What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-04-17 compared with 2022-04-15 · 808 added, 953 removed, 697 unchanged (72% of the section changed)

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(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, 2021, 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.

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, 2022, 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, 2021, due to the lack of segregation of duties and the failure

to report disclosures on a timely basis.

disclosure controls and procedures were not effective as of December 31, 2022, due to the failure to report disclosures on a timely basis.

Remediation of Material Weakness

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likely will not be able to remediate its material weaknesses.

Management’s Annual Report on Internal

Management’s Annual Report on Internal Control Over Financial

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.

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

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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THAT PREVENT INSPECTIONS.

DIRECTORS, EXECUTIVE

OFFICERS AND CORPORATE GOVERNANCE

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE

The following table sets forth information regarding the members of

our board of directors (the “Board”) and our executive officers.

Chief Executive Officer and Director

Financial Officer

George Glasier

President, Chief Executive Officer and Director

Chief Financial Officer

Director, Chairman

Andrew Wilder

Executive Officers

47 unchanged sentences

capturing and sequestering carbon emissions, generating green hydrogen and ammonia, generating clean power with advanced small modular

nuclear reactors, and upcycling biowaste into renewable natural gas and alternative protein.

Wilder is also currently a Board Member

for Bedford 2030, a community-based climate action non-profit organization for the Township of Bedford, New York.

In 2011, prior to launching

Cross River Infrastructure Partners, Mr.

Wilder founded and managed the Cross River Group, an advisory business providing capital and

business development services to alternative asset managers and institutions.

Wilder co-founded and served as Chief Operating

and Chief Financial Officer for North Sound Capital LLC, an equity hedge fund manager with $3 billion peak assets under management.

Wilder’s prior career included serving as a Manager in the audit group of Deloitte.

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

nuclear reactors, and upcycling biowaste into renewable natural gas.

Wilder is also currently a Board Member for Bedford 2030, a community-based

climate action non-profit organization for the Township of Bedford, New York.

In 2011, prior to launching Cross River Infrastructure Partners,

Wilder founded and managed the Cross River Group, an advisory business providing capital and business development services to alternative

asset managers and institutions.

Wilder co-founded and served as Chief Operating and Chief Financial Officer for North Sound

Capital LLC, an equity hedge fund manager with $3 billion peak assets under management.

Wilder’s prior career included serving

as a Manager in the audit group of Deloitte.

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.

Bryan Murphy has served as a

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He is the founder of Magellan Limited, an advisory firm focusing on providing

strategic, M&A, and financial advisory services and currently serves as CFO and Head of Finance for Biome Renewables Inc., an early

stage renewable energy innovation and industrial design company.

strategic, M&A, and financial advisory services and currently serves as CFO and Head of Finance for Biome Renewables Inc., an early-stage

renewable energy innovation and industrial design company.

Formerly, Mr.

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at the University of Toronto and the Institute of Corporate Directors.

Involvement of Officers

and Directors in Certain Legal Proceedings

Involvement of Officers and Directors in

Certain Legal Proceedings

During the past ten years, none of the persons

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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

We have adopted a code

of ethics that applies to our officers, directors, employees and consultants.

A copy of the code of ethics will be sent, free of charge,

to any person who sends a written request for a copy to Western Uranium & Vanadium Corp., 330 Bay Street, Toronto, Ontario, Canada

We have adopted a code of ethics that applies

to our officers, directors, employees and consultants.

A copy of the code of ethics will be sent, free of charge, to any person who sends

a written request for a copy to Western Uranium & Vanadium Corp., 330 Bay Street, Toronto, Ontario, Canada M5H 2S8.

Insider Trading Policy and Procedures

We have adopted a Disclosure, Confidentiality

and Insider Trading Policy that includes insider trading policies and procedures that we believe are reasonably designed to promote compliance

with applicable insider trading laws, rules and regulations and the CSE’s continued listing standards.

Audit Committee

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Wilder and Mr.

Murphy are independent directors as defined in

Nasdaq Listing Rule 5605(a)(2).

Murphy are independent directors

as defined in Nasdaq Listing Rule 5605(a)(2).

EXECUTIVE COMPENSATION

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Name and Principal Position

Compensation ($)

George Glasier (1)

President and Chief Executive Officer

Robert Klein (2)

Chief Financial Officer

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 three installments:

one-third on the date of grant,

one-third on January 31, 2020 and one-third on June 30, 2020.

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 three installments:

one-third on the date of grant, one-third

on January 31, 2020 and one-third on June 30, 2020.

(1) On February 10, 2022, Mr.

Glasier was granted an option to purchase

200,000 of our common shares at an exercise price of CAD $1.76 per share which expires five years from the date of issuance.

vested in three installments:

one-third on the date of grant, one-third on April 1, 2022 and one-third on July 1, 2022.

On October 31,

Glasier was granted an option to purchase 300,000 of our common shares at an exercise price of CAD $1.60 per share which expires

five years from the date of issuance.

This option vests in two installments:

one-half on the date of grant and one-half on April 30,

(2) On February 10, 2022, Mr.

Klein was granted an option to purchase 200,000

of our common shares at an exercise price of CAD $1.76 per share which expires five years from the date of issuance.

This option vested

in three installments:

one-third on the date of grant, one-third on April 1, 2022 and one-third on July 1, 2022.

On October 31, 2022,

Klein was granted an option to purchase 300,000 of our common shares at an exercise price of CAD $1.60 per share which expires five

years from the date of issuance.

This option vests in two installments:

one-half on the date of grant and one-half on April 30, 2023.

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 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 year, the amount of which is subject to review by the board of directors at least annually.

The agreement

also provides for a discretionary annual cash bonus to be determined by the Board.

On May 30, 2019, the Board approved an addendum to

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

In December 2021, the Board approved

an increase to Mr.

Glasier’s base salary from $220,000 to $250,000.

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 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 year, the amount of which is subject to review by the board of directors at least annually.

The agreement also provides for a discretionary

annual cash bonus to be determined by the Board.

On May 30, 2019, the Board approved an addendum to Mr.

Glasier’s employment agreement,

increasing his annual base salary from $180,000 to $220,000.

In December 2021, the Board approved an increase to Mr.

Glasier’s base

salary from $220,000 to $250,000.

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

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Outstanding Option Awards at Fiscal Year-End

Number of securities

underlying unexercised

options (#) exercisable

Number of securities

underlying unexercised

options (#) unexercisable

exercise price

unexercisable

George Glasier

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Bryan Murphy (2)

Wilder is paid a CAD

$2,000 monthly fee for his services as a Director.

During the year ended December 31, 2021, the Company incurred $19,147 in director

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

During the year ended December 31, 2022, the Company incurred $17,696 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, 2021, the Company incurred $47,868 in director

On February 10, 2022, Mr.

Wilder was granted an option to purchase 200,000 of our common shares at an exercise price of CAD $1.76 per share which expires five years from the date of issuance.

This option vested in three installments:

one-third on the date of grant, one-third on April 1, 2022 and one-third on July 1, 2022.On October 31, 2022, Mr.

Wilder was granted an option to purchase 300,000 of our common shares at an exercise price of CAD $1.60 per share which expires five years from the date of issuance.

This option vests in two installments:

one-half on the date of grant and one-half on April 30, 2023.

Murphy is paid a CAD$5,000 monthly fee for his services as Chairman and Director.

During the year ended December 31, 2022, the Company incurred $44,239 in director fees for Mr.

Murphy’s services.

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 13, 2022 by:

person, or group of affiliated persons, known to us to beneficially own more than 5% of our

outstanding common shares;

of our directors and executive officers;

of our directors and executive officers as a group.

The amounts and percentages of common shares

beneficially owned are reported on the basis of regulations of the SEC governing the determination of beneficial ownership of securities.

The information relating to our 5% beneficial owners is based on information we received from such holders.

