What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-04-15 compared with 2024-04-16 · 449 added, 660 removed, 170 unchanged (87% of the section changed)

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does not mean that a statement is not forward-looking.

The forward-looking statements contained or incorporated

by reference in this annual report are based on our current expectations and beliefs concerning future developments and their potential

effects on us and speak only as of the date of each such statement.

There can be no assurance that future developments affecting us will

be those that we have anticipated.

These forward-looking statements involve a number of risks, uncertainties (some of which are beyond

our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied

by these forward-looking statements.

These risks and uncertainties include, but are not limited to, those factors described in Item 1A,

“Risk Factors” and this Item 7 of this annual report.

Should one or more of these risks or uncertainties materialize, or should

any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements.

We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or

otherwise, except as may be required under applicable securities laws.

The forward-looking statements contained

or incorporated by reference in this annual report are based on our current expectations and beliefs concerning future developments and

their potential effects on us and speak only as of the date of each such statement.

There can be no assurance that future developments

affecting us will be those that we have anticipated.

These forward-looking statements involve a number of risks, uncertainties (some of

which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those

expressed or implied by these forward-looking statements.

These risks and uncertainties include, but are not limited to, those factors

described in Item 1A, “Risk Factors” and this Item 7 of this annual report.

Should one or more of these risks or uncertainties

materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these

forward-looking statements.

We undertake no obligation to update or revise any forward-looking statements, whether as a result of new

information, future events or otherwise, except as may be required under applicable securities laws.

The following discussion should be read in conjunction

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The complex consists of the following five individual mines:

the Sunday mine, the Carnation mine, the Saint Jude mine, the West Sunday

mine and the Topaz Mine.

the Sunday mine, the Carnation mine, the St.

Jude mine, the West Sunday mine

and the Topaz Mine.

The operation of each of these mines requires a separate permit, and all such permits have been obtained by Western

4 unchanged sentences

were restarted.

On September 16, 2015, Western completed its acquisition

of Black Range, an Australian company that was listed on the Australian Securities Exchange until the acquisition was completed.

The acquisition

terms were pursuant to a definitive Merger Implementation Agreement entered into between Western and Black Range.

Pursuant to the agreement,

Western acquired all of the issued shares of Black Range by way of Scheme of Arrangement (“the Scheme”) under the Australian

Corporation Act 2001 (Cth) (the “Black Range

Transaction”), with Black Range shareholders being issued common shares of Western on a 1 for 750 basis.

On August 25, 2015, the

Scheme was approved by the shareholders of Black Range, and on September 4, 2015, Black Range received approval by the Federal Court of

In addition, Western issued options to purchase Western common shares to certain employees, directors, and consultants.

stock options were intended to replace Black Range stock options outstanding prior to the Black Range Transaction on the same 1 for 750

On September 16, 2015, Western completed its

acquisition of Black Range, an Australian company that was listed on the Australian Securities Exchange until the acquisition was

The acquisition terms were pursuant to a definitive Merger Implementation Agreement entered into between Western and

Pursuant to the agreement, Western acquired all of the issued shares of Black Range by way of Scheme of Arrangement

(“the Scheme”) under the Australian Corporation Act 2001 (Cth) (the “Black Range Transaction”), with Black

Range shareholders being issued common shares of Western on a 1 for 750 basis.

On August 25, 2015, the Scheme was approved by the

shareholders of Black Range, and on September 4, 2015, Black Range received approval by the Federal Court of Australia.

Western issued options to purchase Western common shares to certain employees, directors, and consultants.

Such stock options were

intended to replace Black Range stock options outstanding prior to the Black Range Transaction on the same 1 for 750 basis.

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.

plans to take advantage of these accommodations.

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

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reports on Form 8-K.

The Company has registered offices at 330 Bay

Street, Suite 1400, Toronto, Ontario, Canada, M5H 2S8, and its common shares are listed on the CSE under the symbol “WUC”

and are traded on the OTCQX Best Market under the symbol “WSTRF”.

Its principal business activity is the acquisition and development

of uranium and vanadium resource properties in the states of Utah and Colorado in the United States of America (“United States”).

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

The Company has registered offices at 5 Church

Street, Toronto, Ontario, Canada, M5E 1M2, and its common shares are listed on the CSE under the symbol “WUC” and are traded

on the OTCQX Best Market under the symbol “WSTRF”.

Its principal business activity is the acquisition and development of uranium

and vanadium resource properties in the states of Utah and Colorado in the United States of America (“United States”).

Recent Developments

Department of Energy’s Oak Ridge National

Laboratory Visit

The Company received a visit at its Sunday Mine

Complex by a delegation from the U.S.

Department of Energy’s Oak Ridge National Laboratory (“ORNL”) on September 14,

The ORNL is considered among the world’s premier scientific research institutions and is charged with solving problems and

creating solutions at the intersection of energy, critical infrastructure, national security, and the nuclear fuel cycle.

Ore Purchase Agreement

On April 8, 2025, PRM entered into an Ore Purchase Agreement (the “Ore

Purchase Agreement”) with subsidiaries of Energy Fuels Inc.

(“Purchaser”).

The Ore Purchase Agreement is for a one year

period and provides for the delivery of up to 25,000 short tons of uranium bearing ore to the White Mesa Mill in Blanding, Utah.

make deliveries at its own cost and the purchase price per ton will be based upon the average grade of uranium within each lot, and other

qualifying conditions.

Within 30 days after each lot is closed, the Purchaser shall pay to PRM an 85% provisional payment calculated based

upon the sampled grade and an agreed upon pricing schedule.

Within 30 days after each lot is fed to processing, the Purchaser shall pay

to PRM a final settlement payment calculated based upon the assayed grade and the agreed upon pricing schedule, net of a royalty, pursuant

to a previously existing royalty agreement with the Purchaser.

Mustang Mineral Mill Site Acquisition

On October 1, 2024, Western, through its wholly

owned subsidiary, Western Utah, executed a binding stock purchase 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.

The Company assumed an obligation to an unrelated

third party to remit a royalty based on the volume of minerals processed through any mineral processing plant located on the property.

George Glasier, the President, CEO and a director

of Western, and his wife Kathleen owned 50% of the shares of PRC and Andrew Wilder, a director of Western, indirectly owned 3% of the

shares of PRC, and so the transaction was considered a related party transaction.

The Company’s Board of Directors established an

independent committee of the Board comprised of directors who were not considered to have an interest in the transaction, and the independent

committee oversaw the negotiation and approved the entering into the agreement on behalf of the Company.

