What changed in this filing

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Item 1. Financial Statements

2023-08-18 compared with 2023-05-17 · 265 added, 146 removed, 483 unchanged (46% of the section changed)

2 unchanged sentences

AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

CONDENSED INTERIM

CONSOLIDATED BALANCE SHEETS

(Stated in USD)

18 unchanged sentences

Total liabilities

Commitments and Contingencies (Note 6)

Shareholders’ Equity

Common shares, no par value, unlimited authorized shares, 43,602,871 shares issued as of March 31, 2023 and December 31, 2022, and 43,602,565 shares outstanding as of March 31, 2023 and December 31, 2022

Treasury shares, 306 shares held in treasury as of March 31, 2023 and December 31, 2022

Common shares, no par value, unlimited authorized shares, 43,602,871 shares issued as of June 30, 2023 and December 31, 2022, and 43,602,565 shares outstanding as of June 30, 2023 and December 31, 2022

Treasury shares, 306 shares held in treasury as of June 30, 2023 and December 31, 2022

Accumulated deficit

4 unchanged sentences

Total liabilities and shareholders’ equity

The accompanying notes

are an integral part of these unaudited condensed interim consolidated financial statements.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS

OF OPERATIONS AND OTHER COMPREHENSIVE LOSS

CONDENSED INTERIM

CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS

(Stated in USD)

For the Three Months Ended

For the Six Months Ended

Cost of revenues

Mining expenditures

3 unchanged sentences

Total operating expenses

Operating loss

Operating (loss)/profit

( 1,131,344 )

1 unchanged sentence

Accretion and interest (income) expense, net

Net (loss)/income

( 1,076,659 )

( 2,180,190 )

Other comprehensive loss

Foreign exchange gain

Comprehensive loss

Other comprehensive (loss)/income

Foreign exchange gain/(loss)

Comprehensive (loss)/income

$ ( 1,024,783 )

$ ( 2,122,000 )

Net loss per share - basic and diluted

Weighted average shares outstanding - basic and diluted

Net (loss)/income per share - basic

Net (loss)/income per share - diluted

Weighted average shares outstanding - basic

Weighted average shares outstanding - diluted

The accompanying notes

are an integral part of these unaudited condensed interim consolidated financial statements.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS

OF CHANGES IN SHAREHOLDERS’ EQUITY

CONDENSED INTERIM

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Stated in USD)

1 unchanged sentence

Treasury Shares

Accumulated Other Comprehensive

Comprehensive

(Loss) Income

9 unchanged sentences

$ ( 254,818 )

Foreign exchange gain

Stock based compensation - stock options

( 1,076,659 )

Balance as of June 30, 2023

$ ( 16,055,453 )

$ ( 202,942 )

Balance as of January 1, 2022

8 unchanged sentences

$ ( 14,335,099 )

Proceeds from the exercise of warrants

Stock based compensation - stock options

Foreign exchange loss

Balance as of June 30, 2022

$ ( 12,055,549 )

$ ( 100,649 )

The accompanying notes

are an integral part of these unaudited condensed interim consolidated financial statements.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS

OF CASH FLOWS

CONDENSED INTERIM

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Stated in USD)

For the Three Months Ended

Cash Flows From (Used In) Operating Activities:

$ ( 1,103,531 )

For the Six Months Ended

Cash Flows (Used In) Provided By Operating Activities:

Net (loss)/income

$ ( 2,180,190 )

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

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

Accretion of reclamation liability

2 unchanged sentences

Change in operating assets and liabilities:

Prepaid uranium concentrate inventory

Prepaid expenses and other current assets

3 unchanged sentences

Contingent consideration

Net cash provided by (used in) operating activities

Net cash (used in) provided by operating activities

( 1,425,369 )

1 unchanged sentence

Purchase of mineral properties and equipment

( 1,718,751 )

Net cash used in investing activities

( 1,718,751 )

Cash Flows From Financing Activities

11 unchanged sentences

Cash paid during the period for:

The accompanying notes

are an integral part of these unaudited condensed interim consolidated financial statements.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Stated in USD)

27 unchanged sentences

2022, the Company has incurred losses from its operations.

During the three months ended March 31, 2023, the Company generated a comprehensive

loss of $ 1,097,217 .

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

operations online.