Under the rules of the SEC,

a person is deemed to be a “beneficial owner” of a security if that person has or shares voting power, which includes the

power to vote or direct the voting of a security, or investment power, which includes the power to dispose of or to direct the disposition

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.

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.

On February 10, 2022, Mr.

Murphy was granted an option to purchase 200,000 of our common shares at an exercise price of CAD $1.76 per share which expires five years from the date of issuance.

This option vested in three installments:

one-third on the date of grant, one-third on April 1, 2022 and one-third on July 1, 2022.

On October 31, 2022, Mr.

Murphy was granted an option to purchase 300,000 of our common shares at an exercise price of CAD $1.60 per share which expires five years from the date of issuance.

This option vests in two installments:

one-half on the date of grant and one-half on April 30, 2023.

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 17, 2023 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 are

reported on the basis of regulations of the SEC governing the determination of beneficial ownership of securities.

The information relating

to our 5% beneficial owners is based on information we received from such holders.

Under the rules of the SEC, a person is deemed to be

a “beneficial owner” of a security if that person has or shares voting power, which includes the power to vote or direct the

voting of a security, or investment power, which includes the power to dispose of or to direct the disposition of a security.

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

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

Common Shares (1)

5% or Greater Shareholders:

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5,535,869 (2)

Sahar Benenson

3,670,100 (3)

Brooke Benenson

2,695,800 (4)

Directors and Named Executive Officers:

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Andrew Wilder

1,001,017 (7)

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

Based on 42,921,644

common shares outstanding on April 13, 2022 and, with respect to each individual holder, rights to acquire our common shares exercisable

within 60 days of April 13, 2022.

Consists of 4,810,869 common

shares and 458,334 common shares issuable upon the exercise of stock options held by Mr.

Consists of 18,328 common

shares and 708,334 common shares issuable upon the exercise of stock options held by Mr.

Consists of 38,358 common shares and 708,334

common shares issuable upon the exercise of stock options held by Mr.

Consists of 31,250 common shares and 31,250 common shares issuable upon the exercise of warrants

beneficially owned indirectly through Magellan Limited, and 608,334 common shares issuable upon the exercise of stock options held by

Based on 43,602,565 common shares outstanding on April 14, 2023 and, with respect to each individual holder, rights to acquire our common shares exercisable within 60 days of April 14, 2023.

Consists of 4,810,869 common shares and 625,000 common shares issuable upon the exercise of stock options held by Mr.

Also includes 100,000 common shares issuable upon the exercise of stock options held by Mr.

Glasier’s spouse, the beneficial ownership of which Mr.

Glasier disclaims.

Consists of 2,545,800 common shares beneficially owned jointly by Mr.

by his spouse, Brooke Benenson, 474,300 common shares owned solely by Mr.

Benenson and 650,000 common shares issuable upon the exercise

of warrants beneficially owned by Mr.

See Note (4).

Consists of 2,545,800 common shares beneficially owned jointly by Ms.

Benenson and by her spouse, Sahar Benenson, and 150,000 common shares issuable upon the exercise of warrants beneficially owned by Ms.

See Note (3).

Consists of 875,000 common shares issuable upon the exercise of stock options held by Mr.

Consists of 38,358 common shares and 875,000 common shares issuable upon the exercise of stock options held by Mr.

Consists of 13,517 common shares beneficially owned directly, 31,250 common shares beneficially owned indirectly through Magellan Limited, 31,250 common shares issuable upon the exercise of warrants beneficially owned indirectly through Magellan Limited, and 925,000 common shares issuable upon the exercise of stock options held by Mr.

Equity Compensation Plan Information

The Company maintains an Incentive Stock

Option Plan (the “Plan”) that permits the granting of stock options as incentive compensation.

Shareholders of the

Company approved the Plan on June 30, 2008 and amendments to the Plan on June 20, 2013, and the board of directors approved

additional changes to the Plan on September 12, 2015 and as of October 1, 2021.

The Plan was amended on October 1, 2021 to allow for

the cashless exercise of stock options, among other things.

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 Company maintains an Incentive Stock Option

Plan (the “Plan”) that permits the granting of stock options as incentive compensation.

Shareholders of the Company approved

the Plan on June 30, 2008 and amendments to the Plan on June 20, 2013, and the board of directors approved additional changes to the Plan

on September 12, 2015 and as of October 1, 2021.

The Plan was amended on October 1, 2021 to allow for the cashless exercise of stock options,

among other things.

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 is to be administered by the Board in

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options issued under the Plan were outstanding.

The Plan provides that the aggregate number

of common shares for which stock options may be granted will not exceed 10% of the issued and outstanding common shares at the time

stock options are granted.

At December 31, 2021, a total of 39,073,122 common shares were outstanding, and at that date the maximum

number of stock options eligible for issue under the Plan was 3,907,312.

A stock option exercise price shall not be less than the

most recent share issuance price.

The Plan provides that the aggregate number of

common shares for which stock options may be granted will not exceed 10% of the issued and outstanding common shares at the time stock

options are granted.

At December 31, 2022, a total of 43,602,565common shares were outstanding, and at that date the maximum number of

stock options eligible for issue under the Plan was 4,360,257.

A stock option exercise price shall not be less than the most recent share

issuance price.

The maximum term is five years.

There are no specific vesting provisions under the Plan.

are non-assignable and non-transferable.

Options are non-assignable and

non-transferable.

The Plan provides that if an optionee’s employment

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option exercise price.

The terms of any existing option may not be altered, suspended or discontinued without the consent in writing

of the Optionee.

The terms of any existing option may not be altered, suspended or discontinued without the consent in writing of

the Optionee.

Equity Compensation Plan Information

2 unchanged sentences

securities to

available for

securities remaining

Equity compensation plans approved by shareholders

Equity compensation plans not approved

by shareholders

CERTAIN RELATIONSHIPS

AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Equity compensation plans not approved by shareholders

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS,

AND DIRECTOR INDEPENDENCE

Transactions with Related Persons

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 stock to Seller and committed to pay AUD $500,000 (USD $362,794 as of December 31, 2021) 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 $362,794 and $392,086 as of December 31, 2021 and 2020, respectively.

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 $340,252 as of December 31, 2022) 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.

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 $340,252 and $362,794 as of December 31, 2022 and 2021, respectively.

The Company has multiple lease arrangements with Silver

Hawk Ltd., an entity which is owned by George Glasier and his wife Kathleen Glasier.

These leases, which are all on a month-to-month basis,

are for the Company’s rental of office, workshop, warehouse and employee housing facilities The Company incurred rent expense of

$55,198 and $34,427 in connection with these arrangement for the years ended December 31, 2022 and 2021, respectively.

Director Independence

The board of directors facilitates its exercise

of independent supervision over management by ensuring representation on the Board by directors who are independent of management and

by promoting frequent interaction and feedback.

Directors are considered to be independent if

they have no direct or indirect material relationship with the Company.

A “material relationship” is a relationship which

could, in the view of the Board, be reasonably expected to interfere with the exercise of a director’s independent judgment.

The board of directors facilitates its exercise of independent supervision

over management by ensuring representation on the Board by directors who are independent of management and by promoting frequent interaction

and feedback.

Directors are considered to be independent if they have no direct or

indirect material relationship with the Company.

A “material relationship” is a relationship which could, in the view of the

Board, be reasonably expected to interfere with the exercise of a director’s independent judgment.

The Company’s Board currently consists of three directors.

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PRINCIPAL ACCOUNTANT FEES AND SERVICES

The following table sets forth the aggregate

fees billed by MNP LLP (“MNP”), our independent registered accounting firm for the fiscal years ended December 31, 2021 and

December 31, 2020.

The following table sets forth the aggregate fees

billed by MNP LLP (“MNP”), our independent registered accounting firm for the fiscal years ended December 31, 2022 and December

These fees are categorized as audit fees, audit-related fees, tax fees, and all other fees.

