequent July 30, 2020 letter, the DRMS notified the Company that the status of the five permits (Sunday,

West Sunday, St.

Jude, Carnation, and Topaz) had been changed to Active status effective June 10, 2019, the original date on which the

change of the status was approved.

On August 23, 2020, the Company initiated a request for temporary cessation status for the Sunday Mine

Complex as the mines had not be restarted within a 180-day window due to the direct and indirect impacts of the COVID-19 pandemic.

a permit hearing was scheduled for October 21, 2020 to determine temporary cessation status.

In a unanimous vote, the MLRB approved temporary

cessation status for each of the five Sunday Mine Complex permits (Sunday, West Sunday, St.

Jude, Carnation, and Topaz).

On October 9,

2020, the MLRB issued a board order which finalized the findings of the July 22, 2020 permit hearing.

On November 10, 2020, the MLRB issued

a board order which finalized the findings of the October 21, 2020 permit hearing.

On November 6, 2020, the MLRB signed an order placing

the five Sunday Mine Complex mine permits into Temporary Cessation.

On November 12, 2020, a coalition of environmental groups filed a

complaint against the MLRB seeking a partial appeal of the July 22, 2020 decision by requesting termination of the Topaz Mine permit.

On December 15, 2020, the same coalition of environmental groups amended their complaint against the MLRB seeking a partial appeal of

the October 21, 2020 decision requesting termination of the Topaz Mine permit.

The Company has joined with the MLRB in defense of their

July 22, 2020 and October 21, 2020 decisions.

According to the judicial review timetable, an opening brief and answer brief will be filed

with the Denver District Court during second quarter 2021.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

NOTE 5 –

NOTE 5 - Accounts

Payable and Accrued Liabilities

4 unchanged sentences

Total accounts payable and accrued liabilities

NOTE 6 - COMMITMENTS

Note 6 –

Paycheck Protection Program Loan

On May 6, 2020, the Company obtained the PPP Loan of $73,116.

had a fixed interest rate of 1%, required the Company to make seventeen (17) monthly payments, after a seven months deferral period, and

had a maturity date of May 6, 2022.

The entirety of the loan principal was eligible for forgiveness to the extent that the proceeds are

utilized toward permissible expenditures within the initial period.

On December 2, 2020, the Company received notice from the U.S.

Business Association that the entire PPP Loan balance and accrued interest was forgiven in full on such date.

The Company recorded the

loan forgiveness as other income in the Company’s consolidated statement of operations and other comprehensive loss.

NOTE 7 –

COMMITMENTS AND CONTINGENCIES

Supply Contract

On June 1, 2018, the Company signed a letter agreement with Battery

Mineral Resource Nevada, Inc.

(“BMR”) to form a joint venture for vanadium development at the Sage Mine.

Subsequently,

BMR provided notification of their desire to exercise the purchase option rather than pursue a joint venture.

On September 18,

2018, Western announced that the parties were not able to reach an amended agreement and mutually agreed to discontinue the transaction.

In December 2015, the Company signed a uranium concentrates supply

agreement with a major U.S.

In December 2015, the Company signed a uranium concentrates supply agreement

with a major U.S.

utility company for delivery commencing in 2018 and continuing for a five year period through 2022.

As the Company does not possess saleable uranium, a partial assignment agreement was put in place whereby the assignee accepted

the Company’s right to the Year 1 delivery of 125,000 pounds of natural uranium concentrates.

The Year 1 delivery was made

during 2018 and the assignee was paid the full consideration under the agreement.

The Company did not recognize any gain or loss

on this transaction.

In Year 2, a partial assignment agreement was put in place whereby the assignee accepted the Company’s

right to the Year 2 delivery of 125,000 pounds of natural uranium concentrates.

The Year 2 delivery was made during 2019 and the

assignee was paid the full consideration under the agreement.

The Company will not recognize any gain or loss on this transaction.

As the Company does

not possess saleable uranium, a partial assignment agreement was put in place whereby the assignee accepted the Company’s right

to the Year 1 delivery of 125,000 pounds of natural uranium concentrates.

The Year 1 delivery was made during 2018 and the assignee was

paid the full consideration under the agreement.

The Company did not recognize any gain or loss on this transaction.