As of March 31, 2023, the Company had an accumulated deficit of $ 14,978,794 and working capital of $ 8,141,821 .

During the three and six months ended June 30, 2023, the Company generated

a comprehensive loss of $ 1,024,783 and $ 2,122,000 , respectively.

The Company expects to generate operating losses for the foreseeable

future as it incurs expenses to bring its mineral processing facility online and further expand mining operations.

As of June 30, 2023,

the Company had an accumulated deficit of $ 16,055,453 and working capital of $ 6,174,933 .

Since inception, the Company has met its liquidity

11 unchanged sentences

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

as a going concern to sustain operations for at least one year from the issuance of these condensed consolidated financial statements.

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

uncertainties.

URANIUM & VANADIUM CORP.

as a going concern to sustain operations for at least one year from the issuance of these condensed interim consolidated financial statements.

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

of these uncertainties.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

1 unchanged sentence

Basis of Presentation and Principles of Consolidation

The accompanying condensed consolidated financial

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

for interim financial information and with the instructions to Form 10-Q and Rule 10 of Regulation S–X.

Accordingly, they do not

include all of the information and notes required by U.S.

The accompanying condensed interim consolidated

financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S.

GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10 of Regulation S–X.

they do not include all of the information and notes required by U.S.

GAAP for complete financial statements.

However, in the opinion of management

of the Company, all adjustments necessary for a fair presentation of the financial position and operating results have been included in

these condensed consolidated financial statements.

These condensed consolidated financial statements should be read in conjunction with

the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10–K for the fiscal

year ended December 31, 2022, as filed with the SEC on April 17, 2023.

Operating results for the three months ended March 31, 2023 are

not necessarily indicative of the results that may be expected for any subsequent quarters or for the year ending December 31, 2023.

The accompanying condensed consolidated financial statements include the accounts of Western and its wholly-owned subsidiaries, Western

Uranium Corp.

(Utah), PRM, Black Range, Black Range Copper Inc., Ranger Resources Inc., Black Range Minerals Inc., Black Range Minerals

Colorado LLC, Black Range Minerals Wyoming LLC, Haggerty Resources LLC, Ranger Alaska LLC, Black Range Minerals Utah LLC, Black Range

Minerals Ablation Holdings Inc.

and Black Range Development Utah LLC.

All inter-company transactions and balances have been eliminated

upon consolidation.

However, in the opinion

of management of the Company, all adjustments necessary for a fair presentation of the financial position and operating results have been

included in these condensed interim consolidated financial statements.

These condensed interim consolidated financial statements should

be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form

10–K for the fiscal year ended December 31, 2022, as filed with the SEC on April 17, 2023.

Operating results for the three and six

months ended June 30, 2023 are not necessarily indicative of the results that may be expected for any subsequent quarters or for the year

ending December 31, 2023.

The accompanying condensed interim consolidated

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

(Utah), PRM, Black Range,

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

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

Development Utah LLC and Maverick Strategic Minerals Corp.

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

The Company has established the existence of mineralized

26 unchanged sentences

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

the Company’s condensed consolidated financial statements may not be directly comparable 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.

the Company’s condensed interim consolidated financial statements may not be directly comparable 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.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

1 unchanged sentence

Use of Estimates

The preparation of these condensed consolidated

The preparation of these condensed interim consolidated

financial statements in conformity with U.S.

1 unchanged sentence

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

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

changes in such estimates in future periods could be significant.

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

of changes in such estimates in future periods could be significant.

Significant areas requiring management’s estimates and assumptions

7 unchanged sentences

Foreign Currency Translation

The reporting currency of the Company, including its subsidiaries,

is the United States dollar.

The reporting currency of the Company, including

its subsidiaries, is the United States dollar.

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

are measured in their functional currency,

which is the local currency.

are measured in their

functional currency, which is the local currency.

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

(Ontario)) is the Canadian dollar.

is the Canadian dollar.

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.

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” in the condensed consolidated balance sheets.

Translation adjustments are included

in “Accumulated other comprehensive loss” in the condensed interim consolidated balance sheets.

Revenue Recognition

26 unchanged sentences

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

URANIUM & VANADIUM CORP.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

12 unchanged sentences

that are observable, either directly or indirectly.

Level 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.

Level 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.

