enCore Energy Corp.: Form 10-Q for the period ended Mar 31, 2026

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 for the year ended December 31, 2025. 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” 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 non-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 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 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, as required by the SEC to be defined as a Development Stage Issuer. 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 2023, the Company commenced uranium extraction in South Texas. The Company’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 April 2026, there were 438 operable nuclear reactors world-wide, which required approximately 178 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 the levels 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 United States to protect existing nuclear generating capacity. In the United States, 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 United States, where just a few years ago reactors were being shut down prematurely, nuclear plants such as 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.

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

• In January 2026, the DOE awarded $900 million each to Centrus Energy Corp., General Matter, Inc. and Orano. Distribution of the $2.7 billion award is contingent on specific milestones and is aimed at supporting the expansion of US domestic enrichment capacity. According to DOE’s task order, most of the funds will be directed toward construction of high-assay low enriched uranium enrichment capacity while also providing funds for additional low-enriched uranium capacity.
• On January 15, 2026, U.S. Senators Jeanne Shaheen and Todd Young alongside U.S. Representatives Rob Wittman and John Moolenaar, introduced new bipartisan, bicameral legislation to support domestic supply chains for critical minerals to meet national and economic security needs through the creation of a new Strategic Resilience Reserve (SRR). This announcement along with President Donald Trump’s signing the proclamation on January 14, 2026 to also address national security threats posed by imports of processed critical minerals and their derivative products, shows a coordinated policy push toward strengthening the U.S. critical mineral security.
• During the three months ended March 31, 2026, the U.S. Nuclear Regulatory Commission (NRC) formally announced a major agency-wide reorganization to streamline decision making, consolidate functions, and align with national goals for a more efficient licensing and deployment of safe and innovative nuclear technology. The agency will reorganize around three core business lines, new reactors, operating reactors, and nuclear materials and waste.

U.S. Market News

• In January 2026, U.S based tech company Meta signed deals with existing and new nuclear power providers to supply up to 6.6 giga watt of nuclear power by 2035. Meta stated the deals will provide ongoing collaboration with electric utility companies and power providers to meet the electricity demand for data centers it intends to bring online and will create in the next decade.
• U.S. energy company Vistra has entered into 20-year power purchase agreement to provide more than 2,600 mega watts of zero-carbon energy from a combination of three different Vistra nuclear power plants to support Meta's operations. Meta said its deal with Vistra involves more than 2.1 giga watts of power from Vistra’s Beaver Valley Nuclear Power Plant in the state of Pennsylvania and its Perry and David-Besse Nuclear Power Plants in Ohio, in addition to uprates at the Ohio plants. Meta's purchases under the agreements will begin in late 2026, with additional capacity added to the grid through 2034, when the full 2,609 mega watts of power will be online.
• On January 26, 2026, U.S. nuclear fuel supplier Centrus Energy, along with the state of Tennessee, announced the planned expansion in the state, transitioning its Oak Ridge facility to a "high-rate manufacturing plant." As part of the expansion, Centrus plans to invest more than $560 million in Anderson County, Tennessee over the next several years to support the investment in the production of thousands of advanced centrifuges.
• U.S. based nuclear services company, Energy Solutions has submitted a notice of intent to the U.S. Nuclear Regulatory Commission confirming plans to apply for a “major licensing action” for new nuclear generation at the shuttered Kewaunee Power Station in the state of Wisconsin.
• U.S. based Solstice Advanced Materials announced plans to expand uranium conversion production at its Metropolis Works Facility, in the state of Illinois, the sole United States uranium conversion facility. The additional production will bring the plant capacity to 10,000 tonnes of uranium fluorine.
• For the first time in a decade, the NRC has approved the construction of a new commercial nuclear reactor—Unit 1 at TerraPower’s Kemmerer Power Station in the state of Wyoming.
• Centrus Energy and Palantir Technologies Inc. have announced a partnership that will apply Palantir's artificial intelligence software to Centrus' expansion of its uranium enrichment capacity in the state of Ohio.
• Arizona Public Service has officially notified the NRC of its intent to renew the operating licenses for all three units at its Palo Verde Generating Station in Arizona, which could extend operations from the mid-2040s through the mid-2060s.