In Year 2, a partial

assignment agreement was put in place whereby the assignee accepted the Company’s right to the Year 2 delivery of 125,000 pounds

of natural uranium concentrates.

The Year 2 delivery was made during 2019 and the assignee was paid the full consideration under the agreement.

The Company did not recognize any gain or loss on this transaction.

The Company and the U.S.

utility customer mutually agreed to cancel the Year 3 delivery rather than pursue a partial assignment;

there will be no delivery during 2020.

utility customer mutually agreed to cancel

the Year 3 delivery, rather than pursue a partial assignment;

there was no delivery during 2020.

See Note 15 for additional information

related to the Year 4 delivery.

Legal proceedings

On June 13, 2019, Black Range was sued

over the original Weld County Colorado deed language.

The lawsuit was filed in the Weld County District Court.

This deed was negotiated

prior to the Company acquiring Black Range in September 2015 by prior management and a bank representing the estate of the property

The plaintiff, the estate’s beneficiaries, assert that it was the intent that they would receive a production override

royalty for oil and gas production from the property, however this language was not included in the deed.

Western’s attorney

has filed a response with the court contesting this allegation.

This only involves royalties on oil and gas production on this

undeveloped property, thus there is no current economic impact.

Court procedure mandates that the parties participate in a mediation

process before bringing the matter before the court.

During the scheduling of the mediation process, the parties agreed to a settlement.

Western executed the Settlement Agreement on December 31, 2019 and the four plaintiffs executed in counterparts on various days

in January 2020.

The plaintiff was given a non-participating royalty interest of 1/8 th for all hydrocarbon and non-hydrocarbon

substances that are produced and sold from the Weld County property.

As the settlement only impacts future economics, the Company

will not recognize any gain or loss from this transaction.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

1 unchanged sentence

Authorized Capital

The holders of the Company’s common shares are entitled to

one vote per share.

Holders of common shares are entitled to receive ratably such dividends, if any, as may be declared by the

Board of Directors out of legally available funds.

Upon the liquidation, dissolution, or winding up of the Company, holders of

common shares are entitled to share ratably in all assets of the Company that are legally available for distribution.

As of December

31, 2019 and December 31, 2018, an unlimited number of common shares were authorized for issuance.

Shares Issued for Accounts Payable

On May 4, 2018, the Company issued 60,832 shares of its common

shares in exchange for approximately $32,251 of its accounts payable outstanding with certain creditors.

The holders of the Company’s common shares are entitled to one

vote per share.

Holders of common shares are entitled to receive ratably such dividends, if any, as may be declared by the Board of Directors

out of legally available funds.

Upon the liquidation, dissolution, or winding up of the Company, holders of common shares are entitled

to share ratably in all assets of the Company that are legally available for distribution.

As of December 31, 2020 and 2019, an unlimited

number of common shares were authorized for issuance.

Private Placement

On May 4, 2018, the Company completed a private placement of

909,622 units at a price of CAD $0.68 (USD $0.53) per unit for gross proceeds of CAD $618,543 (USD $481,560).

The Company paid

USD $8,794 in offering costs and received net proceeds of USD $457,608.

Each unit consisted of one common share and a warrant to

purchase one-half of one common share.

Each warrant is exercisable at a price of CAD $1.15 and expires two years from the date

On July 27, 2018, the Company completed a private placement

of 2,525,526 units at a price of CAD $0.68 (USD $0.52) per unit for gross proceeds of CAD $1,717,358 (USD $1,319,096).

paid USD $46,886 in offering costs and received net proceeds of USD $1,272,210.

Each unit consisted of one common share and a warrant

to purchase one-half of one common share.

Each warrant is exercisable at a price of CAD $1.15 and expires two years from the date

On August 9, 2018, the Company completed a private placement

of 1,907,088 units at a price of CAD $0.68 (USD $0.52) per unit for gross proceeds of CAD $1,296,820 (USD $1,000,000).

paid USD $26,487 in offering costs and received net proceeds of USD $973,513.

Each unit consisted of one common share and a warrant

to purchase one-half of one common share.

Each warrant is exercisable at a price of CAD $1.15 and expires two years from the date

On April 16, 2019, the Company completed a private placement

of 3,914,632 units at a price of CAD $0.98 (USD $0.73) per unit for gross proceeds of CAD $3,836,340 (USD $2,856,356).

consisted of one common share and a warrant to purchase one-half of one common share.

