What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2022-11-17 compared with 2022-08-22 · 501 added, 488 removed, 159 unchanged (86% of the section changed)

32 unchanged sentences

Securities Exchange (“CSE”).

As part of that process, the Company acquired 100% of the members’ interests of Pinon Ridge

Mining LLC (“PRM”), a Delaware limited liability company.

As part of that process, the Company acquired 100% of the members’ interests of Pinon

Ridge Mining LLC (“PRM”), a Delaware limited liability company.

The transaction constituted a reverse takeover (“RTO”)

3 unchanged sentences

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

August 18, 2014, the Company closed on the purchase of certain mining properties in Colorado and Utah from Energy Fuels Holding Corp.

Assets purchased included both owned and leased lands in Utah and Colorado, and all represent properties that have been previously mined

for uranium to varying degrees in the past.

The acquisition included the purchase of the Sunday Mine Complex.

The Sunday Mine Complex

is located in western San Miguel County, Colorado.

The complex consists of the following five individual mines:

the Sunday mine, the

Carnation mine, the Saint Jude mine, the West Sunday mine and the Topaz Mine.

The operation of each of these mines requires a separate

permit, and all such permits have been obtained by Western and are currently valid.

In addition, each of the mines has good access to

a paved highway, electric power to existing declines, office/storage/shop and change buildings, and an extensive underground haulage

development with several vent shafts complete with exhaust fans.

The Sunday Mine Complex is the Company’s core resource property

and in July 2021was assigned “Active” status when mining operations were restarted.

On August 18, 2014, the Company closed on the purchase of certain mining

properties in Colorado and Utah from Energy Fuels Holding Corp.

Assets purchased included both owned and leased lands in Utah and Colorado,

and all represent properties that have been previously mined for uranium to varying degrees in the past.

The acquisition included the

purchase of the Sunday Mine Complex.

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

The complex consists of

the following five individual mines:

the Sunday mine, the Carnation mine, the Saint Jude mine, the West Sunday mine and the Topaz Mine.

The operation of each of these mines requires a separate permit, and all such permits have been obtained by Western.

In addition, each

of the mines has good access to a paved highway, electric power to existing declines, office/storage/shop and change buildings, and an

extensive underground haulage development with several vent shafts complete with exhaust fans.

The Sunday Mine Complex is the Company’s

core resource property and in July 2021 status was changed to “Active” when mining operations were restarted.

September 16, 2015, Western completed its acquisition of Black Range, an Australian company that was listed on the Australian Securities

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the United States of America (“United States”).

Sunday Mine Complex Project 2021/2022/2023

The SMC project entailed the development of multiple

SMC ore bodies and involves a shift in the base of operations from the St.

Jude Mine (2019) to the Sunday Mine (2021).

Underground development

began in August 2021 following mine ventilation, power upgrades, and increasing explosive capabilities.

The first target was the extension

of the drift (tunnel) 150 feet to reach the first surface exploration drill hole to access the GMG Ore Body (GMG).

Early results were

positive as drilling toward the GMG resulted in the location of ore-grade material within thirty feet of the existing mine workings.

only limited exploration drilling has been done in this area due to the mountainous terrain on the surface above.

As drifting proceeded,

very high-grade ore continued to be intersected through the drift path and on both sides of the drift.

As a result, the team shifted from

development to mining.

From December 2021 to March 2022, over 3,000 tons of high-grade uranium/vanadium ore was mined from the drift based

upon on site scintillometer readings.

At the end of March 2022, the mining contractor engaged by Western decided to retire from contract

mining operations.

As a result, Western scaled back operations to focus on building an in-house mining capability.

Subsequently, the Company has completed the build-out

of its in-house mining capability.

Over $1,000,000 was spent on the acquisition,

upgrading, and maintenance of a fleet of used/new mining equipment and vehicles.

Additional employees have been hired for the first mining

team and facilities have been upgraded.

This first in-house mining team has been fully outfitted and readied for deployment.

project will focus on additional development of the GMG Ore body.

This will involve ore production and stockpiling of high-grade ore and

underground drilling /exploration to define additional production zones.

The next project will be similar in scope and focus on the St.

Jude Mine target areas defined during the 2019/2020 work project.

Mining operations are targeted to restart in January 2023.

2022 Private Placement

On January 20, 2022, the Company closed on a non-brokered

private placement of 2,495,575 units at a price of CAD $1.60 per unit.

The aggregate gross proceeds raised in the private placement amounted

to CAD $3,992,920.

Each unit consisted of one common share of Western plus one common share purchase warrant of Western.

entitled the holder to purchase one common share at a price of CAD $2.50 per share for a period of three years following the closing date

of the private placement.

A total of 2,495,575 common shares and 2,495,575 warrants were issued to investors and 98,985 warrants were

issued to broker dealers in connection with the private placement.

January 20, 2022, the Company closed on a non-brokered private placement of 2,495,575 units at a price of CAD $1.60 per unit.

The aggregate

gross proceeds raised in the private placement amounted to CAD $3,992,920.

Each unit consisted of one common share of Western plus one

common share purchase warrant of Western.

Each warrant entitled the holder to purchase one common share at a price of CAD $2.50 per share

for a period of three years following the closing date of the private placement.

A total of 2,495,575 common shares and 2,495,575 warrants

were issued to investors, and 98,985 warrants were issued to broker dealers in connection with the private placement.

Strategic Acquisition of Physical Uranium

In May 2021, the Company executed a binding agreement

to purchase 125,000 pounds of natural uranium concentrate at approximately $32 per pound.

In December 2021, the Company paid $4,044,083

in connection with its full prepayment of the purchase price for 125,000 pounds of natural uranium concentrate.

This uranium concentrate

was subsequently delivered and sold under the terms of the uranium supply agreement in the second quarter of 2022.

Uranium Supply Agreement Delivery

In the second quarter of 2022, in satisfaction

of the Year 5 delivery under our supply contract, we delivered and sold 125,000 lbs of uranium concentrate from our prepaid uranium concentrate

Accordingly, during the nine months ended September 30, 2022, we recorded revenue of $7,223,609 (at a price of approximately

$57 per pound) and cost of revenue of $4,044,083 related to this uranium delivery.

Property (Weld County)

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Black Range Minerals Limited acquisition, and Black Range purchased the property in 2008 for its Keota Uranium Project.

In 2017, the Company signed a three year oil and

gas lease which in 2020 was extended for an additional three year term or until the end of continuous operations.

The consideration was

in the form of upfront bonus payments and a backend 3/16 th production royalty payment.

Additional right-of-way easement agreements

were signed which allowed for the development of a pipeline.

The lease agreement allows the Company to retain property rights to vanadium,

uranium, and other mineral resources.

2017, the Company signed a three year oil and gas lease which in 2020 was extended for an additional three year term or until the end

of continuous operations.

The consideration was in the form of upfront bonus payments and a backend 3/16 th production royalty

Additional right-of-way easement agreements were signed which allowed for the development of a pipeline.

The lease agreement

allows the Company to retain property rights to vanadium, uranium, and other mineral resources.

2019 lawsuit was filed in the Weld County District Court over the original Bullen Property deed language which was negotiated before

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the permit to create a new pooled unit.

Subsequently d uring 2021, the operator advanced through the oil well production stages:

drilling was completed in the first quarter, wellfield completion/fracking was completed during the second quarter, drill out was completed

in July, and flowback was completed in August.