The fair value of the Company’s financial

instruments are as follows:

Quoted Prices

Quoted Prices for Similar

Prices for Similar

Liabilities in

Active Markets

Marketable securities as of March 31, 2023

Marketable securities as of June 30, 2023

Marketable securities as of December 31, 2022

12 unchanged sentences

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

Net Loss per Share

Basic net loss per share is computed by dividing

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

Diluted earnings per share is computed using the

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

Potential common shares

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

computation of net loss per share for each of the three months ended March 31, 2023 and 2022 is the same for both basic and fully diluted.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

3 – SUMMARY OF Significant Accounting Policies, continued

Net (loss) income per Share

Basic net (loss) income per share is computed

by dividing net (loss) income by the weighted average number of common shares outstanding during the period.

Diluted earnings per share

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

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

stock method).

The following is a reconciliation of the numerator and denominator

used to calculate basic earnings per share and diluted earnings per share for the three and six months ended June 30, 2023 and 2022.

Three Months Ended

Six Months Ended

Net (loss) income

$ ( 1,076,659 )

$ ( 2,180,190 )

Weighted average shares outstanding, basic

Dilutive effect of options and warrants

Weighted average shares outstanding, diluted

Net (loss) income per share, basic

Net (loss) income per share, diluted

Potentially dilutive securities outlined in the

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

anti-dilutive.

table below have been excluded from the computation of diluted net (loss) income per share because the effect of their inclusion would

have been anti-dilutive.

For the Three Months Ended

For the Six Months Ended

Warrants to purchase common shares

2 unchanged sentences

Recent Accounting Standards

does not believe that any recently issued, but not yet effective accounting standards, when adopted, will have a material effect on the

accompanying condensed consolidated financial statements.

URANIUM & VANADIUM CORP.

Management does not believe that any recently

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

financial statements.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

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

The Company’s mining properties acquired on August 18, 2014 that the Company retains as of March 31, 2023 include:

The Company’s mining properties acquired on August 18, 2014 that the Company retains as of June 30, 2023 include:

San Rafael Uranium Project located in Emery County, Utah;

6 unchanged sentences

The Company’s mining properties acquired

on September 16, 2015 that the Company retains as of March 31, 2023 include Hansen, North Hansen and Hansen Picnic Tree located in Fremont

on September 16, 2015 that the Company retains as of June 30, 2023 include Hansen, North Hansen and Hansen Picnic Tree located in Fremont

and Teller Counties, Colorado.

11 unchanged sentences

Mineral Properties and Equipment

During the three months ended March 31, 2023 and

During the six months ended June 30, 2023 and

2022, Western made purchases of $ 1,718,751 and $ 635,876 , which principally consisted of mining equipment and vehicles, to increase mining

During the three months ended March 31, 2023 and 2022, depreciation expense was $ 43,618 and $ 5,908 , respectively.

capacity and mineral processing facility property acquisitions.

During the three months ended June 30, 2023 and 2022, depreciation expense

was $ 53,719 and $ 0 , which was included in mining expenditures and in general and administrative on the Company’s condensed interim

consolidated statements of operations and other comprehensive loss, respectively.

During the six months ended June 30, 2023 and 2022,

depreciation expense was $ 97,337 and $ 5,908 , which was included in mining expenditures and in general and administrative on the Company’s

condensed interim consolidated statements of operations and other comprehensive loss, respectively.

Oil and Gas Lease and Easement

6 unchanged sentences

payments from the lessee related to the easement that the Company is recognizing incrementally over the eight year term of the easement.

On June 23, 2020, the same entity, as

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

have previously expired.

During 2021, the operator completed a first set of eight (8) wells which commenced oil and gas production

by August 2021.

During 2022, the operator completed a second set of eight (8) wells which commenced oil and gas production by August

Monthly royalty payments are ongoing on the sixteen (16) wells.

During the three months ended March 31, 2023 and

2022 the Company recognized aggregate revenue of $ 165,975 and $ 156,226 , respectively, under these oil and gas lease arrangements.

URANIUM & VANADIUM CORP.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

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

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 a first set of eight (8) wells which commenced oil and gas production by August 2021.

2022, the operator completed a second set of eight (8) wells which commenced oil and gas production by August 2022.