Global Market News

• On March 14, 2026, GE Vernova and Hitachi, Ltd. have entered a Memorandum of Understanding (MoU) to explore opportunities to deploy the BWRX-300 small modular reactor in Southeast Asia.
• Japan announced that it is scrapping the safety screening for two reactors at the Hamaoka Nuclear Power Plant in central Japan, after plant operator Chubu Electric Power Co. was found to have fabricated data about earthquake risks.

Sales of Uranium and Sales Agreements

During the three months ended March 31, 2026, the Company completed uranium sales totaling 270,000 pounds of U3O8, not including converter and transaction costs, for an average sales price of $67.78 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 March 31, 2026, 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.

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 ongoing updates for the company and material company information.

Our Mineral Properties

enCore controls key mineral properties within the United States, in Texas, South Dakota, Wyoming and New Mexico. Our plants’ 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 (Rosita CPP)

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, as defined by S-K 1300, 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, as defined by S-K 1300, 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 Company owns a 100% interest in the Mesteña Grande project. The property consists of over 200,000 mostly contiguous acres over 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, as defined by S-K 1300, located in southwest South Dakota and is part of the northwestern extension of the Edgemont Uranium Mining District. The Company owns 100% interest in the Dewey Burdock Project. The 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, as defined by S-K 1300, is an Exploration Stage Property located in Wyoming. The Company owns a 100% interest in the Gas Hills 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 uranium development including extraction and mill site production.

Exploration Update

Alta Mesa East Project, Texas

Exploration activities are currently being conducted on properties located adjacent to, and to the east of, the Alta Mesa mine site as part of our Alta Mesa East exploration project. The Alta Mesa East prospect consists of 5,900 acres of private, trust-owned mineral lease with approximately 4,897 acres of individual surface leases.

The Company’s exploration plan utilizes wide-spaced (800-1600 feet) drill spacing for regional assessment, and closer-spaced drillholes (400-500 feet) with closer offsets in areas of discovered mineralization. Uranium mineralization has been discovered within five primary sands beneath the site. Drilling is expected to continue throughout 2026 and beyond. Completed drilling results, geologic interpretation, and mineral resource assessments are pending.

Operations Update

The Company is focused on extracting 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 processing feed resin from relocatable satellite IX plants employed at various deposits within several hundreds of miles of each plant. The Rosita CPP was the starting point for the Company’s Texas extraction strategy. The Rosita CPP facility is in partial standby while feeding solution from active groundwater reclamation. Rosita is located approximately 60 miles from Corpus Christi, Texas and has an 800,000-pound U3O8 per year processing capacity.

In February 2023, the Company acquired 100% of the Alta Mesa Uranium Project and the Mesteña Grande Uranium Project from Energy Fuels Inc., for $120 million. The Company’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 and permitted. The Alta Mesa Project includes existing and near-term Production Area Authorization (“PAA”), including fully permitted and authorized PAA-6 and PAA-7. The Mesteña Grande Uranium Project has additional inferred mineral resource areas that will require significant additional exploration drilling. 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 June 2024, the Company announced the successful startup of uranium extraction operations at the Alta Mesa Project. The initial ramp-up was a progressive process to advance and continue increased uranium extraction via direct feed to the Alta Mesa CPP. Final installation of PAA-7 was fully completed during the three months ended March 31, 2026 and extraction is continuing from this wellfield. The second IX circuit at the Alta Mesa CPP was brought online in early 2025 and extraction continues through both IX circuits

In 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. Follow up delineation drilling by the Company has identified new areas of mineralization which will require additional permitting prior to uranium extraction.

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 to the point that monitor wells have now been installed and completed. Installation of the extraction wells and infrastructure are ongoing and expected to be online as soon as permitting is completed. Mineralized roll fronts have also been found overlying the past productive mineralization in PAA-4 with at least two new roll fronts discovered to date. 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. Monitor wells have also been installed in this wellfield which will be designated as PAA-8. Permitting activities are continuing as well as delineation drilling activity. This granular re-analysis of previous drill data is expected to continue through 2026.

The Kingsville Dome CPP will require refurbishment and licensing prior to commencement of operations.

The Company 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 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 is near completion. Remaining permits needed to begin operations are the PAA and the Class I Waste Disposal Well permit, both of which are under review by the TCEQ as of March 31, 2026.

South Dakota Developments

In addition to the Company’s operations in South Texas, it is also developing pipeline projects in other states. 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 Preliminary Economic Analysis. 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. On September 16, 2025, the Company announced that the EAB denied in full a petition for review filed by the Oglala Sioux Tribe, Black Hills Clean Water Alliance, and NDN Collective against the EPA’s issuance of Class III and Class V UIC permits for the Dewey Burdock Project in South Dakota.