The total purchase price of PRC was $1.98 million, which consisted

of an aggregate of $829,167 in payments to former PRC shareholders for their equity interests and outstanding loans made to PRC and related

accrued interest and a $1,148,125 payment for principal and interest to a third party in satisfaction of an assumed liability of Mustang.

For the 53% ownership of PRC, $414,584 was paid to George Glasier and $24,875 was paid to an affiliate of Andrew Wilder.

The transaction was accounted for as a purchase

Mustang Mineral Processing Plant

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

processing plant at its newly acquired site in Colorado.

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

phases of licensing and permitting of their 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.

This mill is expected to have a cost of approximately $75 million

and is planned 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 technology,

including Western’s patented Kinetic Separation process.

These technology advancements will result in lower overall capital and

processing costs.

After permitting and construction, and subject to available financing, the processing of uranium and vanadium materials

is targeted to commence in 2029.

Bullen Property (Weld County)

The Bullen Property is an oil and gas property

located in Weld County Colorado.

The Company acquired this non-core property in 2015 in the Black Range Minerals Limited acquisition,

and Black Range purchased the property in 2008 for its Keota Uranium Project.

In 2017, the Company signed a three year oil and

gas lease which in 2020 was extended for an additional three year term or until the end of continuous operations.

The consideration was

in the form of upfront bonus payments and a backend production royalty payment.

Additional right-of-way easement agreements were signed

which allowed for the development of a pipeline.

The lease agreement allows the Company to retain property rights to vanadium, uranium,

and other mineral resources.

In early 2020 Bison Oil & Gas (“Bison”)

traded this lease to Mallard Exploration (“Mallard”), Mallard subsequently filed an application with the Colorado Oil &

Gas Conservation Commission (COGCC) to update the permitting to create a new pooled unit.

In late 2020 Mallard began development of the

These DJ-Basin wells target the Niobrara formation.

During 2021, the operator completed all well development stages and eight

(8) wells commenced oil and gas production by August 2021.

The first royalty payment was made in January 2022.

During 2022, the operator

completed all well development stages on a second set of eight (8) wells which commenced oil and gas production by August 2022.

monthly royalty payment including production from the new wells was made in January 2023.

Monthly royalty payments are ongoing.

In January 2023, Mallard was acquired by Bison.

In 2017, the Company entered into an oil and gas

lease that became effective with respect to minerals and mineral rights owned by the Company of approximately 160 surface acres of the

Company’s mining property in Colorado.

As consideration for entering into the lease, the lessee has agreed to pay the Company a

royalty from the lessee’s revenue attributed to oil and gas produced, saved, and sold attributable to the net mineral interest.

The Company has also received cash payments from the lessee related to the easement that the Company is recognizing incrementally over

the eight year term of the easement.

On June 23, 2020, the operator elected to extend

the oil and gas lease easement for three additional years through July 2023.

This was done to provide additional time in order to complete

well construction and commence oil and gas production.

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

oil and gas production by August 2021.

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

production by August 2022.

All sixteen (16) wells remain in production and monthly royalty payments will be ongoing in perpetuity as long

as oil and/or gas are produced from the pooled unit containing these sixteen (16) wells.

During the years ended December 31, 2024 and 2023,

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Kinetic Separation Licensing

During 2016, the Company submitted documentation

to the Colorado Department of Public Health and Environment (“CDPHE”) for a determination ruling regarding the type of license

which may be required for the application of Kinetic Separation at the Sunday Mine Complex within the state of Colorado.

During May and

June of 2016, CDPHE held four public meetings in several cities in Colorado as part of the process.

On July 22, 2016, CDPHE closed the

comment period.

In connection with this matter, the CDPHE consulted with the NRC.

In response, the CDPHE received an advisory opinion,

dated October 16, 2016, which did not contain support for the NRC’s opinion and with which the Company’s regulatory counsel

does not agree.

NRC’s advisory opinion recommended that Kinetic Separation should be regulated as a milling operation but did recognize

that there may be exemptions to certain milling regulatory requirements because of the benign nature of the non-uranium bearing sands

produced after Kinetic Separation is completed on uranium-bearing ores.

On December 1, 2016, the CDPHE issued a determination that the

proposed Kinetic Separation operations at the Sunday Mine Complex must be regulated by the CDPHE through a milling license.

in 2017, the Company’s regulatory counsel prepared significant documentation in preparation for a prospective submission.

13, 2019, the Company’s regulatory counsel submitted a white paper to the NRC entitled “Recommendations on the Proper Legal

and Policy Interpretation for Using Kinetic Separation Processes at Uranium Mine Sites.” On July 24, 2020, the NRC staff responded

with a letter in support of the original conclusion.

Western’s regulatory counsel has proposed alternatives.

However, management

has decided not to proceed at this time, given its present opportunity set.

Sunday Mine Complex Permitting Status

On February 4, 2020, the Colorado DRMS sent

a Notice of Hearing to Declare Termination of Mining Operations related to the status of the mining permits issued by the state of

Colorado for the Sunday Mine Complex.

At issue was the application of an unchallenged Colorado Court of Appeals Opinion for a

separate mine (Van 4) with very different facts that are retroactively modifying DRMS rules and regulations.

The Company maintains

that it was timely in meeting existing rules and regulations.

The hearing was scheduled to be held during several monthly MLRB Board

meetings, but this matter was delayed several times.

The permit hearing was held during the MLRB Board monthly meeting on July 22,

At issue was the status of the five existing permits which comprise the Sunday Mine Complex.

Due to COVID-19 restrictions, the

hearing took place utilizing a virtual-only format.

The Company prevailed in a 3 to 1 decision which acknowledged that the work

completed at the Sunday Mine Complex under DRMS oversight was timely and sufficient for Western to maintain these permits.

subsequent July 30, 2020 letter, the DRMS notified the Company that the status of the five permits (Sunday, West Sunday, St.

Carnation, and Topaz) had been changed to “Active” status effective June 10, 2019, the original date on which the change

of the status was approved.

On August 23, 2020, the Company initiated a request for Temporary Cessation status for the Sunday Mine

Complex as the mines had not been restarted within a 180-day window due to the direct and indirect impacts of the COVID-19 pandemic.

Accordingly, a permit hearing was scheduled for October 21, 2020 to determine Temporary Cessation status.

In a unanimous vote, the

MLRB approved Temporary Cessation status for each of the five Sunday Mine Complex permits (Sunday, West Sunday, St.

Jude, Carnation,

On October 9, 2020, the MLRB issued a board order which finalized the findings of the July 22, 2020 permit hearing.

November 10, 2020, the MLRB issued a board order which finalized the findings of the October 21, 2020 permit hearing.