Subsequently, during 2021, the operator advanced through the oil well production stages:

was completed in the first quarter, wellfield completion/fracking was completed during the second quarter, drill out was completed in

July, and flowback was completed in August.

By August 2021, each of the eight (8) wells had commenced oil and gas production.

The first royalty payment was made in January 2022 and monthly royalty payments have been received subsequently.

the three months ended June 30, 2022 and 2021, we recognized aggregate revenue of $123,037 and $16,155, respectively, and for the six

months ended June 30, 2022 and 2021, we recognized aggregate revenue or $279,263 and $32,310, respectively, under these oil and gas lease

arrangements.

On January 31, 2022, the operator of the Weld County Colorado oil and gas pooled trust issued the first cumulative royalty

payment in the amount of $207,552 for August 2021 through December 2021 sales, which was recognized as income in the fourth quarter of

Due to the success of the first 8 wells, the operator

decided to develop a second set of 8 wells within Western’s royalty area during 2022.

During May 2022, the operator completed drilling

the new wells, fracking occurred during May and June, and drill out was completed in July.

Given the pace advancing through the oil well

production stages, the Company is anticipating first oil and gas production from the new well pad in the September timeframe.

Separation Licensing

2016, the Company submitted documentation to the Colorado Department of Public Health and Environment (“CDPHE”) for a determination

ruling regarding the type of license which may be required for the application of Kinetic Separation at the Sunday Mine Complex within

the state of Colorado.

During May and June of 2016, CDPHE held four public meetings in several cities in Colorado as part of the process.

On July 22, 2016, CDPHE closed the comment period.

In connection with this matter, the CDPHE consulted with the NRC.

In response, the

CDPHE received an advisory opinion, dated October 16, 2016, which did not contain support for the NRC’s opinion and with which

the Company’s regulatory counsel does not agree.

NRC’s advisory opinion recommended that Kinetic Separation should be regulated

as a milling operation but did recognize that there may be exemptions to certain milling regulatory requirements because of the benign

nature of the non-uranium bearing sands produced after Kinetic Separation is completed on uranium-bearing ores.

On December 1, 2016,

the CDPHE issued a determination that the proposed Kinetic Separation operations at the Sunday Mine Complex must be regulated by the

CDPHE through a milling license.

Beginning in 2017, the Company’s regulatory counsel prepared significant documentation in preparation

for a prospective submission.

On September 13, 2019, the Company’s regulatory counsel submitted a white paper to the NRC entitled

“Recommendations on the Proper Legal and Policy Interpretation for Using Kinetic Separation Processes at Uranium Mine Sites.”

On July 24, 2020, the NRC staff responded with a letter in support of the original conclusion.

Western’s regulatory counsel has

proposed alternatives.

However, management has decided not to proceed at this time, given its present opportunity set.

royalty payment was made in January 2022 and monthly royalty payments have been received subsequently.

Due to the success of the first 8 wells which

were developed in 2021, the operator decided to develop a second set of 8 wells within Western’s royalty area during 2022.

well installation was on a timeline which ran slightly behind the 2021 wells.

However, by August 2022, each of the eight (8) new wells

had come online;

September 2022 was the new well pad’s first full month of production.

The first royalty payment will be made in

the first quarter of 2023.

the three months ended September 30, 2022 and 2021, we recognized aggregate revenue of $108,547 and $16,155, respectively, and for the

nine months ended September 30, 2022 and 2021, we recognized aggregate revenue of $387,810 and $48,465, respectively, under these oil

and gas lease arrangements.

On January 31, 2022, the operator of the Weld County Colorado oil and gas pooled trust issued the first cumulative

royalty payment in the amount of $207,552 for August 2021 through December 2021 sales, which was recognized as income in the fourth quarter

Mine Complex Permitting Status

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 was 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.

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 was 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 was delayed several times.

The permit 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-19 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 Mine Complex 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 been

restarted within a 180-day window due to the direct and indirect impacts of the COVID-19 pandemic.

Accordingly, 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.

The hearing was scheduled to be

held during several monthly MLRB Board meetings, but this matter was delayed several times.

The permit 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

Due to COVID-19 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 Mine Complex 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 been restarted within a 180-day window due to the direct

and indirect impacts of the COVID-19 pandemic.

Accordingly, 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 12, 2020, a coalition of environmental

groups filed a lawsuit against the MLRB seeking a partial appeal of the July 22, 2020 decision by requesting termination of the Topaz

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.

On October 9, 2020, the MLRB issued a board order which

finalized the findings of the July 22, 2020 permit hearing.

On November 12, 2020, a coalition of environmental groups filed a

lawsuit 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.

On May 5, 2021, the Plaintiff in the Topaz Appeal filed an opening brief with

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The judicial review process was delayed as extensions were put in place until August 20, 2021.

A settlement was not reached

and the MLRB and the Company submitted answer briefs on August 20, 2021.

A settlement was not

reached and the MLRB and the Company submitted answer briefs on August 20, 2021.

The Plaintiff submitted a reply brief on September

On March 1, 2022, the Denver District Court reversed the MLRB’s orders regarding the Topaz Mine and remanded the case back to MLRB

for further proceedings consistent with its order.

The Company and the MLRB had until April 19, 2022 to appeal the Denver District Court’s

On March 1, 2022, the Denver District Court reversed the MLRB’s orders regarding the Topaz Mine and remanded the

case back to MLRB for further proceedings consistent with its order.

The Company and the MLRB had until April 19, 2022 to appeal the

Denver District Court’s ruling.

Neither the Company nor the MLRB appealed the Denver District Court ruling.

Western anticipates receiving an MLRB board order

of reclamation for the Topaz Mine.

The Company is continuing to work toward the completion of an updated Topaz Mine Plan of Operations

which is a separate federal requirement of the BLM for the conduct of mining activities on federal land that has precluded the Company

from commencing active mining operations at the Topaz Mine.

Mine Complex 2021/2022 Project

SMC project entailed the development of multiple SMC ore bodies and involves a shift in the base of operations from the St.

Mine (2019) to the Sunday Mine (2021).

Underground development began in August 2021 following mine ventilation, power upgrades, and

increasing explosive capabilities.

The first target was the extension of the drift (tunnel) 150 feet to reach the first surface

exploration drill hole to access the GMG Ore Body (GMG).

Early results were positive as drilling toward the GMG resulted in the

location of ore-grade material within thirty feet of the existing mine workings.

Notably, only limited exploration drilling has been

done in this area due to the mountainous terrain on the surface above.

As drifting proceeded, very high-grade ore continued to be

intersected through the drift path and on both sides of the drift.

As a result, the team shifted from development to mining.

December 2021 to March 2022, over 3,000 tons of high-grade uranium/vanadium ore was mined from the drift.

The mining contractor

calculated grades based upon on site scintillometer readings.

the end of March 2022, the mining contractor engaged by Western decided to retire from contract mining operations.

As a result of

this decision, Western will take over the mining operations and has acquired a full complement of mining equipment.

The equipment

has been prepared for operations and upgrades to mine ventilation, support buildings and infrastructure are ongoing.

development and ore production is targeted for resumption in the fall and Western’s

in-house mining team will be expanded to facilitate mine development and full ore production.

anticipates receiving an MLRB board order of reclamation for the Topaz Mine.

