enCore Energy Corp.: Form 10-Q for the period ended Sep 30, 2025

The following discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and related notes, which have been prepared in accordance with U.S. GAAP, included elsewhere in this Quarterly Report on Form 10-Q. Additionally, the following discussion and analysis should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the audited consolidated financial statements included in Part II of our Annual Report on Form 10-K for the year ended December 31, 2024. This discussion and analysis contains forward-looking statements and forward-looking information that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated, projected, forecasted or expected in these forward-looking statements as a result of various factors, including, but not limited to, those discussed below and elsewhere in this Quarterly Report. See “Cautionary Note Regarding Forward-Looking Statements” in this Quarterly Report and the information under the heading “Risk Factors” in Part I, Item IA, “Risk Factors” of our Annual Report. Our management believes the assumptions underlying the Company’s financial statements and accompanying notes are reasonable. However, the Company’s financial statements and accompanying notes may not be an indication of our financial condition and results of operations in the future.

Business Overview

enCore Energy Corp., America’s Clean Energy Company™, was incorporated on October 30, 2009, under the Laws of British Columbia and is a reporting issuer in all of the provinces and territories of Canada. As of January 1, 2025, the Company ceased to be a “foreign private issuer” and has become a “domestic issuer” and a large accelerated filer within the meanings under the Exchange Act. As a result, the Company must comply with the filing deadlines and disclosure obligations of a domestic issuer and large accelerated filer as set forth in the Exchange Act. This classification impacts the timing of our periodic filings, internal control assessments, and other regulatory requirements. The Company’s common shares are listed on The Nasdaq Capital Market LLC (“Nasdaq”) and the TSX Venture Exchange (“TSX-V”) under the trading symbol EU.

We are an Exploration Stage Issuer as defined by S-K 1300, and as required by the SEC, as we have not established proven or probable mineral reserves, through the completion of a pre-feasibility or feasibility study for any of our uranium projects. Even though we commenced extraction of uranium at our Rosita Project and our Alta Mesa Project, the Company remains classified as an Exploration Stage Issuer and will continue to remain an Exploration Stage Issuer until such time as proven or probable mineral reserves have been established at one of our uranium projects.

The Company is focused on extracting domestic uranium within the United States. The Company utilizes only proven ISR technology to provide necessary fuel for the generation of clean, reliable, and carbon-free nuclear energy. In 2024, the Company commenced uranium extraction at the Rosita Central ISR Uranium Processing Plants (“CPPs”) and at the Alta Mesa CPP in South Texas. enCore’s strategy is to build uranium extraction capacity by developing and placing into operation a series of uranium extraction facilities in South Texas, followed by a future pipeline of exploration projects in South Dakota and Wyoming, becoming a leading supplier of domestic uranium to fuel a growing demand for clean energy generation using nuclear power.

Industry and Market Update

The primary use of uranium is to fuel nuclear power plants for the generation of carbon and emission free electricity. According to the World Nuclear Association (“WNA”), as of May 2025, there were 439 operable nuclear reactors world-wide, which required approximately 175 to 180 million pounds of U3O8 annually at full operation. According to data from TradeTech LLC (“TradeTech”), the world continues to require more uranium than it produces from primary extraction. The gap between demand and primary supply is being filled by stockpiled inventories and secondary supplies, which the Company believes have dwindled significantly in recent years.

Expanding the current reactor fleet to meet that level of electrical generating capacity remains a significant challenge to the nuclear industry. To meet those goals, the global industry must protect existing capacity, and there have been multiple public pronouncements from several countries, including the U.S. to protect existing nuclear generating capacity. In the U.S., as a result of clean energy credits granted by several states and the production tax credit for nuclear power provided in the Inflation Reduction Act of 2022, several nuclear utilities have announced operating life extensions and capacity expansions within their existing operating fleet. Also, the industry has seen an unprecedented trend in reactor recommissioning. In the U.S., where just a few years ago reactors were being shut down prematurely, nuclear plants such as Diablo Canyon, Palisades, Three Mile Island, and Duane Arnold are positioned to re-enter service.

With increasing demand expectations, an increase in uranium production must occur in an environment beset by risks, including import bans, sanctions, and secondary sanctions imposed by various countries, transportation issues, trade restrictions in other goods and services beyond nuclear fuel, and fewer available ports, all of which have combined to create widespread uncertainty in the market regarding the availability of both current and future supply.

On January 20, 2025, President Trump issued two Executive Orders that specifically referenced nuclear power and uranium as key parts to expanding energy production in the U.S. The Executive Order titled, “Unleashing American Energy,” in addition to directing federal agencies to advance permitting for energy projects also called for uranium to be designated as a “critical mineral” by the U.S. Geological Survey. The Executive Order titled, “Declaring a National Energy Emergency,” directs federal agencies, under emergency authority, to advance permit and license approvals for the production of energy and energy resources. In that Executive Order, uranium is defined as an “energy resource” and subject to the emergency declaration. The U.S. Senate, on February 3, 2025, confirmed Chris Wright, former CEO of Denver-based Liberty Energy, to serve as Energy Secretary. The following day, Wright issued his first Secretarial Order, which directs the Department of Energy (“DOE”) to take immediate action to unleash energy produced in the U.S. in accordance with President Trump’s executive orders. See updates below related to President Trump’s Executive Orders.

Below is a list of some of the recent government policy, U.S. market and global market news that can influence the uranium market.

