Item 1. Financial Statements
Item 1. Financial Statements
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS
(Stated in USD)
(Unaudited)
As of
March 31,
2026
December 31,
2025
Assets
Current assets:
Cash and cash equivalents
$ 4,552,637
$ 5,620,630
Restricted cash, current portion
75,057
75,057
Prepaid expenses
222,097
262,941
Other current assets
195,539
188,019
Total current assets
5,045,330
6,146,647
Restricted cash, net of current portion
1,167,533
1,162,496
Property, plant & equipment and mineral properties, net
17,426,878
17,649,747
Kinetic separation intellectual property
9,488,051
9,488,051
Total assets
$ 33,127,792
$ 34,446,941
Liabilities and Shareholders’ Equity
Liabilities
Current liabilities:
Accounts payable and accrued liabilities
$ 734,204
$ 687,426
Asset retirement obligations, current portion
75,057
75,057
Total current liabilities
809,261
762,483
Asset retirement obligations, net of current portion
344,663
340,107
Deferred tax liability
2,708,887
2,708,887
Deferred contingent consideration
344,150
333,349
Total liabilities
4,206,961
4,144,826
Commitments and Contingencies (Note 4)
Shareholders’ Equity
Common shares, no par value, unlimited authorized shares, 71,854,194 shares issued as of March 31, 2026 and December 31, 2025, and 71,853,888 shares outstanding as of March 31, 2026 and December 31, 2025
66,911,920
66,677,062
Treasury shares, 306 shares held in treasury as of March 31, 2026 and December 31, 2025
-
-
Accumulated deficit
( 37,706,654 )
( 36,105,817 )
Accumulated other comprehensive loss
( 284,435 )
( 269,130 )
Total shareholders’ equity
28,920,831
30,302,115
Total liabilities and shareholders’ equity
$ 33,127,792
$ 34,446,941
The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.
1
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF
OPERATIONS AND OTHER COMPREHENSIVE LOSS
(Stated in USD)
(Unaudited)
For the Three Months Ended March 31,
2026
2025
Revenues
$ 27,351
$ 41,221
Expenses
Mining expenditures
709,138
1,691,149
Professional fees
164,303
171,620
General and administrative
673,174
732,078
Consulting fees
111,277
115,148
Total operating expenses
1,657,892
2,709,995
Operating loss
( 1,630,541 )
( 2,668,774 )
Interest income, net
34,263
31,159
Other income (expense), net
( 4,559 )
-
Net loss
( 1,600,837 )
( 2,637,615 )
Other comprehensive loss
Foreign currency translation adjustment
( 15,305 )
( 15,335 )
Comprehensive loss
$ ( 1,616,142 )
$ ( 2,652,950 )
Net loss per share - basic and diluted
$ ( 0.02 )
$ ( 0.04 )
Weighted average shares outstanding - basic and diluted
71,853,888
59,385,248
The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.
2
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS’ EQUITY
(Stated in USD)
(Unaudited)
Common Shares
Treasury Shares
Accumulated
Accumulated Other Comprehensive
Shares
Amount
Shares
Amount
Deficit
Loss
Total
Balance as of January 1, 2026
71,853,888
$ 66,677,062
306
$ -
$ ( 36,105,817 )
$ ( 269,130 )
$ 30,302,115
Stock based compensation - stock options
-
234,858
-
-
-
-
234,858
Foreign currency translation adjustment
-
-
-
-
-
( 15,305 )
( 15,305 )
Net loss
-
-
-
-
( 1,600,837 )
-
( 1,600,837 )
Balance as of March 31, 2026
71,853,888
$ 66,911,920
306
$ -
$ ( 37,706,654 )
$ ( 284,435 )
$ 28,920,831
Balance as of January 1, 2025
59,382,696
$ 58,979,839
306
$ -
$ ( 28,929,894 )
$ ( 233,871 )
$ 29,816,074
Cashless exercise of stock options
3,850
-
-
-
-
-
-
Stock based compensation - stock options
-
279,857
-
-
-
-
279,857
Foreign currency translation adjustment
-
-
-
-
-
( 15,335 )
( 15,335 )
Net loss
-
-
-
-
( 2,637,615 )
-
( 2,637,615 )
Balance as of March 31, 2025
59,386,546
$ 59,259,696
306
$ -
$ ( 31,567,509 )
$ ( 249,206 )
$ 27,442,981
The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.