The Company is continuing to work toward the completion

of an updated Topaz Mine Plan of Operations which is a separate federal requirement of the BLM for the conduct of mining activities

on the federal land at the Topaz Mine.

Kinetic Separation Licensing

During 2016, the Company submitted documentation

to the Colorado Department of Public Health and Environment (“CDPHE”) for a determination ruling regarding the type of license

which may be required for the application of Kinetic Separation at the Sunday Mine Complex within the state of Colorado.

During May and

June of 2016, CDPHE held four public meetings in several cities in Colorado as part of the process.

On July 22, 2016, CDPHE closed the

comment period.

In connection with this matter, the CDPHE consulted with the NRC.

In response, the CDPHE received an advisory opinion,

dated October 16, 2016, which did not contain support for the NRC’s opinion and with which the Company’s regulatory counsel

does not agree.

NRC’s advisory opinion recommended that Kinetic Separation should be regulated as a milling operation but did recognize

that there may be exemptions to certain milling regulatory requirements because of the benign nature of the non-uranium bearing sands

produced after Kinetic Separation is completed on uranium-bearing ores.

On December 1, 2016, the CDPHE issued a determination that the

proposed Kinetic Separation operations at the Sunday Mine Complex must be regulated by the CDPHE through a milling license.

in 2017, the Company’s regulatory counsel prepared significant documentation in preparation for a prospective submission.

13, 2019, the Company’s regulatory counsel submitted a white paper to the NRC entitled “Recommendations on the Proper Legal

and Policy Interpretation for Using Kinetic Separation Processes at Uranium Mine Sites.” On July 24, 2020, the NRC staff responded

with a letter in support of the original conclusion.

Western’s regulatory counsel has proposed alternatives.

However, management

has decided not to proceed at this time, given its present opportunity set.

Section 232 Investigation/Nuclear Fuel Working Group Process

investigation under Section 232 of the Trade Expansion Act of 1962 was undertaken by the DoC in 2018 to assess the impact to national

security of the importation of the vast majority of uranium utilized by the approximately 100 operative civilian nuclear reactors within

the United States.

In response to the Section 232 report, the White House disseminated a Presidential Memoranda in July 2019.

time, President Trump formed the Nuclear Fuel Working Group (“NFWG”) to find solutions for reviving and expanding domestic

nuclear fuel production and reinvigorating recommendations.

April 2020, the DoE released the NFWG report entitled “Restoring America’s Competitive Nuclear Energy Advantage – A

strategy to assure U.S.

national security.” The report outlines a strategy for the reestablishment of critical capabilities and

direct support to the front end of the U.S.

An investigation under Section 232 of the Trade

Expansion Act of 1962 was undertaken by the Department of Commerce in 2018 to assess the impact to national security of the importation

of uranium utilized by civilian nuclear reactors within the United States.

In response to the Section 232 report, the Trump White House

formed the Nuclear Fuel Working Group (“NFWG”) to find solutions for reviving and expanding domestic nuclear fuel production

and reinvigorating recommendations.

In April 2020, the U.S.

Department of Energy (DoE) released the NFWG report entitled “Restoring

America’s Competitive Nuclear Energy Advantage – A strategy to assure U.S.

national security.” The report outlines

a strategy for the reestablishment of critical capabilities and direct support to the front end of the U.S.

domestic nuclear fuel cycle.

The NFWG findings and recommendations presented are a positive

outcome for U.S.

uranium miners;

however, the ultimate outcome and timing remains uncertain as the continuing process requires approvals

and budget appropriation from Congress and implementation by U.S.

government agencies.

remains an ongoing process where a number of bills were introduced in both the U.S.

Senate and House to implement the key provisions

of the NFWG report’s recommendations.

In November 2020, after the U.S.

election, the Senate Committee on Appropriations released

its funding measures and allocations recommending the creation and funding of the American Uranium Reserve.

In October 2020, the DoC

extended the Russian Suspension Agreement for an additional 20 years until 2040.

Existing categories of quotas on imports of Russian

uranium into the U.S.

were reduced by a graduated scale, and additional provisions were modified to eliminate loopholes.

of this agreement was among the NFWG’s recommendations.

In further implementation of the report’s recommendations, the DoE

made multiple investment awards to companies advancing new nuclear technologies.

TerraPower and X-energy received awards to build demonstration

models of their advanced reactor designs, and NuScale received support to deploy the first U.S.

small modular reactor (“SMR”)

plan comprised of 12 modules at the Idaho National Laboratory.

The International Development Finance Corp.

signed a letter of intent

to finance NuScale’s development of 42 SMR modules in South Africa.

In an acknowledgement of the future growth potential of new

nuclear technologies, the U.S.

government has increased its industry support to a level not seen in decades.

This is being done to level

the playing field versus state-sponsored foreign entities.

December 2020, U.S.

Congress passed the “COVID-Relief and Omnibus Spending Bill,” which included $75 million for the establishment

of a strategic U.S.

Uranium Reserve.

The Biden-Harris Administration has rolled the 2021 funding into its 2022 fiscal year budget to

continue this initiative.

In July 2021, the uranium Section 232 report was publicly released.

The report concluded that uranium imports

were “weakening our internal economy” and “threaten to impair the national security” and recommended immediate

actions to “enable U.S.

The report concluded that uranium imports were “weakening our

internal economy” and “threaten to impair the national security” and recommended immediate actions to “enable

producers to recapture and sustain a market share of U.S.

uranium consumption”.

The DoE continues

to work on establishing the parameters of the program and in August 2021, the DoE put out a Request for Information (RFI) to obtain additional

comments related to the establishment of the DoE’s Uranium Reserve program.

On October 13, 2021, Western submitted a response to

the Request for Information:

Establishment of the Uranium Reserve Program to the DoE’s National Nuclear Security Administration.

Russian invasion of Ukraine has fast tracked the Uranium Reserve Program.

On May 5, 2022, the U.S.

Secretary of Energy Jennifer Granholm’s

testified before the Senate Committee on Energy and Natural Resources that the DoE “would make direct purchases of domestically

mined and converted uranium this calendar year to establish a strategic uranium reserve”.

Secretary Granholm’s comments make

clear that the U.S.

is thinking larger.

Granholm stated that “We should not be sending any money to Russia for any American energy

or for any other reason,” and “if we move away from Russia right away, we want to make sure we have the ability to continue

to keep the fleet afloat.” To accomplish this she further disclosed that the DoE is “developing a full-on uranium strategy

that’s going through the interagency process.”

Subsequently in June, the DoE issued a Request

for Proposals (“RFP”) to purchase up to 1 million pounds of uranium at an initial funding level of $75 million into the newly

established U.S.

A number of the initiatives have been subsequently

Most recently, in December 2020, U.S.

Congress passed the “COVID-Relief and Omnibus Spending Bill,” which included

$75 million for the establishment of a strategic U.S.

Uranium Reserve.

The RFP sought uranium that was already held in inventory at Honeywell’s Metropolis Works Plant,

conversion facility.

Western did not hold qualifying inventory, and as such did not submit a bid proposal.

producers have submitted bids, and the DoE process defined a 60 day evaluation period, until the end of September for the successful bidders

to be determined.

Upon this award, the fully approved funding will be depleted, and Western looks forward to next steps to expand the

Uranium Reserve program.

