What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-04-15 compared with 2024-04-16 · 511 added, 257 removed, 321 unchanged (71% of the section changed)

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On November 20, 2014, the Company completed a listing process on the Canadian Securities Exchange (“CSE”).

As part of that

process, the Company acquired 100% of the members’ interests of Pinon Ridge Mining LLC ("PRM"), a Delaware limited liability

that process, the Company acquired 100% of the members’ interests of Pinon Ridge Mining LLC (“PRM”), a Delaware limited

liability company.

The transaction constituted a reverse takeover (“RTO”) of Western by PRM.

Subsequent to obtaining appropriate shareholder

approvals, the Company subsequently reconstituted its board of directors and senior management team.

Western is a Canadian domestic issuer

and Canadian reporting issuer.

Subsequent to obtaining appropriate

shareholder approvals, the Company subsequently reconstituted its board of directors and senior management team.

Western is a Canadian

domestic issuer and Canadian reporting issuer.

On August 18, 2014, the Company closed on

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In connection with the transfer, Black

Range issued 25 million shares of Black Range common stock to Seller and committed to pay $500,000 AUD ($340,650 USD as of December 31,

2023) to Seller within 60 days of the first commercial application of the Kinetic Separation.

Western assumed this contingent payment

obligation in connection with the Black Range Transaction.

The Kinetic Separation process is dramatically

different from conventional mining techniques.

Subject to regulatory approvals for its use, Kinetic Separation is beneficial in the following

● Mining, crushing, and separation of waste from

minerals (uranium and vanadium), can occur underground (inside the mine), at the mine above ground, at a location between the mine and

the mill, or at the mill.

● Value-added of the process is that 85%-90% of

the waste is separated at earlier steps in the process thus saving costs in later steps.

● Benefits include reduced radiometric exposure,

time duration of material handling is reduced, lower costs for transportation.

● Processing reduced ore quantities is beneficial

at the mill stage due to the reduction in acid and power consumption, and post-milling tailings.

Kinetic Separation can be used on legacy uranium stockpiles in the western United States, removing 85-90% of the uranium.

This is an application

through which Kinetic Separation could positively contribute to the “greening of the environment”.

According to a study there

are approximately 4,225 legacy uranium mines from the 1940-1970 period throughout the Western United States, most of which have waste

At the present time, kinetically separating these legacy stockpiles is not currently planned by the Company.

In the estimation of management, Kinetic Separation

mining allows the cost of production of uranium to be reduced by 44-53%.

Range issued 25 million shares of Black Range common stock to Seller and committed to pay $309,138 (AUD $500,000) to Seller within 60

days of the first commercial application of the Kinetic Separation.

Western assumed this contingent payment obligation in connection with

the Black Range Transaction.

Under United States Securities and Exchange Commission

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and Western became a United States reporting issuer.

On June 30, 2023, Western re-qualified as a

foreign private issuer as that term is defined in Rule 3b-4(c) promulgated under the Exchange Act.

As a result, the Company may now

utilize certain accommodations made to foreign private issuers, including (1) an exemption from complying with the

Commission’s proxy rules, (2) an exemption from the Company’s insiders having to comply with the reporting and

short-swing trading liability provisions of Section 16 under the Exchange Act, (3) the ability to make periodic filings with the

Commission on the Form 20-F and Form 6-K foreign issuer forms, and (4) the ability to offer and sell unrestricted securities outside

of the United States pursuant to Rule 903 of Regulation S.

The Company plans to take advantage of these accommodations.

Company currently has decided to voluntarily continue to file periodic reports with the Commission using domestic issuer forms

including filing annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

On June 30, 2023, Western re-qualified as a foreign private issuer

as that term is defined in Rule 3b-4(c) promulgated under the Exchange Act.

As a result, the Company may now utilize certain accommodations

made to foreign private issuers, including (1) an exemption from complying with the Commission’s proxy rules, (2) an exemption from

the Company’s insiders having to comply with the reporting and short-swing trading liability provisions of Section 16 under the

Exchange Act, (3) the ability to make periodic filings with the Commission on the Form 20-F and Form 6-K foreign issuer forms, and (4)

the ability to offer and sell unrestricted securities outside of the United States pursuant to Rule 903 of Regulation S.

The Company plans

to take advantage of these accommodations.

However, the Company currently has decided to voluntarily continue to file periodic reports

with the Commission using domestic issuer forms including filing annual reports on Form 10-K, quarterly reports on Form 10-Q and current

reports on Form 8-K.

On the subsequent measurement date, June 30, 2024, Western reconfirmed its qualification as a foreign private issuer.

The Kinetic Separation process is dramatically

different from conventional mining techniques.

Subject to regulatory approvals for its use, Kinetic Separation is beneficial in the following

crushing, and separation of waste from minerals (uranium and vanadium), can occur underground (inside the mine), at the mine above ground,

at a location between the mine and the mill, or at the mill.

● Value-added

of the process is that 85%-90% of the waste is separated at earlier steps in the process thus saving costs in later steps.

include reduced radiometric exposure, time duration of material handling is reduced, lower costs for transportation.

reduced ore quantities is beneficial at the mill stage due to the reduction in acid and power consumption, and post-milling tailings.

Kinetic Separation can be used on legacy uranium

stockpiles in the western United States, removing 85-90% of the uranium.

This is an application through which Kinetic Separation could

positively contribute to the “greening of the environment”.

According to a study there are approximately 4,225 legacy uranium

mines from the 1940-1970 period throughout the Western United States, most of which have waste stockpiles.

At the present time, kinetically

separating these legacy stockpiles is not currently planned by the Company.

In the estimation of management, Kinetic Separation

mining allows the cost of production of uranium to be reduced by 44-53%.

Our common shares are listed on the Canadian Securities

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of Utah and Colorado.

The mailing address of our headquarters is 330 Bay Street, Suite 1400, Toronto, Ontario, M5H 2S8, Canada, and the

telephone number is (970) 864-2125.