3
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF
CASH FLOWS
(Stated in USD)
(Unaudited)
For the Three Months Ended March 31,
2026
2025
Cash Flows Used In Operating Activities:
Net loss
$ ( 1,600,837 )
$ ( 2,637,615 )
Reconciliation of net loss to cash used in operating activities:
Depreciation
219,310
196,383
Loss on the sale of equipment
4,559
-
Accretion of asset retirement obligations
4,556
4,237
Stock-based compensation
238,000
271,138
Changes in operating assets and liabilities:
Prepaid expenses and other current assets
33,324
34,907
Accounts payable and accrued liabilities
46,778
( 59,508 )
Asset retirement obligations
-
1,147
Contingent consideration
10,801
3,205
Net cash used in operating activities
( 1,043,509 )
( 2,186,106 )
Cash Flows Used In Investing Activities
Purchase of property, plant & equipment and mineral properties
( 10,000 )
( 166,507 )
Proceeds from sale of equipment
9,000
-
Net cash used in investing activities
( 1,000 )
( 166,507 )
Effect of foreign exchange rate on cash
( 18,447 )
( 6,616 )
Net decrease in cash and cash equivalents and restricted cash
( 1,062,956 )
( 2,359,229 )
Cash and cash equivalents and restricted cash - beginning
6,858,183
6,295,624
Cash and cash equivalents and restricted cash - ending
$ 5,795,227
$ 3,936,395
Cash and cash equivalents
$ 4,552,637
$ 2,772,198
Restricted cash, current portion
75,057
75,057
Restricted cash, noncurrent
1,167,533
1,089,140
Total cash and cash equivalents and restricted cash
$ 5,795,227
$ 3,936,395
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest
$ -
$ -
Income taxes
$ -
$ -
The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.
4
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE 1 – BUSINESS
Nature of Operations
Western Uranium & Vanadium Corp. (“Western”
or the “Company”) was incorporated in December 2006 under the Ontario Business Corporations Act. 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 company. The transaction
constituted a reverse takeover (“RTO”) of Western by PRM. Subsequent to obtaining appropriate shareholder approvals, the Company
reconstituted its Board of Directors and senior management team. Western is a Canadian domestic issuer and Canadian reporting issuer.
The Company’s registered office is located
at 5 Church Street, Toronto, Ontario, Canada, M5E 1M2, and its common shares are listed on the CSE under the symbol “WUC.”
On April 22, 2016, the Company’s common shares began trading on the OTC Pink Open Market, and on May 23, 2016, the Company’s
common shares were approved for trading on the OTCQX Best Market under the symbol “WSTRF”. The Company’s 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 September 16, 2015, Western completed its acquisition
of Black Range Minerals Limited (“Black Range”). Under United States Securities and Exchange Commission (“Commission”)
rules, this transaction triggered the Company being deemed a United States domestic issuer and losing its foreign private issuer exemption.
On April 29, 2016, the Company filed a Form 10 registration statement with the Commission after converting its basis of accounting from
International Financial Reporting Standards (“IFRS”) to generally accepted accounting principles in the United States (“U.S.
GAAP”). On June 28, 2016, the Company’s registration statement became effective 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 Securities Exchange Act of 1934 (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 intends 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. As of the subsequent measurement date, June 30, 2025, Western
reconfirmed its qualification as a foreign private issuer for periods ending through December 31, 2026.