As originally proposed, the program contemplated $150M in annual purchases for a 10 year period which would

aggregate to $1.5 billion over its lifetime.

February, Russia invaded Ukraine commencing a war between the two countries.

Russia is a major global energy supplier and both countries

are top ten uranium producers, and Russia is a global leader in nuclear fuel services.

Thus, these actions caused a surge in energy prices.

On the day prior to the invasion, the spot price of uranium was less than $44/lbs and it increased to a decade high peak of over $63/lbs,

before subsequently declining below $50/lbs spot price levels.

Russia’s invasion of Ukraine has called into question their role

and future participation in the nuclear fuel cycle.

Russia has been the target of unprecedented economic sanctions which have created

bottlenecks of Russian exports, including nuclear fuel.

In spite of a large global dependence, nuclear fuel purchasers are continuing

to diversify away from Russian nuclear fuel.

As a result, of these new realities, the U.S.

Congress is considering both sanctions and

multiple pieces of legislation focusing on prohibiting the importation of Russian uranium and nuclear fuel which is likely to benefit

domestic mining industry.

Further, there remains the possibility that Russia might reverse-sanction the United States and not

make nuclear fuel deliveries.

Recently, we have witnessed Russia rationing

oil and gas into specific European countries.

The speculation is that this is to keep those countries from building inventory, such that

additional Russian restrictions would have a greater impact during the winter months.

Thus the weaponizing of energy is a tactic that

is already being deployed in the Russia/Ukraine war and is increasingly receiving consideration from countries that have Russian energy

dependencies, like the United States dependency upon Russian nuclear fuel which has built-up over time.

Section 232 Investigation

the United States, a petition for an investigation under Section 232 of the Trade Expansion Act of 1962 was requested by two domestic

companies in November 2019.

In June 2022, the DoE released program guidelines to initiate

purchases of $75 million of domestic uranium inventory which is already in storage at the Honeywell Metropolis Works uranium conversion

facility in Illinois USA.

RFP submissions were due by August 1, 2022, and awards were expected to be announced within 60 days, but have

been delayed several times and not yet been made public.

Western did not hold any qualifying inventory, so the Company didn’t submit

Most notably the results of the Section 232 and NFWG processes provided

an advance warning as to the national security risks of nuclear fuel cycle dependency upon Russia and its former Soviet republics.

Russia’s invasion of Ukraine, the actual risk level is now understood to be of a greater magnitude than reported.

Further, the cumulative

market distortions of competing against state-sponsored entities for decades has caused countries across the world to seek government

remedies to level the playing field.

Any actions taken to remove pricing distortions from uranium markets are a positive outcome for U.S.

uranium miners.

Vanadium Section 232 Investigation

In the United States,

a petition for an investigation under Section 232 of the Trade Expansion Act of 1962 was requested by two domestic companies in November

In June of 2020, the U.S.

Secretary of Commerce, Wilbur Ross, initiated an investigation into whether the

present quantities or circumstances of vanadium imports into the United States threaten to impair the national security.

232 National Security Investigation of Imports of Vanadium was concluded, and a report was submitted to President Biden in February 2021.

In July 2021, the report was made public.

It concluded that vanadium imports “do not threaten to impair the national security as

defined in Section 232,” but identified and recommended “several actions that would help to ensure reliable domestic sources

of vanadium and lessen the potential for imports to threaten national security.” No action has been taken on these recommendations.

Administration Initiatives

positive momentum has continued for the nuclear and uranium mining sector due to the Biden-Harris Administration’s emphasis on

climate change.

The “Plan to Build a Modern Sustainable Infrastructure and an Equitable Clean Energy Future” emphasizes climate

change solutions.

Upon taking office, the Biden team immediately rejoined the Paris Agreement and continued its pursuit of campaign promises

of investments in clean energy, creating jobs, producing clean electric power, and achieving carbon-pollution free energy in electricity

generation by 2035.

Since taking office, President Biden has given all agencies climate change initiatives and has started a climate

change working group.

Secretary of Commerce, Wilbur Ross, initiated an investigation into whether the present quantities or

circumstances of vanadium imports into the United States threaten to impair the national security.

The Section 232 National Security Investigation

of Imports of Vanadium was concluded, and a report was submitted to President Biden in February 2021.

In July 2021, the report was made

It concluded that vanadium imports “do not threaten to impair the national security as defined in Section 232,” but

identified and recommended “several actions that would help to ensure reliable domestic sources of vanadium and lessen the potential

for imports to threaten national security.” No action has been taken on these recommendations.

Biden-Harris Administration

The positive momentum has continued for the nuclear and uranium mining

sector due to the Biden-Harris Administration’s emphasis on climate change.

Upon taking office, the Biden team immediately rejoined

the Paris Agreement and continued its pursuit of campaign promises of investments in clean energy, creating jobs, producing clean electric

power, and achieving carbon-free energy in electricity generation by 2035.

Since taking office, President Biden has given all agencies

climate change initiatives.

The existing U.S.

nuclear reactor fleet currently produces in excess of 50% of U.S.

clean energy, and new, advanced

nuclear technologies promise to generate additional clean energy.

A White House national climate advisor told the media in a press briefing

that the Biden-Harris Administration intends to seek a national clean energy standard that includes nuclear energy.

The Company believes

that nuclear energy will be increasingly able to compete on a level playing field with renewable energy technologies.

has been legislative advancement of implementation mechanisms including tax credits, subsidies, and/or U.S.

utilities being required

to produce an increasing proportion of electricity generation from clean energy power sources.

President Biden’s Build Back Better

agenda has several components supportive of nuclear power generation.

Already signed into law is the $1.2 trillion Infrastructure Investment

and Jobs Act that provides the DoE funding to prevent the premature retirement of existing nuclear plants and invest in advanced nuclear

The separate $1.7 trillion Build Back Better Reconciliation Legislation, which has not yet made its way through the U.S.

further addresses climate change through the inclusion of a zero-emission nuclear power production credit.

If passed in its current form,

beginning in 2022 qualified nuclear power facilities would be eligible to receive a base credit and a bonus credit if certain requirements

Biden attended the United Nations Climate Change Conference (COP26) in Glasgow, Scotland.

His administration simultaneously released

a proposed plan targeting the reduction of methane emissions.

Many of the proposed initiatives from the Climate Summit target reduced

utilization of fossil fuels and if implemented expand future opportunities for nuclear power generation, given its ability to provide

baseload and carbon-free energy.

To conclude the COP2, in a surprise announcement, the U.S.

and China pledged to work together to slow

global warming.

This is significant because the U.S.

and China represent the two countries with the largest CO2 emissions.

pledged to take “enhanced climate actions” to meet the 2015 Paris Agreement temperature goal of limiting global warming to

less than 1.5C.

Harris-Biden Administration has shifted its focus toward the Russia/Ukraine conflict and the implementation of multiple rounds of sanctions,

participating in the international response, and providing support.

The DoE has been outspoken and is working hard at creating nuclear

fuel solutions to address the current dependence and promote a geopolitical realignment of the nuclear fuel cycle away from Russia.

On August 16, 2022, President Biden signed into law the Inflation

Reduction Act which is a significantly reduced version of the Build Back Better plan.

This Act provisions for $369 billion in climate

and energy investments.

A portion of which will significantly benefit the U.S.

clean energy, and new,

advanced nuclear technologies promise to generate additional clean energy.