Each warrant is exercisable at a price of

CAD $1.70 and expires three years from the date of issuance.

On June 17, 2019, the Company completed a private placement

of 192,278 units at a price of CAD $0.98 (USD $0.73) per unit for gross proceeds of CAD $188,432 (USD $140,555).

Each unit consisted

of one common share and a warrant to purchase one-half of one common share.

Each warrant is exercisable at a price of CAD $1.70

and expires three years from the date of issuance.

On April 16, 2019, the Company completed

a private placement of 3,914,632 units at a price of CAD $0.98 (USD $0.73) per unit for gross proceeds of CAD $3,836,340 (USD $2,856,356).

Each unit consisted of one common share and a warrant to purchase one-half of one common share.

Each warrant is exercisable at

a price of CAD $1.70 and expires three years from the date of issuance.

On June 17, 2019, the Company completed

a private placement of 192,278 units at a price of CAD $0.98 (USD $0.73) per unit for gross proceeds of CAD $188,432 (USD $140,555).

Each unit consisted of one common share and a warrant to purchase one-half of one common share.

Each warrant is exercisable at

a price of CAD $1.70 and expires three years from the date of issuance.

Incentive Stock Option Plan

4 unchanged sentences

changes to the Plan on September 12, 2015.

The purpose of the Plan is to attract, retain

and motivate directors, management, staff and consultants by providing them with the opportunity, through stock options, to acquire

a proprietary interest in the Company and benefit from its growth.

The purpose of the Plan is to attract,

retain and motivate directors, management, staff and consultants by providing them with the opportunity, through stock options,

to acquire a proprietary interest in the Company and benefit from its growth.

The Plan provides that the aggregate number

3 unchanged sentences

the maximum number of stock options eligible for issue under the Plan was 3,008,375.

On February 8, 2018, the Company granted options under the plan

for the purchase of an aggregate of 100,000 common shares to a director.

The options have an exercise price of CAD $1.00 (US $0.73

as of December 31, 2018) and vest one half on the date of grant and one half on December 31, 2018.

One half of the options expire

on January 31, 2023 and the remaining options expire on December 31, 2023.

On January 6, 2020, the Company granted

options under the Plan for the purchase of an aggregate of 600,000 common shares to five individuals consisting of directors, officers,

and consultants of the Company.

The options have a five year term, an exercise price of CAD $1.03 (US $0.81 as of December 31,

2020) and vest equally in thirds commencing initially on the date of grant and thereafter on January 31, 2020, and September 30,

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

NOTE 7 - SHARE CAPITAL AND OTHER EQUITY

INSTRUMENTS, CONTINUED

On September 24, 2018, the Company granted options under the

plan for the purchase of an aggregate of 983,000 common shares to several officers, directors, and consultants.

The options have

an exercise price of CAD $2.15 (US $1.58 as of December 31, 2018) and vest equally in three installments on the date of grant,

on October 31, 2018, and on March 31, 2019.

One third of the options expire on September 24, 2023, one third expire on October

31, 2023, and the remaining one third expire on March 31, 2024.

NOTE 8 - SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS, CONTINUED

Stock Options

Number of Shares

Weighted Average Exercise Price

Weighted Average Contractual Life

Weighted Average Grant Date Fair Value

Intrinsic Value

Exercise Price

Average Grant

Date Fair Value

Outstanding - January 1, 2020

4 unchanged sentences

December 31, 2020

Number of Shares

Weighted Average Exercise Price (USD)

Weighted Average Contractual Life

Weighted Average Grant Date Fair

Intrinsic Value

Exercise Price

Average Grant

Date Fair Value

Outstanding - January 1, 2019

Expired, forfeited, or cancelled

Outstanding - December 31, 2018

Exercisable - December 31, 2018

Outstanding –

December 31, 2019

Exercisable –

December 31, 2019

The Company’s stock based compensation

1 unchanged sentence

December 31, 2020, the Company had $0 in unamortized stock option expense.

The Company utilized the Black-Scholes option pricing

model to determine the fair value of these stock options, using the assumptions as outlined below.

September 24,

The Company utilized the Black-Scholes

option pricing model to determine the fair value of these stock options, using the assumptions as outlined below.