On November 6,

2020, the MLRB signed an order placing the five Sunday Mine Complex mine permits into Temporary Cessation.

On November 12, 2020, a

coalition of environmental groups (the “Plaintiffs”) filed a complaint against the MLRB seeking a partial appeal of the

July 22, 2020 decision by requesting termination of the Topaz Mine permit.

On December 15, 2020, the same coalition of environmental

groups amended their complaint against the MLRB seeking a partial appeal of the October 21, 2020 decision requesting termination of

the Topaz Mine permit.

The Company has joined with the MLRB in defense of their July 22, 2020 and October 21, 2020 decisions.

5, 2021, the Plaintiffs in the Topaz Appeal filed an opening brief with the Denver District Court seeking to overturn the July 22,

2020 and October 21, 2020 MLRB permit hearing decisions on the Topaz Mine permit.

The MLRB and the Company were to respond with an

answer brief within 35 days on or before June 9, 2021, but instead sought a settlement.

The judicial review process was delayed as

extensions were put in place until August 20, 2021.

A settlement was not reached, and the MLRB and the Company submitted answer

briefs on August 20, 2021.

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

On March 1, 2022, the Denver District Court

reversed the MLRB’s orders regarding the Topaz Mine and remanded the case back to MLRB for further proceedings consistent with

The Company and the MLRB had until April 19, 2022 to appeal the Denver District Court’s ruling.

Neither the Company

nor the MLRB appealed the Denver District Court ruling.

Subsequently on March 20, 2023, the MLRB issued a board order for the

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

Reclamation is to

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

The Company is currently working

toward the completion of an updated Topaz Mine Plan of Operations which is a separate federal requirement of the BLM for the conduct

of mining activities on the federal land at the Topaz Mine and needed to re-permit the Topaz Mine with Colorado’s DRMS.

review of Western’s most recent submission continues to be delayed due to staff turnover at the BLM.

Sunday Mine Complex Project

The SMC project entailed the development

of multiple SMC ore bodies and involves a shift in the base of operations from the St.

Jude Mine (2019) to the Sunday Mine (2021).

Sunday Mine Complex is the Company’s core resource property and in July 2021 was assigned “Active” status when mining

operations were restarted.

Underground development began in August 2021 following mine ventilation, power upgrades, and increasing explosive

capabilities.

The first target was the extension of the drift (tunnel) 150 feet to reach the first surface exploration drill hole to access

the GMG Ore Body (GMG).

Early results were positive as drilling toward the GMG resulted in the location of ore-grade material within thirty

feet of the existing mine workings.

Notably, only limited exploration drilling has been done in this area due to the mountainous terrain

on the surface above.

As drifting proceeded, very high-grade ore continued to be intersected through the drift path and on both sides

of the drift.

As a result, the team shifted from development to mining.

At the end of March 2022, the mining contractor

engaged by Western decided to retire from contract mining operations.

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 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 deployed;

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.

Western’s in-house mining team drove

this drift to less than 30 feet of reaching the target ore hole.

At that point, the GMG Ore Body was deemed ready for full-scale production.

As a result of the encouraging results, the in-house mining team refocused on other high value target areas that were never drilled due

to the mountainous terrain limiting surface exploration drilling.

The mining team is currently engaged in an underground long-hole drilling

program to define additional production zones.

The goal is to develop additional target zones in order to maximize simultaneous production

from the Sunday Mine Complex mines.

On December 1, 2016 a determination was made by

the CDPHE considering the NRC Advisory Opinion, the Colorado public meeting process, and the CDPHE regulatory and evaluation framework.

This determination stated that the proposed Kinetic Separation operations at the Sunday Mine by Black Range Minerals must be regulated

by the CDPHE through a milling license.

Previously, the Company was unable to deploy Kinetic Separation as it was without a regulatory

framework, but as a result of this determination the Company is now able to deploy Kinetic Separation under a milling license.

milling license that Western is currently seeking will likely incorporate Kinetic Separation via an amendment to the initial license –

as Western’s current plan is to submit a licensing application that is substantially identical to the application that was used

previously for the Pinon Ridge Mill (which did not include the Company’s Kinetic Separation technology).

Stockpiled Mined Materials Inventory

From December 2021 to March 2022, 3,140 tons of

uranium/vanadium material was mined from the Sunday Mine Complex.

The mining contractor calculated uranium grades based upon scintillometer

sampling of each 10-ton truckload and vanadium quantities were derived by applying the 6:1 historical ratio.

The estimated stockpiled

inventory is 50,289 pounds of uranium and 301,736 pounds of vanadium.

The value of this stockpile is not reflected as an asset on the

balance sheet as the costs to produce the stockpiled inventory was expensed in accordance with Regulation SK-1300.

The in-house mining

team stockpiled limited quantities of additional mined material in the current year.

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 Memoranda 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.

Also, the DoE made multiple investment awards to companies advancing

new nuclear technologies.

TerraPower and X-energy received awards to build demonstration models of their advanced reactor designs, and

NuScale received support to deploy the first U.S.

small modular reactor (“SMR”) plan comprised of 12 modules at the Idaho

National Laboratory.

The International Development Finance Corp.

signed a letter of intent to finance NuScale’s development of 42

SMR modules in South Africa.

In an acknowledgement of the future growth potential of new nuclear technologies, the U.S.

government has

increased its industry support.

In December 2020, U.S.

Congress passed the “COVID-Relief

and Omnibus Spending Bill,” which included $75 million for the establishment of a strategic U.S.

Uranium Reserve.

The Biden-Harris

Administration has rolled the 2021 funding into its 2022 fiscal year budget to continue this initiative.

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’s comments make clear that the U.S.

is thinking larger.

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

Subsequently in June 2022, the U.S.

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.

Biden-Harris Administration

The positive momentum has continued for the nuclear

and uranium mining sector due to the Biden-Harris Administration’s emphasis on climate change.

Upon taking office, the Biden team

immediately rejoined the Paris Agreement and continued its pursuit of campaign promises of investments in clean energy, creating jobs,

producing clean electric power, and achieving carbon-pollution free energy in electricity generation by 2035.

Since taking office, President

Biden has given all agencies climate change initiatives and has started a climate change working group.

The existing U.S.

nuclear reactor

fleet currently produces in excess of 50% of U.S.

clean energy, and new, advanced nuclear technologies promise to generate additional

clean energy.

A White House national climate advisor told the media in a press briefing that the Biden-Harris Administration intends to

seek a national clean energy standard that includes nuclear energy.

The Company believes that nuclear energy will be increasingly able

to compete on a level playing field with renewable energy technologies.