In an acknowledgement of the future growth potential of new

nuclear technologies, the Biden-Harris Administration has increased U.S.

government support of the industry to a level not seen in decades.

On August 16, 2022, President Biden signed into

law the Inflation Reduction Act which provisions for $369 billion in climate and energy investments, a portion of which will significantly

benefit the U.S.

domestic nuclear industry.

Notably, while protecting the

climate, there is a leveling of the playing field with renewable energy which has long benefited from government support.

benefits to nuclear split across existing reactors, new advanced reactors, low enriched uranium and high-assay low enriched uranium nuclear

fuels, and in multiple stages of the domestic nuclear fuel cycle.

We believe that each of these benefits increase future aggregate demand.

Acquisition of Physical Uranium

May 2021, the Company executed a binding agreement to purchase 125,000 pounds of natural uranium concentrate at approximately $32 per

In December 2021, the Company paid $4,044,083 in connection with its full prepayment of the purchase price for 125,000 pounds

of natural uranium concentrate.

This uranium concentrate was subsequently delivered and sold under the terms of the uranium supply agreement

in the second quarter of 2022.

Supply Agreement Delivery

the second quarter of 2022, in satisfaction of the Year 5 delivery under our supply contract, we delivered and sold 125,000 lbs of uranium

concentrate from our prepaid uranium concentrate inventory.

Accordingly, during the three and six months ended June 30, 2022, we recorded

revenue of $7,223,609 (at a price of approximately $57 per pound) and cost of revenue of $4,044,083 related to this uranium delivery.

Physical Uranium Trust

Sprott Physical Uranium Trust (U.UN) (the “Trust”) took over the former Uranium Participation Corp.

(U.TO) and launched

an at-the-market program (ATM) on August 17, 2021 to raise capital for the closed-ended trust.

Since the inception of the ATM

program, the Trust has bought significant quantities of uranium causing spot prices to increase.

The New York Stock Exchange (NYSE)

declined the U.S.

listing application for the anticipated Sprott U.S.

physical uranium trust vehicle.

Sprott has stated that they do

not have an intent to further pursue a listing on a US exchange “in the near term.” In the one year since the Trust

initiated its ATM program in August 2021, it has purchased about 39 million pounds of uranium, and grown

the net asset value to ~ $2.8 billion.

to Sprott’s success a clone physical uranium fund was launched on May12, 2022.

The ANU Energy OEIC Ltd fund raised over $75 million

dollars in a private placement and has made its first uranium purchase.

Kazatomprom, the world’s largest producer of uranium is

a strategic investor and uranium supplier to ANU Energy.

Kazatomprom has made the first uranium delivery at Cameco’s Port Hope

conversion facility.

Notably, while protecting the climate, there is a leveling of the playing field with renewable

energy which has long benefited from government support.

We see the benefits to nuclear split across existing reactors, new advanced reactors,

low enriched uranium and high-assay low enriched uranium nuclear fuels, and in multiple stages of the domestic nuclear fuel cycle.

believe that each of these benefits increase future aggregate demand for uranium.

The Harris-Biden Administration continues to prioritize climate change

initiatives both in the United States and abroad.

President Biden attended both the (COP26) and (COP27) United Nations Climate Change

At the most recent conference, Special Presidential Envoy for Climate John Kerry, proposed a new initiative for the U.S.

to assist and accelerate a European transition from coal plants to SMRs.

This program is ongoing as the Department of Energy is already

advancing this initiative.

Financial Buyers of Uranium - Sprott Physical Uranium Trust and

ANU Energy OEIC Ltd.

The Sprott Physical Uranium Trust (U.UN) (the “Trust”)

took over the former Uranium Participation Corp.

(U.TO) and launched an at-the-market program (ATM) on August 17, 2021 to raise capital

for the closed-ended trust.

Since the inception of the ATM program, the Trust has acquired significant quantities of uranium causing spot

prices to increase.

In the one year since the Trust initiated its ATM program in August 2021 it has purchased ~40 million pounds of uranium

and grown the net asset value to ~ $3 billion.

Due to Sprott’s success a clone physical

uranium fund was launched on May 2022.

The ANU Energy OEIC Ltd fund raised over $75 million dollars in a private placement and has made

its first uranium purchase.

Kazatomprom, the world’s largest producer of uranium is a strategic investor and uranium supplier to

Subsequently, the fund announced that it was contemplating a $500 million IPO in 4Q2022 or 1Q2023.

These dedicated investment vehicles highlight

the increasing impact of financial buyers on uranium markets.

Physical uranium purchases by financial buyers are depleting material from

the spot market and sequestering it away from utility buyers.

This has forced a market tightening as inventory levels of the most mobile

inventory have been significantly depleted, initiating a new round of long-term contracting by utilities.

Russia’s Invasion of Ukraine

In February, Russia invaded Ukraine commencing

a war between the two countries.

Russia is a major global energy supplier and both countries are top ten uranium producers, and Russia

is a global leader in nuclear fuel services.

On the day prior to the invasion, the spot price of uranium was less than $44/lbs and it

increased to a decade high peak of over $63/lbs, before subsequently settling around the $50/lbs spot price level.

Russia’s invasion of Ukraine has called

into question its role and future participation in the nuclear fuel cycle.

However as of today, Rosatom, Russia’s national nuclear

company has avoided sanctions due to dependencies that have been built-up in the industry over decades.

However, a desire to stay away

from bad actors and the threat of Russia weaponizing energy exports has elicited responses.

Worldwide, utilities have accelerated their

contracting of non-Russian conversion and enrichment services.

New uranium supply agreements are being signed with Western producers.

In the U.S., legislative and agency solutions are moving forward.

This year multiple new nuclear funding programs have already been put

in place and the language from the DoE has only gotten stronger.

The Secretary of Energy recently declared:

“The United States wants

to be able to source its own fuel from ourselves and that’s why we are developing a uranium strategy.” It has become clear

that the DoE is committed to creating nuclear fuel solutions to address the current dependence and promote a geopolitical realignment

of the nuclear fuel cycle away from Russia.

As a result of these new realities, the U.S.

is considering both sanctions and multiple pieces of legislation focusing on prohibiting the importation of Russian uranium and nuclear

fuel and supporting U.S.

domestic miners and the U.S.

nuclear fuel cycle.

Most recently, in a show of bipartisan support, Senators Barrasso,

Manchin and Risch merged their competing legislation, which has been positioned for post-election deliberations.

There remains a possibility that Russia might

reverse-sanction the United States and not make nuclear fuel deliveries.

Weaponizing of energy is a tactic that is already being deployed

in the Russia/Ukraine war and is increasingly becoming a matter of concern from countries that utilize Russian energy.

the largest fleet of nuclear reactors, any action affecting this market will have the potential to cause a realignment of global uranium

Nuclear Fuel and Uranium Markets

Western currently is observing positive catalysts

across multiple levels of the nuclear fuel and uranium markets.

At a micro-level the projected supply / demand imbalance is expanding.

Demand is increasing with new reactors being built, next generation reactors being advanced, operating reactor life extensions, restarts

of idle reactors, and nuclear phase-out plans being reversed.

There are multiple data points pointing to a depletion of the secondary

supply overhang, which was prevalent for the last decade.

At a macro-level, the electrification transition and climate change initiatives

have increased global support for nuclear.