Exercise Price

6 unchanged sentences

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

NOTE 7 - SHARE CAPITAL AND OTHER EQUITY

INSTRUMENTS, CONTINUED

Number of Shares

Weighted Average Exercise Price

Weighted Average Contractual Life

Intrinsic Value

NOTE 8 - SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS, CONTINUED

Exercise Price

Contractual Life

Outstanding - January 1, 2019

3 unchanged sentences

December 31, 2019

Number of Shares

Weighted Average Exercise Price (USD)

Weighted Average Contractual Life

Intrinsic Value

Outstanding - January 1, 2020

Outstanding - December 31, 2018

Exercisable - December 31, 2018

8 - Mining Expenditures

For the years ended

Contract Labor

Outstanding –

December 31, 2020

Exercisable –

December 31, 2020

Warrant Extension

On April 20, 2020, the Company announced

the extension by nine months of the common share purchase warrants (the “Warrants”) issued to investors in non-brokered

private placements that closed on May 4, June 30, and August 9, 2018 (the “2018 Private Placements”) and the amendment

of the trigger price in the acceleration clause of each Warrant.

A total of 2,671,116 Warrants were amended.

The warrant modification

expense amounted to $639,012.

The Company performed a Black-Scholes valuation

on the warrants both pre-modification and post-modification, using the assumptions below.

Exercise Price

of Warrants Modified

Weighted Average

Risk-Free Interest Rate

life (in years)

Each Warrant initially entitled the holder

to purchase one common share in the capital of the Company at a price of $1.15 CAD at any time prior to May 4, July 30, and August

9, 2020, respectively.

Each of these dates has been extended by nine months from their respective expiration dates such that the

Warrants will now expire on February 4, April 30, and May 9, 2021, respectively.

Additionally, each Warrant originally contained

an acceleration clause that allowed the Company to accelerate the expiration date of the Warrant if the closing price of the Company’s

common shares was equal to or greater than $2.50 CAD for a period of five consecutive trading days.

The Company amended this clause

by lowering the trigger price from $2.50 CAD to $1.83 CAD.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

9 - Related Party Transactions AND

The Company has transacted with related parties pursuant to

service arrangements in the ordinary course of business, as follows:

Prior to the acquisition of Black Range, Mr.

George Glasier,

the Company’s CEO, who is also a director (“Seller”), transferred his interest in a former joint venture with

Ablation Technologies, LLC to Black Range.

In connection with the transfer, Black Range issued 25 million shares of Black Range

common shares to Seller and committed to pay AUD $500,000 (USD $351,099 as of December 31, 2019) to Seller within 60 days of the

first commercial application of the kinetic separation technology.

Western assumed this contingent payment obligation in connection

with the acquisition of Black Range.

At the date of the acquisition of Black Range, this contingent obligation was determined to

Since the deferred contingent consideration obligation is probable and the amount is estimable, the Company recorded

the deferred contingent consideration as an assumed liability in the amount of $351,099 and $352,361 as of December 31, 2019 and

December 31, 2018, respectively.

9 - Mining Expenditures

For the Years Ended

10 - Related Party Transactions AND BALANCES

The Company has transacted with related

parties pursuant to service arrangements in the ordinary course of business, as follows:

Prior to the acquisition of Black Range,

George Glasier, the Company’s CEO, who is also a director (“Seller”), transferred his interest in a former

joint venture with Ablation Technologies, LLC to Black Range.

In connection with the transfer, Black Range issued 25 million shares

of Black Range common stock to Seller and committed to pay AUD $500,000 (USD $392,086 as of December 31, 2020) to Seller within

60 days of the first commercial application of the kinetic separation technology.

Western assumed this contingent payment obligation

in connection with the acquisition of Black Range.

At the date of the acquisition of Black Range, this contingent obligation was

determined to be probable.

Since the deferred contingent consideration obligation is probable and the amount is estimable, the

Company recorded the deferred contingent consideration as an assumed liability in the amount of $392,086 and $351,099 as of December

31, 2020 and 2019, respectively.