The nature of the services

provided in each category is described in the table below.

The nature of the services provided

in each category is described in the table below.

Audit-related fees

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Audit-related fees:

In 2021, MNP billed

audit-related fees for preparation and review of an SEC Form S-1 filing and a comment letter.

There were no fees billed by MNP for

professional services rendered for audit-related services for the years ended December 31, 2020.

In 2022, MNP billed audit-related

fees for preparation and review of an SEC Form S-1 filing and a comment letter.

There were no fees billed by MNP for professional services

rendered for audit-related services for the years ended December 31, 2022.

Consists of fees incurred for the Company’s

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All other fees:

There were no fees billed by

MNP for professional services rendered for other compliance purposes for the years ended December 31, 2021 and 2020.

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 2021 and 2020 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

with an auditor maintaining independence.

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

maintaining its independence.

There were no fees billed by MNP

for professional services rendered for other compliance purposes for the years ended December 31, 2022 and 2021.

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 2022

and 2021 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.

PART IV – OTHER INFORMATION

FINANCIAL STATEMENT SCHEDULES

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

Documents Filed as Part of This Report.

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statements are being filed as part of this Annual Report.

Consolidated Financial Statements

of Western Uranium & Vanadium Corp.

Financial Statements of Western Uranium & Vanadium Corp.

and Subsidiaries

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Consolidated Balance Sheets as of December 31, 2022 and 2021

Consolidated Statements of Operations

and Other Comprehensive Loss for the years ended December 31, 2021 and December 2020

Consolidated Statements of Shareholders’ Equity for the years ended December

31, 2021 and December 2020

Consolidated Statements of Operations and Other Comprehensive Loss for the years ended December 31, 2022 and December 2021

Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2022 and 2021

Consolidated Statements of Cash Flows for the years ended December 31, 2022 and 2021

December 2020

Notes to Consolidated Financial Statements

1 unchanged sentence

are being provided as required by Item 601 of Regulation S-K.

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

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

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

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

and Mineral Ablation, LLC

dated March 17, 2015

of Incorporation, as amended.

and Restated By-laws.

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 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.

and Mineral Ablation, LLC dated March 17, 2015

Certificate of Incorporation, as amended.

Amended and Restated By-laws.

Description of Capital Stock

Option Agreement

License Agreement between Ablation Technologies LLC and Black Range Mineral Ablation Holdings Inc.

Call Option Agreement

Technology License Agreement between Ablation Technologies LLC and Black Range Mineral Ablation Holdings Inc.

dated as of March 17, 2015

Incentive Stock Option Plan (Rolling 10%), as amended

Agreement between George Glasier and Western Uranium & Vanadium Corporation dated February 8, 2017

Agreement between Robert Klein and Western Uranium & Vanadium Corporation dated May 12, 2017

Agreement between Robert Klein and Western Uranium & Vanadium Corporation dated November 13, 2017

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

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

of Subsidiaries

13a-14(a)/15d-14(a) Certification of Chief Executive Officer

13a-14(a)/15d-14(a) Certification of Chief Financial Officer

1350 Certifications of Chief Executive Officer and Chief Financial Officer

Employment Agreement between George Glasier and Western Uranium & Vanadium Corporation dated February 8, 2017

Employment Agreement between Robert Klein and Western Uranium & Vanadium Corporation dated May 12, 2017

Employment Agreement between Robert Klein and Western Uranium & Vanadium Corporation dated November 13, 2017

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.

Disclosure, confidentiality and Insider Trading Policy

List of Subsidiaries

Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer

Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer

Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer

Mine Safety Disclosure Exhibit

6 unchanged sentences

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).*

Schedules and exhibits

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

The Company agrees to furnish a copy of the omitted schedules and exhibits

to the SEC upon request.

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

The Company agrees to furnish a copy of the omitted schedules and exhibits to the SEC upon request.

Filed herewith

Previously filed as an

exhibit to the Company’s Form 10 filed on April 29, 2016

Previously filed as an

exhibit with Amendment No.

Previously filed as an exhibit to the Company’s Form 10 filed on April 29, 2016

Previously filed as an exhibit with Amendment No.

2 to the Company’s Form 10 filed on July 22, 2016

Previously filed as an

exhibit with Amendment No.

Previously filed as an exhibit with Amendment No.

1 to the Company’s Form 10 filed on June 22, 2016

3 unchanged sentences

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

Previously filed as an exhibit to the Company’s Form 10-K filed on April 15, 2022

FORM 10-K SUMMARY

1 unchanged sentence

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

WESTERN URANIUM & VANADIUM CORP.

April 17, 2023

George Glasier

/s/ George Glasier

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 17, 2023

George Glasier

/s/ Robert Klein

Chief Financial Officer

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 17, 2023

/s/ George Glasier

George Glasier

Chief Executive Officer, President and

(Principal Executive Officer)

Director (Principal Executive Officer)

April 17, 2023

/s/ Robert Klein

Chief Financial Officer

1 unchanged sentence

April 17, 2023

/s/ Bryan Murphy

April 17, 2023

/s/ Andrew Wilder

Andrew Wilder

Western Uranium & Vanadium Corp.

Uranium & Vanadium Corp.

and Subsidiaries

Index to Consolidated Financial Statements

to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm (PCAOB ID:

5 unchanged sentences

of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Western Uranium & Vanadium

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, 2021 and 2020, 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, 2021 and 2020, 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.

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 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.

the Board of Directors and Shareholders of Western Uranium & Vanadium Corp.

on the Consolidated Financial Statements

have audited the accompanying consolidated balance sheets of Western Uranium & Vanadium Corp.

(the Company) as of December 31, 2022

and 2021, 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).

our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the

Company as of December 31, 2022 and 2021, 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.

Uncertainty Related to Going Concern

accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern.

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

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.

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.

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.

Chartered Professional Accountants, Licensed Public Accountants

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

Mississauga, Canada

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.

Chartered Professional Accountants

Licensed Public Accountants

have served as the Company’s auditor since 2015.

April 17, 2023

1 unchanged sentence

AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Stated in USD)

BALANCE SHEETS

As of December 31,

23 unchanged sentences

Shareholders’ Equity

Common shares, no par value, unlimited authorized shares, 39,073,428 and 30,084,053 shares issued as of December 31, 2021 and 2020 and 39,073,122 and 30,083,747 shares outstanding as of December 31, 2021 and 2020, respectively

Common shares, no par value, unlimited authorized shares, 43,602,871 and 39,073,428 shares issued as of December 31, 2022 and 2021, respectively, and 43,602,565 and 39,073,122 shares outstanding as of December 31, 2022 and 2021, respectively

Treasury shares, 306 shares held in treasury as of December 31, 2022 and 2021

2 unchanged sentences

( 13,161,496 )

Accumulated other comprehensive income (loss)

Accumulated other comprehensive (loss) income

Total shareholders’ equity

Total liabilities and shareholders’ equity

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

WESTERN URANIUM

& VANADIUM CORP.