Further, Russia’s invasion of Ukraine and the ensuing global energy crisis has focused

attention on security of supply and supply chain risks.

As a result, Western continues to advance our operational strategy in anticipation

of increasing uranium price levels which will reward the ability to quickly scale-up ore production.

world has been, and continues to be, impacted by the novel coronavirus (“COVID-19”) pandemic.

COVID-19, and measures to prevent

its spread, impacted our business in a number of ways.

The impact of these disruptions and the extent of their adverse impact on the

Company’s financial and operating results will be dictated by the length of time that such disruptions continue, which will, in

turn, depend on the currently unpredictable duration and severity of the impacts of COVID-19, and among other things, the impact of governmental

actions imposed in response to COVID-19 and individuals’ and companies’ risk tolerance regarding health matters going forward

and developing strain mutations.

To date, COVID-19 has primarily caused Western delays in reporting, regulatory matters, and operations.

Most notably, the Company initiated a request for Temporary Cessation status for the Sunday Mine Complex in August 2020 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 delayed because of COVID-19 pandemic lockdowns.

The need to observe quarantine periods also caused a limited loss of manpower

and delay to the 2021 / 2022 Sunday Mine Complex project.

The COVID-19 pandemic has limited Western’s participation in industry

and investor conference events.

The Company is continuing to monitor COVID-19and its subvariants, and the potential impact of the pandemic

on the Company’s operations.

COVID-19, and measures to

prevent its spread, impacted our business in a number of ways.

The impact of these disruptions and the extent of their adverse

impact on the Company’s financial and operating results will be dictated by the length of time that such disruptions continue,

which will, in turn, depend on the currently unpredictable duration and severity of the impacts of COVID-19, and among other things,

the impact of governmental actions imposed in response to COVID-19 and individuals’ and companies’ risk tolerance

regarding health matters going forward and developing strain mutations.

To date, COVID-19 has primarily caused Western delays in

reporting, regulatory matters, and operations.

Most notably, the Company initiated a request for Temporary Cessation status for the

Sunday Mine Complex in August 2020 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 delayed because of COVID-19 pandemic lockdowns.

observe quarantine periods also caused a limited loss of manpower and delay to the 2021 / 2022 Sunday Mine Complex project.

COVID-19 pandemic has limited Western’s participation in industry and investor conference events.

The Company is continuing to

monitor COVID-19 and its subvariants, and the potential impact of the pandemic on the Company’s operations.

of Operations

the Three Months Ended

the Six Months Ended

and administrative

Total operating

profit/(loss)

September 30,

the Nine Months Ended

September 30,

Cost of revenues

Mining expenditures

Professional fees

General and administrative

Consulting fees

Total operating expenses

Operating profit/(loss)

Interest expense, net

(income)/expense

income/(loss)

Other Comprehensive

income/(loss)

exchange gain/(loss)

Comprehensive

income/(loss)

Months Ended June 30, 2022 as Compared to the Three Months Ended June 30, 2021

consolidated net income for the three months ended June 30, 2022 was $2,279,550 or $0.05 per share and consolidated net loss for the

three months ended June 30, 2021 was $474,610 or $0.01 per share.

The principal components of these year over year changes are discussed

comprehensive income for the three months ended June 30, 2022 was $2,058,762 and comprehensive loss was $449,680 for the three

months ended June 30, 2021.

revenue for the three months ended June 30, 2022 and 2021 was $7,346,646 and $16,155, respectively.

The increase in revenue of

$7,330,491 was primarily related to the revenue recognized upon the satisfaction of the uranium concentrate delivery under our

supply contract whereby we delivered 125,000 lbs of uranium concentrate from our prepaid uranium concentrate inventory.

of revenue was $4,044,083 for the three months ended June 30, 2022 as compared to $0 for the three months ended June 30, 2021.

This increase

was a result of recording the cost of the uranium concentrate that was sold and delivered during the second quarter of 2022.

expenditures for the three months ended June 30, 2022 were $122,588 as compared to $40,034 for the three months ended June 30, 2021.

The increase in mining expenditures of $82,554, or 206% was principally attributable to mining expenditures related to restarting mining

operations at the Sunday Mine Complex.

fees for the three months ended June 30, 2022 were $212,459 as compared to $104,481 for the three months ended June 30, 2021.

increase in professional fees of $107,978 or 103% was primarily due to an increase in legal fees and other fees to support mining

and Administrative

and administrative expenses for the three months ended June 30, 2022 were $655,757 as compared to $262,799 for the three months ended

June 30, 2021.

The increase in general and administrative expense of $392,958, or 150% is primarily due to a $249,207 increase in stock-based

compensation expense, $49,063 increase in payroll expenses, and an increase of $32,515 in investor relations expenditures.

fees for the three months ended June 30, 2022 were $20,307 as compared to $4,009 for the three months ended June 30, 2021.

in consulting fees of $16,298 or 407% was principally due to our reduced utilization of consultants during the second quarter of 2021

due to COVID-19.

and interest for the three months ended June 30, 2022 was $15,902 as compared to $1,001 for the three months ended June 30, 2021.

exchange loss for the three months ended June 30, 2022 was $220,788 as compared to a gain of $24,930 for the three months ended June

The foreign exchange loss of is primarily due to the strengthening of the US dollar as compared to the Canadian dollar.

Months Ended June 30, 2022 as Compared to the Three Months Ended June 30, 2021

consolidated net income for the six months ended June 30, 2022 was $1,105,947 or $0.03 per share and consolidated net loss was $766,224

or $0.02 per share for the six months ended June 30, 2021.

Other (income)/expense

Settlement expense

Net income/(loss)

Other Comprehensive income/(loss)

Foreign exchange gain/(loss)

Comprehensive income/(loss)

$ (1,573,186 )

Months Ended September 30, 2022 as Compared to the Three Months Ended September 30, 2021

consolidated net loss for the three months ended September 30, 2022 and 2021 was $527,525 or $0.01 per share and $830,493 or $0.02 per

share, respectively.

The principal components of these year over year changes are discussed below.

comprehensive income for the six months ended June 30, 2022 was $941,820 and comprehensive loss was $696,330 for the six months ended

June 30, 2021.

revenue for the six months ended June 30, 2022 and 2021 was $7,502,872 and $32,310, respectively.

The increase in revenue of $7,470,562

was primarily related to the revenue recognized upon the satisfaction of the uranium concentrate delivery under our supply contract whereby

we delivered 125,000 lbs of uranium concentrate from our prepaid uranium concentrate inventory.

of revenue was $4,044,083 for the six months ended June 30, 2022 as compared to $0 for the six months ended June 30, 2021.

This increase

was a result of recording the cost of the uranium concentrate that was sold and delivered during the second quarter of 2022.

expenditures for the six months ended June 30, 2022 were $411,626 as compared to $87,893 for the six months ended June 30, 2021.

increase in mining expenditures of $323,733, or 368% was principally attributable to mining expenditures related to restarting mining

operations at the Company’s Sunday Mine Complex.

fees for the six months ended June 30, 2022 were $348,519 as compared to $150,868 for the six months ended June 30, 2021.

in professional fees of $197,651, or 131% was primarily due to an increase in legal fees and other fees to support mining operations.

comprehensive loss for the three months ended September 30, 2022 and 2021 was $675,890 and $876,856, respectively.

for the three months ended September 30, 2022 and 2021 was $108,547 and $16,155, respectively.

