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Item 1A. Risk Factors

2024-05-20 compared with 2023-11-20 · 10 added, 602 removed, 0 unchanged (100% of the section changed)

Related to Our Business

business activities are subject to significant risks, including those described below.

Every investor or potential investor in our securities

should carefully consider these risks.

If any of the described risks actually occurs, our business, financial position and results of

operations could be materially adversely affected.

Such risks are not the only ones we face and additional risks and uncertainties not

presently known to us or that we currently deem immaterial may also affect our business.

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 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 and nine months ended September 30, 2023, we generated a net loss of $1,060,042 and $3,240,232, respectively.

As of September

30, 2023, we had an accumulated deficit of $17,115,495 and working capital of $5,529,498.

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 financings,

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

means of generating revenue other than uranium or vanadium sales, we may not be able to fully realize our planned operations.

we can produce and sell sufficient amounts of uranium and/or vanadium, we will have no way to generate adequate cash inflows except by

monetizing certain of our assets, partnering with third parties that are better financed or obtaining additional financing of our own.

We can provide no assurance that our properties will produce saleable production or that we will be able to continue to find, develop,

acquire and finance additional mineral resources.

If we cannot monetize certain existing assets, partner with another company that has

cash resources, find other means of generating revenue other than uranium or vanadium production and/or access additional sources of

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 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, 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.

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

and an accumulated deficit to date.

Furthermore, there is no assurance that we will be successful in securing additional sources of capital

sufficient to support our planned operations.

As such, substantial doubt exists as to whether our cash resources and working capital

will be sufficient to fund our planned operations over the next twelve months.

Our long-term success will depend ultimately on our ability

to raise additional capital, to achieve and maintain operational profitability and to develop positive cash flows from our mining activities.

more fully described within this quarterly report, we acquired our first mineral properties in November of 2014.

To date, we have been

acquiring additional mineral properties and raising capital.

We hold uranium projects in various stages of exploration in the states

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.

“Management’s Discussion and Analysis

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 $17.1 million and $13.9 million at September 30, 2023 and December 31, 2022, 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, 2023 and December 31, 2022, we had working capital of $5,529,498 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.

condensed interim consolidated financial statements for the three and nine months ended September 30, 2023 were prepared assuming that

the Company would continue as a going concern.

These condensed interim 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.

The availability of such funds whenever such

additional financing is required, will be dependent on many factors beyond our control, including, but not limited to, the market price

of uranium, the continuing public support of nuclear power as a viable source of electricity generation, the volatility in the global

financial markets affecting our stock price and the status of the worldwide economy, any one of which may cause significant challenges

in our ability to access additional financing, including access to the equity and credit markets.

We may also be required to seek other

forms of financing, such as asset divestitures or joint venture arrangements to continue advancing our uranium projects, which would

depend entirely on finding a suitable third party willing to enter into such an arrangement, typically involving an assignment of a percentage

interest in the mineral project.

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

on our ability to achieve and maintain profitability, and positive cash flow from our operations by establishing ore bodies that contain

commercially recoverable uranium and to develop these into profitable mining activities.

The economic viability of our mining activities

has many risks and uncertainties.

These include, but are not limited to:

(i) a significant, prolonged decrease in the market price of

(ii) difficulty in marketing and/or selling uranium concentrates;

(iii) significantly higher than expected capital costs to

construct the mine and/or processing plant;

(iv) significantly higher than expected extraction costs;

(v) significantly lower than expected

uranium extraction;

(vi) significant delays, reductions or stoppages of uranium extraction activities;

and (vi) the introduction of significantly

more stringent regulatory laws and regulations.

Our mining activities may change as a result of any one or more of these risks and uncertainties

and there is no assurance that any ore body that we extract mineralized materials from will result in achieving and maintaining profitability

and developing positive cash flow.

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

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, 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

exploration and pre-extraction programs and mining activities are inherently subject to numerous significant risks and uncertainties,

and actual results may differ significantly from expectations or anticipated amounts.