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

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

AND OTHER COMPREHENSIVE LOSS

(Stated in USD)

STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS

For the Years Ended

Lease and royalty revenue

Cost of revenues

Mining expenditures

5 unchanged sentences

( 2,012,945 )

( 1,813,656 )

Accretion and interest

Settlement expense

Warrant modification expense

Gain on forgiveness of debt

( 2,074,037 )

( 2,392,890 )

Other comprehensive income (expense)

Foreign exchange gain (loss)

Other comprehensive loss

Foreign exchange (loss) gain

Comprehensive loss

3 unchanged sentences

Weighted average shares outstanding - basic and diluted

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

WESTERN URANIUM & VANADIUM

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

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’

(Stated in USD)

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

Common Shares

1 unchanged sentence

Comprehensive

Income (Loss)

Balance as of January 1, 2021

$ ( 11,087,459 )

Stock based compensation - stock options

Warrant modification expense

Foreign exchange loss

( 2,392,890 )

Balance as of December 31, 2020

$ ( 11,087,459 )

Private placement - February 16, 2021, net of offering costs

8 unchanged sentences

$ ( 13,161,496 )

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

WESTERN URANIUM & VANADIUM

Private placement - January 20, 2022, net of offering costs

Proceeds from the exercise of warrants

Cashless exercise of stock options

Stock based compensation - stock options

Foreign exchange loss

Balance as of December 31, 2022

$ ( 13,875,263 )

$ ( 261,132 )

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

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Stated in USD)

STATEMENTS OF CASH FLOWS

For the Years Ended

Cash Flows From Operating Activities:

Cash Flows From (Used in) Operating Activities:

$ ( 713,767 )

$ ( 2,074,037 )

Reconciliation of net loss to cash used in operating activities:

Reconciliation of net loss to cash provided by (used in) operating activities:

Accretion of reclamation liability

Gain on forgiveness of debt

Stock based compensation

Warrant modification expense

Change in marketable securities

4 unchanged sentences

Accounts payable and accrued liabilities

Reclamation liabilities

Subscription payable

Reclamation liability

Deferred revenue

Net cash used in operating activities

Contingent consideration

Net cash provided by (used in) operating activities

( 6,154,665 )

Cash Flows Used In Investing Activities

Purchase of mineral properties and equipment

( 1,045,638 )

Cash Flows From Investing Activities

Purchase of property and equipment

Net cash used in investing activities

( 1,045,638 )

Cash Flows From Financing Activities

Proceeds from notes payable

Proceeds from warrant exercises

2 unchanged sentences

Effect of foreign exchange rate on cash

Net increase (decrease) in cash and restricted cash

( 1,510,383 )

Net increase in cash and restricted cash

Cash and restricted cash - beginning

4 unchanged sentences

Cash paid during the period for:

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

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

URANIUM & VANADIUM CORP.

23 unchanged sentences

2 – Liquidity and going concern

The Company has incurred continuing losses from

its operations and negative operating cash flows from operations.

As of December 31, 2021, the Company had an accumulated deficit

of $ 13,161,496 and working capital of $ 4,492,169 .

Since inception, the Company has met its liquidity

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

On February 16, 2021, the Company closed a non-brokered

private placement of 3,250,000 units at a price of CAD $ 0.80 per unit.

The aggregate gross proceeds raised in the private placement amounted

to CAD $ 2,600,000 (USD $ 1,950,509 in net proceeds).

On March 1, 2021, the Company closed a non-brokered private placement of 3,125,000

units at a price of CAD $ 0.80 per unit.

The aggregate gross proceeds raised in the private placement amounted to CAD $ 2,500,000 (USD $ 1,918,797

in net proceeds).

On December 17, 2021, the Company closed a non-brokered private placement of 372,966 units at a price of CAD $ 1.60 per

The aggregate gross proceeds raised in the private placement amounted to CAD $ 596,746 (USD $ 434,973 in net proceeds).

year ended December 31, 2021, the Company received $ 2,004,864 in proceeds from the exercise of warrants.

Company’s ability to continue its planned 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

financing, to secure regulatory approval to fully utilize its kinetic separation (“Kinetic Separation”) technology, and

to initiate the processing of ore to generate operating cash flows.

With the exception of the quarter ended June 30,

2022, the Company had incurred losses from its operations.

During the year ended December 31, 2022, the Company generated a comprehensive

loss of $ 1,038,377 .

The Company expects to generate operating losses for the foreseeable future as it incurs expenses to bring its mining

operations online.

As of December 31, 2022, the Company had an accumulated deficit of $ 13,875,263 and working capital of $ 9,568,963 .

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

On January 20, 2022, the Company closed 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 (USD $ 3,011,878 in net proceeds).

During the year ended December

31, 2022, the Company received $ 2,620,395 in proceeds from the exercise of warrants.

Company’s ability to continue its planned 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 financing,

to secure regulatory approval to fully utilize its kinetic separation (“Kinetic Separation”) technology, and to initiate

the processing of ore to generate operating cash flows.

are no assurances that the Company will be able to raise capital on terms acceptable to the Company or at all, or that cash flows generated

24 unchanged sentences

of a “final” or “bankable” feasibility study for any of its uranium projects.

Exploration Stage and Mineral Properties

Stage and Mineral Properties

accordance with U.S.

23 unchanged sentences

to the financial statements of companies in the production stage.

Western will not be eligible to become a production stage issuer, and

will remain an exploration stage issuer, until such time as mineral reserves are established on at least one material property.

URANIUM & VANADIUM CORP.

24 unchanged sentences

is the Canadian dollar.

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

Transactions denominated in currencies other than the functional currency are recorded based on the exchange rates at the time of

the transaction.

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 income (loss)” in the

consolidated balance sheets.

The Company determines its reporting units in

accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 280,

Segment Reporting .

The Company evaluates a reporting unit by first identifying its operating segments under ASC 280.

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 functional currencies of the subsidiaries is the United States dollar.

Monetary assets and liabilities of

these subsidiaries are translated at the exchange rates at the balance sheet date.

Transactions denominated in currencies other than the

functional currency are recorded based on the exchange rates at the time of the transaction.

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) income” in the consolidated balance sheets.

Company determines its reporting units in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards

Codification (“ASC”) 280, Segment Reporting .

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

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

The Company has one operating segment and reporting unit.

The Company operates in one reportable business segment;

the Company is in the business of exploring,

developing, mining, and the production of its uranium and vanadium resource properties, including the utilization of the Company’s

Kinetic Separation technology in its mining processes.

The Company is organized and operated as one business.

Management reviews its business

as a single operating segment, using financial and other information rendered meaningful only by the fact that such information is presented

and reviewed in the aggregate.

is in the business of exploring, developing, mining, and the production of its uranium and vanadium resource properties, including the

utilization of the Company’s Kinetic Separation technology in its mining processes.

The Company is organized and operated as one

Management reviews its business as a single operating segment, using financial and other information rendered meaningful only

by the fact that such information is presented and reviewed in the aggregate.

Company considers all highly-liquid instruments with an original maturity of three months or less at the time of issuance to be cash

1 unchanged sentence

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’ equity.

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

earned or incurred.

market prices of the securities with unrealized gains and losses reported as accumulated other comprehensive (loss) income, a separate

component of shareholders’ equity.

Realized gains and losses on available-for-sale securities are included in net earnings in the

period earned or incurred.

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

3 – SUMMARY OF Significant Accounting Policies, CONTINUED

cash balances are restricted as they relate to deposits with banks that have been assigned to state reclamation authorities in the United

6 unchanged sentences

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.

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED )

Property and equipment

Property and equipment is stated at cost less accumulated depreciation.

Depreciation is calculated using the straight-line method, based upon the following estimated useful lives:

Computer and related equipment

For the years ended December 31, 2021 and 2020,

the Company recorded depreciation expense of $ 20,380 and $ 10,628 , respectively.

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 the FASB ASC 842,

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 based upon production.

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

and equipment

and equipment is stated at cost less accumulated depreciation.

Depreciation is calculated using the straight-line method, based upon

the following estimated useful lives:

Classification

and related equipment

the years ended December 31, 2022 and 2021, the Company recorded depreciation expense of $ 26,877 and $ 20,380 , respectively.

Company purchased prepaid uranium concentrate contracts for future delivery of uranium concentrate pursuant to a supply agreement.

Company recognizes revenue upon the delivery of the uranium contract to the counterparty and charges to cost of revenues the purchase

cost of the uranium concentrate contract upon such delivery.