The increase in revenue of $92,392 was

primarily related to oil and gas royalties that were paid each month during the current quarter;

payment of production royalties had not

yet commenced in the corresponding quarter in the prior year.

Mining Expenditures

Mining expenditures

for the three months ended September 30, 2022 were $204,520 as compared to $335,028 for the three months ended September 30, 2021.

decrease in mining expenditures of $130,508, or 39% was principally attributable to a reduction in mining operations during the current

quarter while focusing on building an in-house mining capability;

there were active mining operations during the full corresponding quarter

in the prior year.

Professional Fees

Professional fees for the three

months ended September 30, 2022 were $97,077 as compared to $136,174 for the three months ended September 30, 2021.

The decrease in professional

fees of $39,097 or 29% was primarily due to a decrease in legal fees as Securities and Exchange Commission share registration expenditures

were concentrated in the prior period.

General and Administrative

General and administrative expenses

for the three months ended September 30, 2022 were $351,928 as compared to $361,301 for the three months ended September 30, 2021.

decrease in general and administrative expense of $9,373 or 3% is primarily due to a $14,198 decrease in utility bills due to limited

mining operations in the current quarter versus full mining operations during the corresponding quarter in the prior period.

Consulting Fees

fees for the three months ended September 30, 2022 were $18,346 as compared to $12,801 for the three months ended September 30, 2021.

The increase in consulting fees of $5,545 or 43% was principally due to our reduced utilization of consultants during 2021 due to COVID-19.

Accretion and Interest

Accretion and interest for the three months ended

September 30, 2022 produced income of $35,799 as compared to expense of $1,344 for the three months ended September 30, 2021.

Due to increased

capital balances, the Company was afforded access to a cash program paying higher interest rates which benefitted from both higher market

interest rates and larger cash balances.

Foreign Exchange

Foreign exchange loss for the three months ended September 30, 2022

was $148,365 as compared to a loss of $46,363 for the three months ended September 30, 2021.

The foreign exchange loss is primarily due

to the strengthening of the U.S.

dollar relative to the Canadian dollar.

Months Ended September 30, 2022 as Compared to the Nine Months Ended September 30, 2021

consolidated net income for the nine months ended September 30, 2022 was $578,422 or $0.01 per share and consolidated net loss was $1,596,717

or $0.04 per share for the nine months ended September 30, 2021.

The principal components of these year over year changes are discussed

comprehensive income for the nine months ended September 30, 2022 was $265,930 and comprehensive loss was $1,573,186 for the nine months

ended September 30, 2021.

Our revenue for the nine months ended September 30, 2022 and 2021 was

$7,611,419 and $48,465, respectively.

The increase in revenue of $7,562,954 was primarily related to the revenue recognized upon the satisfaction

of the uranium concentrate delivery under our supply contract whereby we delivered 125,000 lbs of uranium concentrate from our prepaid

uranium concentrate inventory.

Further, oil and gas royalties were recognized during every month during 2022, but $0 of oil and gas royalties

and $48,465 of lease revenue were recognized during the corresponding nine-month period in the prior year.

of revenue was $4,044,083 for the nine months ended September 30, 2022 as compared to $0 for the nine months ended September 30, 2021.

This increase was a result of recording the cost of the uranium concentrate that was sold and delivered during the second quarter of

Mining expenditur es

for the nine months ended September 30, 2022 were $616,146 as compared to $422,921 for the nine months ended September 30, 2021.

in mining expenditures of $193,225, or 46% was principally attributable to increases in the utilization of contract labor, hydrology expenditures,

and mining costs.

The Company’s Sunday Mine Complex was active more months during the current period versus the prior period and

costs of building an in-house mining capability were concentrated in the second and third quarters.

Professional fees for the nine

months ended September 30, 2022 were $445,596 as compared to $287,042 for the nine months ended September 30, 2021.

The increase in professional

fees of $158,554 or 55% was primarily due to an increase in legal expenditures and the reduced utilization of consultants during the prior

year period due to COVID-19.

and Administrative

and administrative expenses for the six months ended June 30, 2022 were $1,518,819 as compared to $473,980 for the six months ended June

The increase in general and administrative expense of $1,044,839, or 220% is due to a $744,327 increase in stock-based compensation

expense, $138,925 increase in payroll expenses, and an increase of $32,515 in investor relations expenditures.

fees for the six months ended June 30, 2022 were $59,819 as compared to $4,009 for the six months ended June 30, 2021.

The increase in

consulting fees of $55,810 was principally due to our reduced utilization of consultants during the first half of 2021 due to COVID-19.

and interest for the six months ended June 30, 2022 was $18,059 as compared to $3,343 for the six months ended June 30, 2021.

exchange loss for the six months ended June 30, 2022 was $164,127 as compared to a gain of $69,894 for the six months ended June 30,

The foreign exchange loss is primarily due to the strengthening of the US dollar as compared to the Canadian dollar.

General and administrative expenses

for the nine months ended September 30, 2022 were $1,870,747 as compared to $835,281 for the nine months ended September 30, 2021.

increase in general and administrative expense of $1,035,446, or 124% is primarily due to a $744,327 increase in stock-based compensation

expense as the 2021 stock option awards were granted and vested entirely during 2022.

There was also a $122,036 increase in payroll expenses

due to an increase in staff and compensation.

Investor relations expenditures increased by $37,190 as investor initiatives were re-initiated

fees for the nine months ended September 30, 2022 were $78,165 as compared to $16,810 for the nine months ended September 30, 2021.

increase in consulting fees of $61,355 was principally due to our reduced utilization of consultants during 2021 due to COVID-19.

Accretion and interest for the nine months ended

September 30, 2022 produced income of $17,740 as compared to expense of $4,687 for the nine months ended September 30, 2021.

Due to increased

capital balances, the Company was afforded access to a cash program paying higher interest rates which benefitted from both higher market

interest rates and larger cash balances.

Foreign exchange loss for the nine months ended September 30, 2022

was $312,492 as compared to a gain of $23,531 for the nine months ended September 30, 2021.

The foreign exchange loss is primarily due

to the strengthening of the U.S.

dollar relative to the Canadian dollar.

and Capital Resources

Company’s cash and restricted cash balance as of June 30, 2022 was $11,985,167.

The Company’s cash position is highly dependent

on its ability to raise capital through the issuance of debt and equity and its management of expenditures for mining development and

for fulfillment of its public company reporting responsibilities.

Management believes that in order to finance the development of the

mining properties and Kinetic Separation, the Company will be required to raise additional capital by way of debt and/or equity.

could potentially require additional capital if the scope of Company’s projects expands.

Company’s cash and restricted cash balance as of September 30, 2022 was $11,220,194.

The Company’s cash position is highly

dependent on its ability to raise capital through the issuance of debt and equity and its management of expenditures for mining development

and for fulfillment of its public company reporting responsibilities.

Management believes that in order to finance the development of

the mining properties and Kinetic Separation, the Company will be required to raise additional capital by way of debt and/or equity.

Western could potentially require additional capital if the scope of Company’s projects expands.

This outlook is based on the Company’s

1 unchanged sentence

external opportunities.

cash provided by (used in) operating activities

cash provided by operating activities was $5,820,748 for the six months ended June 30, 2022, as compared with $753,946 used in operating

activities for the six months ended June 30, 2021.