In September 2025, the Company announced the Dewey Burdock Project had been approved for inclusion in the Fast-41 Program by the Permitting Council. This is a component of the implementation of President Trump’s Executive Order on Immediate Measures to Increase American Mineral Production. The 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.

Wyoming Developments

The Gas Hills Project is an advanced uranium project located in central Wyoming, approximately 60 miles west of Casper. Our Gas Hills Project is located in the historic Gas Hills Uranium District in the brownfield area of previous extensive production.

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.

Results of Operations:

The following table summarizes the results of operations for the three months ended March 31, 2026, and 2025:

(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 March 31, 2026, and 2025.

• Revenue - Revenue from uranium sales for the three months ended March 31, 2026, was $18,301 compared to revenue of $18,239 for the three months ended March 31, 2025, an increase of $62 or 0%. Revenue recognized for the three months ended March 31, 2026 was consistent with the same period in 2025, as an approximately 7%

decrease in sales volume was largely offset by an approximately 8% increase in sales prices. The realized sales prices per pound of uranium for the three months ended March 31, 2026 and 2025 were $67.78 and $62.89, respectively, and included the contractual sales price less sales-related costs. The realized sale price per pound increase is dictated by the market for uranium, which is a commodity.

• Cost of Sales - Costs applicable to uranium sales were $18,365 for the three months ended March 31, 2026, related to the completed sale of 270,000 pounds of uranium at a weighted average cost of $68.02 per pound compared to uranium costs of $18,262 for the sale of 290,000 pounds at a weighted average cost of $62.97 per pound for the three months ended March 31, 2025. The increase in costs was the result of more sales placed of purchased uranium at a higher price versus extracted uranium at a lower market price. The Company’s weighted average cost components include the cost of purchased uranium and uranium from extraction. See Costs of U3O8 Sold table below for more information.
• Operating expenses - Operating expenses include selling, general and administrative and stock compensation expense. Operating expenses for the three months ended March 31, 2026, were $10,021 as compared to $15,603 for the three months ended March 31, 2025. This decrease primarily reflects the gain on sale of mineral properties as a result of the sale of NM Energy Canada’s mineral properties and intangible assets in 2026 offset by increased activity levels the Company is experiencing in 2026. The increased activity levels is driven primarily by the increased drilling at Alta Mesa and Upper Spring Creek.
• Interest income - Interest income for the three months ended March 31, 2026, and March 31, 2025, was $386 and $279, respectively. The increase was primarily driven by the increase in cash held in brokerage and bank accounts.
• Interest expense - Interest expense for the three months ended March 31, 2026 and March 31, 2025, was $1,815 and $346, respectively. The increase is primarily driven by the interest expense related to the new Convertible Senior Notes. See Note 15 - Debt for more information.
• Loss on marketable securities, unrealized - The Company recognized a loss of $10,048 on the fair value of marketable securities, unrealized for the three months ended March 31, 2026, compared to a loss of $9,876 for the three months ended March 31, 2025. Unrealized losses for the three months ended March 31, 2026 and 2025 are due to unfavorable market conditions for the respective periods.
• Gain on marketable securities, realized - The Company recognized a gain of $3,840 on the fair value of marketable securities, realized for the three months ended March 31, 2026, as a result of the sale of common shares compared to no gain on marketable securities for the three months ended March 31, 2025.

The table below presents total cost of extracted pounds and uranium costs 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. Total cost of extracted pounds and uranium costs per extracted pound, includes the allocation of cash and non-cash costs

During the three months ended March 31, 2026, the Company continued its uranium extraction activities at Alta Mesa.

Total Costs of U3O8 Sold

Three Months Ended March 31, 2026 Three Months Ended March 31, 2025

Pounds U3O8 Cost ($000s) Cost/Pounds Pounds U3O8 Cost ($000s) Cost/Pounds

Total Cost of Pounds 270,000 $18,365 $67.78 290,000 $18,262 $62.97

Purchased inventory (1) 180,000 $14,187 $78.82 216,289 $14,900 $68.89

Extracted total 90,000 $4,178 $46.43 73,711 $3,362 $45.62

Extracted:

Cash costs (2) $3,145 $34.94 $2,304 $31.26

Non-Cash costs (3) $1,034 $11.48 $1,058 $14.36

(1) Lower of actual cost or market price as of end Q1-2026.