The mailing address of our headquarters is 5 Church Street, Toronto, Ontario, M5E 1M2, Canada, and the telephone

number is (970) 864-2125.

Our corporate website is located at http://www.western-uranium.com/.

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Our wholly-owned subsidiaries are Western Uranium

Corp., Pinon Ridge Mining LLC, Black Range Minerals Limited, 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.

Western is in the business of exploring, developing,

mining and production of its uranium and vanadium resource properties in the states of Utah and Colorado in the United States of America

(“United States”).

Corporation (Utah) (“Western 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, Maverick Strategic Minerals Corp, Pinon Ridge

Corporation (“PRC”) and Mustang Mineral Processing Inc (“Mustang”).

Western is in the business of exploring,

developing, mining and production of its uranium and vanadium resource properties in the states of Utah and Colorado in the United

States of America (“United States”).

Western is an exploration stage issuer for purposes

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The Company has not established mineral reserves for purposes of S-K

Our mineral properties are located in western

Colorado and eastern Utah and adjacent areas of the western United States.

We have committed to permitting and building our own mill to

process uranium and vanadium and incorporating Kinetic Separation into our licensing.

Our primary focus is scaling up the fully permitted

Sunday Mine Complex into increasing quantities of mining production, the commercialization of Kinetic Separation, completing the permitting

and construction of mineral processing plant (Uranium and Vanadium), and permitting the San Rafael Project.

Our mineral properties are located in western Colorado and eastern

Utah and adjacent areas of the western United States.

We have committed to permitting and building our own mill to process uranium and

vanadium and incorporating Kinetic Separation into our licensing.

Our primary focus consists of the mining operations at the fully permitted

Sunday Mine, the commercialization of Kinetic Separation, completing the permitting and construction of mineral processing facilities

(uranium and vanadium), and permitting the San Rafael Project.

The Sunday Mine Complex is located in western

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typically more than 90% of the mineralization can be separated into 10-20% of the initial sample mass.

Our vision is to become a regional uranium and

vanadium developer, producer, and processor.

Our strategy is to build value for shareholders by advancing our projects for further scaled-up

mining production.

We have committed to permitting and building our own processing plant to mill uranium and vanadium and incorporating

Kinetic Separation into our licensing.

Site and facility design and permitting have begun on the acquired processing plant site.

Western began acquiring mining equipment and vehicles and building a mining team to put in place an in-house mining capability and to

replace its previous outsourced mining contractor.

During 2023, this team was conducting mining operations at the Sunday Mine Complex

developing the mine for future production and extracting ore to be stockpiled underground.

Future in-house mining crews will be added

to assure the availability of feedstock to baseload the mineral processing plant.

Our vision is to become a regional uranium and vanadium developer,

producer, and processor.

Our strategy is to build value for shareholders by advancing our projects for further scaled-up mining production.

We have committed to permitting and building our own processing plant to mill uranium and vanadium and incorporating Kinetic Separation

into our licensing.

Facility design and permitting have begun on parcels of land acquired in Utah and Colorado, on which we intend to

develop and build our processing facilities.

In 2022, Western began acquiring mining equipment and vehicles and building a mining team

to put in place an in-house mining capability and to replace its previous outsourced mining contractor.

During 2024 and 2023, this team

was conducting mining operations at the Sunday Mine Complex developing the mine for future production and extracting ore to be stockpiled

underground, to assure the availability of feedstock to baseload the mineral processing facilities.

At any time we may have acquisition or partnering

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Capital Raising

On January 20, 2022, the Company closed a

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

The aggregate gross proceeds raised in the

private placement amounted to CAD $3,992,920 (USD $3,134,417 as of December 31, 2022).

Issuance costs, consisting principally of commissions and legal

fees, were CAD $153,247 (USD $122,539 as of December 31, 2022).

Each unit consisted of one common share plus one common share

purchase warrant.

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

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

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

purchase 2,495,575 common shares were issued to investors and warrants to purchase 98,985 common shares were issued to broker

dealers in connection with the private placement.

On December 12, 2023, the Company closed a

non-brokered private placement of 5,215,828 units at a price of CAD $1.39 per unit.

The aggregate gross proceeds raised in the

private placement amounted to CAD $7,250,000 (USD $5,324,989 as of December 31, 2023).

Issuance costs, consisting principally of

commissions and legal fees, were CAD $661,912 (USD $488,122 as of December 31, 2023).

Each unit consisted of one common share plus

one half of one warrant.

Each warrant is exercisable into one share at a price of CAD $1.88 per common share for a period of four

years following the closing date of the private placement.

A total of 5,215,828 common shares and warrants to purchase 2,607,913

common shares were issued to investors in connection with the private placement.

On November 20, 2024, the Company closed a

private placement of 4,142,906 units at a price of $0.94 (CAD $1.32) per unit.

The aggregate gross proceeds raised in the private

placement amounted to $3,897,166 (CAD $5,468,636) and proceeds net of issuance costs were $3,546,870 (CAD $4,975,966).

comprised of one common share of Western and one common share purchase warrant.

Each warrant is exercisable into one common share at

a price of $1.27 (CAD $1.78) per share for a period of four years following the closing date of the private placement.

On December 12, 2023, the Company closed a non-brokered

private placement of 5,215,828 units at a price of $1.02 (CAD $1.39) per unit.

The aggregate gross proceeds raised in the private placement

amounted to $5,324,989 (CAD $7,250,000 as of December 31, 2023).

Issuance costs, consisting principally of commissions and legal fees,

were $488,122 (CAD $661,912 as of December 31, 2023).

Each unit consisted of one common share plus one half of one warrant.

is exercisable into one share at a price of $1.38 (CAD $1.88) per common share for a period of four years following the closing date of

the private placement.

A total of 5,215,828 common shares and warrants to purchase 2,607,913 common shares were issued to investors in

connection with the private placement.