The tax effects of temporary differences

10 unchanged sentences

Property and equipment

Deferred tax assets (liabilities), net

$ (2,708,887 )

Deferred tax liabilities, net

The change in the Company’s valuation allowance is as

For the Years Ended December 31,

For the Years Ended

Beginning of year

Increase (decrease) in valuation allowance

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

Income Taxes, CONTINUED

A reconciliation of the provision for income

1 unchanged sentence

for income taxes is as follows:

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

Income Taxes, CONTINUED

For the Years Ended

4 unchanged sentences

Valuation allowance

Change in federal tax rate

True-up of prior year deferred tax assets

Effective income tax rate

The Company has net operating loss carryovers of approximately $21,081,717

$18,688,609 for federal and state income tax purposes and net operating loss carryovers of $10,887,091 for Canadian provincial

tax purposes which begin to expire in 2026.

The ultimate realization of the net operating loss is dependent upon future taxable

income, if any, of the Company.

for federal and state income tax purposes and net operating loss carryovers of $11,458,182 for Canadian provincial tax purposes which

begin to expire in 2026.

The ultimate realization of the net operating loss is dependent upon future taxable income, if any, of the Company.

Based on losses from inception, the Company

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Internal Revenue Code (“IRC”)

Section 382 imposes limitations on the use of net operating loss carryovers when the stock ownership of one or more 5% stockholders

(stockholders owning 5% or more of the Company’s outstanding capital stock) has increased on a cumulative basis over a period

Section 382 imposes limitations on the use of net operating loss carryovers when the share ownership of one or more 5% shareholders

(shareholders owning 5% or more of the Company’s outstanding capital stock) has increased on a cumulative basis over a period

of three years by more than 50 percentage points.

2 unchanged sentences

is a risk of an ownership change beyond the control of the Company that could trigger a limitation of the use of the loss carryover.

The Company has analyzed the issuances of shares of common shares during the years ended December 31, 2019 and 2018 and does not

believe such change of control occurred.

If such ownership change under IRC section 382 had occurred, such change would substantially

limit the Company’s ability in the future to utilize its net operating loss carryforwards.

The Company has analyzed the issuances of common shares during the years ended December 31, 2020 and 2019 and does not believe

such change of control occurred.

If such ownership change under IRC section 382 had occurred, such change would substantially limit

the Company’s ability in the future to utilize its net operating loss carryforwards.

Option and exploration agreement

Hansen and Picnic Tree Loss of Property

On September 16, 2015, in connection with the Company’s

acquisition of Black Range, the Company assumed an option and exploration agreement (the “Option and Exploration Agreement”)

with STB Minerals, LLC, a Colorado limited liability company (“STB”).

The Option and Exploration Agreement gives the

Company the right to purchase 51% of the mineral rights of specific areas of the Hansen and Picnic Tree deposits (for which the

Company already holds 49% of the rights).

If the Company were to exercise its option under the Option and Exploration Agreement,

it would require the Company to (a) make a cash payment of $2,500,000 immediately upon exercise;

(b) issue shares of common shares

to STB amounting to a value of $3,750,000 immediately upon exercise;

and (c) issue shares of common shares to STB amounting to

a value of $3,750,000 on the date that is 180 days following exercise.

The Option and Exploration Agreement was scheduled to expire

by its terms (as extended) on July 28, 2019 if not exercised.

On September 16, 2015, in connection with

the Company’s acquisition of Black Range, the Company assumed an option and exploration agreement (the “Option and

Exploration Agreement”) with STB Minerals, LLC, a Colorado limited liability company (“STB”).

The Option and

Exploration Agreement gives the Company the right to purchase 51% of the mineral rights of specific areas of the Hansen and Picnic

Tree deposits (for which the Company already holds 49% of the rights).

If the Company were to exercise its option under the Option

and Exploration Agreement, it would require the Company to (a) make a cash payment of $2,500,000 immediately upon exercise;

issue common shares to STB amounting to a value of $3,750,000 immediately upon exercise;

and (c) issue common shares to STB amounting

to a value of $3,750,000 on the date that is 180 days following exercise.

The Option and Exploration Agreement was scheduled to

expire by its terms (as extended) on July 28, 2019 if not exercised.

Prior to July 28, 2019, the Company decided

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deposits, and thus the option has expired unexercised.

Commitments and contiNgencies

Legal Proceedings

On June 13, 2019, Black Range was sued over

the original Weld County Colorado deed language.

The lawsuit was filed in the Weld County District Court.