Furthermore, exploration programs conducted on

our uranium/vanadium projects may not result in the establishment of ore bodies that contain commercially recoverable uranium/vanadium.

Uranium/vanadium

exploration and pre-extraction programs and mining activities are inherently subject to numerous significant risks and uncertainties,

many beyond our control, including, but not limited to:

(i) unanticipated ground and water conditions and adverse claims to water rights;

(ii) unusual or unexpected geological formations;

(iii) metallurgical and other processing problems;

(iv) the occurrence of unusual weather

or operating conditions and other force majeure events;

(v) lower than expected ore grades;

(vi) industrial accidents;

(vii) delays in

the receipt of or failure to receive necessary government permits;

(viii) delays in transportation;

(ix) availability of contractors

(x) government permit restrictions and regulation restrictions;

(xi) unavailability of materials, equipment and milling facilities;

and (xii) the failure of equipment or processes to operate in accordance with specifications or expectations.

These risks and uncertainties

could result in delays, reductions or stoppages in our mining activities;

increased capital and/or extraction costs;

damage to, or destruction

of, our mineral projects, extraction facilities or other properties;

personal injuries;

environmental damage;

monetary losses;

in uranium/vanadium exploration is dependent on many factors, including, without limitation, the experience and capabilities of a company’s

management, the availability of geological expertise and the availability of sufficient funds to conduct the exploration program.

if an exploration program is successful and commercially recoverable uranium/vanadium is established, it may take a number of years from

the initial phases of drilling and identification of the mineralization until extraction is possible, during which time the economic

feasibility of extraction may change such that the uranium ceases to be economically recoverable.

Uranium/vanadium exploration is frequently

non-productive due, for example, to poor exploration results or the inability to establish ore bodies that contain commercially recoverable

uranium, in which case the uranium project may be abandoned and written-off.

Furthermore, we will not be able to benefit from our exploration

efforts and recover the expenditures that we incur on our exploration programs if we do not establish ore bodies that contain commercially

recoverable uranium/vanadium and develop these uranium/vanadium projects into profitable mining activities, and there is no assurance

that we will be successful in doing so for any of our uranium/vanadium projects.

an ore body contains commercially recoverable uranium/vanadium depends on many factors including, without limitation:

(i) the particular

attributes, including material changes to those attributes, of the ore body such as size, grade, recovery rates and proximity to infrastructure;

(ii) the market price of uranium, which may be volatile;

and (iii) government regulations and regulatory requirements including, without

limitation, those relating to environmental protection, permitting and land use, taxes, land tenure and transportation.

have established the existence of mineralized materials on our uranium properties.

However, we have not established any measured, indicated

or inferred mineral resources or any proven or probable reserves through the completion of a feasibility study for any of our uranium

properties and we have no current plans to seek to do so, as it would not serve a business purpose at the present time.

we have no current plans to establish proven or probable reserves for any of our uranium properties as it doesn’t serve a business

purpose at the present time.

the number of mills permitted for processing of uranium and vanadium is very limited, it may be difficult for us to gain access to a

mill on favorable terms, or at all, and this could negatively affect our ability to do business.

the event that there is not a buying program in place for uranium/vanadium ore, the Company would need to arrange with a third party

for conventional milling services.

Because the number of mills permitted for processing of uranium and vanadium is very limited, it may

be difficult for us to gain access to a mill on favorable terms, or at all.

This could result in increased costs and/or significant delays

in, interruption of, or cessation of the Company’s business activities.

The practice of selling uranium/vanadium ore without first

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 services.

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

This could 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 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,

those results have not been validated by a qualified person.

do not insure against all of the risks we face in our operations.

general, where coverage is available and not prohibitively expensive relative to the perceived risk, we will maintain insurance against

such risk, subject to exclusions and limitations.