During the years ended December 31, 2024 and 2023,

an aggregate of 5,198,540 and 1,165,450 warrants were exercised for total proceeds of $4,605,458 (CAD $6,238,248) and $1,004,044 (CAD

$1,358,565), respectively.

On November 28, 2024, The Company’s Board approved amendments

to extend the term and reduce the exercise price of 2,868,541 previously issued common share purchase warrants.

These warrants, originally

issued during December 2021 and January 2022, had initial exercise prices of $1.94 (CAD $2.50) and $2.00 (CAD $2.50) per share, respectively,

and were set to expire three years post-issuance.

Effective November 28, 2024, the term was extended to January 20, 2026, a date that

is less than five years since the original date of issuance.

Effective February 27, 2025 the exercise price was reduced to $1.39 (CAD

$2.00), the date upon which the Canadian Securities Exchange (CSE) accepted the warrant repricing and the amended Form 13 filing was approved

During the year ended December 31, 2024, the Company recorded an incremental fair value of $184,308 arising from the extension

On February 27, 2025, the Company recorded an incremental fair value of $104,840 for the modification of the exercise price.

The cost of the warrant modifications was accounted for as a cost of raising capital.

This modification was granted to facilitate the

raising of additional equity capital by extending the exercise period and lowering the exercise price, thereby providing warrant investors

with more time and incentive to exercise their warrants.

Uranium/Vanadium Production

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to March 2022 period.

Thereafter, Western began the acquisition of a

full complement of mining equipment and personnel to take over mining operations.

Western’s transition from employing a mining contractor

to building an in-house mining operation has now been substantially completed.

Since this transition began in spring 2022, additional

employees have been hired to support mining operations and mining equipment and vehicles have been acquired to support deployment of two

(2) fully equipped mining teams.

Thereafter, Western began the acquisition of a full complement of mining

equipment and personnel to take over mining operations.

Western’s transition from employing a mining contractor to building an in-house

mining operation has now been substantially completed.

Since this transition began in spring 2022, additional employees have been hired

to support mining operations and mining equipment and vehicles have been acquired to support deployment of two (2) fully equipped mining

The equipment has been prepared for operations and readied for deployment;

site infrastructure upgrades

have been finished.

In early 2023, the mines were reopened for ventilation and infrastructure upgrades.

Mining operations restarted in

April 2023 and initially focused on additional development of the GMG Ore Body, where high-grade uranium ore was continuously intersected.

site infrastructure upgrades have been finished.

early 2023, the mines were reopened for ventilation and infrastructure upgrades.

Mining operations restarted in April 2023 and have been

continually focused on additional development in multiple areas of the mine.

It may be difficult for many uranium mining companies

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Prior to the planned processing plant becoming

licensed and operational, our in-house mining teams will be stockpiling uranium/vanadium ore.

When the processing plant is constructed,

Western will become fully operational as we forecast to begin processing the accumulated stockpiled ore during mid-2027.Western believes

that its mineral resources have a reasonable prospect for economic extraction.

However, the Company has not completed a preliminary economic

assessment under NI 43-101 or a feasibility study or preliminary feasibility study under S-K 1300 that would be needed to establish the

existence of proven or probable reserves and has instead allocated that capital to the aforementioned mining operations at the Sunday

Mine Complex.

Constructing Uranium/Vanadium Processing Plant

In January 2023, the Company began site and facility

design and permitting on a property acquired in Green River, Emery County, Utah to build a state-of-the-art mineral processing plant (the

“Maverick Mineral Processing Plant”).

The facility is being designed to recover uranium, vanadium and cobalt from conventional

ore mined both from Company mines and ore produced by other mining companies.

Selecting and acquiring the processing site had taken over

one year to find a location with the road, power and water infrastructure required.

licensed and operational, our in-house mining teams will be stockpiling uranium/vanadium mined material.

When the processing plant is

constructed, Western will become fully operational and begin processing the accumulated stockpiles.

Western believes that its mineral

resources have a reasonable prospect for economic extraction.

However, the Company has not completed a preliminary economic assessment

under NI 43-101 or a feasibility study or preliminary feasibility study under S-K 1300 that would be needed to establish the existence

of proven or probable reserves and has instead allocated that capital to the aforementioned mining operations at the Sunday Mine Complex.

Uranium/Vanadium Processing Facilities Development

Mustang Minerals Processing

Our current plans call for the permitting and construction of a mineral

processing plant at our newly acquired site in Colorado.

Western expects to benefit from the prior site owner’s completion of all

phases of licensing and permitting of the Pinon Ridge Mill project.

The Company’s plans are to develop its initial mill at the Colorado

location, which is much closer to the Sunday Mine Complex than the Maverick site.

This mill is expected to have a cost of approximately

$75 million and is targeted to start up in 2029.

This facility will be designed to recover uranium and vanadium both from conventional

materials mined from Company mines and materials produced by other mining companies.

The processing plant will utilize the latest processing

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capital and processing costs.

This processing plant is expected to have a cost of approximately $75 million, and after permitting and

construction the processing of uranium and vanadium ore is expected to commence in mid-2027.

The facility will be designed to recover

cobalt, a metal essential in battery technology and electric vehicles.

Within the state of Utah, there are numerous occurrences of cobalt

which may be economical to mine, if a processing facility were available.

After permitting and construction, and subject to the availability of financing, the processing of uranium

and vanadium materials is expected to commence in early 2029.

Maverick Minerals Processing Plant

The development of the Maverick Minerals Processing

Plant in Green River Utah has advanced considerably.

In the second quarter, the land acquisition was completed and in the third quarter

the project design and permitting activities commenced with the engagement of a full team of consulting firms, chosen for their expertise

in engineering / mill design, permit preparation, environmental, hydrology, and air quality.

Site evaluation work was undertaken and a

preliminary plant and property site plan was compiled for the location of monitor wells, meteorological towers, buildings, processing

circuits, tailings and evaporation ponds, roads/infrastructure and ore storage facilities.