The Harris-Biden DoE has been a supporter of new nuclear technologies

and invested in next generation demonstration reactors due to its pro-climate agenda.

On August 16, 2022, President Biden signed into

law the Inflation Reduction Act, which is a significantly reduced version of the Build Back Better plan.

This Act provides for $369 billion

in climate and energy investments, a portion of which will significantly benefit the U.S.

domestic nuclear industry.

Notably, while protecting

the climate, there is a leveling of the playing field with renewable energy, which has long benefited from government support.

the benefits to nuclear split across existing reactors, new advanced reactors, low enriched uranium and high-assay low enriched uranium

nuclear fuels, and in multiple stages of the domestic nuclear fuel cycle.

We believe that each of these benefits increase future aggregate

uranium demand.

While this represents the largest funding support of the U.S.

nuclear industry in decades, there could be a larger secondary

benefit as greater funding was allocated to battery technologies including vanadium redox flow batteries (VRFB).

During 2022, we have observed the DoE

becoming increasingly outspoken and working hard at creating nuclear fuel solutions to address the current dependence on Russia and

promote a geopolitical realignment of the nuclear fuel cycle away from Russia.

As an example, during September 2022, activity in the

escalated in response to Russia’s invasion of Ukraine.

Secretary of Energy, Jennifer Granholm, in an address to

the IAEA Vienna conference stated:

“And for those countries held hostage by Russian fossil fuels right now, nuclear

power—freed of Russian supply chains—is part of the solution to sever that dependence.” The Biden-Harris

Administration requested $1.5 billion in emergency funding to replace nuclear fuel and services coming from Russia.

This followed

the DOE $4.3 billion commitment for the development of expanded domestic reactor fuel supply chain specifically focused on domestic

enrichment and conversion services.

Most notably, the DoE continues to make preparations for a Russian counter-sanction terminating

the flow of nuclear fuel and services from Russia.

Multiple bills were introduced into the U.S.

legislature, and many of these have

bipartisan support.

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 ~$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 from September 2022 to March 2023.

Following this range bound period, in 4Q2023 the spot uranium price rallied to an average $96

per pound price level in December 2023/January 2024.

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 are 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.

In the United States, multiple new nuclear funding programs have already been

put in place and the language from the Department of Energy has only gotten stronger.

The Secretary of Energy recently declared:

United States wants to be able to source its own fuel from ourselves and that’s why we are developing a uranium strategy.”

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.

In the months since, multiple legislative sanction proposals have been put forth in the United

States, including banning Russian uranium imports.

has the largest fleet of nuclear reactors, these actions have the potential

to cause a realignment of uranium markets.

During this past year, there was significant legislative

progress favorable to increasing domestic uranium and nuclear fuel production in the United States.

Before the U.S.

Senate went on summer

recess, an amendment to establish a Nuclear Fuel Security Program was added to the National Defense Authorization Act (NDAA) on a 96-3

This amendment requires the Secretary of Energy to establish a Nuclear Fuel Security Program, expand the American Assured Fuel Supply

Program, establish a High-Assay Low-Enriched Uranium (HALEU) for Advanced Nuclear Reactor Demonstration Projects Program, submit a report

on a civil nuclear credit program, and to enhance programs to build workforce capacity to meet mission critical needs of the Department

In May 2023, the House Energy and Commerce Committee advanced a bill titled Prohibiting Russian Uranium Imports Act.

and intent of the proposed legislation is to begin banning Russian uranium 90 days after its enactment;

subject to conditional Department

of Energy waivers.

Those waivers include scenarios where no alternate source of low-enriched uranium is available to keep a U.S.

reactor in operation or that importing Russian uranium is in the national interest.

Both pieces of legislation seek to replace Russian

uranium in U.S.

civilian nuclear reactors with domestic production.

During September 2022, activity in the U.S.

escalated in response to Russia’s invasion of Ukraine.

Secretary of Energy, Jennifer Granholm, in an address to the

IAEA Vienna conference stated:

“And for those countries held hostage by Russian fossil fuels right now, nuclear

power—freed of Russian supply chains—is part of the solution to sever that dependence.

“The Biden-Harris

Administration’s DOE has sponsored multiple programs to support the U.S.

nuclear sector with the goal of replacing nuclear

fuel and services coming from Russia.

The United States has not put in place a ban or sanction of Russian uranium, however, the DOE

continues to make preparations for a Russian counter-sanction terminating the flow of nuclear fuel and services from Russia.

Multiple bills were introduced into the U.S.

Congress and several have advanced through committee in both the Senate and the

We believe the shift away from Russia/Rosatom

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

As a result, we continue to

accelerate the advancement of our operational strategy in anticipation of increasing uranium price levels that will reward near-term scaled-up

From December 2021 through March 2022, 3,140 tons of uranium/vanadium

material was mined from the Sunday Mine Complex.

The mining contractor calculated uranium grades based upon scintillometer sampling of

each 10-ton truckload and vanadium quantities were derived by applying the 6:1 historical ratio.

The estimated stockpiled inventory is

50,289 pounds of uranium and 301,736 pounds of vanadium.

The value of this stockpile is not reflected as an asset on the balance sheet

as the costs to produce the stockpiled inventory was expensed in accordance with Regulation SK-1300.

The in-house mining team stockpiled

limited quantities of additional mined material in the current year.

It is Western’s intent to sell some of this stockpiled material

to Energy Fuels under the Ore Purchase Agreement.

November 2024 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).

Each unit is 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.

Incentive Stock Option Plan

The Company maintains an Incentive Stock Option

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

Stock Option Grants

On December 20, 2023, the Board of Directors

granted options under the Plan for the purchase of an aggregate of 1,525,000 common shares to individuals consisting of directors

and officers of the Company.

Each of these options have a term which ends five years from the vesting date, an exercise price of

$1.20 (CAD $1.60 as of December 31, 2023) and vest equally in thirds on January 31, 2024, July 31, 2024 and January 31, 2025.

On July 14, 2024, the Board of Directors granted

an option under the Plan for the purchase of an aggregate of 100,000 common shares to a director of the Company.

This option has a term

which ends five years from the vesting date, an exercise price of $1.47 (CAD $2.00 as of July 14, 2024) and vests one half on each of

July 31, 2024 and January 31, 2025.

On November 24, 2024, the Board of Directors granted options under

the Plan for the purchase of an aggregate of 1,375,000 common shares to individuals consisting of directors and officers of the Company.

Each of these options have a term which ends five years from the vesting date, an exercise price of $0.94 (CAD $1.32 as of November 29,

2024) and vest equally in thirds on January 31, 2025, July 31, 2025 and January 31, 2026.