5
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
Note
2 – Liquidity and going concern
With the exception of the quarter ended June 30,
2022, the Company has incurred losses from its operations. During the three months ended March 31, 2026, the Company generated a net loss
of $ 1,600,837 . The Company expects to generate operating losses for the foreseeable future as it incurs expenses to bring its mineral
processing facilities online and further expands its mining operations. As of March 31, 2026, the Company had an accumulated deficit of
$ 37,706,654 and working capital of $ 4,236,069 .
Since inception, the Company has met its liquidity
requirements principally through the sale of its common shares and from limited revenue sources. On October 14, 2025, the Company closed
a brokered private placement of 6,555,556 units at a price of $ 0.64 (CAD $ 0.90 ) per unit. The aggregate gross proceeds raised in the private
placement amounted to $ 4,202,281 (CAD $ 5,900,000 ) and proceeds net of issuance costs were $ 3,806,270 (CAD $ 5,344,010 ). On June 13, 2025,
the Company closed a brokered private placement of 5,911,786 units at a price of $ 0.63 (CAD $ 0.85 ) per unit. The aggregate gross proceeds
raised in the private placement amounted to $ 3,693,424 (CAD $ 5,025,018 ) and proceeds net of issuance costs were $ 3,331,687 (CAD $ 4,532,939 ).
Of the 5,911,786 common shares and warrants issued to investors, 117,647 were issued to Mr. Glasier for his participation in the private
placement.
The Company’s ability to continue its planned
operations and to pay its obligations when they become due is contingent upon the Company obtaining additional financing. Management’s
plans include seeking to procure additional funds through debt and equity financing, to secure regulatory approval to fully utilize its
kinetic separation (“Kinetic Separation”) technology, and to initiate the processing of mineral resources to generate operating
cash flows.
There are no assurances that the Company will
be able to raise capital on terms acceptable to the Company or at all, or that cash flows generated from its operations will be sufficient
to meet its current operating costs. If the Company is unable to obtain sufficient amounts of additional capital, it may be required to
reduce the scope of its planned product development, which could harm its financial condition and operating results, or it may not be
able to continue to fund its ongoing operations. These conditions raise substantial doubt about the Company’s ability to continue
as a going concern to sustain operations for at least one year from the issuance of these condensed interim consolidated financial statements.
The accompanying condensed interim consolidated financial statements do not include any adjustments that might result from the outcome
of these uncertainties.
6
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company’s significant accounting policies are disclosed in
the audited consolidated financial statements and the notes thereto in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2025, filed with the United States Securities and Exchange Commission (the “SEC”), on April 15, 2026. Except
as reflected below, there were no changes to the Company’s significant accounting policies as described in the Annual Report on
Form 10-K. Reflected in this note are updates to accounting policies, including the impact of the adoption of new policies.
Basis of Presentation and Principles of Consolidation
The accompanying condensed interim consolidated
financial statements have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions to Form
10-Q and Rule 10 of Regulation S–X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for
complete financial statements. However, in the opinion of management of the Company, all adjustments necessary for a fair presentation
of the financial position and operating results have been included in these condensed interim consolidated financial statements. These
condensed interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes
thereto included in the Company’s Annual Report on Form 10–K for the fiscal year ended December 31, 2025, as filed with the
SEC on April 15, 2026. The Company has voluntarily elected to file this Quarterly Report on Form 10-Q for the quarter ended March 31,
2026 notwithstanding its foreign private issuer status. Operating results for the three months ended March 31, 2026 are not necessarily
indicative of the results that may be expected for any subsequent quarters or for the year ending December 31, 2026.
The accompanying consolidated financial statements
include the accounts of Western and its wholly-owned subsidiaries, Western Uranium 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 (“Maverick”), Pinon Ridge Corporation (“PRC”)
and Mustang Mineral Processing Inc. (“Mustang”). All inter-company transactions and balances have been eliminated upon consolidation.
The Company has established the existence of mineralized
materials for certain uranium projects. The Company has not established proven or probable reserves, as defined by the SEC, through the
completion of a “final” or “bankable” feasibility study for any of its uranium projects.