Monthly royalty payments

are ongoing on the sixteen (16) wells.

During the three months ended June 30, 2023 and

2022, the Company recognized aggregate revenue of $ 102,789 and $ 123,037 , respectively, and for the six months ended June 30, 2023 and

2022, the Company recognized aggregate revenue of $ 268,764 and $ 279,263 , respectively, under these oil and gas lease arrangements.

Reclamation Liabilities

7 unchanged sentences

The Company determined the gross reclamation liabilities of the mineral properties to

be $ 751,424 and $ 751,405 as of March 31, 2023 and December 31, 2022, respectively.

be $ 751,424 and $ 751,405 as of June 30, 2023 and December 31, 2022, respectively.

The Company expects to begin incurring the reclamation

1 unchanged sentence

lives using a discount rate of 5.4%.

The net discounted aggregated values as of March 31, 2023 and December 31, 2022 were $303,018 and

The net discounted aggregated values as of June 30, 2023 and December 31, 2022 were $305,820 and

$300,276, respectively.

The gross reclamation liabilities as of March 31, 2023 and December 31, 2022 are secured by financial warranties

The gross reclamation liabilities as of June 30, 2023 and December 31, 2022 are secured by financial warranties

in the amount of $ 751,424 and $ 751,405 , respectively.

Reclamation liability activity for the three months ended March 31,

Reclamation liability activity for the six months ended June 30, 2023

and 2022 consists of:

For the Three Months Ended

For the Six Months Ended

Beginning balance at January 1

Ending Balance at March 31

Ending Balance at June 30

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

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

Sunday Mine Complex Permitting Status

59 unchanged sentences

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

URANIUM & VANADIUM CORP.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

42 unchanged sentences

Total accounts payable and accrued liabilities

URANIUM & VANADIUM CORP.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

NOTE 6 – COMMITMENTS AND CONTINGENCIES

Supply Contract

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.

On March 8, 2021, the Company entered into an agreement with a third party to complete the Year 4 (2021) uranium

concentrate delivery.

The Company paid $ 78,000 in April 2021 to the assignee for which the assignee made the delivery in May 2021.

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 three and six months ended June 30, 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.

Strategic Acquisition of Physical Uranium

In May 2021, the Company executed a binding agreement

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

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

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

This uranium concentrate

was subsequently delivered under the terms of the aforementioned uranium concentrates supply agreement in April 2022.

NOTE 7 – SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS

6 unchanged sentences

of common shares are entitled to share ratably in all assets of the Company that are legally available for distribution.

As of March 31,

As of June 30,

2023 and December 31, 2022, an unlimited number of common shares were authorized for issuance.

Warrant Exercises

During the three months ended March 31, 2022, an aggregate 268,204

warrants were exercised for total gross proceeds of $ 341,850 .

There were no warrant exercises during the three months ended March 31,

There were no warrant exercises during the three

and six months ended June 30, 2023.

During the three and six months ended June 30, 2022, an aggregate of 1,477,743 and 1,745,947 warrants

were exercised for total gross proceeds of $ 1,989,427 and $ 2,331,277 , respectively.

Incentive Stock Option Plan

5 unchanged sentences

on September 12, 2015.

On October 1, 2021, the Company further amended the Plan, principally to allow for the cashless exercise of stock

On October 1, 2021, the Company further amended the Plan.

On May 24, 2023, the Board of Directors approved and

on June 29, 2023 the shareholders approved an amendment to the Plan.

The purpose of the Plan is to attract, retain,

4 unchanged sentences

options are granted.

As of March 31, 2023, a total of 43,602,565 common shares were outstanding, and at that date the maximum number of

As of June 30, 2023, a total of 43,602,565 common shares were outstanding, and at that date the maximum number of

stock options eligible for issue under the Plan was 4,360,256 .

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

NOTE 7 – SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS, CONTINUED

Shareholder Rights Plan

On May 24, 2023, the Company adopted and on June

29, 2023, the shareholders approved a shareholder rights plan, which is designed to ensure the fair treatment of shareholders in connection

with any take-over bid for the Company and to provide the Board of Directors and shareholders with sufficient time to fully consider any

unsolicited takeover bid (the “Shareholder Rights Plan”).

The Shareholder Rights Plan also provides the Board of Directors

with time to pursue, if appropriate, other alternatives to maximize shareholder value in the event of a takeover bid.