Biden-Harris, Trump

1.0 and Trump 2.0 Administration Initiatives

During the first Trump Administration, the U.S.

government focused

on market distortions caused by foreign state-owned enterprises and the economic and geopolitical influence lost by allowing Russia and

China to take the global lead in nuclear power.

In support of the world’s largest nuclear reactor fleet, the U.S.

has implemented

some of the recommendations of the Nuclear Fuel Working Group which followed the uranium Section 232 investigation.

The Russia/Ukraine

war has highlighted the nuclear fuel supply chain risks and the geopolitical risks of dependence on the direct and indirect sourcing of

nuclear fuel from state owned enterprises in Russia and former Soviet Union republics.

This led to the implementation of the Uranium Reserve

Program where the U.S.

Department of Energy (“DOE”) purchased 1,100,000 lbs of U.S.

domestic origin uranium in the first

quarter of 2023.

Upon taking office, the Biden-Harris Administration

team immediately rejoined the Paris Climate Accord, reversed a number of pro-fossil fuel energy policies, and gave all agencies climate

change initiatives.

The Administration continued to advance a national clean energy standard.

utilities were expected to be required

to produce an increasing proportion of electricity generation from clean energy power sources.

On August 16, 2022, the Inflation Reduction

Act was signed into law authorizing governmental investments of approximately $369 billion in climate and energy, a portion of which would

benefit the U.S.

domestic nuclear industry and battery technologies.

On November 5, 2024, the United States held a highly contested Presidential

election between Republicans (Trump-Vance) and Democrats (Harris-Walz).

The Trump-Vance Republican ticket won, returning former President

Donald Trump to the Presidency on January 20, 2025.

In addition, Republicans have achieved Congressional majorities in both the

Senate and House of Representatives.

As a result, President Trump’s legislative priorities will likely face less resistance in Congress.

Currently, nuclear energy enjoys bipartisan support.

With the change in Presidential Administrations, we are already observing the climate

change and clean energy initiatives of the Biden-Harris Administration being de-emphasized.

In his first day in office, President Trump

signed Executive Orders declaring a National Energy Emergency and a U.S.

withdrawal from the Paris Climate Agreement for a second time.

The new Administration is seeking a reduction in the federal government’s size and regulatory power, and the newly-established Department

of Government Efficiency (DOGE) has implemented workforce layoffs with the goal of a federal government headcount reduction.

14, 2025, President Trump signed an Executive Order creating the National Energy Dominance Council.

On March 20, 2025 to boost domestic

production of critical minerals and reduce reliance on foreign imports, President Trump signed an Executive Order titled “Immediate

Measures to Increase American Mineral Production.” On April 9, 2025, President Trump signed an Executive Order entitled “Zero-based

Regulatory Budgeting to Unleash American Energy” to reduce costs on energy production by requiring conditional sunset dates for

However, these positive developments for domestic energy have been overshadowed by the announcements of U.S.

reciprocal tariffs on the U.S.’s largest trading partners.

Tariffs have been implicated as the driver of volatility across global

capital markets.

Subsequently, President Trump authorized a 90-day pause on reciprocal tariffs and instead implemented a flat 10% tariff

while the pause is in effect.

This action calmed markets.

Most countries benefited from this pause;

however, it was implemented in parallel

with an increase on Chinese tariffs, and thus escalated a U.S.

– China trade war.

Nuclear Fuel and Uranium Market Conditions

During the year ended December 31, 2024, the

spot uranium price increased +$43.32 or 90.9% to $91.00.

The uranium market improved significantly during the second half of 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.

The events of 2022 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.

fundamentals are the strongest in decades.

This is 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.

during the quarter, multiple market analysts have flagged low availability of mobile secondary inventories.

We believe the continued

draw down of inventories to be a market catalyst of the recent uptick in uranium prices.

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 prices.

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 March 2025.

The events of 2022 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

Underlying fundamentals are the strongest in decades.

This is 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.

challenge is in meeting increasing demand simultaneously with supply constraints from the world’s largest suppliers.

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

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

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multi-year structural supply deficit.

Uranium miners are moving toward start-up and utilities are waiting to understand how regulations

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

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

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

Since last quarter 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.

Kazakhstan 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.

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 is currently working toward putting 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 reactors.

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 late July 2023, soldiers of Niger’s

presidential guard deposed from power President Mohamed Bazoum;

and replaced him with a military junta.

This is significant because

the new government is opposed to Western interests and has escalated anti-French rhetoric, while seeking support from Russia and its

Wagner mercenary group.

Uranium is Niger’s main export and this small West African country holds the 7th largest uranium

resource in the world and was producing about 5% of global production.

Orano, the French state-backed nuclear energy company has

significant operations in the country that were impacted.

The Junta has initiated multiple actions that are counter to French

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.

conflict also has the potential to impact future global uranium supply.

Multiple uranium mine development projects in the country

continue to proceed despite the evacuation of many foreign nationals and

difficulties receiving supplies.

Re-establishing political stability is likely a prerequisite to these companies receiving the

funding packages needed to cover the significant development costs of their respective projects.

During October 2023, geopolitical instabilities

spread further to the Middle East after a Hamas attack on Israel triggered a counterattack by Israel on Hamas in the Gaza strip.

additional hot spot further increases volatility in the world and destabilizes the Middle East region that is highly influential on global

energy prices.

Utah Mineral Processing Plant

In January 2023, the Company issued news releases

announcing that it has begun site and facility design and permitting on a property acquired in Green River, Emery County, Utah to build

a state-of-the-art minerals processing plant (the “Maverick Minerals Processing Plant”).

This facility will be designed to

recover uranium, vanadium and cobalt from conventional materials mined both from Company mines and materials produced by other mining

The processing plant will utilize the latest processing technology, including Western’s patented Kinetic Separation process.

These technology advancements will result in lower overall capital and processing costs.

This processing plant is expected to have a cost

of approximately $75 million.

After permitting and construction, the processing of uranium and vanadium materials is expected to commence

in late 2027.

The facility will be designed to recover cobalt, a metal essential in battery technology and electric vehicles.

state of Utah, there are numerous occurrences of cobalt which may be economical to mine, if a processing facility were available.

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 date 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

2024 for a 500 ton per day mill.

December 2023 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 $4,836,867 in net proceeds).

Each unit consisted of one common share of Western (a “Share”) plus one

half of one common share purchase warrant of Western (a “Warrant”).

Each Warrant is exercisable into one share at a price

of CAD $1.88 per Share for a period of four years following the closing date of the private placement.

A total of 5,215,828 Shares and

2,607,913 Warrants were issued to investors in connection with the private placement.