7
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
Note
3 – SUMMARY OF Significant Accounting Policies, CONTINUED
Net Loss Per Share
Basic net loss per share is computed by dividing
net loss by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the
weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares
consist of the incremental common shares issuable upon the exercise of stock options and warrants (using the treasury stock method). The
computation of net loss per share for each of the three months ended March 31, 2026 and 2025 is the same for both basic and fully diluted.
Potentially dilutive securities outlined in the
table below have been excluded from the computation of diluted net loss per share because the effect of their inclusion would have been
anti-dilutive.
For the Three Months Ended
March 31,
2026
2025
Warrants to purchase common shares
19,654,518
9,619,360
Options to purchase common shares
6,615,000
5,556,671
Total potentially dilutive securities
26,269,518
15,176,031
Recent Accounting Standards Not Yet Adopted
In November 2024, the FASB issued ASU 2024-03,
– Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures
(Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU requires disclosures about specific types of expenses included
in the expense captions presented on the face of the statement of operation as well as disclosures about selling expenses. The standard
is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15,
2027. The requirements will be applied prospectively with the option for retrospective application. Early adoption is permitted. The
Company is still evaluating the full extent of the potential impact of the adoption of ASU 2024-03.
In December 2025, the FASB issued ASU 2025-11
– Interim Reporting (Topic 270) – Narrow-Scope Improvements, which improves the guidance in Interim Reporting (Topic 270)
by improving the navigability of the required interim disclosures and clarifying when that guidance is applicable. The standard is effective
for public companies for annual periods beginning after December 15, 2027. Early adoption is available. The Company is still evaluating
the full extent of the potential impact of the adoption of ASU 2025-11.
8
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE
4 – Property, plant & equipment and mineral properties, net AND Kinetic separation INTELLECTUAL PROPERTY
The Company’s property, plant & equipment
and mineral properties, net and kinetic separation intellectual property are:
Estimated
Useful
Lives As of
March 31,
2026 As of
December 31,
2025
Mineral properties N/A $ 11,942,469 $ 11,942,469
Mining equipment 5 years 3,565,095 3,565,645
Vehicles 5 years 1,102,896 1,124,896
Plant facilities 5 - 10 years 418,897 332,431
Software 5 years 9,120 9,120
Construction in progress N/A - 76,466
Land N/A 2,334,050 2,334,050
Total property, plant & equipment and mineral properties $ 19,372,527 $ 19,385,077
Less: accumulated depreciation 1,945,649 1,735,330
Property, plant & equipment and mineral properties, net $ 17,426,878 $ 17,649,747
Kinetic separation intellectual property $ 9,488,051 $ 9,488,051
The Company’s mining properties acquired
on August 18, 2014 that the Company retains as of March 31, 2026 include: The San Rafael Uranium Project located in Emery County, Utah;
The Sunday Mine Complex located in western San Miguel County, Colorado; The Van 4 Mine located in western Montrose County, Colorado; The
Sage Mine located in San Juan County, Utah, and San Miguel County, Colorado. These mining properties include leased land in the states
of Colorado and Utah. The Company is obligated to remit a 1.0 % royalty based upon the market value of uranium recovered from these mining
properties. None of these mining properties were operational at the date of acquisition.
The Company’s mining properties acquired
on September 16, 2015 that the Company retains as of March 31, 2026 include: Hansen, North Hansen and Hansen Picnic Tree located in Fremont
and Teller Counties, Colorado. The Company also acquired the Keota project located in Weld County, Colorado and the Ferris Haggerty project
located in Carbon County, Wyoming. These mining assets include both owned and leased land in the states of Utah, Colorado, and Wyoming.
All of the mining assets represent properties which have previously been mined, to different degrees, for uranium.
As the Company has not formally established proven
or probable reserves on any of its properties, there is inherent uncertainty as to whether or not any mineralized material can be economically
extracted as originally planned and anticipated.