At a pre-application permitting meeting in

November 2023, the Company and its consultants met onsite with local officials.

During the fourth quarter / early 2024, additional progress

has been made.

The collection of baseline data has commenced from the onsite meteorological towers.

A final plant and animal study is

expected to be completed within 30 days as certain plant life is only observable during the spring.

Additional consulting commitments

have been made to accelerate the licensing and development with Precision Systems Engineering (PSE), a leading engineering, and design

consulting firm headquartered in Sandy, Utah.

PSE is targeting to release the preliminary engineering design and cost estimate in June

for a 500 ton per day mill.

Plant in Green River, Utah, has advanced since this project commenced.

In the second quarter 2023, the land acquisition was completed

and in the third quarter 2023 the project design and permitting activities began with the engagement of a full team of consulting firms,

chosen for their expertise in engineering / mill design, permit preparation, environmental, hydrology, and air quality.

Site evaluation

work was undertaken and a preliminary plant and property site plan was compiled for the location of monitor wells, meteorological towers,

buildings, processing circuits, tailings and evaporation ponds, roads/infrastructure and ore storage facilities.

At a pre-application

permitting meeting in November 2023, the Company and its consultants met onsite with local officials.

During 2024, additional baseline

data required for submission of the permitting application was collected from the onsite meteorological towers.

A final plant and animal

study was completed.

This study confirmed the site is clear of endangered plant life that is only observable during the spring growing

Additional consulting commitments were made to advance the licensing and development with Precision Systems Engineering (PSE),

a leading engineering and design consulting firm headquartered in Sandy, Utah.

PSE was working to release the preliminary engineering

design and cost estimate for a 500 ton per day mill.

Next steps for site work included the planned installation of monitor wells.

work has been deferred while Western reassesses its design and strategy now that it has purchased a previously licensed mill site in Colorado

(please see Colorado Mill Site Purchase, below).

This location remains valuable to Western due to its close proximity, approximately 4

miles, to the San Rafael project which is slated as Western’s second production center.

Mustang Mineral Processing Site Acquisition

On October 1, 2024, Western, through its wholly

owned subsidiary, Western Utah, executed a binding stock purchase agreement (the “PRC Agreement”) to purchase 100% of the

shares of PRC from a private investor group and thereby acquire Mustang, which is a wholly owned subsidiary of PRC.

Mustang owns an 880-acre

property located in Montrose County, Colorado, where a uranium processing mill was previously licensed but never constructed.

The acquisition

becomes the second property that Western has acquired, in addition to the Maverick site in Utah.

It also becomes part of Western’s

plans for developing and licensing one or more uranium and vanadium processing facilities to process production from its resource properties

in Colorado and Utah.

Pursuant to the PRC Agreement, the former PRC shareholders were paid

$829,167 for their equity and shareholder loans.

After closing, a creditor holding a security interest against Mustang was paid a total

of $1,148,125 to retire an outstanding promissory note.

Western also assumed certain PRC liabilities in the transaction and royalty obligations

to an unrelated third party with future commitments to be satisfied.

These royalties are based on the volume of minerals processed through

any mineral processing plant located on the property.

The transaction was accounted for as a purchase

URANIUM MARKET OUTLOOK

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In total, according

to the World Nuclear Association (WNA), there are almost 60 new reactors under construction in the world.

to the World Nuclear Association (WNA), there are many new reactors under construction in the world.

Existing and new nuclear technologies

are receiving unprecedented support on a global basis, as a baseload electricity source with zero carbon emissions.

A uranium global supply/demand imbalance had been

projected by analysts to impact uranium prices in coming years.

In 2020 COVID-19 induced mine closures and in 2021 Sprott Physical Uranium

Trust (“SPUT”) began purchasing uranium, underscoring the imbalance.

are receiving unprecedented support on a global basis, as a base load electricity source with zero carbon emissions.

After the 2011 Fukushima nuclear accident, uranium markets endured

a decade long bear market due to excess supply created by nuclear reactor shutdowns and large quantities of new material entering the

In recent years, this excess supply has been depleted by utility use, production curtailments, COVID-19 induced production suspensions,

and financial buyers purchasing physical uranium (“U3O8”).

A uranium global supply/demand imbalance had been projected by

analysts to impact uranium prices in coming years.

In 2020 COVID-19 induced mine closures and in 2021 Sprott Physical Uranium Trust (“SPUT”)

purchased 23 million lbs of U 3 O 8 , underscoring the imbalance.

Both of these catalysts have depleted excess inventories

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the electrification transition and climate change initiatives have increased global support for nuclear.

After the 2011 Fukushima nuclear accident, uranium

markets endured a decade long bear market due to excess supply created by nuclear reactor shutdowns and large quantities of new material

entering the market.

In recent years, this excess supply has been depleted by utility use, production curtailments, COVID-19 induced production

suspensions, and financial buyers purchasing physical uranium (“U3O8”).

A high correlation is observable between the Sprott

Physical Uranium Trust (“SPUT”) raising capital and purchasing U3O8 and uranium ETF and equity prices.

During 2021, SPUT bought

23 million lbs of U3O8 with most purchases occurring during a 2.5 month window centered around September and October.

As a result of SPUT’s

success, competitor physical uranium funds have been launched in Kazakhstan and Switzerland.

Notably, Kazatomprom, the world’s largest

uranium producer, is both an investor and uranium supplier to the Kazakhstan clone EFT.

In 2022, geopolitical events became the main driver

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These events led to new SPUT capital inflows

and the purchase of 12 million lbs.

of U3O8 during the first quarter of 2022.

In parallel, additional capital flowed into nuclear ETFs

and uranium equities through April, but began to reverse in May.

This equity price action followed U3O8 spot prices which began the year

at $42, rallied to a $64 peak by mid-April before beginning to decline by mid-May.

During the last nine months of 2022, SPUT became a

smaller factor as less than 6 million lbs.

of U3O8 were purchased.