U.S. Government Policy News

• The DOE has announced the launch of a new pilot program aimed at accelerating the development of advanced nuclear reactors and strengthening domestic nuclear fuel supply chains. As part of this initiative, the DOE has issued a Request for Applications seeking qualified U.S. companies to build and operate nuclear fuel production lines under the DOE’s authorization process. The program is designed to support the growth of advanced reactor technologies while enhancing national energy security and reducing reliance on foreign nuclear fuel sources.
• The Idaho National Laboratory and Microsoft Corp. have entered into a collaboration to modernize and accelerate the U.S. nuclear permitting and licensing process. The partnership will leverage Microsoft’s Azure cloud and artificial intelligence technologies to improve efficiency, enhance data management, and reduce administrative bottlenecks in regulatory reviews. The initiative supports broader national efforts to advance the deployment of next-generation nuclear technologies and strengthen the clean energy infrastructure.
• U.S. Department of the Interior (“DOI”) announced during the three months ended September 30, 2025, that it will take “decisive steps” to boost domestic recovery of critical minerals from mine waste, coal refuse, tailings, and abandoned uranium mines. This initiative is part of a broader national effort to reduce U.S. dependence on foreign sources of critical minerals such as lithium, cobalt, nickel, and rare earth elements, which are vital for technologies like electric vehicle batteries, renewable energy systems, and national defense applications.
• U.S. Senators Andy Kim and Tim Sheehy introduced the bipartisan Advanced Reactor Modernization for Operational Resilience (ARMOR) Act of 2025 to boost energy resilience and security using nuclear energy at military installations and further spur U.S. nuclear energy innovation.
• In September 2025, President Trump signed an executive order that exempted graphite, tungsten, uranium, gold bullion, and other metals from his country-based tariffs.
• U.S. Secretary of Energy Chris Wright noted in September 2025, that the United States should consider expanding its strategic uranium reserve, emphasizing the importance of securing long-term uranium supplies to support the nation’s nuclear energy program. The remark reflects growing concerns over energy security, geopolitical risks, and reliance on foreign uranium sources, particularly from Russia and its allies.
• The DOE has made a third loan disbursement to Holtec International to assist with the company’s plan to restart the shuttered Palisades Nuclear Power Plant (805 MWe PWR) in the state of Michigan. The Biden administration finalized a loan guarantee of up to $1.52 billion for the project in September of 2024. Per the DOE, the most recent disbursement occurred in April 2025 and totals about $46.7 million. The fourth disbursement was made to Holtec in the amount of $100.5 million. Holtec is on track to restart operations at the Palisades location in October 2025. During the three months ended September 30, 2025, the DOE announced the fifth and sixth loan

disbursements. The fifth loan disbursement was made on August 7, 2025, in the amount of $83.2 million and the sixth disbursement was made on September 16, 2025 in the amount of $155.9 million.

• Centrus Energy officials announced plans for an expansion of Centrus' uranium enrichment plant in Piketon, Ohio in boosting low-enriched uranium and high-assay, low-enriched uranium (“HALEU”) production.
• U.S. Senators in both Democratic and Republican parties are working to advance a bipartisan Russian sanctions package. The package is being referred to as The Sanctioning Russia Act of 2025 (S. 1241) and has more than 80 co-sponsors in the Senate. The package in question would implement some of the harshest sanctions possible on some of Moscow’s top trading partners, including a 500% tariff on nations that purchase oil, gas, uranium, and other goods from Russia.
• Since March 30, 2025, the United States has implemented a series of aggressive tariff measures that have reshaped global trade relations. On March 24, President Trump issued Executive Order 14245, imposing a 25% tariff on all goods imported from countries that continue purchasing Venezuelan oil. This was followed by a broader escalation during what the administration termed “Liberation Day,” from April 2 to April 5. The United States enacted a sweeping 10% baseline tariff on nearly all imports, with reciprocal rates reaching as high as 34% on Chinese goods and 20–24% on products from the European and Japan. Steel and aluminum tariffs were also significantly increased during this period, rising to 50% globally. Legal challenges quickly followed: On May 28, the United States Court of International Trade ruled that the Liberation Day tariffs exceeded presidential authority under the International Emergency Economic Powers Act (IEEPA), issuing an injunction to block enforcement. However, the tariffs remain in effect pending appeal, with oral arguments scheduled for July 31. Tariffs based on Section 232 (national security) and Section 301 (China-related trade practices) remain legally intact and enforceable. As of September 30, 2025, the sweeping 10% baseline tariff on nearly all imports is paused or stayed pending litigation. A permanent injunction has been issued by the Court of International Trade for the IEEPA‐based tariffs, but the Federal Circuit granted a stay of that injunction (thus collection continues) while the appeal proceeds.
• President Trump signed an Executive Order on February 14, 2025, to establish the National Energy Dominance Council, which is chaired by the Secretary of Interior, Doug Burgum, and vice-chaired by Energy Secretary, Chris Wright. The council's members also include the Secretary of State, Secretary of the Treasury, Secretary of Defense, the Attorney General, Secretary of Agriculture, Secretary of Commerce, and Secretary of Transportation. The Council was expected to present President Trump with a plan for how to raise awareness of the American energy dominance plan within 100 days. As of September 30, 2025, the council has actively advanced its agenda with the following:
• Encouragement for power plants to increase output by 10% to 15% to support rising electricity demand, especially from artificial intelligence systems.
• Advancing the reversal of the Biden era Liquefied Natural Gas (“LNG”) export clause. The reversal of the export clause has led to the approval of record levels of future U.S. LNG exports in an effort to position the U.S. as the leading LNG exporter in the world.
• The Council has also outlined the initiative to re-open closed power plants, expanding energy infrastructure, launching small modular nuclear reactors, and fast tracking mining/mineral projects.

The Council met during the three months ended September 30, 2025, however, no public version of the meeting notes and/or strategy has been made available.