During the three months ended March 31, 2026 and
2025, Western made purchases of $ 10,000 and $ 166,507 , to increase the Company’s mining and processing capacities. During the three
months ended March 31, 2026 and 2025, depreciation expense was $ 219,310 and $ 196,383 , of which $ 218,089 and $ 195,976 was included in mining
expenditures and $ 1,221 and $ 407 was included in general and administrative, respectively, on the Company’s condensed interim consolidated
statements of operations and other comprehensive loss.
9
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE
4 – Property, plant & equipment and mineral properties, net AND Kinetic separation INTELLECTUAL PROPERTY, continued
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 was for a one year period and provided for the delivery of up to 25,000 short tons of uranium bearing ore to the White Mesa
Mill in Blanding, Utah. PRM was required to make deliveries at its own cost and the purchase price per ton was based upon the average
grade of uranium of each lot, and other qualifying conditions. Within 30 days after each lot is closed, Purchaser paid to PRM an 85 % provisional
payment (“Provisional Payment”) calculated based upon the sampled grade and an agreed upon pricing schedule. Then, 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.
There were no deliveries of uranium bearing ore
to Purchaser during the three months ended March 31, 2026. Revenue related to shipments were recognized after title for stockpiled ore
passed to the Purchaser. Such title passes upon the Purchaser having received, weighed and graded the deliveries for the lot. As of March
31, 2026, included within other current assets on the consolidated balance sheet, was a receivable from the Purchaser related to deliveries
during 2025 in the amount of $ 45,503 .
Oil and Gas Lease and Easement
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 on approximately 160 surface acres of the
Company’s 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.
As of March 31, 2026, 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 three months ended March 31, 2026 and
2025, the Company recognized aggregate revenue of $ 27,351 and $ 41,221 , respectively, under these oil and gas lease arrangements.
10
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE
4 – Property, plant & equipment and mineral properties, net AND Kinetic separation INTELLECTUAL PROPERTY, continued
Asset Retirement Obligations
The Company’s mines are subject to certain
asset retirement obligations (“AROs”), which the Company has recorded as liabilities. The AROs of the United States mines
are subject to legal and regulatory requirements, and estimates of the costs of the AROs are reviewed periodically by the applicable regulatory
authorities. The ARO represents the Company’s best estimate of the present value of future costs in connection with the mineral
properties.
The Company determined the aggregate gross AROs
of the mineral properties to be $ 1,187,553 and $ 1,187,553 as of March 31, 2026 and December 31, 2025, respectively. The portion of the
asset retirement obligations related to the Van 4 Mine, which is in reclamation as of March 31, 2026 and its related restricted cash are
included in current liabilities and current assets, respectively, at a value of $ 75,057 . The Company’s internal mining operations
team completed the last of the Van 4 reclamation work prior to the March 2, 2025 reclamation deadline and continues to wait for revegetation
at the site. The Company submitted its surety reduction request application to the State of Colorado on January 7, 2026 for a reduction
of the financial warranty based on current site conditions and consideration of reclamation activities completed. On March 19, 2026, the
State of Colorado concluded its review and approved the Company’s request and reduced the financial warranty to $ 49,350 and
the Company is expecting to receive a refund of its financial warranty in the amount of $ 25,707 during the second quarter of 2026.
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 rate of 5.4 % as of March 31, 2026 and December 31, 2025. The
net discounted aggregated values as of March 31, 2026 and December 31, 2025 were $ 419,720 and $ 415,164 , respectively. Financial warranties
to secure AROs as of March 31, 2026 and December 31, 2025 were $ 1,187,553 and $ 1,187,553 , respectively.
Asset retirement obligation activity consists of:
For the Three Months Ended
March 31,
2026
2025
Beginning balance as of January 1
$ 415,164
$ 410,098
Adjustment to asset retirement obligations
-
1,147
Accretion
4,556
4,237
Ending balance as of March 31
$ 419,720
$ 415,482
Less: Asset retirement obligations, current portion
75,057
75,057
Asset retirement obligations, net of current portion
$ 344,663
$ 340,425
11
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE
4 – Property, plant & equipment and mineral properties, net AND Kinetic separation INTELLECTUAL PROPERTY, continued
Topaz Mine Permitting Status
Upon an order from the Mined Land Reclamation
Board (“MLRB”) in March 2023, the Topaz Mine was put into reclamation which is scheduled to be completed by March 2028. The
Company has been working toward the completion of an updated Topaz Mine Plan of Operations (“Topaz Mine Plan”), which is a
separate federal requirement of the U.S. Bureau of Land Management (“BLM”) for the conduct of mining activities on the federal
land at the Topaz Mine. This is a prerequisite to re-permit the Topaz Mine with Colorado’s DRMS. In connection with the Topaz Mine
Plan, an environmental assessment was prepared by an outside consultant and submitted to the BLM on June 24, 2024. The BLM issued a letter
to the Company on August 2, 2024 advising that the application for the Topaz Mine Plan had run past its allowed evaluation period and
was cancelled. Pursuant to the Fiscal Responsibility Act of 2023, each permitting project has a one year time limit for the BLM to complete
a review. Under the transitional rules, the Topaz project was not eligible for an extension due to its duration. However, the project
can be resubmitted and be picked up where it was left off. The re-scoping process will need to be repeated to start the one-year time
clock. A new monitor well has been installed at Topaz, and consultants have begun a baseline water testing study for the BLM resubmission,
but the Company has not yet restarted the BLM clock by making an amended submission.
San Rafael Permitting Status
The San Rafael Uranium Project, located in Emery
County, Utah, is being developed as a Company production facility. During the second quarter of 2024, Western submitted a Notice of Intent
to the BLM that was approved for a mineral and groundwater exploration project. During the third quarter of 2024, Utah’s Division
of Oil, Gas & Mining gave its approval of the exploration permit application and the Company posted a $ 61,403 Financial Guarantee
of reclamation costs with the BLM. Following the completion of repairs to access roads, the phase 1 drilling program is eligible to begin.
Initially, groundwater monitoring wells will be installed at five drilling locations, reaching depths of approximately 1,000 feet. During
the borehole completion process, mineralization will also be assessed and confirmed against historical drill data. This project will provide
the baseline data needed for permitting application submission.
12
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE
4 – Property, plant & equipment and mineral properties, net AND Kinetic separation INTELLECTUAL PROPERTY, continued
Kinetic Separation Intellectual Property
The Kinetic Separation intellectual property was
acquired in Western’s acquisition of Black Range on September 16, 2015. Previously Black Range acquired its Kinetic Separation assets
in the dissolution of a joint venture on March 17, 2015, through the acquisition of all the assets of the joint venture and received a
25-year license to utilize all of the patented and unpatented technology owned by the joint venture. The technology license agreement
for patents and unpatented technology became effective as of March 17, 2015, for a period of 25 years, until March 16, 2040. There are
no remaining license fee obligations, and there are no future royalties due under the agreement. The Company has the right to sub-license
the technology to third parties. The Company may not sell or assign the Kinetic Separation license; however, the license could be transferred
in the case of a sale of the Company. The Company has developed improvements to Kinetic Separation during the term of the license agreement
and retains ownership of, and may obtain patent protection on, any such improvements developed by the Company.
The Kinetic Separation patent was filed on September
13, 2012 and granted on February 14, 2014 by the United States Patent Office. The patent is effective for a period of 20 years until September
13, 2032. This patent is supported by two provisional patent applications. The provisional patent applications expired after one year
but were incorporated in the U.S. Patent by reference and claimed benefit prior to their expirations. The status of the patent and two
provisional patent applications has not changed subsequent to the 2014 patent grant. The Company has the continued right to use any patented
portion of the Kinetic Separation technology that enters the public domain subsequent to the patent expiration.
The Company anticipates Kinetic Separation will
improve the efficiency of the mining and processing of the sandstone-hosted mined material from Western’s conventional mines through
the separation of waste from mineral bearing-ore, potentially reducing transportation, mill processing, and mill tailings costs. Kinetic
Separation is not currently in use or being applied at any Company mines. The Company views Kinetic Separation as a cost saving technology,
which it will seek to incorporate subsequent to commencing scaled production levels. There are also alternative applications, which the
Company has explored.
NOTE 5 – Accounts
Payable and Accrued Liabilities
Accounts payable and accrued liabilities consist of:
As of
March 31,
2026
December 31, 2025
Trade accounts payable
$ 569,241
$ 545,559
Accrued liabilities
164,963
141,867
Total accounts payable and accrued liabilities
$ 734,204
$ 687,426
13
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE 6 – SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS
Authorized Capital
The holders of the Company’s common shares
are entitled to one vote per share. Holders of common shares are entitled to ratably receive such dividends, if any, as may be declared
by the board of directors, out of legally available funds. Upon the liquidation, dissolution, or winding down of the Company, holders
of common shares are entitled to share ratably in all assets of the Company that are legally available for distribution. As of March 31,
2026 and December 31, 2025, an unlimited number of common shares were authorized for issuance.
Incentive Stock Option Plan
The Company maintains an Incentive Stock Option
Plan (the “Plan”) that permits the granting of stock options as incentive compensation.
The purpose of the Plan is to attract, retain,
and motivate directors, management, staff, and consultants by providing them with the opportunity, through stock options, to acquire a
proprietary interest in the Company and benefit from its growth.
The Plan provides that the aggregate number of
common shares for which stock options may be granted will not exceed 10 % of the issued and outstanding common shares at the time stock
options are granted. As of March 31, 2026, a total of 71,853,888 common shares were outstanding. As of March 31, 2026, the maximum number
of stock options eligible to be issued under the Plan would be 7,185,388 and net of 6,615,000 options outstanding as of March 31, 2026,
there remain 570,388 stock options available to be issued under the Plan.
Shareholder Rights Plan
On May 24, 2023, the Company adopted and on June
29, 2023, the shareholders approved a shareholder rights plan, which is designed to ensure the fair treatment of shareholders in connection
with any take-over bid for the Company and to provide the Board of Directors and shareholders with sufficient time to fully consider any
unsolicited takeover bid (the “Shareholder Rights Plan”). The Shareholder Rights Plan also provides the Board of Directors
with time to pursue, if appropriate, other alternatives to maximize shareholder value in the event of a takeover bid.
Pursuant to the terms of the Shareholder Rights
Plan subject to a triggering event as defined in the Shareholder Rights Plan and as determined by the Board of Directors, rights (the
“Rights”) will be issued to holders of Common Shares at a rate of one Right for each Share outstanding.
Share Repurchase Program, NCIB
On December 19, 2025, the Company implemented
a normal course issuer bid (“NCIB”) to allow the Company to purchase up to 6,672,291 of its common shares representing approximately
10 % of the Company’s “public float” as of December 17, 2025, as defined under the policies of the CSE. The Company may
purchase shares under the NCIB over a 12-month period beginning on December 19, 2025 and ending on December 18, 2026. Shares repurchased
under the NCIB shall be purchased on the open market through the facilities of the CSE or Canadian alternative trading systems at the
prevailing market price of the shares at the time of purchase and in accordance with the policies of the CSE and applicable Canadian securities
laws. All shares purchased under the NCIB are required to be cancelled. The Company will fund any such purchases of shares under the NCIB
with cash on hand.
During the three months ended March 31, 2026, no shares were repurchased
under the NCIB.
14
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE 6 – SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS, CONTINUED
Stock Options
On January 15, 2026, the Board of Directors granted
options under the Plan for the purchase of an aggregate of 1,350,000 common shares to individuals consisting of officers, directors and
employees of the Company. Each of these options has a term which ends five years from the vesting date and an exercise price of $ 0.65
(CAD $ 0.90 as of January 15, 2026), and vests equally in three installments on January 31, 2026, July 31, 2026 and January 31, 2027.
There were no options granted during the three
months ended March 31, 2025.
There were no options exercised during the three
months ended March 31, 2026.