With equity markets having their worst year since

2008, uranium equity prices were pulled down by the general markets, despite a spike in underlying positive fundamentals.

and the purchase of 12 million lbs of U3O8 during the first quarter of 2022.

With equity markets having their worst year since 2008, 2022 became

a transformational year for the normally staid nuclear power and physical uranium markets as the status quo was disrupted.

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Most importantly,

Niger’s Junta has threatened the export of uranium to France which has serious implications because France acquires 20% of its natural

uranium from Niger.

Subsequently, French President Macron has visited Kazakhstan and Uzbekistan, both former Soviet Republics, citing

the vast potential for further cooperation in regard to nuclear power.

In December 2023, in a show of bipartisan

support, the U.S.

House of Representatives has passed the Prohibiting Russian Uranium Imports Act.

The Russian response was notable

as Bloomberg reported “the Kremlin may pre-emptively bar exports of its nuclear fuel to the US if lawmakers in Washington pass

legislation prohibiting imports starting in 2028”.

Subsequently, Bloomberg reported that Rosatom refuted that “potential

pre-emptive ban”.

Currently, the reliance on Russian uranium, conversion and enrichment services is being viewed quite

differently than it has for decades.

The legislative process toward enacting a Russian uranium ban remains ongoing.

Spot uranium prices have reacted to the supply/demand

constraints and geopolitical risks.

Since July 2023, spot uranium increased from the approximately$50/lbs level to over $100/lbs in January

2024, before pulling back the $88/lbs level at the end of March 2024.

The events of 2023 have set in motion uranium

market and nuclear fuel opportunities for the next decade and beyond.

There are positive catalysts across multiple levels of the nuclear

fuel and uranium markets.

We believe that new demand and shifting demand will catalyze a uranium bull market that will increase uranium

Niger’s Junta has threatened the export of uranium to France which has serious implications because France had acquired 20% of its

natural uranium from Niger.

In December 2023, in a show of bipartisan support,

House of Representatives passed the Prohibiting Russian Uranium Imports Act.

The reliance on Russian uranium, conversion and

enrichment services is being viewed quite differently than it has for decades.

The legislative process toward enacting a Russian uranium

ban culminated in one being enacted in May 2024.

However, the ban will not take full effect until 2028, and it appears that multiple waivers

have been granted on preexisting contracts.

Spot uranium prices reacted to longer-term supply/demand

constraints and geopolitical risks hitting their peak at over $100/lb in January 2024.

During 2024, there were periods of notable support

as giant tech companies made plans to utilize nuclear energy and artificial intelligence (AI) and data centers were projected to consume

increasing amounts of energy in the future.

While term prices increased to the $80/lb range, spot uranium prices have endured a slow decline

from the high to the $64/lb level at the end of March 2025.

Events of the last few years have set in motion uranium market and

nuclear fuel opportunities for the next decade and beyond.

There are positive catalysts across multiple levels of the nuclear fuel and

uranium markets.

This is occurring at a time when aggregate uranium inventory has declined to its lowest levels in over a decade.

that restocking of utility inventories, new demand and shifting demand will catalyze a uranium bull market that will increase uranium

prices toward levels that will drive uranium mining company production, profits and equity prices.

As a result, Western continues to advance

our operational strategy.

As a result, Western made the largest

investments in the Company’s history during 2024 in advancing its operational strategy and mining operations.

Nuclear Fuel and Uranium Effect from the

Russian Invasion of Ukraine

The start of the Russia/Ukraine war created extraordinary

volatility in uranium markets during the first half of 2022.

At the peak, the spot price was at an 11 year high.

Prior to the invasion

on February 24, 2022, uranium spot prices were in the $43 per pound range and rose to slightly over $63 per pound by April 2022;

of approximately $20 per pound.

Later in May 2022 and June 2022, the spot price receded to $45 levels, before recovering to the $50 +/-

per pound price level.

This price level was maintained for an extended period as the immediate ban/sanctions anticipated by investors

of nuclear fuel and services from Russia couldn’t be implemented.

Equity markets followed the price action of physical

uranium prices in speculation that governments worldwide would sanction and ban nuclear fuel from Russia.

This was in recognition of Russia’s

dominant position in nuclear fuel services including 38% of world conversion capacity and 46% of world enrichment capacity.

position of Rosatom, Russia’s national nuclear company, was developed through decades of government subsidies.

However, because

of the lack of replacement capacity in the global nuclear fuel cycle, Rosatom has avoided sanctions.

Because of the Ukraine invasion, new contracts

are largely not being signed with Rosatom, but deliveries under existing contracts continue to be made.

Customer dependencies upon the

Russian supply of uranium, conversion and enrichment are being addressed slowly by governments as alternative suppliers were not currently

However, a desire to stay away from bad actors and the threat of Russia weaponizing energy exports or a Russian embargo has

elicited responses.

Worldwide, utilities have accelerated their contracting of non-Russian conversion and enrichment services.

supply agreements are being signed with western producers.

There has been significant legislative progress favorable to increasing domestic

uranium and nuclear fuel production in the United States.

In advance of the United States putting in place a ban or sanctions on Russian

uranium, the DOE continues to make preparations for a Russian counter-sanction terminating the flow of nuclear fuel and services from

In January 2023, ban and sanction discussions

intensified as Rosatom was shown to have become an active participant in the Ukraine war.

An article entitled “Russia’s nuclear

entity aids war effort, leading to calls for sanctions” was published by the Washington Post.

Obtained documents show that the Rosatom

state nuclear power conglomerate was supplying the Russian military with “components, technology, and raw materials for missile

fuel” to be used in the Ukraine war.

States Ban of Russian Uranium

In response to Russia’s war in Ukraine, the United States legislature passed

the Prohibiting Russian Uranium Imports Act (H.R.

1042) to ban Russian uranium imports into the U.S.

Unanimous passage of The Prohibiting

Russian Uranium Imports Act (H.R.

1042) in April 2024 by the U.S.

Senate followed the U.S.

House of Representatives’ passage of

the bill in December 2023.

Subsequently, on May 13, 2024, President Biden signed this legislation into law.

The ban became effective

90 days after its enactment on August 11, 2024 and was phased in under Department of Energy conditional waivers before becoming a complete

ban on January 1, 2028.

Importantly, the enactment of a Russian ban releases funding to support the American nuclear supply chain.

funding was deployed by the DOE under a new program called the Low-Enriched Uranium (LEU) – Enrichment Acquisition.

States has the world’s largest civilian nuclear reactor fleet, and it has now taken steps to reduce its reliance on state-sponsored

Russian nuclear fuel.

Response to Uranium Ban

On May 14, 2024, the day following the ban enactment, Bloomberg reported that Russia had responded

with TENEX issuing force majeure notices to U.S.

utility customers.

TENEX is the subsidiary of Rosatom, the state nuclear energy corporation,

and the entity through which U.S.

counterparties contract for Russian uranium product imports into the United States.

The TENEX force majeure notices required U.S.

customers to secure waivers

within 60 days that exempt them from the new U.S.

Russian uranium ban or risk being moved to the back of the line for uranium deliveries

if they are granted a waiver later.

TENEX’s notice was based on their intention to honor their contracts, but they acknowledge this

could be overridden by the Kremlin.

This deadline has now passed and the DOE is currently granting waivers to the ban.

Multiple waivers

have been partially or fully approved, however the details are not in the public domain.

On May 21, 2024, the DOE published their process and instructions for

requesting a waiver.

The waiver process does not appear restrictive and will likely allow most of the previously contracted Russian material

into the United States prior to January 1, 2028.

legislative intentions were to deprive Russia of the revenue associated with

purchases of Russian nuclear fuel and counter Russia’s control of the global nuclear fuel cycle by flooding U.S.

and international

markets with state-supported Russian uranium and services.

We continue to believe the shift away from Russia/Rosatom

will be a major catalyst in the realignment of nuclear fuel markets which will benefit western producers.

OVERVIEW OF THE URANIUM INDUSTRY

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the nuclear reactor fleet.

Additionally with the rapid expansion of artificial intelligence (AI) the demand for electricity is surging,

particularly to power energy-intensive data centers.

This increase in electricity consumption is driving greater reliance on nuclear power,

a reliable energy source, thereby strengthening the demand for uranium as a critical fuel for nuclear reactors.

The uranium market has historically been highly

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in 2010 was curtailed by the Fukushima disaster in Japan.

Since the Fukushima disaster in 2011, uranium

spot prices entered a steady decline until June 2014, when they rebounded slightly and peaked again in March 2015 at $39 per pound.

that peak, prices again began to fall steadily, reaching their lowest point of $18 per pound in November 2016.

Prior to COVID-19, annual

uranium production was at its lowest in over a decade, creating a global supply deficit where production was only about two-thirds of

In May 2020, after COVID-19 related production shutdowns, spot prices hit a $34 per pound price before declining to close

the year at $30 per pound.

During 2021, market participation by the Sprott Physical Uranium Trust and other secondary market uranium buyers

caused prices to rise to $42.05 per pound at December 31, 2021.

Uranium prices held these levels until Russia’s invasion of Ukraine

caused uranium markets to surge.

Prior to the invasion on February 24, 2022, uranium spot prices were in the $43 per pound range and rose

to slightly over $63 per pound by April 2022;

an increase of ~$20 per pound and an 11-year high.

Later in May 2022 and June 2022, the

spot price receded to $45 levels, before recovering to the $50 +/- per pound price level in September 2022 to March 2023.

Since July 2023,

spot uranium increased from the approximately$50/lbs level to over $100/lbs in January 2024, before receding below the $88/lbs level at

the end of March 2024.

Geopolitical events, technological advances, and

the nuclear energy growth path provide favorable pricing factors specific to the uranium industry.

As a result, we foresee a uranium pricing

environment which in the coming years will allow Western to initiate full-scale production in its best properties.

This had led us to

accelerate our recent scaling-up of mining operations.

Since the Fukushima disaster in 2011, uranium spot prices entered a

steady decline until June 2014, when they rebounded slightly and peaked again in March 2015 at $39 per pound.

After that peak, prices

again began to fall steadily, reaching their lowest point of $18 per pound in November 2016.

Prior to COVID-19, annual uranium production

was at its lowest in over a decade, creating a global supply deficit where production was only about two-thirds of consumption.

2020, after COVID-19 related production shutdowns, spot prices hit a $34 per pound price before declining to close the year at $30 per

During 2021, market participation by the Sprott Physical Uranium Trust and other secondary market uranium buyers caused prices

to rise to $42.05 per pound at December 31, 2021.

Uranium prices held these levels until Russia’s invasion of Ukraine caused uranium

markets to surge.

Prior to the invasion on February 24, 2022, uranium spot prices were in the $43 per pound range and rose to slightly

over $63 per pound by April 2022.

Later in May 2022 and June 2022, the spot price receded to $45 levels, before recovering to the $50

+/- per pound price level in September 2022 to March 2023.

Subsequently in July 2023, spot uranium increased from the approximately $50/lb

level to over $100/lb in January 2024.

Since January 2024, spot uranium had a slow decline from a high of $100/lb level to $64/lb level

at the end of March 2025.

Geopolitical events, technological advances, and the nuclear energy

growth path provide favorable pricing factors specific to the uranium industry.

As a result, we foresee a uranium pricing environment

which in the coming years will allow Western to initiate full-scale production at its best properties.

As a result, Western made the largest

investments in the Company’s history during 2024, advancing its operational strategy and mining operations.

Nuclear Fuel and Uranium Market Conditions

During the year ended December 31, 2024, the spot uranium price decreased

$18 from $91 to ~$73.