U.S. Market Quarterly News

• Texas-based energy company Vistra has received approval from the NRC to extend the operation of its Perry Nuclear Power Plant (1,268 MWe BWR) through 2046, an additional 20 years beyond its original license.
• Global Laser Enrichment (“GLE”) has submitted its Safety Analysis Report to the NRC, marking a milestone for the planned Paducah Laser Enrichment Facility in the state of Kentucky. GLE also announced that it has completed a large-scale enrichment demonstration testing campaign at its Test Loop facility in Wilmington, North Carolina. The program has collected extensive performance data providing confidence that its laser-based uranium enrichment process can be commercially deployed. GLE has noted that it will continue its demonstration program throughout this year, producing hundreds of kilograms of low-enriched uranium, while continuing toward building a domestic manufacturing base and supply chain to support deployment of U.S. domestic enrichment capacity.
• California-based General Matter announced plans to build a privately developed facility to enrich uranium in the state of Kentucky. The company, which is backed by investor Peter Thiel, said it intends to make a “historic investment in American nuclear infrastructure” by restoring a shuttered facility in Paducah, Kentucky. General Matter was one of four companies selected in October 2024 by the DOE to provide enrichment services to help establish a U.S. supply of high-assay low-enriched uranium for advanced reactor designs.
• Uranium Energy Corporation launched the United States Uranium Refining and Conversion Corp., a wholly owned subsidiary that will engage in the feasibility of developing a new state-of-the-art American uranium refining and conversion facility.
• During the three months ended September 30, 2025, Urenco USA started producing low-enriched uranium with its second new cascade of gas centrifuges at its uranium enrichment facility in New Mexico.
• Holtec International, which began the decommissioning process for the Indian Point Nuclear Power Plant five years ago, said recently that the plant could be restarted at an estimated cost of $10 billion.
• The state of Texas is moving toward the creation of a taxpayer funded nuclear power incentive fund. About 80% of the fund’s $350 million would be dedicated toward reimbursing construction costs for functional nuclear reactors. The remainder would be used for research and development. As of October 2025, several companies and projects have expressed interest in Texas’s $350 million nuclear incentive fund, established under House Bill 14. The fund is administered by the Texas Advanced Nuclear Energy Office, which was created to support the development of advanced nuclear reactors and associated industries in the state.

Global Market Quarterly News

• According to the latest edition of the biennial Uranium 2024: Resources, Production and Demand, commonly known as the “Red Book,” published at the beginning of April 2025 by the Organization for Economic Co-operation and Development (“OECD”), Nuclear Energy Agency and the International Atomic Energy Agency, there are sufficient uranium resources to support both the continued use of nuclear power and its significant growth through 2050 and beyond. However, timely investments in new exploration, extraction operations, and processing techniques will be essential to ensure that uranium becomes available to the market when needed.
• Japan’s Nuclear Regulation Authority has approved a safety screening report for Hokkaido Electric’s Tomari Unit 3 (866 MWe PWR), which states that the unit meets the country’s safety standards.
• The Canadian Nuclear Safety Commission has renewed Ontario Power Generation’s (OPG) license for the Darlington Nuclear Station for a 20-year term, which authorizes OPG to operate the facility to November 30, 2045. The renewal by the Canadian Nuclear Safety Commission makes the OPG license the longest nuclear operating license granted in Canada.

Sales of Uranium and Sales Agreements

During the nine months ended September 30, 2025, the Company completed uranium sales totaling 480,000 pounds of U3O8, not including converter and transaction costs, for an average sales price of $64.13 per pound of U3O8.

enCore’s uranium sales strategy provides a base level of projected income from sales contracts while preserving a significant ability to realize opportunities when strong short-term market fundamentals are present.

The Company has been able to use improving uranium market conditions to create a balanced uranium sales agreement portfolio to provide multiple pricing structures to support future market changes and support production plans. As of September 30, 2025, we have executed fourteen uranium sales agreements to supply uranium to nuclear power plants in the United States and one legacy uranium sales agreement with a uranium trading company. enCore’s uranium sales agreement portfolio is a mix of market related pricing, hybrid base price and market related pricing, base escalated pricing, and fixed prices. Of enCore’s fourteen current uranium sales agreements, two are market-related with no floors or ceilings and eight are market related that typically retain exposure to spot pricing, while including minimum floor and maximum ceiling prices, some of which are adjusted upwards periodically for inflation. Minimum floor prices are set at levels that provide the Company with a comfortable margin over its expected costs of operations in Texas while still allowing the Company to participate in anticipated escalations of the price of uranium. The Company will continue to assess opportunities to secure future sales agreements that will support its continued project and production growth strategies. The Company is committed to honoring all sales commitments.

Corporate Updates for the Third Quarter 2025

• On September 2, 2025, the Company announced that its Dewey-Burdock Project, located in South Dakota, was approved for inclusion in the Fast-41 Program by the U.S. Federal Permitting Improvement Steering Council (“Permitting Council”). This is a component of the implementation of President Trump’s Executive Order on Immediate Measures to Increase American Mineral Production. The Company’s Dewey-Burdock Project received its Source and Byproduct Materials License in 2014, from the NRC, now under timely renewal, and will work with the NRC as the lead agency for federal permitting. The Company’s objective is to advance the Dewey Burdock Project into development and operation utilizing the ISR uranium extraction process.

Under the Executive Order, the Permitting Council identifies priority infrastructure and critical mineral projects to receive accelerated permitting review. The addition of the first South Dakota ISR project supports the domestic uranium production focus of the United States. This focus enables the development of essential clean energy, extracted through environmentally responsible ISR technology, to provide affordable, reliable domestic energy.

• On August 22, 2025, the Company issued $115,000 aggregate principal amount of the Company’s 5.50% Convertible Senior Notes due 2030 (the “Convertible Senior Notes”). See Note 14 - Debt for additional information.