During the three months ended March 31, 2025,
the Company issued 3,850 common shares pursuant to the cashless exercise of options to purchase 83,332 common shares with an exercise
price of $ 0.79 (CAD $ 1.03 ).
Number of
Shares Weighted
Average
Exercise Price Weighted
Average
Contractual
Life (Years) Intrinsic
Value
Outstanding – January 1, 2026 5,348,332 $ 1.16 3.01 $ -
Granted 1,350,000 0.65
Forfeited and expired ( 83,332 ) 1.10
Exercised -
-
Outstanding – March 31, 2026 6,615,000 $ 1.06 3.28 $ -
Exercisable – March 31, 2026 5,714,996 $ 1.12 2.92 $ -
15
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
NOTE 6 – SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS, CONTINUED
Stock Options, continued
The Company’s stock-based compensation expense
(net of the effect of forfeitures) related to stock options for the three months ended March 31, 2026 was $ 238,000 , of which $ 31,591 and
$ 206,409 was included in mining expenditures and general and administrative expenses, respectively, on the Company’s condensed interim
consolidated statements of operations and other comprehensive loss. The Company’s stock-based compensation expense (net of the effect
of forfeitures) related to stock options for the three months ended March 31, 2025 was $ 271,138 , of which $ 54,242 and $ 216,896 was included
in mining expenditures and general and administrative expenses, respectively, on the Company’s condensed interim consolidated statements
of operations and other comprehensive loss. The weighted average grant date fair value per share of the options granted during the three
months ended March 31, 2026 was $ 0.30 . As of March 31, 2026, there was approximately $ 190,377 of unrecognized share-based compensation
for unvested stock options, which is expected to be recognized over a weighted average period of 0.59 years.
Warrants
Number of
Shares Weighted
Average
Exercise
Price Weighted
Average
Contractual
Life
(Years) Intrinsic
Value
Outstanding – January 1, 2026 22,523,059 $ 1.04 2.99 $ -
Issued -
-
Exercised -
-
Expired ( 2,868,541 ) 1.39
Outstanding – March 31, 2026 19,654,518 $ 0.99 3.17 $ -
Exercisable – March 31, 2026 19,654,518 $ 0.99 3.17 $ -
16
WESTERN URANIUM & VANADIUM CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
(Stated in USD)
Note
7 – Mining Expenditures
For the Three Months Ended
March 31,
2026
2025
Mining costs
$ 355,994
$ 763,940
Permits
30,855
34,160
Labor and related benefits
322,289
893,049
Total mining expenses
$ 709,138
$ 1,691,149
NOTE
8 – Related Party Transactions AND BALANCES
The Company has transacted with related parties
pursuant to service arrangements in the ordinary course of business, as follows:
Prior to the acquisition of Black Range, Mr. George
Glasier, the Company’s CEO, who is also a director of the Company (“Seller”), transferred his interest in a former joint
venture with Ablation Technologies, LLC to Black Range. In connection with the transfer, Black Range issued 25 million shares of Black
Range common stock to Seller and committed to pay $ 344,150 (AUD $ 500,000 ) to Seller within 60 days of the first commercial application
of the Kinetic Separation technology. The Company 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. Since the deferred contingent
consideration obligation is probable and the amount is estimable, the Company recorded the deferred contingent consideration as an assumed
liability in the amount of $ 344,150 and $ 333,349 as of March 31, 2026 and December 31, 2025, respectively.
The Company has multiple lease arrangements with
Silver Hawk Ltd., an entity which is owned by George Glasier and his wife Kathleen Glasier. These leases, which are all on a month-to-month
basis, are for the rental of office, workshop, warehouse and employee housing facilities. The Company incurred rent expense of $ 26,325
in connection with these arrangements for each of the three months ended March 31, 2026 and 2025.
The Company is obligated to pay Mr. Glasier for
reimbursable expenses in the amount of $ 8,124 and $ 74,063 , included within accounts payable and accrued liabilities, as of March 31, 2026
and December 31, 2025, respectively.
17
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.