Notably, the long-term price increased from $68 to ~$81 during a period of rising conversion and enrichment services

However, this follows an extremely strong period in the market where spot uranium prices have reacted to supply/demand constraints

and geopolitical risks.

Since January 2024, spot uranium had a slow decline from a high of $100/lb level to $64/lb level at the end of

The events of 2022 set in motion uranium market and nuclear fuel opportunities for the next decade and beyond.

There are positive

catalysts across multiple levels of the nuclear fuel and uranium markets.

Underlying fundamentals are the strongest in decades.

attributable to multiple factors, including climate change, energy security, supply chain and energy scarcity initiatives.

The supply/demand

imbalance has flipped from a market with excess supply into a market with excess future demand.

With the reduced availability of secondary

supplies, utilities have begun adding multi-year contracts with mining companies for primary supply.

The drivers expanding the demand

for nuclear fuel include non-nuclear nations adding nuclear power generation, nuclear nations expanding fleets and/or extending lives

of existing reactors, idled nuclear reactors being redeployed, the reversal of phase-outs and shutdowns, and the deployment of advanced

reactors / SMRs.

However, the challenge is in meeting increasing demand simultaneously with supply constraints from the world’s

largest suppliers.

We believe uranium equity prices will continue to strengthen and reflect the underlying positive fundamentals in the

nuclear/uranium sector.

Multiple market analysts have flagged low availability of mobile secondary inventories.

We believe the continued

draw down of inventories to be a market catalyst for uranium prices.

Positive nuclear energy news has continued to

highlight the global growth of future nuclear electricity generation which will drive increased nuclear fuel demand.

In terms of future

supply, utility contracting has continued into 2024, and some uranium mining companies are moving toward restarting production.

due to the lead time needed for future uranium production, we are entering a phase where the supply-demand fundamentals are in a deep

multi-year structural supply deficit.

The future is not clear as we believe some miners with available near-term production are waiting

for higher price levels and/or project funding before making full start-up commitments.

Utilities are also deferring contracting to understand

how regulations and geopolitics will modify their future access to Russian uranium, conversion and enrichment services.

In the second quarter of 2024, investors began

purchasing nuclear and uranium equities as a means to create long exposure for their positive view on Artificial Intelligence (AI), due

to the vast energy requirements of data centers.

Recent transactions have been announced as tech giants Microsoft, Amazon, and Google

have sought deals to source nuclear power for their data centers from full scale reactors and SMRs.

Microsoft most prominently signed

an agreement with Constellation Energy to restart a Three Mile Island reactor in Pennsylvania and purchase 100% of the power generated

for two decades.

Nuclear Fuel Supply Chain Concentration

Russia’s invasion of Ukraine and the ensuing

global energy crisis has focused attention on security of supply and supply chain risks.

This has caused most of the world to re-evaluate

their dependence upon nuclear fuel exported by Russia.

In spite of the dominant market position of Rosatom, future deliveries potentially

could be at risk due to sanctions, legislation, or a Russian embargo.

Customer dependence upon the Russian supply of uranium, conversion

and enrichment are being addressed slowly by governments as alternative suppliers are not currently available.

Both Urenco and Orano have

announced that they will invest to expand their uranium enrichment capacity respectively in the United States and France, which represents

a shift away from Russia.

Utilities are demonstrating their desire for increased security of their nuclear fuel supply chains.

is also a concern because the world’s largest uranium producing country has an unguarded and the second longest continuous land

border in the world shared with Russia.

The potential exists for Russia to exert influence over Kazakhstan.

Additionally, Kazatomprom

has put large long-term contracts in place with China.

This supply is needed for China to fulfill its 15 year plan to deploy 150 new nuclear

China National Nuclear Corp.

(CNNC) has recently opened a uranium trading hub /warehouse facility, on the China / Kazakhstan

border, with the capacity to store 60 million pounds of uranium.

It has become evident that the nuclear fuel supply chain has become increasingly

concentrated and interconnected in this very small area of the world.

Expanding Kazakhstan uranium exports to Russia and China significantly

reduces future supply for Western nuclear fuel buyers.

In July 2023, the government of Niger was overthrown

by its military.

This is significant because the new regime is opposed to Western interests and this landlocked West African country holds

the 7th largest uranium resource in the world and was producing about 5% of global production.

The conflict has an anti-French sentiment,

and the Junta has initiated multiple actions that are counter to French interests.

Most importantly, Niger’s Junta has threatened

the export of uranium to France which has serious implications because France acquires 20% of its natural uranium from Niger.

to the French evacuating/ being expelled from Niger, the U.S.

military also departed the country.

The Junta is utilizing Russian military

support as a replacement.

In addition, the Niger government has revoked operating permits from foreign uranium companies, including Orano

in June 2024 and Goviex in July 2024.

In November 2024, Orano further reported that it had lost operational control, to authorities in

Niger, of another of its uranium mines.

This mine was in production, but had been impacted by export restrictions imposed by the Junta.

During October 2023, geopolitical instabilities spread further to the

Middle East after a Hamas attack on Israel triggered a counterattack by Israel on the Gaza Strip.

The Israel-Hamas hostilities escalated

over the Summer of 2024 and then spread to other countries in the Middle East.

At the beginning of 2025, Israel and Hamas agreed to a

ceasefire which ended in March 2025.

Hostilities resumed in March and it’s not clear when and if the combatants will be able to

negotiate a new ceasefire or an end to military actions.

This additional hot spot further increases volatility in the world and destabilizes

the Middle East region that is highly influential on global energy prices.

With the exception of the Hansen/Taylor Deposit,

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steelmaking, aerospace, stationary energy storage, batteries, and chemicals.

When a very small amount of vanadium is added

to steel, the hardening effect greatly increases its strength.

And while steelmaking accounts for roughly 90% of all vanadium currently

consumed, it's estimated that vanadium is only used in about 9% of all steels today.

After steelmaking, the second largest market for

vanadium is that of catalysts and chemical applications.