Our website is located at www.encoreuranium.com (http://www.encoreuranium.com). From time to time, we may use our website as a distribution channel for material company information.

Our Mineral Properties

enCore controls key mineral properties within the United States, in Texas, South Dakota, and Wyoming. Our operations are designed and permitted to process uranium from a mix of satellite plants and primary sources within South Texas.

Property Location Map

Summary of Properties

South Texas Integrated ISR Project

The South Texas Integrated ISR Project is an Exploration Stage Property, as defined by S-K 1300, which consists of five project areas: the Rosita Central Processing Plant (“Rosita CPP”), Butler Ranch Uranium ISR Project (“Butler Ranch”), Upper Spring Creek - Brevard Area ISR Uranium Project (“USC – Brevard or Brevard”), Upper Spring Creek - Brown Area ISR Uranium Project (“USC – Brown or Brown”), and Rosita South Cadena ISR Project (“RS – Cadena or Cadena”).

Alta Mesa Uranium Project, Texas

The Alta Mesa Uranium Project (“Alta Mesa”) is an Exploration Stage Property and is a fully licensed and constructed ISR project and central processing facility, located on over 4,597 acres of private land in the state of Texas

Mesteña Grande Uranium Project, Texas

The Mesteña Grande Uranium Project (“Mesteña Grande”) is an Exploration Stage Property that is located in Brooks and Jim Hogg Counties, Texas and is on land located adjacent to, and to the south, north, and west of the Alta Mesa Uranium Project. The property covers an approximate area of 35 miles in a north-south direction by 30 miles in an east-west direction.

Dewey-Burdock Project, South Dakota

The Dewey-Burdock Project is an Exploration Stage Property located in southwest South Dakota and is part of the northwestern extension of the Edgemont Uranium Mining District. The Dewey-Burdock Project includes federal claims, private mineral rights and private surface rights controlling the entire area within the licensed project permit boundary as well as surrounding areas. The Company currently controls approximately 16,962 acres of net mineral rights and 12,613 acres of surface rights.

Gas Hills Project, Wyoming

The Gas Hills Project is an Exploration Stage Property located in Wyoming. The Company owns a 100% interest in the Gas Hills Exploration Project located in the historic Gas Hills Uranium District 45 miles east of Riverton, Wyoming. The Gas Hills Project consists of approximately 1,280 surface acres and 12,960 net mineral acres of unpatented lode claims, a State of Wyoming mineral lease, and private mineral leases, within a brownfield site which has experienced extensive development including extraction and mill site production.

Other Non-Material Properties

The Company holds a number of other Exploration Stage Properties that the Company has determined are not material to its business. In total the properties total an aggregate of approximately 360,000 acres of mineral claims, mineral leases, and fee minerals.

Operations Update

The Company is focused on producing uranium in the United States and delivering that uranium to customers. The Company currently utilizes only the proven ISR technology to provide necessary fuel for the generation of clean, reliable, and carbon-free nuclear energy.

enCore owns 3 of the 11 licensed and constructed CPPs in the United States. The Company has several key mineral resource projects in other jurisdictions within the United States. Our S-K 1300 compliant resources are listed below:

Total measured and indicated mineral resources 30.94 million lbs U3O8

Total inferred mineral resources 20.54 million lbs U3O8

The Company’s strategy over the next three years is centered around two of its fully licensed Texas CPPs: Rosita and Alta Mesa. The CPPs located at the Rosita and Alta Mesa projects are designed for, and fully capable of, processing feed resin from relocatable satellite IX plants employed at various deposits within a 100-mile radius of each plant. The Rosita CPP was the starting point for enCore’s Texas extraction strategy. In 2024, the Company announced it had commenced uranium extraction operations at Rosita from the Rosita Extension wellfield, PAA-5. Rosita is located approximately 60 miles from Corpus Christi, Texas and has an 800,000-pound U3O8 per year production capacity. The Rosita CPP will act as the central processing site for the Rosita South - Cadena, Upper Spring Creek- Brown, Upper Spring Creek – Brevard, and Butler Ranch Projects.

In February 2023, the Company acquired 100% of the Alta Mesa Uranium Project and the Mesteña Grande Uranium Project from Energy Fuels for $120 million. enCore’s fully licensed Alta Mesa CPP is located approximately 100 miles southwest of Corpus Christi, Texas, and has a production capacity of 1.5 million pounds of U3O8 per year through its IX system located at the plant. The facility has elution, precipitation, drying, and packaging capacity for 2.0 million pounds of U3O8 per year. This plant is designed to accept direct production feed to the IX columns in the plant and concurrently accept loaded resin from satellite locations, once the resin transfer system has been installed. The Alta Mesa Project includes existing and near-term production areas, including fully permitted and authorized production areas 6 and 7. The Mesteña Grande Uranium Project has additional inferred mineral resource areas that will require significant additional exploration drilling and permitting prior to being able to be brought online. In total, the Alta Mesa Uranium Project combined with the Mesteña Grande Uranium Project encompasses mineral leases on over 200,000 acres of private land. In February 2024, the Company sold a 30% interest in the Alta Mesa and Mesteña Grande projects to Boss for $60 million.

In June 2024, the Company announced the successful startup of uranium extraction operations at the Alta Mesa Project. With the restart of the previously operating Alta Mesa Project, the Company is now the only uranium producer in the United States with multiple production facilities in operation as of September 30, 2025. The initial ramp-up was a progressive process to advance and continue increased uranium extraction via direct feed to the Alta Mesa CPP. Exploration drilling and wellfield installation continues at PAA-7 and is showing positive results. The second IX circuit at the Alta Mesa CPP was brought online in early 2025 and production continues through both IX circuits. During the nine months ended September 30, 2025, the head grade through the South train peaked at 110mg/L and averaged 38mg/L, and the West train peaked at 141mg/L for an average grade of 67mg/L. Additional production wells are being brought online regularly which has brought both processing trains to near maximum flow capacity. Utilizing the Pathcad software, the Company is able to adjust wellfield flow patterns to more optimally recover the mineralization and are adjusting patterns and flow to help improve wellfield performance.