This deed was negotiated

prior to the Company acquiring Black Range in September 2015 by prior management and a bank representing the estate of the property

The plaintiff, the estate’s beneficiaries, assert that it was the intent that they would receive a production override

royalty for oil and gas production from the property, however this language was not included in the deed.

Western’s attorney

has filed a response with the court contesting this allegation.

This only involves royalties on oil and gas production on this

undeveloped property, thus there is no current economic impact.

Court procedure mandates that the parties participate in a mediation

process before bringing the matter before the court.

During the scheduling of the mediation process, the parties agreed to a settlement.

The plaintiff was given a non-participating royalty interest of 1/8 th of 8/8 th ’s for all hydrocarbon

and non-hydrocarbon substances that are produced and sold from the Weld County property.

As the settlement only impacts future

economics, the Company will not recognize any gain or loss from this transaction.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

1 unchanged sentence

FINANCIAL INSTRUMENTS

The Company’s financial

instruments consist of cash, restricted cash, and accounts payable and accrued liabilities.

The fair values of these

financial instruments approximate their carrying values due to the short-term maturity of these instruments.

Company’s financial instruments also incorporated marketable securities that are adjusted to fair value at each balance

sheet date based on quoted prices which are considered level 1 inputs.

The reclamation deposits, which are reflected in

restricted cash on the consolidated balance sheets, are deposits mainly invested in certificates of deposit at major

financial institutions and their fair values were estimated to approximate their carrying values.

There were no transfers of

financial instruments between Levels 1, 2, and 3 during the years ended December 31, 2019 and 2018.

The Company’s financial instruments

consist of cash, restricted cash, and accounts payable and accrued liabilities.

The fair values of these financial instruments

approximate their carrying values due to the short-term maturity of these instruments.

The Company’s financial instruments

also incorporated marketable securities that are adjusted to fair value at each balance sheet date based on quoted prices which

are considered level 1 inputs.

The reclamation deposits, which are reflected in restricted cash on the consolidated balance sheets,

are deposits mainly invested in certificates of deposit at major financial institutions and their fair values were estimated to

approximate their carrying values.

There were no transfers of financial instruments between Levels 1, 2, and 3 during the years

ended December 31, 2020 and 2019.

Foreign Currency Risk

Foreign currency risk is the risk that changes in the rates of exchange

on foreign currencies will impact the financial position or cash flows of the Company.

The Company’s reporting currency is

the United States Dollar.

Foreign currency risk is the risk that

changes in the rates of exchange on foreign currencies will impact the financial position or cash flows of the Company.

The Company’s

reporting currency is the United States Dollar.

The functional currency for Western Uranium & Vanadium Corp.

standalone entity is the Canadian dollar.

The Company is exposed to foreign currency risks in relation to certain any activity that is to be settled in Canadian funds.

monitors its foreign currency exposure regularly to minimize the risk of an adverse impact on its cash flows.

standalone entity

is the Canadian dollar.

The Company is exposed to foreign currency risks in relation to certain activity that is to be settled

in Canadian funds.

Management monitors its foreign currency exposure regularly to minimize the risk of an adverse impact on

its cash flows.

Concentration of Credit Risk

Concentration of credit risk is the risk

of loss in the event that certain counterparties are unable to fulfill its obligations to the Company.

The Company limits its exposure

to credit loss on its cash and restricted cash by placing its cash with high credit quality financial institutions.

does not have any cash in excess of federally insured limits.

of loss in the event that certain counterparties are unable to fulfil their obligations to the Company.

The Company limits its

exposure to credit loss on its cash and restricted cash by placing its cash with high credit quality financial institutions.

Liquidity Risk

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the form of debt or equity, or achieving profitable operations in order to satisfy its liabilities as they come due.

As of December

31, 2020, the Company had a working capital of $162,375 and cash on hand of $565,250.

Market risk is the risk that fluctuations

1 unchanged sentence

The Company is exposed to market risk on the

price of uranium & vanadium, which will determine its ability to build and achieve profitable operations, the amount of exploration

price of uranium and vanadium, which will determine its ability to build and achieve profitable operations, the amount of exploration

and development work that the Company will be able to perform, and the number of financing opportunities that will be available.

1 unchanged sentence

to specific market price risks.

Subsequent Events

In December 2019, a novel strain of coronavirus, COVID-19,

was reported to have surfaced in Wuhan, China.