(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 March 31, 2026, and December 31, 2025, the Company had cash and cash equivalents of $41,562 and $52,403, respectively, and working capital, of $121,466 and $96,134, respectively.

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, issuance of required permits which may delay the Company’s ongoing or future projects, 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 were used, among other things, to pay down and terminate the Uranium Loan.

The net proceeds from the offering of the Notes were approximately $109,657, after deducting the initial purchasers’ discounts and commissions and offering expenses.

We believe that our available cash, expected operating cash flows, 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 March 31, 2026. 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 three months ended March 31, 2026 and 2025:

Net Cash Used in Operating Activities

Net cash used in operating activities decreased by $13,691 to cash used of $21,426, for the three months ended March 31, 2026, compared to cash used in operating activities of $7,735 for the three months ended March 31, 2025. This is largely driven by an increase in inventories and prepaid expenses during the three months ended March 31, 2026 compared to the same period in 2025.

Net Cash Used in Investing Activities

Net cash used in investing activities increased by $1,739, to $5,971, for the three months ended March 31, 2026, compared to $7,710 for the three months ended March 31, 2025. This was largely driven by an increase in exploration costs related to mineral properties and the net purchase and sale of marketable securities in 2026.

Net Cash Provided by Financing Activities

Net cash provided by financing activities increased by $12,525, to cash provided of $17,947 for the three months ended March 31, 2026, compared to cash provided by financing activities of $5,422 for the three months ended March 31, 2025. This was largely driven by the proceeds received from the exercise of warrants during the three months ended March 31, 2026.

Off Balance Sheet Arrangements

As of March 31, 2026, 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, 2025.

Smaller Reporting Company

We are a “smaller reporting company” as defined in Regulation S-K under the Securities Act and may elect to take advantage of certain of the scaled disclosures available to smaller reporting companies.

Evaluation of Disclosure Controls and Procedures

As of March 31, 2026, our management, with the participation of 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) under the Exchange Act. Based on that evaluation, management concluded that our disclosure controls and procedures were not effective at a reasonable assurance level as of March 31, 2026, due solely to the previously reported material weaknesses in internal control over financial reporting that are in the process of remediation, as described in Item 9A of our most recent Annual Report on Form 10‑K. No new material weaknesses were identified during the quarter ended March 31, 2026. Management believes the remediation measures described below and the actions taken have addressed the previously identified material weaknesses.

The previously disclosed material weaknesses notwithstanding, management performed additional analyses and procedures, including enhanced review and validation activities, to ensure that our consolidated financial statements are complete, accurate, and prepared in accordance with U.S. GAAP. Accordingly, management believes the consolidated financial statements included in this Quarterly Report present fairly, in all material respects, our financial position, results of operations, and cash flows for the periods presented.

Remediation Update

With oversight from the Audit Committee, we continued to execute our remediation plan during the quarter. Building on the actions previously disclosed, we have:

• Advanced the design, implementation, and operation of key activities and controls across all significant accounting processes.
• Remediated and tightened user access roles and segregation-of-duties within core financial systems.
• Formalized, documented, and assigned ownership of key financial reporting controls.
• Institutionalized a disciplined financial close, including timely account reconciliations, journal entry controls, and management review controls across significant accounts.
• Integrated financial processes into a controlled enterprise resource planning environment with system-enforced workflows and audit trails.
• Enhanced general information technology (“IT”) controls over access, change management, and IT operations.
• Continued to hire key leadership roles in both accounting and IT operations.

Management believes the remediation measures described above and the actions taken have addressed the previously identified material weaknesses. However, the material weaknesses will not be considered remediated until the applicable controls have operated for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

Changes in Internal Control over Financial Reporting

During the quarter ended March 31, 2026, we continued to implement enhancements to our internal control over financial reporting as part of the remediation program described above, including improvements to general IT controls, the financial close process, and system‑based controls. Other than these ongoing remediation enhancements, there were no changes in our internal control over financial reporting during the quarter ending March 31, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Controls

Our management does not expect that our disclosure controls and procedures or internal control over financial reporting will prevent all errors or all fraud. A control system provides reasonable, not absolute, assurance and is subject to inherent limitations.

There have been no material changes to the risk factors previously disclosed under Item 1A, “Risk Factors,” of our Annual Report filed on March 31, 2026.