We currently maintain insurance against certain risks including securities and general

commercial liability claims and certain physical assets used in our operations, subject to exclusions and limitations;

however, we do

not maintain insurance to cover all of the potential risks and hazards associated with our operations.

We may be subject to liability

for environmental, pollution or other hazards associated with our exploration, pre-extraction and extraction activities, which we may

not be insured against, which may exceed the limits of our insurance coverage or which we may elect not to insure against because of

high premiums or other reasons.

Furthermore, we cannot provide assurance that any insurance coverage we currently have will continue

to be available at reasonable premiums or that such insurance will adequately cover any resulting liability.

inability to obtain financial surety would threaten our ability to continue in business.

financial surety requirements to comply with federal and state environmental and remediation requirements and to secure necessary licenses

and approvals may increase significantly as future development and production occurs at certain of our sites in the United States.

amount of the financial surety for each producing property is subject to annual review and revision by regulators.

We expect that the

issuer of the financial surety instruments will require us to provide cash collateral for a significant amount of the face amount of

the bond to secure the obligation.

In the event we are not able to raise, secure or generate sufficient funds necessary to satisfy these

requirements, we will be unable to develop our sites and bring them into production, which inability will have a material adverse impact

on our business and may negatively affect our ability to continue to operate.

that we may make from time to time could have an adverse impact on us.

time to time, we examine opportunities to acquire additional mining assets and businesses.

Any acquisition that we may choose to complete

may be of a significant size, may change the scale of our business and operations, and may expose us to new geographic, political, operating,

financial and geological risks.

Our success in our acquisition activities depends on our ability to identify suitable acquisition candidates,

negotiate acceptable terms for any such acquisition, and integrate the acquired operations successfully with those of our Company.

acquisitions would be accompanied by risks which could have a material adverse effect on our business.

For example, there may be a significant

change in commodity prices after we have committed to complete the transaction and established the purchase price or exchange ratio;

a material ore body may prove to be below expectations;

we may have difficulty integrating and assimilating the operations and personnel

of any acquired companies, realizing anticipated synergies and maximizing the financial and strategic position of the combined enterprise,

and maintaining uniform standards, policies and controls across the organization;

the integration of the acquired business or assets

may disrupt our ongoing business and our relationships with employees, customers, suppliers and contractors;

and the acquired business

or assets may have unknown liabilities which may be significant.

In the event that we choose to raise debt capital to finance any such

acquisition, our leverage will be increased.

If we choose to use equity as consideration for such acquisition, existing shareholders

may suffer dilution.

Alternatively, we may choose to finance any such acquisition with our existing resources.

There can be no assurance

that we would be successful in overcoming these risks or any other problems encountered in connection with such acquisitions.

uranium industry is subject to numerous stringent laws, regulations and standards, including environmental protection laws and regulations.

If any changes occur that would make these laws, regulations and standards more stringent, it may require capital outlays in excess of

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

exploration and pre-extraction programs and mining activities are subject to numerous stringent laws, regulations and standards at the

federal, state, and local levels governing permitting, pre-extraction, extraction, exports, taxes, labor standards, occupational health,

waste disposal, protection and reclamation of the environment, protection of endangered and protected species, mine safety, hazardous

substances and other matters.

Our compliance with these requirements requires significant financial and personnel resources.

laws, regulations, policies or current administrative practices of any government body, organization or regulatory agency in the United

States or any other applicable jurisdiction, may change or be applied or interpreted in a manner which may also have a material adverse

effect on our operations.

The actions, policies or regulations, or changes thereto, of any government body or regulatory agency or special

interest group, may also have a material adverse effect on our operations.

exploration and pre-extraction programs and mining activities are subject to stringent environmental protection laws and regulations

at the federal, state, and local levels.

These laws and regulations, which include permitting and reclamation requirements, regulate

emissions, water storage and discharges and disposal of hazardous wastes.

Uranium mining activities are also subject to laws and regulations

which seek to maintain health and safety standards by regulating the design and use of mining methods.