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 the FASB 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 based upon

Values of Financial Instruments

The carrying amounts of cash, restricted cash,

accounts payable, subscription payable, contingent consideration 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 Company’s operating 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.

accounts payable, subscription payable, reclamation liability, contingent consideration 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 Company’s operating and financing activities are conducted primarily in

Canadian dollars, and as a result, the Company is subject to 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.

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.

FASB 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).

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).

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

3 – SUMMARY OF Significant Accounting Policies, continued

Values of Financial Instruments (continued)

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

7 unchanged sentences

markets that are not active, or other inputs that are observable, either directly or indirectly.

3 - Significant unobservable inputs that cannot be corroborated by market data and inputs that are derived principally from or

corroborated by observable market data or correlation by other means.

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

3 – SUMMARY OF Significant Accounting Policies (continued )

Values of Financial Instruments (continued)

3- Significant unobservable inputs that cannot be corroborated by market data and inputs that are derived principally from or corroborated

by observable market data or correlation by other means.

fair value of the Company’s financial instruments are as follows:

Quoted Prices for Similar

Assets or Liabilities in

Active Markets

Marketable securities as of December 31, 2021

Marketable securities as of December 31, 2020

Active Markets for

Identical Assets or

for Similar Assets or

Liabilities in Active

Unobservable Inputs

securities as of December 31, 2022

securities as of December 31, 2021

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.

Impairment 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 prices (considering current and historical prices,

trends, and related factors), production levels, operating costs of production, and capital, restoration and reclamation costs,

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.

Impairment 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.

flows are estimated based on estimated quantities of recoverable minerals, expected uranium prices (considering current and historical

prices, trends, and related factors), production levels, operating costs of production, and capital, 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, 2021, 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 to measure fair value of our uranium

properties are subject to risk uncertainty.

Changes in these estimates and assumptions could result in the impairment of the

Company’s 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.

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, 2022, 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 to measure fair value of the Company’s uranium properties are

subject to risk uncertainty.

Changes in these estimates and assumptions could result in the impairment of the Company’s long-lived

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.

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

3 – SUMMARY OF Significant Accounting Policies, continued

Company utilizes an asset and liability approach for financial accounting and reporting for income taxes.

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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 of the deferred tax assets will

not be realized.

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

to previous estimates of tax liability.

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

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 more 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 and measurement standards.

As of December

31, 2021 and December 31, 2020, no liability for unrecognized tax benefits was required to be reported.

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 of the deferred tax assets will not be realized.

Management makes judgments as to the interpretation of the tax laws

that might be challenged in 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.

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

amount recognized is measured as the largest amount of benefit that is more 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 and measurement standards.

As of December 31, 2022 and December 31, 2021, no liability for unrecognized tax benefits

was required to be reported.

Company’s policy for recording interest and penalties associated with tax audits is to record such items as a component of general

4 unchanged sentences

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 jurisdictions and its state tax jurisdictions in Colorado and Utah as its “major” tax jurisdictions,

and such returns for the years 2017 through 2021 remain subject to examination.

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

3 – SUMMARY OF Significant Accounting Policies (continued )

Company has identified its federal Canadian and United States tax jurisdictions and its state tax jurisdictions in Colorado and Utah

as its “major” tax jurisdictions, and such returns for the years 2017 through 2022 remain subject to examination.

and Remediation Costs (Asset Retirement Obligations)

6 unchanged sentences

actual expenses incurred, and technology and industry standards.

In accordance with the FASB ASC 410, Asset

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

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

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.

accordance with the FASB 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.

each reporting period, the Company reviews the assumptions used to estimate the expected cash flows required to settle the asset retirement

3 unchanged sentences

may cause revision of asset retirement obligations for the corresponding assets.

The Company follows the FASB 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 fair value of the stock or the fair value

of the service, whichever is more readily measureable.

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 fair value

in line with the period over which it was earned.

For employees and consultants, this is typically considered to be the vesting period

of the award.

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

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.

URANIUM & VANADIUM CORP.

2 unchanged sentences

3 – SUMMARY OF Significant Accounting Policies, continued

The Company follows the FASB 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 fair value of the stock or the fair value

of the service, whichever is more readily measurable.

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 fair value in line

with the period over which it was earned.

For employees and consultants, this is typically considered to be the vesting period of the

Loss per Share

net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period.

earnings per share are computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding

earnings per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding

during the period.

1 unchanged sentence

(using the treasury stock method).

The computation of diluted net loss per share for the years ended December 31, 2021 and 2020 excludes

potentially dilutive securities.

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

The computation of net loss per share for each of the years ended December 31, 2022 and 2021 is the

same for both basic and fully diluted.

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.

Ended December 31,

to purchase common shares

potentially dilutive securities

For the Years Ended

Warrants to purchase common shares

Options to purchase common shares

Total potentially dilutive securities

Accounting Standards

1 unchanged sentence

accompanying consolidated financial statements.

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

In June 2016, the FASB issued ASU No.

Financial Instruments – Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments.

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 was 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 standard became effective for the Company beginning

January 1, 2020.

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.

December 2019, FASB issued ASU No.

2019-12, Income Taxes (Topic 740):

Simplifying the Accounting for Income Taxes .

eliminated certain exceptions and changed guidance on other matters.

The 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 adopted this standard, and it did not result

in a material impact on its results of operations, financial position, cash flows, and related disclosures.

URANIUM & VANADIUM CORP.

3 unchanged sentences

Company’s mining properties acquired on August 18, 2014 that the Company retains as of December 31, 2022 include:

The San Rafael

Uranium Project located in Emery County, Utah;

Rafael Uranium Project located in Emery County, Utah;

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

The Van 4 Mine

located in western Montrose County, Colorado;

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

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

None of these mining properties were operational at the date

of acquisition.

Van 4 Mine located in western Montrose County, Colorado;

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

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.

Company’s mining properties acquired on September 16, 2015 that the Company retains as of December 31, 2022 include Hansen, North

9 unchanged sentences

Company’s mineral properties and equipment and kinetic separation intellectual property are:

of December 31,

properties and equipment

separation intellectual property

As of December 31,

Mineral properties and equipment, net

Kinetic separation intellectual property

Mineral Properties and Equipment

During the years ended December 31, 2022 and 2021,

Western made purchases of $ 1,045,638 and $ 65,000 , which principally consisted of mining equipment, to increase mining capacity.

and Gas Lease and Easement

6 unchanged sentences

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 2021, the operator completed all well development stages, and each of the eight (8) Blue Teal Fed wells commenced oil

and gas production by mid-August 2021.

During the years ended December 31, 2021 and 2020

the Company recognized aggregate revenue of $ 272,142 and $ 54,620 , respectively, under these oil and gas lease arrangements (See Note 14).

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 expired.

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 years ended December 31, 2022 and 2021 the Company recognized aggregate revenue of $ 635,363 and $ 272,142 , respectively, under these

oil and gas lease arrangements.

URANIUM & VANADIUM CORP.

8 unchanged sentences

The Company determined the

gross reclamation liabilities of the mineral properties as of December 31, 2021 and 2020, to be approximately $ 740,446 and $ 906,811 ,

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

gross reclamation liabilities of the mineral properties to be $ 751,405 and $ 740,446 as of December 31, 2022 and December 31, 2021, 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.

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 .

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%.

The net discounted aggregated values as of December 31,

2021 and 2020 were $271,620 and $309,940, respectively.

The gross reclamation liabilities as of December 31, 2021 and 2020 are secured

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%.

The net discounted aggregated values as of December 31, 2022 and December 31,

2021 were $300,276 and $271,620, respectively.