Subsequent to September 30, 2025, the Company announced new uranium discoveries made in areas in or near existing wellfields. These discoveries have been made as a result of a major ongoing re-analysis of thousands of historic drill holes that began in April 2025 across the Alta Mesa ISR Uranium Project. This more granular and detailed evaluation has identified uranium mineralized roll fronts in at least three areas to date. Follow up drilling by the Company has delineated these new roll fronts with drilling continuing to determine the extents of each.

This additional roll front uranium mineralization has been discovered in close proximity to known and already exploited roll fronts. One of these new roll fronts has progressed sufficiently that it has now advanced to permitting as a Wellfield 3 extension. Mineralized roll fronts have also been found overlying the past productive mineralization in Wellfield 4 with at least two new roll fronts discovered to date, each extending more than 2,500 feet in length with both included in the existing permit authorization. This newly discovered mineralization lies at a depth of 320 to 345 feet, almost 200 feet above the previously exploited roll front. This shallow mineralization makes for shorter drill times with less footage required, less cement and shorter casing intervals resulting in significant cost savings in delineation and extraction versus deeper mineralization. A third area extending south from the previously exploited mineralization in Wellfield 1 continues to expand with additional ongoing drilling. This granular re-analysis of previous drill data is expected to continue through the end of the year with follow-up delineation drilling continuing into 2026.

The Kingsville Dome CPP is currently maintained in a standby condition and will require refurbishment prior to commencement of operations. This facility, similar in size and design to the Rosita CPP facility, has a capacity of 800,000 pounds of U3O8 per year.

As the Company has been increasing its operational pace to meet our targets for uranium extraction rates, we have successfully increased our drill rig capacity to facilitate replacing mineral resource depletion and adding mineral resources in South Texas. The Company started with 6 active drill rigs in South Texas at the beginning of 2024, and by December 31, 2024, the number increased to 17. As of September 30, 2025, the Company had 30 active rigs in South Texas.

enCore has an experienced technical team with years of experience in ISR operations in Texas, Wyoming, and Nebraska supporting and managing our operations. We have been able to utilize our experience to self-execute the refurbishment of the Rosita and Alta Mesa CPPs, along with the design, construction and installation of infrastructure for three wellfields and two satellite IX facilities over a period of three years.

South Texas Regulatory Proceedings

Each of the Company’s production facilities maintain several permits and licenses in order to manage the current operations. For the Company’s operating locations, permits and licenses remain current and in effect. In specific cases, some of those permits and licenses are in renewal, and for some expansion activities, new permits or amendments will be necessary. All of our South Texas facility ISR and underground injection operations are regulated by the TCEQ and the Radioactive Material Licenses (“RMLs”) for Rosita and Alta Mesa are issued by the TCEQ under the NRC Agreement State Program that assures that a mature and consistent regulatory process is in place to provide more certainty regarding regulatory approvals.

Currently, at Alta Mesa, the RML and the Class III UIC Area Permit are in timely renewal and under technical review by the TCEQ, but those do not affect current expansion activities. At Upper Spring Creek, the TCEQ has issued the Class III UIC Area Permit, and the agency has approved the expansion of the Rosita RML to incorporate the Upper Spring Creek wellfield and satellite IX facility into the current license activities. Construction of the satellite and wellfield at Upper Spring Creek has commenced. Remaining permits needed to begin operations are the Production Area Authorization and the Class I Waste Disposal Well permit, both of which are under review by the TCEQ as of September 30, 2025.

South Dakota Developments

In addition to the Company’s operations in South Texas, it is also developing pipeline projects in other states. Notably, the advanced stage Dewey-Burdock Uranium Project in South Dakota has demonstrated ISR resources, including a 2024 S-K 1300 Technical Report Summary and Canadian National Instrument 43-101 Technical Report and PEA citing robust economics. The project has its source material license from the NRC and its underground injection permits and aquifer exemption from the EPA. In April 2024, the Company submitted its application to renew the ten year old Source Material License, SUA-1600. The NRC has confirmed that the Dewey-Burdock Source Material License is in timely renewal. The underground injection permits were appealed to the EPA’s Environmental Appeals Board (“EAB”) and the aquifer exemption was appealed to the 8th Circuit Court of Appeals. In September 2024, the Company provided an update regarding the EAB appeal, including a ruling denying the intervenors’ contentions on the merits, and remanding to the EPA to review and complete, if necessary, the administrative record for its permit decisions. Based on a successful outcome for the Company of the appeal of the NRC license, the Company also believes it will be successful in appeals related to the EPA’s underground injection permits and aquifer exemption. Currently, the NRC is scheduled to finalize the renewal by April of 2026.

Wyoming Developments

The Company has commenced the initial permitting work to advance the Gas Hills Project as an ISR uranium recovery operation located in central Wyoming, approximately 60 miles west of Casper. As part of the initial data collection for project permitting, the Company initiated core drilling during 2024. Our Gas Hills Project is located in the historic Gas Hills Uranium District in the brownfield area of extensive previous extraction.

In 2024, we disclosed that the Company initiated exploration drilling on the Dewey Terrace Project area. The near term goal of this drilling is designed to not only define the extent of the Dewey Terrace project mineralization, but also determine its eastern extent and potential to connect with our Dewey-Burdock deposit just across the state line in South Dakota. The drilling at both the Gas Hills and the Dewey Terrace Projects remain ongoing.