Of the $5,820,748 in net cash provided by operating activities for the six months

ended June 30, 2022, $1,105,947 is derived from our net income before non-cash adjustments.

Changes in our operating assets and liabilities

for the period primarily includes a decrease in prepaid uranium concentrate inventory and a decrease of $146,177 in subscription payable.

cash used in investing activities

cash used in investing activities was $635,876 for the six months ended June 30, 2022, as compared with $65,000 for the six months

ended June 30, 2021.

This net cash used consists of purchases of equipment and vehicles to build out our in-house mining

cash provided by financing activities

cash provided by financing activities for the six months ended June 30, 2022 and 2021 were $5,343,155 and $5,466,722, respectively.

the six months ended June 30, 2022 we completed a private placement representing aggregate net proceeds of $3,011,878 and received $2,331,277

from the exercise of warrants.

Company’s mines are subject to certain asset retirement obligations, which the Company has recorded as reclamation liabilities.

The reclamation liabilities of the United States mines are subject to legal and regulatory requirements, and estimates of the costs of

reclamation are reviewed 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 Company determined the

gross reclamation liabilities of the mineral properties to be $722,488 as of June 30, 2022 and December 31, 2021.

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 4 Mine.

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.

provided by (used in) operating activities

Net cash provided by operating activities was $5,174,546 for the nine

months ended September 30, 2022, as compared with $1,576,627 used in operating activities for the nine months ended September 30, 2021.

Of the $5,174,546 in net cash provided by operating activities for the nine months ended September 30, 2022, $578,422 is derived from

our net income before non-cash adjustments.

After non-cash adjustments the cash income increased to $1,378,191.

Changes in our operating

assets and liabilities for the period primarily includes a $4,085,723 decrease in prepaid uranium concentrate inventory and a decrease

of $146,177 in subscription payable.

used in investing activities

Net cash used in investing activities was $895,400 for the nine months

ended September 30, 2022, as compared with $65,000 for the nine months ended September 30, 2021.

This net cash used consists of purchases

of equipment and vehicles to build Western’s in-house mining capability.

provided by financing activities

cash provided by financing activities for the nine months ended September 30, 2022 and 2021 were $5,632,273 and $5,519,337, respectively.

During the nine months ended September 30, 2022 we completed a private placement representing aggregate net proceeds of $3,011,878 and

received $2,620,395 from the exercise of warrants.

The Company’s mines are subject to certain

asset retirement obligations, which the Company has recorded as reclamation liabilities.

The reclamation liabilities of the United States

mines are subject to legal and regulatory requirements, and estimates of the costs of reclamation are reviewed 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 Company determined the gross reclamation liabilities of the mineral properties to

be $751,405 and $740,446 as of September 30, 2022 and December 31, 2021, respectively.

The Company expects to begin incurring the reclamation

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lives using a discount rate of 5.4%.

The net discounted aggregated values as of June 30, 2022 and December 31, 2021 were $291,482 and

$271,620, respectively.

The gross reclamation liabilities as of June 30, 2022 and December 31, 2021 are secured by financial warranties

in the amount of $740,486 and $740,446, respectively.

The net discounted aggregated values as of September 30, 2022 and December 31, 2021 were $297,510

and $271,620, respectively.

The gross reclamation liabilities as of September 30, 2022 and December 31, 2021 are secured by financial

warranties in the amount of $751,405 and $740,446, 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 4 Mine.

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.

Reclamation at the Van 4 Mine has

continued using company employees and equipment.

The headframe and ore bins have been dissembled and placed into storage.

This phase followed

building removal;

hence cement pads are the only structures remaining onsite.

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.

and Gas Lease and Easement

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During 2021, the operator completed all well development stages and each of the

eight (8) wells commenced oil and gas production by mid-August 2021.

the three months ended June 30, 2022 and 2021, the Company recognized aggregate revenue of $123,037 and $16,155, respectively, and for

the six months ended June 30, 2022 and 2021, the Company recognized aggregate revenue of $279,263 and $32,310, respectively, under these

oil and gas lease arrangements.

On January 31, 2022, the operator of the Weld County Colorado oil and gas pooled trust issued the first

cumulative royalty payment check in the amount of $207,552 for August 2021 through December 2021 sales which was recognized as income

in the fourth quarter of 2021.

Subsequently, in 2022, monthly royalty checks were received for sales during each of the months in the

first quarter.

eight (8) Blue Teal Fed wells commenced oil and gas production by mid-August 2021.

the three months ended September 30, 2022 and 2021, the Company recognized aggregate revenue of $108,547 and $16,155, respectively, and

for the nine months ended September 30, 2022 and 2021, the Company recognized aggregate revenue of $387,810 and $48,465, respectively,

under these oil and gas lease arrangements.

On January 31, 2022, the operator of the Weld County Colorado oil and gas pooled trust issued

the first cumulative royalty payment check in the amount of $207,552 for August 2021 through December 2021 sales which was recognized

as income in the fourth quarter of 2021.

Subsequently, in 2022, monthly royalty checks were received for sales during each of the months

in the first quarter.

Party Transactions

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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 $345,732 as of June 30,

Range issued 25 million shares of Black Range common stock to Seller and committed to pay AUD $500,000 (USD $321,600 as of September

30, 2022) to Seller within 60 days of the first commercial application of the Kinetic Separation technology.

4 unchanged sentences

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 $345,732 and $362,794 as of June

the Company recorded the deferred contingent consideration as an assumed liability in the amount of $321,600 and $362,794 as of September

30, 2022 and December 31, 2021, respectively.

Company also owed Mr.

Glasier reimbursable expenses in the amount of $37,500 and $65,753 as of June 30, 2022 and December 31, 2021, respectively.

to the quarter ending June 30, 2022, we had incurred losses from our operations.

During the three months ended June 30, 2022, we generated

a net income of $2,279,550, principally upon our sale of a prepaid uranium concentrate inventory contract that we purchased in December

2021.We expect to generate operating losses for the foreseeable future as we incur expenses to bring our mining operations online.

of June 30, 2022, we had an accumulated deficit of $12,055,549 and working capital of $10,870,844.

Glasier reimbursable expenses in the amount of $54,000 and $65,753 as of September 30, 2022 and December 31, 2021,

respectively.

With the exception of the quarter ending June 30, 2022, we had incur red

losses from our operations.

During the three months ended September 30, 2022, we generated a net loss of $527,525.

We expect to generate

operating losses for the foreseeable future as we incur expenses to bring our mining operations online.

As of September 30, 2022, we had

an accumulated deficit of $12,583,074 and working capital of $10,181,380.

inception, the Company has met its liquidity requirements principally through the issuance of notes and the sale of its common shares.

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aggregate gross proceeds raised in the private placement amounted to CAD $3,992,920 (USD $3,011,878 in net proceeds).

During the six

months ended June 30, 2022, the Company received $2,331,277 in proceeds from the exercise of warrants.

During the nine

months ended September 30, 2022, the Company received $2,620,395 in proceeds from the exercise of warrants.

Company’s ability to continue its operations and to pay its obligations when they become due is contingent upon the Company obtaining

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Balance Sheet Arrangements

of June 30, 2022, there were no off-balance sheet transactions.

of September 30, 2022, there were no off-balance sheet transactions.

The Company has not entered into any specialized financial agreements

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Quantitative and Qualitative Disclosures About Market Risk

Not applicable.

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis