What changed in this filing

/stocks — the workspaceLOADING

Item 1A. Risk Factors

2023-05-17 compared with 2022-11-17 · 140 added, 121 removed, 464 unchanged (36% of the section changed)

8 unchanged sentences

ability to become a successful operating mining company is contingent on whether we can continue to access adequate operating capital

and can ultimately mine our properties at a profit sufficient to finance further mining activities and to acquire and finance additional

reserves, all in spite of potentially significant fluctuations in the market prices of uranium and vanadium.

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

During the three months ended September 30,

2022, we generated a net loss of $527,525.

We expect to generate operating losses for the foreseeable future as we incur expenses to bring

our mining operations online.

As of September 30, 2022, we had an accumulated deficit of $12,583,074 and working capital of $10,181,380.

and can ultimately mine our properties and monetize the uranium and vanadium processed at our mill on a profitable basis, and can then

leverage those proceeds to finance further mining activities and to acquire and finance additional reserves, all in spite of potentially

significant fluctuations in the market prices of uranium and vanadium.

expect to generate operating losses for the next several years as we incur expenses to scale up mining at our Sunday Mine Complex.

the three months ended March 31, 2023, we generated a net loss of $1,103,531.

As of March 31, 2023, we had an accumulated deficit of

$14,978,794 and working capital of $8,141,821.

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

1 unchanged sentence

Management’s plans include seeking to procure additional funds through debt and equity financings,

to secure regulatory approval to fully utilize its Kinetic Separation technology and to initiate the processing of ore to generate operating

to secure regulatory approval to fully utilize its Kinetic Separation technology, to scale up its mining operations at Sunday Mine Complex,

to construct its own ore processing mill that is expected to be licensed to utilize Kinetic Separation, and to initiate the processing

of ore to generate operating cash flows.

we cannot access additional sources of private or public capital, partner with another company that has cash resources and/or find other

7 unchanged sentences

private or public capital, we may not be able to remain in business and our shareholders may lose their entire investment.

ability to function as an operating mining company will be dependent on our ability to mine our properties at a profit sufficient to

finance further mining activities and for the acquisition and development of additional properties.

The volatility of uranium prices

makes long-range planning uncertain and raising capital difficult.

ability to function as an operating mining company will be dependent on our ability to mine our properties and permit, build and operate

our mill at a profit sufficient to finance further mining activities and for the acquisition and development of additional properties.

The volatility of uranium prices makes long-range planning uncertain and raising capital difficult.

ability to operate on a positive cash flow basis will be dependent on mining sufficient quantities of uranium or vanadium at a profit

sufficient to finance our operations and for the acquisition and development of additional mining properties.

Any profit will necessarily

be dependent upon, and affected by, the long and short term market prices of uranium and vanadium, which are subject to significant fluctuation.

sufficient to finance our operations, operate our mill profitably and for the acquisition and development of additional mining properties.

Any profit will necessarily be dependent upon, and affected by, the long and short term market prices of uranium and vanadium, which

are subject to significant fluctuation.

Uranium prices have been and will continue to be affected by numerous factors beyond our control.

These factors include the demand for

nuclear power, political and economic conditions in uranium producing and consuming countries, uranium supply from secondary sources

and uranium production levels and costs of production.

A significant, sustained drop in uranium prices may make it impossible to operate

our business at a level that will permit us to cover our fixed costs or to remain in operation.

These factors include the demand for nuclear power, political and economic conditions in uranium producing and consuming countries, uranium

supply from secondary sources and uranium production levels and costs of production.

A significant, sustained drop in uranium prices

may make it impossible to operate our business at a level that will permit us to cover our fixed costs or to remain in operation.

our future performance may be difficult since we have a limited financial and operating history, with significant negative cash flow

11 unchanged sentences

of Colorado and Utah.

In addition, in January 2023, we announced our plans to permit and develop a mill for the processing of uranium

and vanadium.

more fully described under “Liquidity and Capital Resources” of Item 2.

1 unchanged sentence

of Financial Condition and Result of Operations”, we have a history of significant negative cash flows and net losses, with an

accumulated deficit balance of $12.6 million and $13.2 million at September 30, 2022 and December 31, 2021, respectively.

reliant on royalty revenues and equity financings from the sale of our common shares in order to fund our operations.

We do not expect

to achieve profitability or develop positive cash flows from operations in the near term.

As a result of our limited financial and operating

history, including our significant negative cash flows and net losses to date, it may be difficult to evaluate our future performance.

September 30, 2022 and December 31, 2021, we had working capital of $10,181,380 and $4,492,169, respectively.

The continuation of the

Company as a going concern is dependent upon our ability to obtain adequate additional financing.

However, there is no assurance that

we will be successful in securing any form of additional financing in the future;

therefore, substantial doubt exists as to whether our

cash resources and working capital will be sufficient to enable the Company to continue its operations over the next twelve months.

condensed consolidated financial statements for the nine months ended September 30, 2022 were prepared assuming that the Company would

continue as a going concern.

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

outcome of this uncertainty.

accumulated deficit balance of $15.0 million and $13.9 million at March 31, 2023 and December 31, 2022, respectively.

We have been reliant

on royalty revenues and equity financings from the sale of our common shares in order to fund our operations.

We do not expect to achieve

profitability or develop positive cash flows from operations in the near term.

As a result of our limited financial and operating history,

including our significant negative cash flows and net losses to date, it may be difficult to evaluate our future performance.

March 31, 2023 and December 31, 2022, we had working capital of $8,141,821 and $9,568,963, respectively.

The continuation of the Company

as a going concern is dependent upon our ability to obtain adequate additional financing.

However, there is no assurance that we will

be successful in securing any form of additional financing in the future;

therefore, substantial doubt exists as to whether our cash

resources and working capital will be sufficient to enable the Company to continue its operations over the next twelve months.

The condensed

consolidated financial statements for the three months ended March 31, 2023 were prepared assuming that the Company would continue as

a going concern.

These condensed consolidated financial statements do not include any adjustments that might result from the outcome

of this uncertainty.

reliance on equity and debt financings is expected to continue for the foreseeable future.

8 unchanged sentences

interest in the mineral project.

long-term success, including the recoverability of the carrying values of our assets and our ability to acquire additional uranium projects

long-term success, including the recoverability of the carrying values of our assets, our ability to acquire additional uranium projects

and continue with exploration and pre-extraction activities and mining activities on our existing uranium projects, will depend ultimately

18 unchanged sentences

operations are capital intensive, and we will require significant additional financing to continue production at the Sunday Mine Complex,

continue exploration and begin pre-extraction activities on our other existing uranium/vanadium projects, and acquire additional uranium/vanadium

to permit and construct the ore processing mill, to continue exploration and begin pre-extraction activities on our other existing uranium/vanadium

projects, and to acquire additional uranium/vanadium projects.

operations are capital intensive and future capital expenditures are expected to be substantial.

We will require significant additional

financing to fund our operations, including continuing production at the Sunday Mine Complex, continuing exploration on our other existing

projects and beginning pre-extraction activities on those projects, which include assaying, drilling, geological and geochemical analysis

and mine construction costs, and acquiring additional uranium/vanadium projects.

In the absence of such additional financing, we would

not be able to fund our operations, which may result in delays, curtailment or abandonment of any one or all of our uranium projects.

financing to fund our operations, including continuing production at the Sunday Mine Complex, to permit and construct the ore processing

mill, continuing exploration on our other existing projects and beginning pre-extraction activities on those projects, which include

assaying, drilling, geological and geochemical analysis and mine construction costs, and acquiring additional uranium/vanadium projects.

In the absence of such additional financing, we would not be able to fund our operations, which may result in delays, curtailment or

abandonment of any one or all of our uranium projects.

Uranium/vanadium

62 unchanged sentences

processing into yellowcake (U3O8) or Vanadium Pentoxide (V2O5) would likely generate lower revenues.

the number of mills permitted for processing of uranium and vanadium is very limited, we have determined that we will seek a permit and

then construct our own uranium and vanadium ore processing mill.

The capital required and risks involved in such an endeavor could negatively

affect our ability to do business.

construction of a facility for the processing of uranium ore is both a capital-intensive and regulatory intensive endeavor.

a license to construct and operate a processing plant to mill uranium and vanadium is subject to a number of risks including local, state

and national regulations, and political and environmental influences.

Furthermore, we must raise sufficient capital to fund the permitting

efforts and construction of the mill.

We are subject to the risks that adequate capital in general may not be available at the levels

needed and risks that adequate capital may not be available for investments in the front-end of the nuclear fuel cycle.

If we are not

able to address these risks and build a processing plant/mill, we would need to arrange with a third party for conventional milling

It may be difficult for the Company to gain access to a third party’s mill on favorable terms, or at all.

result in increased costs and/or significant delays in, interruption of, or cessation of the Company’s business activities.

ability to realize anticipated benefits of the Kinetic Separation process is subject to uncertainties associated with that process.

order to utilize Kinetic Separation to process uranium/vanadium bearing ore, there are uncertainties that must be addressed.

to utilize Kinetic Separation the Company would need to either apply for its own milling license for a processing facility or arrange

to utilize a third party’s mill, either of which would entail delays and associated costs.

The Company and its regulatory counsel

are continuing to seek an alternative path forward that would allow the Company to use Kinetic Separation either inside a uranium mine

or on the surface outside of the underground workings to further reduce transportation costs.

There is no assurance that such an alternative

approach will be approved.

to utilize Kinetic Separation the Company plans to apply for its own milling license for a processing facility.

If this is not practical

or feasible the Company would need to arrange to utilize a third party’s mill.

There are substantial costs and risks associated

with both of these alternatives.

The Company is open to continuing to seek an alternative path forward that would allow the use of Kinetic

Separation either inside a uranium mine or on the surface outside of the underground workings to further reduce transportation costs.

However, there is no assurance that such an alternative approach will be approved for Western or other companies with comparable processes

pursuing regulatory remedies.

addition, although the Company has conducted initial tests of its Kinetic Separation technology with what appear to be positive results,

70 unchanged sentences

received in a timely manner.

Our compliance costs, including the posting of

surety bonds associated with environmental protection laws and regulations and health and safety standards, have been significant to date

and are expected to increase in scale and scope as we expand our operations in the future.

Furthermore, environmental protection laws

and regulations may become more stringent in the future, and compliance with such changes may require capital outlays in excess of those

anticipated or cause substantial delays, which would have a material adverse effect on our operations.

compliance costs including the posting of surety bonds associated with environmental protection laws and regulations and health and safety

standards have been significant to date, and are expected to increase in scale and scope as we expand our operations in the future.

environmental protection laws and regulations may become more stringent in the future, and compliance with such changes may require capital

outlays in excess of those anticipated or cause substantial delays, which would have a material adverse effect on our operations.

the best of our knowledge, our operations are in compliance, in all material respects, with all applicable laws, regulations and standards.

6 unchanged sentences

may not be able to obtain, maintain or amend rights, authorizations, licenses, permits or consents required for our operations.

exploration and mining activities are dependent upon the grant of appropriate rights, authorizations, licenses, permits and consents,

as well as continuation and amendment of these rights, authorizations, licenses, permits and consents already granted, which may be granted

for a defined period of time, or may not be granted or may be withdrawn or made subject to limitations.

There can be no assurance that

all necessary rights, authorizations, licenses, permits and consents will be granted to us, or that authorizations, licenses, permits

and consents already granted will not be withdrawn or made subject to limitations.

exploration mining and planned uranium and vanadium ore processing activities at the proposed company owned mill are dependent upon the

grant of appropriate rights, authorizations, licenses, permits and consents, as well as continuation and amendment of these rights, authorizations,

licenses, permits and consents already granted, which may be granted for a defined period of time, or may not be granted or may be withdrawn

or made subject to limitations.

There can be no assurance that all necessary rights, authorizations, licenses, permits and consents will

be granted to us, or that authorizations, licenses, permits and consents already granted will not be withdrawn or made subject to limitations.

and remediation costs for environmental liabilities may exceed the provisions we have made.

110 unchanged sentences

reports, which could have an adverse effect on the price of our common shares.

Company may be subject to certain tax consequences in its business, which may increase the cost of doing business.

Company may not be able to structure its acquisitions to result in tax-free treatment for the companies or their stockholders, which

could deter third parties from entering into certain business combinations with the Company or result in being taxed on consideration

received in a transaction.

business, financial condition and results of operations may be negatively affected by economic and other consequences from Russia’s

5 unchanged sentences

action by Russia, various countries, including the United States, the United Kingdom and European Union issued broad-ranging economic

sanctions against Russia.

Such sanctions included, among other things, a prohibition on doing business with certain Russian companies,

large financial institutions, officials and oligarchs;

a commitment by certain countries and the European Union to remove selected Russian

banks from the Society for Worldwide Interbank Financial Telecommunications, or SWIFT, the electronic banking network that connects banks

a ban of oil imports from Russia to the United States;

and restrictive measures to prevent the Russian Central Bank from undermining

the impact of the sanctions.

Additional sanctions have been and may be imposed in the future.

Such sanctions (and any future sanctions)

and other actions against Russia may adversely impact, among other things, the Russian economy and various sectors of the economy, including

but not limited to, financial, energy, metals and mining, engineering and defense and defense-related materials sectors;

decline in the value and liquidity of Russian securities;

result in boycotts, tariffs, and purchasing and financing restrictions on Russia’s

government, companies and certain individuals;

weaken the value of the ruble;

sanctions against Russia and its companies, institutions, officials and oligarchs.

Additional sanctions have been and may be imposed

in the future.

Such sanctions (and any future sanctions) and other actions against Russia may adversely impact, among other things, the

Russian economy and various sectors of the economy, including but not limited to, financial, energy, metals and mining, engineering and

defense and defense-related materials sectors;

result in a decline in the value and liquidity of Russian securities;

result in boycotts,

tariffs, and purchasing and financing restrictions on Russia’s government, companies and certain individuals;

weaken the value

of the ruble;

downgrade the country’s credit rating;

freeze Russian

securities and/or funds invested in prohibited assets and impair the ability to trade in Russian securities and/or other assets;

have other adverse consequences on the Russian government, economy, companies and region.

freeze Russian securities and/or funds invested in prohibited assets and impair

the ability to trade in Russian securities and/or other assets;

and have other adverse consequences on the Russian government, economy,

companies and region.

Further, several large corporations and U.S.

states have announced plans to divest interests or otherwise curtail business dealings with certain Russian businesses.

states have announced plans to divest interests or otherwise curtail

business dealings with certain Russian businesses.

ramifications of the hostilities and sanctions may not be limited to Russia, Ukraine and Russian and Ukrainian companies and

may spill over to and negatively impact other regional and global economic markets (including Europe and the United States), companies

in other countries (particularly those that have done business with Russia and Ukraine) and on various sectors, industries and markets

for securities and commodities globally, such as oil and natural gas.

Accordingly, the actions discussed above and the potential for

a wider conflict could increase financial market volatility and cause severe negative effects on regional and global economic markets,

in other countries (particularly those that have significant trade with Russia and Ukraine) and on various sectors, industries and

markets for securities and commodities globally, such as oil and natural gas.

Accordingly, the actions discussed above and the potential

for a wider conflict could increase financial market volatility and cause severe negative effects on regional and global economic markets,

industries, and companies.

3 unchanged sentences

market disruptions and volatility, and the result of any diplomatic negotiations cannot be predicted.

we expect any direct impacts to our business to be limited, the indirect impacts on the economy and on the mining industry and other

industries in general could negatively affect our business and may make it more difficult for us to raise equity or debt financing.

we expect any direct impacts to our business to be limited, the indirect impacts on the economy, such as recession, and on the mining

industry and other industries in general could negatively affect our business and may make it more difficult for us to raise equity or

debt financing and/or impair global equity prices, including Western’s.

addition, the impact of other current macro-economic factors on our business, which may be exacerbated by the war in Ukraine –

33 unchanged sentences

we are unable to raise additional capital, our business may fail and shareholders may lose their entire investment.

had $10,468,789 and $880,821 in cash at September 30, 2022 and December 31, 2021, respectively.

There can be no assurance that we will

be able to obtain additional capital after we exhaust our current cash.

To the extent that we raise additional capital through the sale

of equity or convertible debt securities, the issuance of such securities would likely result in substantial dilution to existing shareholders.

If we borrow money, we will have to pay interest and may also have to agree to restrictions that limit our operating flexibility.

had $8,434,891 in cash at March 31, 2023.

There can be no assurance that we will be able to obtain additional capital after we exhaust

our current cash.

To the extent that we raise additional capital through the sale of equity or convertible debt securities, the issuance

of such securities would likely result in substantial dilution to existing shareholders.

If we borrow money, we will have to pay interest

and may also have to agree to restrictions that limit our operating flexibility.

additional capital is not available in sufficient amounts or on a timely basis, we will experience liquidity problems, and we could face

23 unchanged sentences

our common shares will develop or be sustained.

Due to these conditions, we can give you no assurance that you will be able to sell your

shares at or near bid prices or at all if you need money or otherwise desire to liquidate your shares.

Further, certain institutional

and other investors may have investment guidelines that restrict or prohibit investing in securities traded in the over-the-counter market.

factors may have an adverse impact on the trading and price of our securities and could result in the loss by investors of all or part

of their investment.

Due to these conditions, we can give you no assurance that you will be able

to sell your shares at or near bid prices or at all if you need money or otherwise desire to liquidate your shares.

certain institutional and other investors may have investment guidelines that restrict or prohibit investing in securities traded in

the over-the-counter market.

These factors may have an adverse impact on the trading and price of our securities and could

result in the loss by investors of all or part of their investment.

Company’s common share price may be volatile.

5 unchanged sentences

and volume fluctuations in the overall stock market from time to time;

● significant

volatility in the market price and trading volume of securities of mineral exploration and

mining companies;

in government regulations or regulatory policies with respect to mineral exploration and

mining companies or in the status of our regulatory approvals;

volatility in the market price and trading volume of securities of mineral exploration and mining companies;

in government regulations or regulatory policies with respect to mineral exploration and mining companies or in the status of our

regulatory approvals;

or anticipated changes in earnings or fluctuations in operating results;

announcements

by us or by our competitors of acquisitions or of new products, commercial relationships

or capital commitments;

by us or by our competitors of acquisitions or of new products, commercial relationships or capital commitments;

to our operations or those of other contractors critical to our operations;

emergence of new competitors;

● commencement

of, or our involvement in, litigation;

14 unchanged sentences

have never paid or declared any dividends on our common shares.

Likewise, we do not anticipate paying dividends or distributions on our

common shares.

Any future dividends on common shares will be declared, if at all, at the discretion of our board of directors and will

depend, among other things, on our earnings, our financial requirements for future operations and growth, and other facts as we may then

deem appropriate.

Likewise, we do not anticipate paying dividends or

distributions on our common shares.

Any future dividends on common shares will be declared, if at all, at the discretion of our board

of directors and will depend, among other things, on our earnings, our financial requirements for future operations and growth, and other

facts as we may then deem appropriate.

Chief Executive Officer is our largest shareholder, and as a result he may be able to exert control over us and may have actual or potential

30 unchanged sentences

S-K 1300 and NI 43-101.

While S-K 1300 is substantively similar to NI 43-101 (with the primary difference being NI 43-101’s required

format, a matter on which S-K 1300 is silent), S-K 1300 is potentially subject to unknown interpretations, which could require the Company

to incur substantial costs associated with compliance.

We cannot predict the nature of any future enforcement, interpretation, or application

Any further revisions to, or interpretations of, S-K 1300 or NI 43-101 could result our company incurring unforeseen costs

associated with compliance with both of those disclosure regimes.

While S-K 1300 is substantively similar to NI 43-101 (with the primary difference being between the format required

for an S-K 1300 technical report summary and the format required for an NI 43-101 technical report), S-K 1300 is potentially subject

to unknown interpretations, which could require the Company to incur substantial costs associated with compliance.

We cannot predict

the nature of any future enforcement, interpretation, or application of S-K 1300.

Any further revisions to, or interpretations of, S-K

1300 or NI 43-101 could result our company incurring unforeseen costs associated with compliance with both of those disclosure regimes.

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

What changed 10-Q

Item 1A. Risk Factors