8-K/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 2)

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

December 17, 2021
Date of Report (Date of earliest event reported)

URANIUM ENERGY CORP.
(Exact name of registrant as specified in its charter)

Nevada	001-33706	98-0399476
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1030 West Georgia Street, Suite 1830 Vancouver, British Columbia	V6E 2Y3
(Address of principal executive offices)	(Zip Code)

(604) 682-9775
Registrant’s telephone number, including area code

Not applicable.
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol (s)	Name of each exchange on which registered
Common Stock	UEC	NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐

EXPLANATORY NOTE

This Current Report on Form 8-K/A (this “Amendment No. 2”) amends the Current Report on Form 8-K (the “Original Form 8-K”) filed by Uranium Energy Corp. (the “Company”) dated December 17, 2021 and filed with the Securities and Exchange Commission on December 21, 2021.

This Amendment No. 2 is solely for the purpose of providing the financial statements and information required by Item 9.01(a) of Form 8-K and the pro forma financial information required by Item 9.01(b) of Form 8-K in connection with the Company’s previously reported acquisition of Uranium One Americas, Inc. (“U1A”).

SECTION 2 – FINANCIAL INFORMATION

Item 2.01 Completion of Acquisition or Disposition of Assets

This Amendment No. 2 on Form 8-K/A amends and supplements the Original Form 8-K to include the historical audited and unaudited financial statements of U1A and the pro forma combined financial information required by Item 9.01 of Form 8-K that were not included in the Original Form 8-K in reliance on the instructions to such item. All disclosure under Item 2.01 in the Original Form 8-K is hereby incorporated by reference into this Item 2.01. Except as set forth herein, no modifications have been made to information contained in the Original Form 8-K, and the Company has not updated any information contained therein to reflect events that have occurred since the date of the Original Form 8-K.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

(a) Financial statements of business acquired

The audited consolidated financial statements of U1A for the years ended December 31, 2020 and 2019, with the accompanying notes, are attached hereto as Exhibit 99.1.

The unaudited consolidated condensed interim financial statements of U1A for the three and nine months ended September 30, 2021 and 2020, with the accompanying notes, are attached hereto as Exhibit 99.2.

(b) Pro forma financial information

The unaudited pro forma condensed combined financial information of the Company and U1A as of and for the three months ended October 31, 2021 and for the year ended July 31, 2021, with the accompanying notes, are attached hereto as Exhibit 99.3.

(d) Exhibits

Exhibit	Description
99.1	Audited annual consolidated financial statements of U1A for the years ended December 31, 2020 and 2019.
99.2	Unaudited consolidated condensed interim financial statements of U1A for the three and nine months ended September 30, 2021 and 2020.
99.3	Unaudited pro forma condensed combined financial statements as of and for the three months ended October 31, 2021 and for the year ended July 31, 2021.
104	Cover Page Interactive Data (embedded within the Inline XBRL document).

- 2 -

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	URANIUM ENERGY CORP.
DATE:  March 4, 2022	By:	/s/ Amir Adnani
		Amir Adnani, President and
		Chief Executive Officer

EX-99.1

Exhibit 99.1

Uranium One Americas, Inc.

Annual Consolidated Financial Statements

For the years ended December 31, 2020 and 2019

(In U.S. dollars, tabular amounts in thousands, except where indicated)

URANIUM ONE AMERICAS INC. CONSOLIDATED FINANCIAL STATEMENTS

As of and for the year ended December 31, 2020 and 2019

 CONTENTS

Consolidated Balance Sheets	5
Consolidated Statements of Operations and Comprehensive Loss	6
Consolidated Statements of Cash Flows	7
Consolidated Statements of Stockholder’s Equity	8
Notes to the Consolidated Financial Statements	9

Financial Statements 2

JSC “KPMG”

Naberezhnaya Tower Complex, Block C

10 Presnenskaya Naberezhnaya

Moscow, Russia 123112

Telephone       +7 (495) 937 4477

Fax                  +7 (495) 937 4499

Internet            www.kpmg.ru

Independent Auditors’ Report

To the shareholder of
UEC Wyoming Corp. (formerly, Uranium One Americas, Inc.)