Various permits from governmental

and regulatory bodies are required for mining to commence or continue, and no assurance can be provided that required permits will be

received in a timely manner.

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.

We may not be able or may elect not to insure against the risk of liability for violations of such laws, regulations and standards, due

to high insurance premiums or other reasons.

Where coverage is available and not prohibitively expensive relative to the perceived risk,

we will maintain insurance against such risk, subject to exclusions and limitations.

However, we cannot provide any assurance that such

insurance will continue to be available at reasonable premiums or that such insurance will be adequate to cover any resulting liability.

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

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.

resource companies are required to close their operations and rehabilitate the lands in accordance with a variety of environmental laws

and regulations.

Estimates of the total ultimate closure and rehabilitation costs for uranium operations are significant and based principally

on current legal and regulatory requirements and closure plans that may change materially.

Any underestimated or unanticipated rehabilitation

costs could materially affect our financial position, results of operations and cash flows.

Environmental liabilities are accrued when

they become known, are probable and can be reasonably estimated.

Whenever a previously unrecognized remediation liability becomes known,

or a previously estimated reclamation cost is increased, the amount of that liability and additional cost will be recorded at that time

and could materially reduce our consolidated net income in the related period.

laws and regulations governing closure and remediation in a particular jurisdiction are subject to review at any time and may be amended

to impose additional requirements and conditions which may cause our provisions for environmental liabilities to be underestimated and

could materially affect our financial position or results of operations.

nuclear incidents may have adverse effects on the nuclear and uranium industries.

nuclear incident that occurred in Japan in March 2011 had significant and adverse effects on both the nuclear and uranium industries.

If another nuclear incident were to occur, it may have further adverse effects for both industries.

Public opinion of nuclear power as

a source of electricity generation may be adversely affected, which may cause governments of certain countries to further increase regulation

for the nuclear industry, reduce or abandon current reliance on nuclear power or reduce or abandon existing plans for nuclear power expansion.

Any one of these occurrences has the potential to reduce current and/or future demand for nuclear power, resulting in lower demand for

uranium and lower market prices for uranium, adversely affecting the Company’s operations and prospects.

Furthermore, the growth

of the nuclear and uranium industries is dependent on continuing and growing public support of nuclear power as a viable source of electricity

marketability of uranium concentrates will be affected by numerous factors beyond our control which may result in our inability to receive

an adequate return on our invested capital.

marketability of uranium concentrates extracted by us will be affected by numerous factors beyond our control.

These factors include

macroeconomic factors, fluctuations in the market price of uranium, governmental regulations, land tenure and use, regulations concerning

the importing and exporting of uranium and environmental protection regulations.

The future effects of these factors cannot be accurately

predicted, but any one or a combination of these factors may result in our inability to receive an adequate return on our invested capital.

only significant market for uranium is nuclear power plants world-wide, and there are a limited number of customers.

are dependent on a limited number of electric utilities that buy uranium for nuclear power plants.

Because of the limited market for

uranium, a reduction in purchases of newly produced uranium by electric utilities for any reason (such as plant closings) would adversely

affect the viability of our business.

price of alternative energy sources affects the demand for and price of uranium.

attractiveness of uranium as an alternative fuel to generate electricity may be dependent on the relative prices of oil, gas, wind, solar,

coal and hydro-electricity and the possibility of developing other low-cost sources of energy.

If the prices of alternative energy sources

decrease or new low-cost alternative energy sources are developed, the demand for uranium could decrease, which may result in a decrease

in the price of uranium.

title to our mineral property interests may be challenged.

we have taken reasonable measures to ensure proper title to our interests in mineral properties and other assets, there is no guarantee

that the title to any of such interests will not be challenged.

No assurance can be given that we will be able to secure the grant or

the renewal of existing mineral rights and tenures on terms satisfactory to us, or that governments in the jurisdictions in which we

operate will not revoke or significantly alter such rights or tenures or that such rights or tenures will not be challenged or impugned

by third parties, including local governments, aboriginal peoples or other claimants.