Annual 2023 Incentive Stock Option Grant

The Company granted an aggregate of 1,525,000

stock options (“Options”) to purchase common shares to a number of officers, directors, and employees of Western under the

Company’s Incentive Stock Option Plan.

The Options were granted on December 20, 2023 after market close, and with the exercise price

being set at CAD$1.60 based upon the Board’s assessment of the closing price on the day of the grant and the pricing of units offered

in the most recent private placement conducted by Western.

Each option is exercisable to acquire one common share for a five-year term

starting with the vesting date.

The Options vest equally in three instalments of January 31, 2024, July 31, 2024 and January 31, 2025.

(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 have 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;

the 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.

Results of Operations

Year Ended December 31, 2023 as Compared

to the Year Ended December 31, 2022

Year Ended December 31, 2024 as

Compared to the Year Ended December 31, 2023

The following table presents the Company’s

1 unchanged sentence

For the Years Ended

Cost of revenues

Mining expenditures

4 unchanged sentences

Operating loss

Accretion and interest (income) expense, net

Other expense (income), net

Other Comprehensive loss

(10,334,777 )

Interest income, net

Other expense, net

(10,112,037 )

Other comprehensive (loss) income

Foreign currency translation adjustment

2 unchanged sentences

$ (4,755,471 )

Our consolidated net loss for the years ended

December 31, 2023 and 2022 was $4,942,594 and $713,767, respectively.

The principal components of these year over year changes are discussed

Our consolidated net loss for the years

ended December 31, 2024 and 2023 was $10,112,037 and $4,942,594, respectively.

The principal components of these year over year

changes are discussed below.

Our comprehensive loss for the years ended Decembers

31, 2024 and 2023 was $10,271,899 and $4,755,471, respectively.

Our revenues for the years ended December 31,

2023 and 2022 was $431,065 and $7,858,972, respectively.

The decrease in revenues of $7,427,907 was primarily related to the revenue of

$7,223,609 recognized in the 2022 period for a uranium concentrate delivery/sale under our supply contract where we delivered 125,000

lbs of uranium concentrate from our prepaid uranium concentrate inventory.

There was not a corresponding uranium concentrate delivery/sale

during the current period.

Revenue from oil and gas wells decreased by $204,298, primarily due to lower prices and lower production volumes

from the oil and gas wells during the year ended December 31, 2023 as compared to the year ended December 31, 2022.

Cost of Revenues

Cost of revenues was $0 for the year ended December

31, 2023 as compared to $4,044,083 for the year ended December 31, 2022.

This decrease was a result of recording the cost of the uranium

concentrate that was sold and delivered during the second quarter of 2022.

There was not a corresponding uranium concentrate delivery/sale

during the current period.

Revenues for the year ended December 31, 2024

were $183,803 as compared to $431,065 for the year ended December 31, 2023.

The decrease in revenues of $247,262, or 57%, was primarily

related to lower production volumes from the oil and gas wells due to short-term well-pad maintenance shutdown in the second quarter and

lower well performance attributable to production decline curves during the year ended December 31, 2024 as compared to the year ended

December 31, 2023.

Mining Expenditures

2 unchanged sentences

The increase in mining expenditures of $2,333,561,

or 287% was principally attributable to scaling up mining activities at the Company’s Sunday Mine Complex.

The increase was principally

attributable to the hiring of additional mining personnel, increases in the maintenance and depreciation of mining equipment and vehicles,

and increased utilization of mining services and supplies.

or 79%, was principally attributable to the scaling up of mining activities at the Sunday Mine Complex, which involved the hiring of additional

mining personnel, increased mining services and supplies costs, and increased maintenance and depreciation costs for mining equipment

and vehicles placed into service.

Professional Fees

1 unchanged sentence

31, 2024 were $613,403 as compared to $386,473 for the year ended December 31, 2023.

The decrease in professional fees of $107,467, or

22% was primarily due to replacing outside professional service providers with in-house staff and a decrease of $63,533 in legal fees.

The increase in professional fees of $226,930, or

59%, was primarily due to increased accounting and legal costs in connection with an elevated level of business, mining and acquisition

General and Administrative

1 unchanged sentence

ended December 31, 2024 were $3,599,460 as compared to $1,884,456 for the year ended December 31, 2023.

The decrease in general and administrative

expense of $1,361,715, or 42% is primarily due to a $1,215,965 decrease in stock-based compensation expense and a $25,351 decrease in

investor relations costs.

The increase in general and administrative

expenses of $1,715,004, or 91%, is primarily due to increases in employee headcount and compensation, employee benefits, non-cash stock-based

compensation and insurance costs in connection with increased mining activities.

Consulting Fees

1 unchanged sentence

2024 were $1,020,577 as compared to $304,457 for the year ended December 31, 2023.

The increase in consulting fees of $212,831, or 232% was

principally due to the increased use of consultants for the Maverick Minerals Processing Plant to prepare the permitting application.

Accretion and interest (income) expense, net

Accretion and interest (income) expense, net for

the year ended December 31, 2023 was income of $158,904 as compared to income of $61,414 for the year ended December 31, 2022.

in interest income, net was principally attributable to higher interest rates earned during the year ended December 31, 2023 compared

The increase in consulting fees of $716,120 was due

to the costs incurred during the period for the licensing and permitting of the mineral processing plant sites in Utah and Colorado.

Interest Income, Net

Interest income, net for the year ended December

31, 2024 was $224,738 as compared to $158,904 for the year ended December 31, 2023.

The increase in interest income, net of $65,834, or

41%, was principally attributable to higher interest rates earned on higher cash balances during the year ended December 31, 2024 compared

to the year ended December 31, 2023.

Other expense (income), net

Other expense (income), net for the year ended

December 31, 2023 was expense of $5,598 as compared to income of $4,000 for the year ended December 31, 2022.

The change was principally

attributable to a net loss on the sale of used vehicles during the year ended December 31, 2023 as compared to a gain on the sale of a

used vehicle during the year ended December 31, 2022.

Other Expense, Net

Other expense, net for the year ended December

31, 2024 was $1,998 as compared to $5,598 for the year ended December 31, 2023.

The decrease in other expense, net was primarily due to

a lower loss on the sale of a used vehicle during the year ended December 31, 2024 as compared to the year ended December 31, 2023.

Foreign Currency Translation Adjustment

Foreign currency translation adjustment for the

year ended December 31, 2023 was a gain of $187,123 as compared to a loss of $324,610 for the year ended December 31, 2022.

in foreign exchange is primarily due to the strengthening of the USD against the CAD.