Results of Operations:

The following table summarizes the results of operations for the three months ended September 30, 2025, and 2024:

(in thousands except per share data)

The following table sets forth selected operating data and financial metrics for uranium sales for the three months ended September 30, 2025, and 2024.

• Revenue - Revenue from uranium sales for the three months ended September 30, 2025, was $8,876 compared to revenue of $9,258 for the three months ended September 30, 2024, a decrease of $382. While the Company recognized an increase in volumes sold, the increase was offset by lower sales prices. The realized sales prices per pound of uranium for the three months ended September 30, 2025 and 2024 were $68.28 and $77.15, respectively,

and included the contractual sales price less sales-related costs such as transfer fees. The realized sale price per pound decrease is dictated by the market for uranium, which is a commodity.

• Cost of Sales - Costs applicable to uranium sales were $4,985 for the three months ended September 30, 2025, related to the completed sale of 130,000 pounds of uranium at a weighted average cost of $38.35 per pound compared to uranium costs of $10,600 for the sale of 120,000 pounds at a weighted average cost of $88.33 per pound for the three months ended September 30, 2024. The decrease in costs was the result of more sales placed on extracted uranium at a lower market price and less purchased uranium. The Company’s weighted average cost components include the cost of purchased uranium and uranium from extraction.
• Operating expenses - Operating expenses include selling, general and administrative expenses. Operating expenses, excluding stock option expenses, for the three months ended September 30, 2025, were $17,454 as compared to $14,385 for the three months ended September 30, 2024. This increase primarily reflects the growth and increased activity levels the Company is experiencing in 2025, which is driven primarily by the increased extraction of uranium at Alta Mesa and Rosita which commenced during the latter part of 2024, combined with increased professional fees related to the new Convertible Senior Notes and increased staff costs.
• Stock option expense - Stock option expense decreased for the three months ended September 30, 2025 at $477 compared to $1,628 for the same period in 2024. Stock option expense is driven by the issuance, exercise, expiration and forfeiture of issued options and common shares.
• Interest income - Interest income for the three months ended September 30, 2025, and September 30, 2024, was $542 and $651, respectively. The decrease was primarily driven by the decrease in cash held in brokerage and bank accounts.
• Interest expense - Interest expense for the three months ended September 30, 2025, and September 30, 2024, was $1,053 and $445, respectively. The increase is primarily driven by the interest expense related to the new Convertible Senior Notes. See Note 14 - Debt for more information.
• Gain/(Loss) on marketable securities, unrealized - The Company recognized a gain of $8,158 on the fair value of marketable securities, unrealized for the three months ended September 30, 2025, compared to a loss of $1,474 for the three months ended September 30, 2024. Unrealized gains and losses for the three months ended September 30, 2025 and 2024, are due to favorable and unfavorable market conditions for the respective periods.
• Gain on marketable securities, realized - The Company recognized a gain of $62 on the fair value of marketable securities, realized for the three months ended September 30, 2025, as a result of the sale of common shares compared to no gain on marketable securities for the three months ended September 30, 2024.

The following table summarizes the results of operations for the nine months ended September 30, 2025, and 2024:

(in thousands except per share data)

The following table sets forth selected operating data and financial metrics for uranium sales for the nine months ended September 30, 2025, and 2024.

• Revenue - Revenue from uranium sales for the nine months ended September 30, 2025, was $30,780 compared to revenue of $44,972 for the nine months ended September 30, 2024, a decrease of $14,192. The decrease was due to lower contracted sales volume resulting in completed sales of 480,000 pounds of uranium, compared to completed sales of 530,000 pounds of uranium for the nine months ended September 30, 2024. Sales prices decreased by $20.73 or 24%. The realized sales prices per pound of uranium for the nine months ended September 30, 2025, and 2024 were $64.13 and $84.85, respectively, and included the contractual sales price less sales-related costs such as transfer fees. The realized sales price per pound is dictated by the market for uranium, which is a commodity.
• Cost of Sales - Costs applicable to uranium sales were $25,781 for the nine months ended September 30, 2025, related to the completed sale of 480,000 pounds of uranium at a weighted average cost of $53.71 per pound compared to uranium costs of $51,891 for the sale of 530,000 pounds at a weighted average cost of $97.91 per pound for the nine months ended September 30, 2024. The decrease in costs was due to the decrease in purchases of uranium at market price. The Company’s weighted average cost components include the cost of purchased uranium and uranium from extraction.
• Operating expenses - Operating expenses include selling, general and administrative expenses. Operating expenses, excluding stock option expenses, for the nine months ended September 30, 2025, were $51,836 as compared to $42,345 for the nine months ended September 30, 2024. This increase primarily reflects the growth and increased activity levels the Company is experiencing in 2025, which is driven primarily by the increased extraction of uranium at Alta Mesa and Rosita which commenced during the latter part of 2024, combined with increased professional fees related to the new Convertible Senior Notes and increased staff costs.
• Stock option expense - Stock option expense decreased for the nine months ended September 30, 2025, at $2,106 compared to $3,340 for the same period in 2024. Stock option expense is driven by the issuance, exercise, expiration and forfeiture of issued options and common shares.
• Interest income - Interest income for the nine months ended September 30, 2025, and September 30, 2024, was $1,022 and $1,999, respectively. The decrease was primarily driven by the decrease in cash held in the brokerage and bank accounts.
• Interest expense - Interest expense for the nine months ended September 30, 2025, and September 30, 2024, was $1,639 and $1,289, respectively. The increase is primarily driven by interest expense on the Uranium Loan in 2025 and interest expense related to the new Convertible Senior Notes, offset by the conversion of the $60,000 convertible promissory note in February 2024. See Note 14 - Debt for more information.
• Gain (Loss) on marketable securities, unrealized - The Company recognized a gain of $1,092 on the fair value of marketable securities, unrealized for the nine months ended September 30, 2025, compared to a loss of $3,691 for the nine months ended September 30, 2024. Unrealized gains for the nine months ended September 30, 2025, are due to favorable market conditions during the nine months ended September 30, 2025.
• Gain on marketable securities, realized - The Company recognized a gain of $7,733 on the fair value of marketable securities, realized for the nine months ended September 30, 2025, compared to a gain of $252 for the nine months ended September 30, 2024, as a result of the sale of 170,000,000 common shares of Anfield. The sale was arranged through a private agreement at a price of CAD $0.115 per share. See Note 4 - Investments in Equity and Marketable Securities for more information.
• Non-GAAP Financial Measures