The gross reclamation liabilities as of December 31, 2022 and December 31, 2021 are secured

by financial warranties in the amount of $ 751,405 and $ 740,446 , respectively.

liability activity for the years ended December 31, 2022 and 2021 consists of:

the Years Ended

Discontinuation

of reclamation liability

For the Years Ended

Beginning balance at January 1

Discontinuation of reclamation liability

Ending Balance at December 31

the first quarter of 2021, the Company received notice that its Ferris Haggerty property was no longer considered to be subject to reclamation

12 unchanged sentences

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

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 MLRB which was set to expire June 23, 2017.

its expiration, PRM formally requested an extension through a second Temporary Cessation.

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.

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.

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,

ruling that the additional five-year Temporary Cessation period should not have been granted.

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 on March 2, 2020, the MLRB issued an order vacating the Van 4 Temporary Cessation, revoking the permit

and ordering commencement of final reclamation, which must be completed within five years.

The Company commenced reclamation of the Van

4 Mine, but progress has been delayed both by the novel coronavirus (“COVID-19”) restrictions and countywide fire and open

flame restrictions.

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

operations team has made significant progress on the reclamation as all surface structures have been disassembled and removed with the

exception of the head frame.

Mine Complex Permitting Status

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 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.

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)

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 (the “Plaintiffs”) 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.

On May 5, 2021, the Plaintiffs in the Topaz Appeal filed an opening brief with the Denver District Court

seeking to overturn the July 22, 2020 and October 21, 2020 MLRB permit hearing decisions on the Topaz Mine permit.

The MLRB and the Company

were to respond with an answer brief within 35 days on or before June 9, 2021, but instead sought a settlement.

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.

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 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 (the “Plaintiffs”)

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

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 Plaintiffs in the Topaz Appeal filed an opening brief with the

Denver District Court seeking to overturn the July 22, 2020 and October 21, 2020 MLRB permit hearing decisions on the Topaz Mine permit.

The MLRB and the Company were to respond with an answer brief within 35 days on or before June 9, 2021, but instead sought a settlement.

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.

The Plaintiff submitted a reply brief on September 10, 2021.

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 MRLB have until April 19, 2022 to appeal the Denver District Court’s ruling.

The Company is

also working 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.

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

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

Subsequently on March 20, 2023, the MLRB issued a

board order for the Company to commence final reclamation, which upon completion will terminate mining operations at the Topaz Mine.

Reclamation is to commence immediately at the Topaz Mine and is to be completed within five years by March 2028.

The Company is currently

working 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 and needed to re-permit the Topaz Mine with Colorado’s DRMS.

URANIUM & VANADIUM CORP.

3 unchanged sentences

Separation Intellectual Property

The Kinetic Separation intellectual property was

acquired in Western’s acquisition of Black Range on September 16, 2015.

Previously Black Range acquired its Kinetic Separation assets

in the dissolution of a joint venture on March 17, 2015, through the acquisition of all the assets of the joint venture and received a

25-year license to utilize all of the patented and unpatented technology owned by the joint venture.

The technology license agreement

for patents and unpatented technology became effective as of March 17, 2015, for a period of 25 years, until March 16, 2040.

no remaining license fee obligations, and there are no future royalties due under the agreement.

The Company has the right to sub-license

the technology to third parties.

The Company may not sell or assign the Kinetic Separation license;

however, the license could be transferred

in the case of a sale of the Company.

The Company has developed improvements to Kinetic Separation during the term of the license agreement

and retains ownership of, and may obtain patent protection on, any such improvements developed by the Company.

The Kinetic Separation patent was filed on September 13, 2012 and granted

on February 14, 2014 by the United States Patent Office.

The patent is effective for a period of 20 years until September 13, 2032.

patent is supported by two provisional patent applications.

The provisional patent applications expired after one year but were incorporated

Patent by reference and claimed benefit prior to their expirations.

The status of the patent and two provisional patent applications

has not changed subsequent to the 2014 patent grant.

The Company has the continued right to use any patented portion of the Kinetic Separation

technology that enters the public domain subsequent to the patent expiration.

The Company anticipates Kinetic Separation will improve the efficiency

of the mining and processing of the sandstone-hosted ore from Western’s conventional mines through the separation of waste from

mineral bearing-ore, potentially reducing transportation, mill processing, and mill tailings costs.

Kinetic Separation is not currently

in use or being applied at any Company mines.

The Company views Kinetic Separation as a cost saving technology, which it will seek to

incorporate into ore production subsequent to commencing scaled production levels.

There are also alternative applications, which the

Company has explored.

Kinetic Separation intellectual property was acquired in Western’s acquisition of Black Range on September 16, 2015.

Black Range acquired its Kinetic Separation assets in the dissolution of a joint venture on March 17, 2015, through the acquisition of

all the assets of the joint venture and received a 25-year license to utilize all of the patented and unpatented technology owned by

the joint venture.

The technology license agreement for patents and unpatented technology became effective as of March 17, 2015, for

a period of 25 years, until March 16, 2040.

There are no remaining license fee obligations, and there are no future royalties due under

the agreement.

The Company has the right to sub-license the technology to third parties.

The Company may not sell or assign the Kinetic

Separation license;

however, the license could be transferred in the case of a sale of the Company.

The Company has developed improvements

to Kinetic Separation during the term of the license agreement and retains ownership of, and may obtain patent protection on, any such

improvements developed by the Company.

Kinetic Separation patent was filed on September 13, 2012 and granted on February 14, 2014 by the United States Patent Office.

is effective for a period of 20 years until September 13, 2032.

This patent is supported by two provisional patent applications.

provisional patent applications expired after one year but were incorporated in the U.S.

Patent by reference and claimed benefit prior

to their expirations.

The status of the patent and two provisional patent applications has not changed subsequent to the 2014 patent

The Company has the continued right to use any patented portion of the Kinetic Separation technology that enters the public domain

subsequent to the patent expiration.

Company anticipates Kinetic Separation will improve the efficiency of the mining and processing of the sandstone-hosted ore from Western’s

conventional mines through the separation of waste from mineral bearing-ore, potentially reducing transportation, mill processing, and

mill tailings costs.

Kinetic Separation is not currently in use or being applied at any Company mines.

The Company views Kinetic Separation

as a cost saving technology, which it will seek to incorporate into ore production subsequent to commencing scaled production levels.

There are also alternative applications, which the Company has explored.

5 – Accounts Payable and Accrued Liabilities

payable and accrued liabilities consisted of:

of December 31,

accounts payable

accounts payable and accrued liabilities

Note 6 – Loan Payable

Paycheck Protection Program Loan

On May 6, 2020, the Company obtained 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 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.

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

Company recorded the loan forgiveness as other income in the Company’s consolidated statement of operations and other comprehensive

As of December 31,

Trade accounts payable

Accrued liabilities

Total accounts payable and accrued liabilities

URANIUM & VANADIUM CORP.

2 unchanged sentences

6 – COMMITMENTS AND CONTINGENCIES

In December 2015, the Company signed a uranium

concentrates supply agreement with a major United States utility company for delivery commencing in 2018 and continuing for a five-year

period through 2022.

The Company and the major United States utility customer mutually agreed to cancel the Year 3 delivery, rather than

pursue a partial assignment.

There was no delivery during 2020.

December 2015, the Company signed a uranium concentrates supply agreement with a major United States utility company for delivery commencing

in 2018 and continuing for a five-year period through 2022.

On March 8, 2021, the Company entered into an agreement with a third party

2 unchanged sentences

made the delivery in May 2021.

This amount is included in settlement expense on the Company’s consolidated statement of operations

and comprehensive loss.

On April 13, 2022, in satisfaction of its Year 5 (2022) delivery obligation, the Company delivered 125,000 pounds

of uranium concentrate (See Note 14).

In April 2022, in satisfaction of the Year 5 delivery under its supply contract, the Company delivered

125,000 lbs of uranium concentrate from its prepaid uranium concentrate inventory.

Accordingly, during the year ended December 31, 2022,

the Company recorded revenue of $7,223,609 (at a price of approximately $57 per pound) and cost of revenue of $4,044,083, related to

the delivery of the uranium.

In May 2022, the Company received the cash proceeds from this sale.

Acquisition of Physical Uranium

On May 28, 2021, the Company executed a binding

agreement to purchase 125,000 pounds of natural uranium concentrate at the market price.

In December 2021, the Company paid $4,020,000

or $32.16 per pound, in connection with its full prepayment of the purchase price for 125,000 pounds of natural uranium concentrate.

uranium concentrate was delivered to the purchaser on April 13, 2022 , pursuant to the terms of the aforementioned uranium concentrates

supply agreement.

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 under the terms of the aforementioned uranium concentrates

supply agreement in April 2022.

7 – SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS

The holders of the Company’s common shares

are entitled to one vote per share.

Holders of common shares are entitled to ratably receive such dividends, if any, as may be declared

by the board of directors, out of legally available funds.

Upon the liquidation, dissolution, or winding down 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, 2021 and 2020, an unlimited number of common shares were authorized for issuance.

February 16, 2021, the Company closed a non-brokered private placement of 3,250,000 units at a price of CAD $ 0.80 per unit.

holders of the Company’s common shares are entitled to one vote per share.

Holders of common shares are entitled to ratably receive

such dividends, if any, as may be declared by the board of directors, out of legally available funds.

Upon the liquidation, dissolution,

or winding down 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, 2022 and 2021, an unlimited number of common shares were authorized for issuance.

February 16, 2021, the Company closed a non-brokered private placement of 3,250,000 units at a price of CAD $ 0.80 per

The aggregate gross proceeds raised in the private placement amounted to CAD $ 2,600,000 (USD $ 1,950,509 in net proceeds).

Each unit consisted 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.

March 1, 2021, the Company closed a non-brokered private placement of 3,125,000 units at a price of CAD $ 0.80 per unit.

The aggregate gross proceeds raised in the private placement amounted to CAD $ 2,500,000 (USD $ 1,918,797 in net proceeds).

unit consisted of one Share plus one 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.

December 17, 2021, the Company closed a non-brokered private placement of 372,966 units at a price of CAD $ 1.60 per unit.

The aggregate gross proceeds raised in the private placement amounted to CAD $ 596,746 (USD $ 434,973 in net proceeds).

unit consisted of one Share plus one Warrant.

Each Warrant entitled the holder to purchase one 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 372,966 Shares

and 372,966 Warrants were issued in the private placement.

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

The aggregate

4 unchanged sentences

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 a non-brokered

private placement of 3,125,000 units at a price of CAD $ 0.80 per unit.

The aggregate gross proceeds raised in the private placement amounted

to CAD $ 2,500,000 (USD $ 1,918,797 in net proceeds).

Each unit consisted of one Share plus one 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 December 17, 2021, the Company closed a non-brokered

private placement of 372,966 units at a price of CAD $ 1.60 per unit.

The aggregate gross proceeds raised in the private placement amounted

to CAD $ 596,746 (USD $ 434,973 in net proceeds).

Each unit consisted of one Share plus one Warrant.

Each Warrant entitled the holder to

purchase one 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 372,966 Shares and 372,966 Warrants were issued in the private placement.

During the year ended December 31, 2021, an aggregate

of 2,066,693 warrants were exercised for total gross proceeds of $ 2,004,864 .

A total of 2,495,575 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.

URANIUM & VANADIUM CORP.

1 unchanged sentence

TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 8 - SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS (CONTINUED)

7 – SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS, CONTINUED

the year ended December 31, 2022 and 2021, an aggregate of 2,020,351 and 2,066,693 warrants were exercised for total gross proceeds of

$ 2,620,395 and $ 2,004,864 , respectively.

Stock Option Plan

The Company maintains an Incentive Stock Option Plan (the “Plan”)

that permits the granting of stock options as incentive compensation.

Shareholders of the Company approved the Plan on June 30, 2008

and amendments to the Plan on June 20, 2013.

The board of directors approved additional changes to the Plan on September 12, 2015 and

as of October 1, 2021.

Company maintains an Incentive Stock Option Plan (the “Plan”) that permits the granting of stock options as incentive compensation.

Shareholders of the Company approved the Plan on June 30, 2008 and amendments to the Plan on June 20, 2013.

The board of directors approved

additional changes to the Plan on September 12, 2015.

On October 1, 2021, the Company further amended the Plan, principally to allow

for the cashless exercise of stock options.

purpose of the Plan is to attract, retain, and motivate directors, management, staff, and consultants by providing them with the opportunity,

4 unchanged sentences

and at that date the maximum number of stock options eligible for issue under the Plan was 4,360,257 .

On October 1, 2021, the Company amended the Plan

to allow for the cashless exercise of stock options, among other things.

During the year ended December 31, 2021, the Company

issued 174,716 shares of common stock pursuant to the cashless exercise of 483,330 stock options.

February 10, 2022, the Company granted options under the Plan for the purchase of an aggregate of 900,000 common shares to five individuals

consisting of directors and officers of the Company.

The options have a five year term, an exercise price of CAD $ 1.76 (US $ 1.30 as of

December 31, 2022) and vest equally in thirds commencing initially on the date of grant and thereafter on April 1, 2022, and July 1,

October 31, 2022, the Board of Directors granted options under the Plan for the purchase of an aggregate of 1,665,000 common shares to

individuals consisting of directors and officers of the Company.

Each of these options have a five year term, an exercise price of CAD

$ 1.60 (US $ 1.18 as of December 31, 2022) and vest equally in two installments beginning on the date of grant and thereafter on April

Company utilized the Black-Scholes option pricing model to determine the fair value of these stock options, using the assumptions as

outlined below:

CAD $ 1.44 - $ 1.76

Exercise Price

Average Grant

Date Fair Value

– January 1, 2021

– December 31, 2021

CAD $ 1.60 - $ 1.76

Dividend Yield

Expected Volatility

103.3 % - 108.4 %

Weighted Average Risk-Free Interest Rate

1.61 % - 4.45 %

Expected life (in years)

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

7 – SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS, CONTINUED

Options, continued

During the year ended December 31, 2022, the Company

issued 13,517 shares of common stock pursuant to the cashless exercise of 50,000 stock options (with a market price

on date of exercise of CAD $ 1.3705 (US $ 1.00 as of December 31, 2022).

Number of Shares

2 unchanged sentences

Weighted Average Grant Date Fair Value

Intrinsic Value

Outstanding – January 1, 2022

Expired, forfeited, or cancelled

Outstanding – December 31, 2022

Exercisable – December 31, 2022

Company’s stock-based compensation expense related to stock options for the years ended December 31, 2021 and 2020 was $ 0 and $204,808,

respectively, which is included in general and administrative expenses on the Company’s consolidated statements of operations and

comprehensive loss.

As of December 31, 2021, the Company had $ 0 in unamortized stock option expense.

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 8 - SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS (CONTINUED)

Stock Options, continued

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

Number of Options Granted

Dividend Yield

Expected Volatility

Weighted Average Risk-Free Interest Rate

Expected life (in years)

Exercise Price

- January 1, 2020

– December 31, 2020

–January 1, 2021

( 3,647,147 )

The Company’s stock-based compensation expense

related to stock options for the years ended December 31, 2022 and 2021 was $ 1,566,520 and $ 0 , respectively, which is included in general

and administrative expenses on the Company’s consolidated statements of operations and other comprehensive loss.

As of December

31, 2022 and 2021, the Company had $ 364,095 and $ 0 of unamortized stock option expense, respectively.

Number of Shares

Weighted Average Exercise Price

Weighted Average Contractual Life (Years)

Outstanding - January 1, 2022

( 2,020,351 )

–December 31, 2021

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 8 - SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS (CONTINUED)

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

The Company performed a Black-Scholes valuation on the warrants both

pre-modification and post-modification, using the assumptions below.

August 2018 –

Exercise Price

Number of Warrants Modified

Dividend Yield

Expected Volatility

Weighted Average Risk-Free Interest Rate

Expected 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.

Expired/Forfeited

Outstanding – December 31, 2022

Exercisable – December 31, 2022

8 – Mining Expenditures

the Years Ended

For the Years Ended

URANIUM & VANADIUM CORP.

14 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 $ 362,794 and $ 392,086 as of December 31, 2021 and 2020,

the deferred contingent consideration as an assumed liability in the amount of $ 340,252 and $ 362,794 as of December 31, 2022 and December

31, 2021, respectively.

The Company also owes Mr.

The Company has multiple lease arrangements with Silver Hawk Ltd.,

an entity which is owned by George Glasier and his wife Kathleen Glasier.

These leases, which are all on a month-to-month basis, are for

the Company’s rental of office, workshop, warehouse and employee housing facilities The Company incurred rent expense of $ 55,198

and $ 34,427 in connection with these arrangement for the years ended December 31, 2022 and 2021, respectively.

The Company also owed Mr.

Glasier reimbursable

expenses in the amount of $ 65,753 as of December 31, 2021.

expenses in the amount of $ 87,221 and $ 65,753 as of December 31, 2022 and December 31, 2021, respectively, which are recorded in accounts

payable and accrued liabilities.

10 – Income Taxes

1 unchanged sentence

of December 31,

operating loss carryovers

Deferred tax assets:

Net operating

loss carryovers

Marketable securities

Accrued expenses

Amortization capitalized cost

Unrealized foreign exchange

Accretion expense

tax assets, gross

3 unchanged sentences

tax assets, net

tax liabilities:

and equipment

Deferred tax liabilities:

Property and equipment

( 5,314,338 )

( 5,098,256 )

tax liabilities, net

annual expense

Deferred tax liabilities,

$ ( 2,708,887 )

1 unchanged sentence

change in the Company’s valuation allowance is as follows:

the Years Ended

in valuation allowance

For the Years Ended

Beginning of year

Increase in valuation allowance

URANIUM & VANADIUM CORP.

4 unchanged sentences

from operations before the provision for income taxes is as follows:

the Years Ended

For the Years Ended

federal statutory rate

and foreign taxes

Non-deductible

income tax rate

State and foreign taxes

Permanent differences

Stock-based compensation

True-up to prior years return

Valuation allowance

Effective income tax rate

Company has net operating loss carryovers of approximately $ 23,017,786 for federal and state income tax purposes and net operating loss

2 unchanged sentences

loss is dependent upon future taxable income, if any, of the Company.

on losses from inception, the Company determined that as of December 31, 2021 it is more likely than not that the Company will not realize

benefits from the deferred tax assets.

The Company will not record income tax benefits in the consolidated financial statements until

it is determined that it is more likely than not that the Company will generate sufficient taxable income to realize the deferred income

As a result of the analysis, the Company determined that a valuation allowance against the deferred tax assets was required

of $ 3,488,821 and $ 2,997,084 as of December 31, 2021 and 2020, respectively.

Internal Revenue Code (“IRC”) 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.

Based on losses from inception, the Company determined

that as of December 31, 2022 it is more likely than not that the Company will not realize benefits from the deferred tax assets.

will not record income tax benefits in the consolidated financial statements until it is determined that it is more likely than not that

the Company will generate sufficient taxable income to realize the deferred income tax assets.

As a result of the analysis, the Company

determined that a deferred tax asset valuation allowance of $ 3,688,584 and $ 3,488,821 was required as of December 31, 2022 and 2021, respectively.

Revenue Code (“IRC”) 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.

Management cannot control any ownership changes that occur.

Accordingly, there 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 common shares during the years ended December 31, 2021 and 2020 and does not believe such change of control occurred.

such ownership change under IRC section 382 had occurred, such change would substantially limit the Company’s ability to utilize

its net operating loss carryforwards in the future.

there 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 common shares during the years ended December 31, 2022 and 2021 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 to utilize its net operating loss carryforwards in the future.

11 – FINANCIAL INSTRUMENTS

The Company’s financial instruments consist of cash, restricted

cash, accounts payable, contingent consideration 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 incorporate

marketable securities that are adjusted to fair value at each balance sheet date based on quoted prices which are considered level 1

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 are 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, 2021 and 2020.

Company’s financial instruments consist of cash, restricted cash, accounts payable, contingent consideration 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 incorporate 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 are 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, 2022 and 2021.

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.

The functional currency for Western 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.

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 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

Management monitors its foreign currency exposure regularly to minimize the risk of an adverse impact on its cash flows.

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

11 – FINANCIAL INSTRUMENTS, CONTINUED

Concentration

3 unchanged sentences

Company limits its exposure to credit loss on its cash and restricted cash by placing its cash with high credit quality financial institutions.

URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

TO THE CONSOLIDATED FINANCIAL STATEMENTS

12 – FINANCIAL INSTRUMENTS (CONTINUED )

Liquidity risk is the risk that the Company’s

consolidated cash flows from operations will not be sufficient for the Company to continue operating and discharge is liabilities.

Company is exposed to liquidity risk as its continued operation is dependent upon its ability to obtain financing, either in the form

of debt or equity, or achieve profitable operations in order to satisfy its liabilities as they come due.

As of December 31, 2021, the

Company had a working capital of $ 4,492,169 and cash on hand of $ 880,821 .

risk is the risk that the Company’s consolidated cash flows from operations will not be sufficient for the Company to continue

operating and discharge is liabilities.

The Company is exposed to liquidity risk as its continued operation is dependent upon its ability

to obtain financing, either in the form of debt or equity, or achieve profitable operations in order to satisfy its liabilities as they

As of December 31, 2022, the Company had a working capital of $ 9,568,963 and cash on hand of $ 9,682,133 .

risk is the risk that fluctuations in the market prices of minerals will impact the Company’s future cash flows.

6 unchanged sentences

12 – COVID-19

The world has been, and continues to be, impacted by 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 also limited Western’s

participation in industry and investor conference events during 2020 and 2021.

The Company is continuing to monitor COVID-19 and its subvariants

and the potential impact of the pandemic on the Company’s operations.

14 – SUBSEQUENT EVENTS

January 20, 2022, the Company closed 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 Share plus one Warrant.

entitled the holder to purchase one 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 Shares and 2,495,575 Warrants were issued in the private placement.

Oil and Gas Royalty

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.

Royalty checks will subsequently be received monthly.

For the year ended December 31, 2021, this revenue was recognized

within lease and royalty revenue on the consolidated statements of operations and comprehensive loss.

As of December 31, 2021, this amount

was included within other current assets on the consolidated balance sheets.

Uranium Supply Agreement Delivery

On April 13, 2022, in satisfaction of the Year 5 delivery

under its supply contract, the Company delivered 125,000 lbs of uranium concentrate from its prepaid uranium concentrate inventory.

delivery of uranium concentrate resulted in a sale of $ 7,130,000 , at a price of approximately $ 57 per pound.

The Company expects to receive

the cash from this sale in May 2022.

Exercise of Warrants

Subsequent to December 31, 2021 through April 13, 2022,

the Company received CAD $ 2,272,610 and issued 1,352,947 shares of common stock pursuant to the exercise of warrants.

world continues to be impacted by the COVID-19 pandemic.

COVID-19 and the measures to prevent its spread, previously impacted the Company’s

business in a number of ways.

COVID-19 has primarily caused Western delays in reporting, regulatory matters, operations, and sick/quarantine

days for employees infected/exposed to COVID-19.

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

investor conference events during 2020 and 2021.

The impact of future disruptions and the extent of adverse impacts on the Company’s

financial and operating results will be dictated by the unpredictable duration and severity of the future waves of COVID-19.

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

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