Foreign currency translation adjustment for the year ended December

31, 2024 was a loss of $159,862 as compared to a gain of $187,123 for the year ended December 31, 2023.

The change in foreign currency

translation adjustment is primarily due to the weakening of the CAD against the USD.

Liquidity and Capital Resources

Our cash and cash equivalents and restricted

cash balance as of December 31, 2023 was $9,969,029.

Our cash position is highly dependent on our ability to raise capital through the

issuance of debt and equity and our management of expenditures for mining development and for fulfillment of our public company reporting

responsibilities.

Our management believes that in order to finance the development of the mining properties and Kinetic Separation, to

secure regulatory licenses and to construct the Maverick Minerals Processing Plant for the processing of uranium and vanadium, we will

be required to raise additional capital by way of debt and/or equity.

We will also require additional working capital to continue to

scale-up our mining operations at the Sunday Mine Complex.

This outlook is based on our current financial position and is subject to

change if opportunities become available based on current exploration program results and/or external opportunities.

Net cash (used in) provided by operating activities

Our cash and cash equivalents and restricted cash

balance as of December 31, 2024 was $6,295,624.

Our cash position is highly dependent on our ability to raise capital through the issuance

of debt and equity and our management of expenditures for mining and for the development of our mineral processing mill and for the fulfillment

of our public company reporting responsibilities.

Our management believes that in order to finance the development and mining operations

of the mining properties, to construct our Kinetic Separation equipment and operations and to secure regulatory licenses for and to construct

our uranium and vanadium minerals processing facilities, we will be required to raise additional capital by way of debt and/or equity.

We will also require additional working capital to continue to scale-up our mining operations at the Sunday Mine Complex.

is based on our current financial position and is subject to change if opportunities become available based on current exploration program

results and/or external opportunities.

Net Cash Used In Operating Activities

Net cash used in operating activities was $8,297,043

for the year ended December 31, 2023, as compared with $4,550,246 provided by operating activities for the year ended December 31, 2022.

The $8,639,741 reduction in cash generated by operating activities was principally due to the cash of $7,223,609 received during 2022

related to the delivery of the uranium during the year ended December 31, 2022.

There was not a corresponding uranium concentrate delivery/sale

during the current period.

for the year ended December 31, 2024, as compared with $4,089,495 used in operating activities for the year ended December 31, 2023.

increase of $4,207,548 in cash used in operating activities was principally driven by an increase in net loss of $5,169,443, offset by

an increase of $713,112 in stock-based compensation and an increase of $350,778 in depreciation.

Net Cash Used In Investing Activities

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The increase in cash used in investing

activities of $1,358,802 was principally due to the purchase of additional mining equipment and vehicles to increase mining capacity and

to purchase property and equipment for the Maverick Minerals Processing Plant.

activities of $987,448 was principally due to the purchase of land for the Mustang mill site of $1,982,093 in connection with the acquisition

Net Cash Provided By Financing Activities

Net cash provided by financing activities for

the years ended December 31, 2023 and 2022 were $5,844,411 and $5,632,273, respectively.

The increase in cash provided by financing activities

of $212,138 was principally due to aggregate net proceeds of $4,836,867 from a private placement and proceeds of $1,004,044 from the exercise

of warrants during the year ended December 31, 2023, as compared to aggregate net proceeds of $3,011,878 from a private placement and

proceeds of $2,620,395 from the exercise of warrants the year ended December 31, 2022.

Reclamation Liability

mines are subject to certain asset retirement obligations, which we have recorded as reclamation liabilities.

The reclamation liabilities

of the United States mines are subject to legal and regulatory requirements, and estimates of the costs of reclamation are reviewed periodically

by the applicable regulatory authorities.

The reclamation liability represents our best estimate of the present value of future reclamation

costs in connection with the mineral properties.

We determined the gross reclamation liabilities of the mineral properties to be $751,444

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

The portion of the reclamation liability related to the Van

4 Mine, which is in reclamation as of December 31, 2023, and its related restricted cash are included in current liabilities and current

assets, respectively, at a value of $75,057.

We expect to begin incurring

the reclamation liability after 2054 for all mines that are not in reclamation and accordingly, have discounted these gross liabilities

over their remaining lives using a discount rate of 5.4%.

The net discounted aggregated values as of December 31, 2023 and December 31,

2022 were $241,562 and $225,219, respectively, and are included in non-current liabilities.

The gross reclamation liabilities as of December

31, 2023 and December 31, 2022 are secured by financial warranties in the amount of $751,444 and $751,405, respectively.

Net cash provided by financing activities was

$8,152,328 for the year ended December 31, 2024, as compared with $5,844,411 for the year ended December 31, 2023.

The increase in cash

provided by financing activities of $2,307,917 was principally due to a $3,601,414 increase in proceeds from warrant exercises, partially

reduced by a $1,289,997 decrease in aggregate net proceeds from the private placement during the calendar year 2024 as compared to the

calendar year 2023.

Asset Retirement Obligations

Our mines are subject to certain AROs, which we

have recorded as liabilities.

The AROs of the United States mines are subject to legal and regulatory requirements and estimates of the

costs of asset retirement obligations are reviewed periodically by the applicable regulatory authorities.

The ARO represents our best

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

During the year ended December 31, 2024, in connection

with our San Rafael Mine and Sunday Mine Complex, we incurred additional gross and discounted asset retirement obligations of $412,534

and $80,508, respectively.

We determined the aggregate gross ARO of the mineral properties to be $1,163,978 and $751,444 as of December

31, 2024 and December 31, 2023, respectively.

The portion of the asset retirement obligation related to the Van 4 Mine, which is in reclamation

as of December 31, 2024, and its related restricted cash are included in current liabilities and current assets, respectively, at a value

During the year ended December 31, 2024, our internal mining operations team has been performing the Van 4 Mine reclamation

work, and the State of Colorado has not yet reduced the associated asset retirement obligation amount.

The Company’s asset retirement obligations

are subject to legal and regulatory requirements.

Estimates of the costs of reclamation are reviewed periodically by the Company and the

applicable regulatory authorities.

The asset retirement obligations represent the Company’s estimate of the present value of future

reclamation costs, discounted using a credit adjusted risk-free interest rates of 5.4% for the years ended December 31, 2024 and 2023.

The net discounted aggregated values as of December 31, 2024 and 2023 were $410,098 and $316,619, respectively.

On September 17, 2024

and March 13, 2025, the Company remitted $61,403 and $351,131, respectively in connection with the aforementioned 2024 incremental AROs.

Financial warranties to secure AROs as of December 31, 2024 and 2023 were $812,993 and $751,444, respectively.