We present non-GAAP financial measures of the total cost of extracted pounds and uranium cost per extracted pound during the reporting period. Total cost of extracted pounds is the cost of sales less the cost of sales of purchased goods, which includes the aggregate purchase price of uranium sourced from purchased uranium. Uranium cost per extracted pound is the total cost of extracted pounds divided by the pounds of uranium extracted during the period. We believe the total cost of extracted pounds and uranium cost per extracted pound, including allocation of cash and non-cash costs, assist investors in evaluating the efficiency and cost-effectiveness of the Company’s extraction process and overall cost structure and financial performance. In addition, management uses these non-GAAP measures to evaluate the ongoing operations for internal planning and forecasting.

During the nine months ended September 30, 2025, the Company continued its uranium extraction activities at its South Texas operations.

Total Costs of U3O8 Sold

Nine Months Ended September 30, 2025

Pounds U3O8 Cost ($000s) Cost/Pounds

Total Cost of Pounds 480,000 $25,781 $53.71

Purchased (2024) inventory (1) 225,000 $15,433 $68.59

Extracted total cost 255,000 $10,348 $40.58

Extracted:

Cash costs (2) $6,680 $26.20

Non-Cash costs (3) $3,668 $14.38

(1) Lower of actual cost or market price as of end Q3-2025.

(2) Cash costs of extracted pounds related to cost of goods sold are a metric for investors in evaluating the Company's operations.

(3) Non-cash costs of extracted pounds related to cost of goods sold as an insight into additional expenses that impact overall costs and include depletion and certain sales related fees.

The Company remains committed to cost efficiency and production optimization, ensuring competitive uranium extraction and processing. The Company anticipates further cost efficiencies as additional wellfield patterns come online and economies of scale improve.

Liquidity and Capital Resources

Our short-term cash requirements are primarily driven by exploration and development activities aimed at advancing properties for uranium extraction. We expect to meet our short-term cash requirements generally through existing working capital. As of September 30, 2025, and December 31, 2024, the Company had cash and cash equivalents of $91,933 and $39,701, respectively, and working capital of $119,670 and $57,334, respectively. Operations, prior to the three months ended September 30, 2025, have been funded primarily from the issuance of share capital and the sale of non-controlling interest to Boss in February 2024.

Our long-term cash requirements are also primarily driven by exploration and development activities aimed at advancing properties for uranium extraction. We expect to meet our long-term cash requirements through various sources of capital, which may include a revolving credit facility or line of credit and future debt or equity issuances, existing working capital, and net cash provided by operations and property dispositions. However, there are a number of factors that may have a material adverse effect on our ability to access these capital sources, including the state of overall equity and credit markets, our degree of leverage, our unencumbered asset base and borrowing restrictions imposed by lenders (including as a result of any failure to comply with financial covenants in future indebtedness), general market conditions for uranium mining companies and other energy companies, our operating performance and liquidity and market perceptions about us. The success of our business strategy will depend, in part, on our ability to access these various capital sources.

On August 22, 2025, we issued $115,000 aggregate principal amount of the Convertible Senior Notes . The Convertible Senior Notes bear an annual interest of 5.5%, payable semiannually in arrears and the Notes mature on August 15, 2030.

The proceeds of which were used, among other things, to pay down and terminate the Uranium Loan.

The net proceeds from the offering of the Notes were approximately $109,200, after deducting the initial purchasers’ discounts and commissions and offering expenses.

We believe that our available cash, expected operating cash flows, and future revolving credit facility or line of credit or equity or debt financings will provide sufficient funds for our operations and anticipated scheduled debt service payments for the next twelve-month period following September 30, 2025. We believe that our sources of long-term cash will be sufficient for our needs thereafter.

Cash Flows

The following table reflects cash flow activities for the nine months ended September 30, 2025 and 2024:

Net Cash Used in Operating Activities

Net cash used in operating activities decreased by $7,664, to cash used of $37,927, for the nine months ended September 30, 2025, compared to cash used in operating activities of $45,591 for the nine months ended September 30, 2024. This is largely driven by the absence of outflows related to less purchases of uranium inventory during the nine months ended September 30, 2025 compared to the same period in 2024.

Net Cash Used In Investing Activities

Net cash used in investing activities decreased by $4,662, to $13,716, for the nine months ended September 30, 2025, compared to $18,378 the nine months ended September 30, 2024. This was largely driven by the acquisition of property and equipment offset by the sale of the Anfield marketable securities in 2025.

Net Cash Provided by Financing Activities

Net cash provided by financing activities increased by $1,528, to cash provided of $104,296 for the nine months ended September 30, 2025, compared to cash provided by financing activities of $102,768 for the nine months ended September 30, 2024. This was largely driven by the proceeds from the new Convertible Senior Notes offset by a reduction in equity financing during this period, payment of capped call premiums, as well as the 2024 sale of minority interest to Boss.