Our mineral properties may be subject to prior

unregistered agreements, transfers or claims, and title may be affected by, among other things, undetected defects.

A successful challenge

to the precise area and location of our claims could result in us being unable to operate on our properties as permitted or being unable

to enforce our rights with respect to our properties.

to the nature of our business, we may be subject to legal proceedings which may divert management’s time and attention from our

business and result in substantial damage awards.

to the nature of our business, we may be subject to numerous regulatory investigations, securities claims, civil claims, lawsuits and

other proceedings in the ordinary course of our business.

The outcome of these lawsuits is uncertain and subject to inherent uncertainties,

and the actual costs to be incurred will depend upon many unknown factors.

We may be forced to expend significant resources in the defense

of these suits, and we may not prevail.

Defending against these and other lawsuits in the future may not only require us to incur significant

legal fees and expenses, but may become time-consuming for us and detract from our ability to fully focus our internal resources on our

business activities.

The results of any legal proceeding cannot be predicted with certainty due to the uncertainty inherent in litigation,

the difficulty of predicting decisions of regulators, judges and juries and the possibility that decisions may be reversed on appeal.

There can be no assurances that these matters will not have a material adverse effect on our business, financial position or operating

from better-capitalized companies affects prices and our ability to acquire both properties and personnel.

is global competition for uranium/vanadium properties, ore processing mills, capital, customers and the employment and retention of qualified

In the production and marketing of uranium and vanadium, there are a number of producing entities, some of which are government

controlled and all of which are significantly larger and better capitalized than we are.

Many of these organizations also have substantially

greater financial, technical, manufacturing and distribution resources than we have.

uranium production also competes with uranium recovered from the de-enrichment of highly enriched uranium obtained from the dismantling

of United States and Russian nuclear weapons and imports to the United States of uranium from the former Soviet Union and from the sale

of uranium inventory held by the DoE.

In addition, there are numerous entities in the market that compete with us for properties and

mills and are attempting to become licensed to operate ISR and/or underground mining facilities.

If we are unable to successfully compete

for properties, mills, capital, customers or employees or with alternative uranium sources, it could have a materially adverse effect

on our results of operations.

we have limited capital, inherent mining risks pose a significant threat to us compared with our larger competitors.

we have limited capital, we may be unable to withstand significant losses that can result from inherent risks associated with mining,

including environmental hazards, industrial accidents, flooding, earthquake, interruptions due to weather conditions and other acts of

nature which larger competitors could withstand.

Such risks could result in damage to or destruction of our infrastructure and production

facilities, as well as to adjacent properties, personal injury, environmental damage and processing and production delays, causing monetary

losses and possible legal liability.

Our business could be harmed if we lose the services of our key personnel.

business and mineral exploration programs depend upon our ability to employ the services of geologists, engineers and other experts.

In operating our business and in order to continue our programs, we compete for the services of professionals with other mineral exploration

companies and businesses.

Our ability to maintain and expand our business and continue our exploration programs may be impaired if we

are unable to continue to employ or engage those parties currently providing services and expertise to us or identify and engage other

qualified personnel to do so in their place.

To retain key personnel, we may face increased compensation costs, including potential new

stock incentive grants and there can be no assurance that the incentive measures we implement will be successful in helping us retain

our key personnel.

we fail to maintain proper and effective internal controls, our ability to produce accurate and timely condensed interim consolidated

financial statements could be impaired, which could harm our operating results, our ability to operate our business and investors’

that we have adequate internal financial and accounting controls and procedures in place so that we can produce accurate condensed interim

consolidated financial statements on a timely basis is a costly and time-consuming effort that will need to be evaluated frequently.

Section 404 of the Sarbanes-Oxley Act requires public companies to conduct an annual review and evaluation of their internal controls,

which the company does each year.

Our failure to maintain the effectiveness of our internal controls in accordance with the requirements

of the Sarbanes-Oxley Act could have a material adverse effect on our business.

We could lose investor confidence in the accuracy and

completeness of our financial 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

military action against Ukraine and the international sanctions imposed in response to that action.

late February 2022, Russia launched a large-scale military attack on Ukraine.

The invasion significantly amplified already existing

geopolitical tensions among Russia, Ukraine, Europe, NATO and the West, including the United States.

In response to the military

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

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;

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.

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 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.

In addition, Russia may take retaliatory actions and other countermeasures, including cyberattacks and espionage

against other countries and companies around the world, which may negatively impact such countries and companies.

extent and duration of the military action or future escalation of such hostilities, the extent and impact of existing and future sanctions,

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, 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 and the

hostilities in the Middle East – including inflation, supply chain constraints and geopolitical events – is uncertain.

COVID-19 coronavirus could adversely impact our business, including our mine development plans.

December 2019, a novel strain of coronavirus, COVID-19, was reported to have surfaced in Wuhan, China.

Since then, the COVID-19 coronavirus

has spread to multiple countries, including the United States.

As the COVID-19 coronavirus continues to spread in the United States,

we may experience disruptions that could severely impact our business, including:

● interruption

of key mining activities due to limitations on travel, gathering, or business operations

imposed or recommended by federal or state governments, employers and others.

● limitations

in employee resources, including because of sickness of employees or their families or the

desire of employees to avoid contact with large groups of people.

in financial reporting and filings due to the impact of mitigation efforts on staff and service

in local regulations as part of a response to the COVID-19 coronavirus outbreak which may

require us to change the ways in which mining is conducted, which may result in unexpected

in necessary interactions with regulators and other important agencies and contractors due

to limitations in employee resources or new procedures due to limitations imposed by COVID-19.

in the global demand for uranium and/or vanadium due to reduced primary applications of uranium

(nuclear power generation) and vanadium (steelmaking).

restrictions could cause a decline in energy consumption or indirectly reduced oil prices

could lessen the demand for nuclear power.

previously caused uranium mine closures that have taken substantial uranium supply offline

and increased the spot price of uranium to date during this crisis, there is no guarantee

that this relationship will continue as the COVID-19 crisis is ongoing and the dynamic of

the mine closure/spot price relationship may change.

global outbreak of the COVID-19 coronavirus continues to evolve.

The extent to which the COVID-19 coronavirus and its subvariants may

impact our business will depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as the

ultimate geographic spread of the disease, the duration of the outbreak, travel restrictions and social distancing in the United States

and other countries, business closures or business disruptions and the effectiveness of actions taken in the United States and other

countries to contain and treat the disease.

Related to Our Stock

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

had $5,810,969 in cash at September 30, 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

the need to significantly curtail current operations, change our planned business strategies and pursue other remedial measures.

curtailment of business operations would have a material negative effect on operating results, the value of our outstanding stock is

likely to fall, and our business may fail, causing our shareholders to lose their entire investment.

could be diluted if we were to use common shares to raise capital.

may need to seek additional capital to carry our business plan.

This financing could involve one or more types of securities including

common shares, convertible debt or warrants to acquire common shares.

These securities could be issued at or below the then prevailing

market price for our common shares.

Any issuance of additional common shares could be dilutive to existing shareholders and could adversely

affect the market price of our common shares.

Company’s common shares may at times be traded in low volumes, which may negatively affect your ability to sell shares.

Company’s common shares may trade at times in low volumes on both the CSE and OTCQX, meaning that the number of persons interested

in purchasing our common shares at or near bid prices at any given time may be relatively small.

This situation may be attributable to

a number of factors, including the fact that we are a small company that is relatively unknown to stock analysts, stock brokers, institutional

investors and others in the investment community who can generate or influence sales volume, and that even if we came to the attention

of such institutionally oriented persons, they tend to be risk-averse in this environment and would be reluctant to follow an early stage

company such as ours or purchase or recommend the purchase of our shares until such time as we became more advanced and viable.

consequence, there may be periods of several days or more when trading activity in the Company’s shares is minimal, as compared

to a seasoned issuer which has a large and steady volume of trading activity that will generally support continuous sales without an

adverse effect on share price.