Pursuant to the terms of the Shareholder Rights

Plan subject to a triggering event as defined in the Shareholder Rights Plan and as determined by the Board of Directors, rights (the

“Rights”) will be issued to holders of Common Shares at a rate of one Right for each Share outstanding.

Stock Options

Exercise Price

Average Grant

Date Fair Value

Outstanding – January 1, 2023

Outstanding – March 31, 2023

Exercisable – March 31, 2023

The Company’s stock-based compensation expense related to stock

options for the three months ended March 31, 2023 was $ 252,742 , of which $ 41,330 and $ 211,412 was included in mining expenditures and

general and administrative expenses, respectively, on the Company’s condensed consolidated statements of operations and other comprehensive

The Company’s stock-based compensation expense related to stock options for the three months ended March 31, 2022 was $ 495,120 ,

which was included in general and administrative expenses on the Company’s condensed consolidated statements of operations and other

Outstanding – June 30, 2023

Exercisable – June 30, 2023

The Company’s stock-based compensation expense

related to stock options for the three months ended June 30, 2023 was $ 98,158 , of which $ 16,087 and $ 82,071 was included in mining expenditures

and general and administrative expenses, respectively, on the Company’s condensed interim consolidated statements of operations

and other comprehensive loss.

The Company’s stock-based compensation expense related to stock options for the three months ended

June 30, 2022 was $ 251,074 , which was included in general and administrative expenses on the Company’s condensed interim consolidated

statements of operations and other comprehensive loss.

The Company’s stock-based compensation expense related to stock options for

the six months ended June 30, 2023 was $ 350,900 , of which $ 57,417 and $ 293,483 was included in mining expenditures and general and administrative

expenses, respectively, on the Company’s condensed interim consolidated statements of operations and other comprehensive loss.

Company’s stock-based compensation expense related to stock options for the six months ended June 30, 2022 was $ 753,219 , which was

included in general and administrative expenses on the Company’s condensed interim consolidated statements of operations and other

comprehensive loss.

As of March 31, 2023, the Company had $ 98,159 of unamortized stock option expense.

URANIUM & VANADIUM CORP.

As of June 30, 2023, there was no unamortized stock option expense.

WESTERN URANIUM & VANADIUM CORP.

AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

NOTES TO THE CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

(Stated in USD)

3 unchanged sentences

Expired/Forfeited

Outstanding – March 31, 2023

Exercisable – March 31, 2023

Outstanding – June 30, 2023

Exercisable – June 30, 2023

8 – Mining Expenditures

For the Three Months Ended

For the Six Months Ended

Labor and related benefits

Total mining expenses

9 – Related Party Transactions AND BALANCES

5 unchanged sentences

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 $334,867 as of March 31, 2023) to Seller within 60 days of the first commercial

stock to Seller and committed to pay AUD $500,000 (USD $333,211 as of June 30, 2023) to Seller within 60 days of the first commercial

application of the kinetic separation technology.

4 unchanged sentences

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 $ 334,867 and $ 340,252 as of March 31, 2023 and December 31, 2022, respectively.

as an assumed liability in the amount of $ 333,211 and $ 340,252 as of June 30, 2023 and December 31, 2022, respectively.

The Company has multiple lease arrangements with

3 unchanged sentences

The Company incurred rent expense

of $ 17,925 and $ 12,198 in connection with these arrangement for the three months ended March 31, 2023 and 2022, respectively.

of $ 17,925 and $ 13,125 in connection with these arrangement for the three months ended June 30, 2023 and 2022, respectively.

incurred rent expense of $ 35,850 and $ 25,323 in connection with these arrangement for the six months ended June 30, 2023 and 2022, respectively.

In May 2023, the Company purchased mining equipment

from Silver Hawk Ltd.

for $ 22,000 .

The Company also owed Mr.

Glasier reimbursable

expenses in the amount of $ 35,252 and $ 87,221 as of March 31, 2023 and December 31, 2022, respectively, which are recorded in accounts

expenses in the amount of $ 50,010 and $ 87,221 as of June 30, 2023 and December 31, 2022, respectively, which are recorded in accounts

payable and accrued liabilities.

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

What changed 10-Q

Item 1. Financial Statements