Off Balance Sheet Arrangements

As of September 30, 2025, the Company had no material off-balance sheet arrangements such as guarantee contracts, contingent interest in assets transferred to an entity, derivative instruments obligations or any obligations that trigger financing, liquidity, market or credit risk to the Company.

Critical Accounting Policies and Estimates

Our unaudited consolidated financial statements have been prepared in accordance with U.S. GAAP. Preparation of the financial statements requires us to make judgments, estimates and assumptions that impact the reported amount of net sales and expenses, assets and liabilities and the disclosure of contingent assets and liabilities. We consider an accounting judgment, estimate or assumption to be critical when the estimate or assumption is complex in nature or requires a high degree of judgment and when the use of different judgments, estimates and assumptions could have a material impact on our unaudited consolidated financial statements. We evaluate our estimates and assumptions on a regular basis. We base our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates and assumptions used in preparation of our financial statements. While our significant accounting policies are described in more detail in Note 2 – Summary of Significant Accounting Policies of our unaudited consolidated financial statements, we provide expanded discussion of our most critical accounting policies, estimates and judgments in the Annual Report on Form 10-K for the year ended December 31, 2024.

Our exposure to market risks includes, but is not limited to, equity price risk, uranium price risk and foreign currency risk.

Equity Price Risk

We are subject to market risk related to the market price of our common shares, which trade on Nasdaq and TSX-V. Historically, we have relied upon equity financing from the sale of our common shares to fund our operations. Movements in the price of our common shares have been volatile in the past and may continue to be volatile in the future. As a result, there is a risk that we may not be able to complete an equity financing at an acceptable price when required.

In addition, we have investments in equity securities, which are common shares and warrants of publicly listed companies. Movements in the price of these equity securities have been volatile in the past and may continue to be volatile in the future.

Uranium Price Risk

We are subject to market risk related to the market price of uranium. As of September 30, 2025, we had no uranium supply or off-take agreements in place. Since future sales of uranium concentrates are contracted based on both spot and fixed pricing, fluctuations in the market price of uranium would have a direct impact on our revenues, results of operations and cash flows. We do not use derivative financial instruments for speculative trading purposes, nor do we hedge our uranium price exposure to manage our uranium price risk.

Foreign Currency Risk

We are subject to market risk related to foreign currency exchange rate fluctuations. Our functional currency is the United States Dollar; however, a portion of our business is transacted in other currencies including the Canadian Dollar. To date, these fluctuations have not had a material impact on our results of operations.

We do not use derivative financial instruments for speculative trading purposes, nor do we hedge our foreign currency exposure to manage our foreign currency fluctuation risk.

Evaluation of Disclosure Controls and Procedures

As of September 30, 2025, our management, including our Chief Executive Officer and Chief Financial Officer, evaluated, the effectiveness of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures cannot yet be considered effective as of September 30, 2025, due to the existence of the material weaknesses in internal control over financial reporting described below.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected on a timely basis. As disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, management identified the following material weaknesses in internal control over financial reporting.

• The Company had ineffective general information technology controls (“GITCs”) that support the consistent operation of the Company’s information technology (“IT”) systems, including its enterprise resource planning system. As a result, automated process-level controls and manual controls dependent upon the accuracy and completeness of information derived from those IT systems were also ineffective because they could have been adversely impacted; and
• The Company did not effectively design, implement, or operate process-level control activities related to its financial reporting processes.

Notwithstanding such material weaknesses in our internal control over financial reporting, our management performed additional analyses and other procedures to ensure that our consolidated financial statements were prepared in accordance with U.S. GAAP. Accordingly, management, including our Chief Executive Officer and Chief Financial Officer, believe that the consolidated financial statements included in this Quarterly Report present fairly, in all material respects, our financial position, results of operations and cash flows as of and for the periods presented, in accordance with those principles.

Remediation Activities

As part of improving the effectiveness of our disclosure controls and procedures, management, with oversight from the Audit Committee of the Board of Directors, continued implementing corrective measures during the nine months ended September 30, 2025. The Company continues to invest significant time and resources to enhance the design, implementation, and operation of its internal control over financial reporting.

As previously disclosed, during the three months ended September 30, 2025, we continued to enhance our internal control over financial reporting, including the following:

• Continuing to recruit key positions within our technology, accounting, business operations and other support functions with appropriate qualified experience and enterprise resource planning (“ERP”) knowledge to enhance our risk assessment processes and internal control capabilities, allow for appropriate segregation of duties and change management, and provide appropriate oversight and reviews.
• Designing and implementing a continuous risk assessment process to identify and assess risks of material misstatement and ensure that the impacted financial reporting processes and related internal controls are properly designed and in place to respond to those risks in our financial reporting.
• Developing and implementing a framework to identify risks of material misstatement to our consolidated financial statements and are currently designing controls to mitigate those risks.
• Working to establish a comprehensive GITC evaluation and monitoring program and invest in people and technology to address gaps in IT systems security controls, IT systems change management controls, and IT systems batch/program monitoring controls, including design of controls to address gaps over our GITC’s for our ERP and certain other IT systems.
• Enhancing policies and procedures to improve our overall control environment and monitoring controls around timely evaluation and communication of internal control deficiencies to those parties responsible for taking corrective action, including senior management and the board of directors, as appropriate.

Changes in Internal Control over Financial Reporting

Other than the material weakness and remediation efforts described above, there were no changes to our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended September 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Controls and Procedures

Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and procedures over our internal control over financial reporting will prevent all errors and all fraud, no matter how well designed and operated, due to the inherent limitations of internal controls. Because of such limitations, there is a risk that material misstatements will not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

There have been no material changes to the risk factors previously disclosed under Item 1A, “Risk Factors,” of our Annual Report and our Quarterly Report on Form 10-Q for the period ended March 31, 2025.