The Company cannot give you any assurance that a broader or more active public trading market for

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.

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.

future trading price of the Company’s common shares may be volatile and may fluctuate substantially.

The price of the common shares

may be higher or lower than the price you pay for your shares, depending on many factors, some of which are beyond the Company’s

control and may not be directly related to its operating performance.

These factors include the following:

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

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;

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

emergence of new competitors;

of, or our involvement in, litigation;

issuances of our common shares or the incurrence of additional debt;

of new or different accounting standards;

economic conditions and trends and slow or negative growth of related markets;

of a major funding source;

of key personnel.

to the continued potential volatility of its stock price, the Company may be the target of securities litigation in the future.

litigation could result in substantial costs and divert management’s attention and resources from the business.

sale of shares by our directors and officers may adversely affect the market price for our shares.

of significant amounts of common shares held by our officers and directors, or the prospect of these sales, could adversely affect the

market price of our common shares.

Management’s stock ownership may discourage a potential acquirer from making a tender offer

or otherwise attempting to obtain control of us, which in turn could reduce our stock price or prevent our shareholders from realizing

a premium over our stock price.

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.

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

interests that may diverge from yours.

Glasier, our CEO, beneficially owns, in the aggregate, about 12.3% of our common shares.

As a result, Mr.

Glasier might be able to influence

many matters requiring shareholder approval, including the election of directors and approval of mergers and other significant corporate

transactions.

This concentration of ownership may have the effect of delaying, preventing or deterring a change in control, and could

deprive our shareholders of an opportunity to receive a premium for their common shares as part of a sale of our company and may affect

the market price of our stock.

Glasier may have interests that diverge from those of other holders of our common shares.

As a result, Mr.

Glasier may vote the shares

he owns or controls or otherwise cause us to take actions that may conflict with your best interests as a shareholder, which could adversely

affect our results of operations and the trading price of our common shares.

Through this control, Mr.

Glasier can exert influence over

our management, affairs and all matters requiring shareholder approval, including the approval of significant corporate transactions,

a sale of our company, decisions about our capital structure and the composition of our board of directors.

Related to Our Regulatory Environment

SEC’s adoption of the “Modernization of Property Disclosures for Mining Registrants,” as codified in S-K 1300, has

created new disclosure requirements for mineral reserves and mineral resources that create some ambiguity for issuers required to comply

with both the requirements of S-K 1300 and NI 43-101 and may result in increased compliance costs.

Industry Guide 7 has been rescinded and replaced by S-K 1300, which requires that we disclose specific information related to our material

mining operations, including with particularity any mineral resources and mineral reserves.

Although we have established the existence

of mineralized materials on our uranium properties, we have not established any measured mineral resources or any proven or probable

reserves through the completion of a feasibility study for any of our uranium properties and we have no current plans to seek to do so,

as it would not serve a business purpose at the present time.

Nevertheless, if in the future we were to seek to identify any measured

mineral resources or to establish any proven or probable reserves, we would be required to provide disclosure in that regard under both

S-K 1300 and NI 43-101.

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.

addition to the other information set forth in this Form 10-Q, including under the heading “Forward-Looking Statements”,

the risks and uncertainties which could adversely affect our business, financial condition, results of operations and future growth prospects

that we believe are most important for you to consider are discussed in “Part I, Item 1A—Risk Factors” of our Annual

Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on April 16, 2024.

The risks described in our Annual Report

on Form 10-K for the year ended December 31, 2023 are not the only risks we face.

Additional risks and uncertainties not presently known

to us or that we presently deem less significant may also impair our business operations.

There are no material changes to the Risk Factors

described in our Annual Report on Form 10-K for the year ended December 31, 2023.

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