Since then, the COVID-19 coronavirus has spread to multiple countries, including

the United States and Canada.

As the COVID-19 coronavirus continues to spread in the United States and Canada, we may experience

disruptions that could severely impact our business.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

In December 2019, a novel strain of coronavirus, COVID-19, was reported

to have surfaced in Wuhan, China.

Since then, the COVID-19 coronavirus has spread to multiple countries, including the United States.

As the COVID-19 coronavirus continues to spread in the United States, the Company may experience disruptions that could severely impact

The global outbreak of the COVID-19 coronavirus continues to rapidly evolve.

The extent to which the COVID-19 coronavirus may impact our business will depend on future developments, which are highly uncertain

and cannot be predicted with confidence, such as the ultimate geographic spread of the disease, the duration of the outbreak, travel

restrictions and social distancing in the United States, Canada and other countries, business closures or business disruptions

and the effectiveness of actions taken in the United States, Canada and other countries to contain and treat the disease.

On January 6, 2020, the Company granted options under the Plan for

the purchase of an aggregate of 600,000 common shares to five individuals consisting of directors, officers, and consultants of

The options have a five year term, an exercise price of CAD $1.03 (US $0.79 as of December 31, 2019) and vest equally

in thirds commencing initially on the date of grant and thereafter on January 31, 2020, and June 30, 2020.

On February 4, 2020, the Colorado DRMS sent a Notice of Hearing

to Declare Termination of Mining Operations to Western for the Sunday Mine Complex.

At issue is the application of an unchallenged

Colorado Court of Appeals Opinion for a separate mine, with very different facts that is retroactively modifying DRMS rules and

The Company maintains that it was timely in meeting existing rules and regulations.

The formal hearing was scheduled

to be held during the April 22-23, 2020 MLRB Board meeting, which has now been moved to the May 13-14, 2020 MLRB Board meeting

due to the impacts of the COVID-19 virus.

The extent to which the COVID-19 coronavirus

may impact the Company’s business will depend on future developments, which are highly uncertain and cannot be predicted with confidence,

such as the ultimate geographic spread of the disease, the duration of the outbreak, travel restrictions and social distancing in the

United States and other countries, business closures or business disruptions and the effectiveness of actions taken in the United States

to contain and treat the disease.

To date, COVID-19 has primarily caused Western delays in reporting, regulatory, and operations.

notably, the Company initiated a request for temporary cessation status for the Sunday Mine Complex as the mines had not been restarted

within the 180-day window due to the direct and indirect impacts of the COVID-19 pandemic.

The Van 4 Mine reclamation process was also

delayed because of the COVID-19 pandemic.

The Company is monitoring COVID-19’s potential impact on the Company’s operations.

Subsequent events

On February 16, 2021, the Company closed on a non-brokered private

placement (the “Private Placement”) of 3,250,000 units (the “Units”) at a price of CAD $0.80 per Unit.

The aggregate

gross proceeds raised in this Private Placement amount to CAD $2,600,000.

Each Unit consists of one common share of Western (a “Share”)

plus one common share purchase warrant of Western (a “Warrant”).

Each warrant entitled the holder to purchase one Share at

a price of CAD $1.20 per Share for a period of three years following the closing date of the Private Placement.

A total of 3,250,000 Shares

and 3,250,000 Warrants were issued in the Private Placement.

On March 1, 2021, the Company closed on a non-brokered private placement

(the “Private Placement”) of 3,125,000 units (the “Units”) at a price of CAD $0.80 per Unit.

The aggregate gross

proceeds raised in this Private Placement amount to CAD $2,500,000.

Each Unit consists of one common share of Western (a “Share”)

plus one common share purchase warrant of Western (a “Warrant”).

Each warrant entitled the holder to purchase one Share at

a price of CAD $1.20 per Share for a period of three years following the closing date of the Private Placement.

A total of 3,125,000 Shares

and 3,125,000 Warrants were issued in the Private Placement.

On March 8, 2021, the Company entered into an agreement with a third party

to complete the 2021 (Year 4) uranium concentrate delivery, with reference to Note 7.

The Company agreed to pay $78,000 in April 2021

to the assignee for the assignee making the delivery in May 2021.

The Company did not recognize any gain or loss on this transaction.

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-K

Item 9A. Controls and Procedures