Oil and Gas Lease and Easement

We entered into an oil and gas lease that became

effective with respect to minerals and mineral rights owned by us of approximately 160 surface acres of our property in Colorado.

As consideration

for entering into the lease, the lessee has agreed to pay us a royalty from the lessee’s revenue attributed to oil and gas produced,

saved, and sold attributable to the net mineral interest.

We have also received cash payments from the lessee related to the easement

that we are recognizing incrementally over the eight year term of the easement.

On June 23, 2020, the same entity as

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

have previously expired.

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

by August 2021.

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

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

Under the oil and gas lease and easement arrangements,

during the years ended December 31, 2023 and 2022, we recognized aggregate revenue of $431,065 and $635,363, respectively, under these

oil and gas lease arrangements.

In 2017, we entered into an oil and gas lease

that became effective with respect to minerals and mineral rights owned by us of approximately 160 surface acres of our property in Colorado.

As consideration for entering into the lease, the lessee has agreed to pay us a royalty from the lessee’s revenue attributed to

oil and gas produced, saved, and sold attributable to the net mineral interest.

We have also received cash payments from the lessee related

to the easement that we are recognizing incrementally over the eight year term of the easement.

On June 23, 2020, the same entity as discussed

above elected to extend the oil and gas lease easement for three additional years, through July 2023.

This was done to provide additional

time in order to complete well construction and commence oil and gas production.

During 2021, the operator completed a first set of eight

(8) wells which commenced oil and gas production by August 2021.

During 2022, the operator completed a second set of eight (8) wells which

commenced oil and gas production by August 2022.

All sixteen (16) wells remain in production and monthly royalty payments will be ongoing

in perpetuity as long as oil and/or gas are produced from the pooled unit containing these sixteen (16) wells.

During the years ended December 31, 2024 and 2023,

we recognized aggregate revenue of $183,803 and $431,065, respectively, under these oil and gas lease arrangements.

Related Party Transactions

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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 AUD $500,000 (USD $340,650 as of December 31, 2023) to Seller within 60 days of the

first commercial application of the Kinetic Separation technology.

We assumed this contingent payment obligation in connection with the

acquisition of Black Range.

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 technology.

We assumed this contingent payment obligation in connection with the acquisition of Black Range.

At the date of the acquisition of Black Range, this contingent obligation was determined to be probable.

the deferred contingent consideration obligation is probable and the amount is estimable, we recorded the deferred contingent consideration

as an assumed liability in the amount of $340,650 and $340,252 as of December 31, 2023 and 2022, respectively.

Since the deferred contingent

consideration obligation is probable and the amount is estimable, we recorded the deferred contingent consideration as an assumed liability

in the amount of $309,138 and $340,650 as of December 31, 2024 and 2023, respectively.

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 an 880 acre property located in Montrose County, Colorado, where a uranium processing plant was previously

licensed but never constructed.

George Glasier, the President, CEO and a director of Western, and his wife Kathleen owned 50% of the shares

of PRC, and Andrew Wilder, a director of Western, indirectly owned 3% of the shares of PRC.

Therefore, this transaction constitutes a

related party transaction.

The Company’s Board of Directors established an independent committee of the Board, comprised of directors

who are not considered to have an interest in the transaction.

The independent committee of the Board oversaw the negotiation and approved

the entering into the PRC Agreement on behalf of Western.

Of the total cash paid to the sellers, $414,584 was paid to George Glasier and

$24,875 was paid to an affiliate of Andrew Wilder.

We have multiple lease arrangements with Silver

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connection with these arrangement for the years ended December 31, 2024 and 2023, respectively.

During the year ended December 31, 2023, we purchased

equipment from Silver Hawk Ltd.

During the years ended December 31, 2024 and 2023,

we purchased equipment from Silver Hawk Ltd.

for $9,000 and $25,800, respectively.

We are obligated to pay Mr.

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With the exception of the quarter ended June 30,

2022, we had incurred losses from our operations and as of December 31, 2023, had an accumulated deficit of $18,817,857 and working capital

of $8,970,434.

2022, we had incurred losses from our operations.

During the years ended December 31, 2024 and 2023, we generated net losses of $10,112,037

and $4,942,594, respectively.

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

processing facilities online and further expand our mining operations.

As of December 31, 2024 and 2023, we had an accumulated deficit

of $28,929,894 and $18,817,857, respectively, and working capital of $5,240,584 and $8,970,434, respectively.

Since inception, we have met our liquidity requirements

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During the year ended December

31, 2023, we received oil and gas royalty and lease revenues of $431,065 and $635,363, respectively.

During the year ended December 31,

2022, we realized revenue of $7.2 million and corresponding costs of $4.0 million in connection with a single sale of uranium concentrate.

31, 2024, we received $4,605,458 in proceeds from the exercise of our common share warrants.

During November 2024, we closed a brokered

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

The aggregate net proceeds raised in the private placement

amounted to $3,546,870 (CAD $4,975,966).

Our ability to continue our operations and to

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to procure additional funds through debt and equity financings, to secure regulatory approval licenses to fully utilize our Kinetic Separation,

to construct Maverick Minerals Processing Plant for the processing of uranium and vanadium and to incorporate Kinetic Separation in the

processing uranium and vanadium bearing materials to generate operating cash flows.

We will need additional capital to continue ongoing

mining operations by our in-house mining team at the Sunday Mine Complex while simultaneously permitting and construction a processing

to permit and construct the Mustang Minerals Processing Plant for the processing of uranium and vanadium to generate operating cash flows.

We will also require capital to fund the ongoing in-house mining operations at the Sunday Mine Complex.

There are no assurances that we will be able to

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fair value of transactions involving common shares, assessment of the useful life and evaluation for impairment

of intangible assets, valuation and impairment assessments on mineral properties, deferred contingent consideration, the reclamation liability,

valuation of stock-based compensation, valuation of available-for-sale securities and valuation of long-term debt, HST and asset retirement

Other areas requiring estimates include allocations of expenditures, depletion and amortization of mineral rights and properties

of intangible assets, valuation and impairment assessments of mineral properties and equipment, deferred contingent consideration, asset

retirement obligations, valuation of stock-based compensation, and HST.

Other areas requiring estimates include allocations of expenditures,

depletion and amortization of mineral rights and properties.

QUANTITATIVE AND QUALITATIVE DISCLOSURES

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FINANCIAL STATEMENTS AND SUPPLEMENTARY

This information appears following Item 16 of this report

and is included herein by reference.

This information appears following Item 16 of

this report and is included herein by reference.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS

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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 7. Management’s Discussion and Analysis