A significant new source of demand for vanadium is from vanadium redox flow batteries

(VRFB) as their adaptation grows with the stationary storage market.

When a very small amount of vanadium is added to steel, the hardening

effect greatly increases its strength.

And while steelmaking accounts for roughly 90% of all vanadium currently consumed, it is estimated

that vanadium is only used in about 9% of all steels today.

After steelmaking, the second largest market for vanadium is that of catalysts

and chemical applications.

A significant new source of demand for vanadium is from vanadium redox flow batteries (VRFB) as their adaptation

grows with the stationary storage market.

In 2018 there was structural change in the vanadium

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No action was taken.

The vanadium market price closed at $6.00 per

pound as of December 31, 2023, which was a decrease from the December 31, 2022 closing price of $8.90 per pound.

During the first quarter

of 2024, vanadium prices closed at $5.90 on February 29, 2024.

Cyclical business activities and its principal product use as a steel hardener

has seen a softening in demand, resulting in a decline in the price of Vanadium.

The vanadium market price closed at $5.80 per pound as of December

31, 2024, which was a decrease from the December 31, 2023 closing price of $6.00 per pound.

During the first quarter of 2025, vanadium

prices further declined to $5.40.

Cyclical business activities and its principal product use as a steel hardener has seen a softening

in demand, resulting in a decline in the price of vanadium.

Uranium Section 232 Investigation/Nuclear

Fuel Working Group Process

An investigation under Section 232 of the Trade Expansion Act of 1962

was undertaken by the DoC in 2018 to assess the impact to national security of the importation of the vast majority of uranium utilized

by the approximately 100 operative civilian nuclear reactors within the United States.

In response to the Section 232 report, the White

House disseminated a Presidential Memorandum in July 2019.

At that time, President Trump formed the Nuclear Fuel Working Group (“NFWG”)

to find solutions for reviving and expanding domestic nuclear fuel production and reinvigorating recommendations.

In April 2020, the DoE released the NFWG report

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

national security.”

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

nuclear fuel cycle.

The undertaking of some NFWG findings and recommendations was a positive outcome for the U.S.

nuclear industry and

uranium miners.

The Russian Suspension Agreement was extended

for an additional 20 years until 2040.

Existing categories of quotas on imports of Russian uranium into the U.S.

were reduced by a graduated

scale, and additional provisions were modified to eliminate loopholes.

In July 2021, the uranium Section 232 report was

publicly released.

The report concluded that uranium imports were “weakening our internal economy” and “threaten to

impair the national security” and recommended immediate actions to “enable U.S.

producers to recapture and sustain a market

share of U.S.

uranium consumption”.

The Russian invasion of Ukraine has fast tracked

the Uranium Reserve Program.

On May 5, 2022, the U.S.

Secretary of Energy, Jennifer Granholm, testified before the Senate Committee on

Energy and Natural Resources that the DoE “would make direct purchases of domestically mined and converted uranium this calendar

year to establish a strategic uranium reserve”.

Secretary Granholm stated that “We should not be sending any money to Russia

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

the ability to continue to keep the fleet afloat.” To accomplish this, she further disclosed that the DoE was “developing

a full-on uranium strategy that’s going through the interagency process.”

Subsequently in June 2022, the U.S.

Department of Energy (“DOE”)

released program guidelines to initiate purchases of up to $75 million of U.S.

domestic origin uranium inventory from existing storage

at the Honeywell Metropolis Works uranium conversion facility in Metropolis, Illinois.

The DOE awarded contracts in December 2022 for

the purchase of 1,100,000 lbs of uranium that were delivered in the first quarter of 2023.

Five uranium companies disclosed receiving

contract awards within a price range from $59.50 to $70.50 per pound.

Western did not hold qualifying inventory, and as such did not submit

a bid proposal.

An expansion of the U.S.

Uranium Reserve program continues to be discussed.

As originally proposed, the program contemplated

$150M in annual purchases for a 10 year period which would aggregate to $1.5 billion over its lifetime.

There is global competition for uranium/vanadium

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(“ISR”) facilities.

Western aims to possess a strategic advantage

by completing the construction of its own uranium and vanadium mill during 2026.

The Company will have its own mining teams, equipment

and infrastructure, which will dramatically reduce its operational costs and increase margin.

Moreover, by using Kinetic Separation, we

expect the cost of production of uranium to be reduced by approximately 40%.

Western aims to possess a strategic advantage by completing the construction

of its own uranium and vanadium mill during 2029.

The Company will have its own mining teams, equipment and infrastructure, which will

dramatically reduce its operational costs and increase margin.

Moreover, by using Kinetic Separation, we expect the cost of production

of uranium to be reduced by approximately 40%.

With respect to sales of uranium, the Company

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Reclamation involves removing evidence of surface disturbance.

The reclamation liabilities of the U.S.

The asset retirement obligations (“ARO”)

mines are subject to legal and regulatory requirements.

Estimates of the costs of reclamation are reviewed periodically by the applicable

regulatory authorities.

The reclamation liability represents the Company’s best estimate of the present value of future reclamation

costs in connection with the mineral properties.

The Company determined the gross reclamation liabilities at December 31, 2023 of the

mineral properties to be $751,444.

Estimates of the costs of reclamation are reviewed periodically by

the applicable regulatory authorities.

The asset retirement obligation liability represents the Company’s best estimate of the present

value of future reclamation costs in connection with the mineral properties.

The Company determined the gross asset retirement obligations

as of December 31, 2024 of the mineral properties to be $1,163,978.

The Company is required by state regulatory agencies

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The Company has provided performance

bonds issued for the benefit of the Company in the amount of $751,444 to satisfy such regulatory requirements.

bonds issued for the benefit of the Company in the amount of $812,993 to satisfy such regulatory requirements as of December 31, 2024.

As of December 31, 2024, we had 32 full-time employees.

and 1 part-time employee.

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

What changed 10-K

Item 1. Business