We have audited the accompanying consolidated financial statements of Uranium One Americas, Inc. and its subsidiary, which comprise the consolidated balance sheets as at December 31, 2019 and 2020, and the related consolidated statements of operations and comprehensive loss, changes in stockholder’s equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with U.S. generally accepted accounting principles; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

Financial Statements 3

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Uranium One Americas, Inc. and its subsidiary as at December 31, 2019 and 2020, and the results of their operations and their cash flows for the years then ended in accordance with U.S. generally accepted accounting principles.

/s/ JSC KPMG

JSC KPMG

Moscow, Russia
March 4, 2022

Financial Statements 4

CONSOLIDATED BALANCE SHEETS

As of December 31, 2020 and 2019

	Note(s)		DEC 31, 2020			DEC 31, 2019
			US$thsd			US$thsd
Current assets
Cash and cash equivalents				740.5			294.7
Inventories		8		249.4			2,105.3
Prepaid expenses		7		1,394.2			1,579.9
Trade accounts and other receivables		6		53.1			295,8
Other current assets		9		28.9			5,690.7
Total current assets				2,466.1			9,966.4
Non-current assets
Mineral rights and properties		3		183,717.7			186,519.6
Property, plant and equpment		4		8,098.7			8,242.0
Restricted cash		5		13,753.3			13,717.5
Other non-current assets		9		1,698.8			11,069.6
Total non-current assets				207,268.5			219 548.7
Total assets				209,734.6			229 515.1
Current liabilities
Trade accounts and other payables		10		22,133.9			21,974.8
Lease liabilities		13		65.5			59.7
Total current liabilities				22,199.4			22,034.5
Non-current liabilities
Long-term debt		11		29,727.4			23,342.5
Asset-retirement obligation		12		15,280.8			17,872.0
Lease liabilities		13		542.0			607.6
Total non-current liabilities				45,550.2			41,822.1
Total liabilities				67,749.6			63,856.6
Stockholder's equity
Additional paid-in capital		14		285,944.0			285,944.0
Accumulated deficit				(143,959.0	)		(120,285.5	)
Total equity				141,985.0			165,658.5
Total liabilities and equity				209,734.6			229 515.1

See accompanying notes to the consolidated financial statements

Financial Statements 5

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

For the years ended December 31, 2020 and 2019

	Note(s)		DEC31, 2020			DEC 31, 2019
			US$thsd			US$ thsd
Revenues				2,231.8			-
Cost and expenses
Operating expense				(1,228.0	)		(41.1	)
Depreciation				(630.0	)		-
Gross profit (loss) from operation				373.8			(41.1	)
Exploration expense				(223.0	)		(278.4	)
Care and maintenance		1		(6,516.0	)		(6,854.7	)
Operating loss				(6,365.2	)		(7,174.2	)
Interest income				512.2			1,013.8
Interest expense		11		(2,104.9	)		(1,636.7	)
Accretion of interest on asset retirement obligation		12		(241.4	)		(312.8	)
Other expense, net		15		(15,474.2	)		(14.4	)
Loss before income taxes				(23,673.5	)		(8,124.3	)
Current and deferred income tax		16		-			-
Net loss for the year				(23,673.5	)		(8,124.3	)
Total comprehensive loss for the year				(23,673.5	)		(8,124.3	)

See accompanying notes to the consolidated financial statements

Financial Statements 6

CONSOLIDATED STATEMENTS OF CASH FLOWS     

For the years ended December 31, 2020 and 2019

			Year Ended December 31,
	Note(s)		2020 US$thsd			2019 US$thsd
Net cash provided by (used in):
Operating activities
Net loss for the period				(23,793.5	)		(8,124.3	)
Adjustments to reconcile net loss to cash flows in operating activities:
Depreciation, amortization and accretion				2,127.8			1,875.6
Finance expense		11		2,104.9			1,636.8
Impairment of financial assets		15		15,518.9			-
Changes in operating assets and liabilities
Prepaid expenses and deposits		7		185.7			356.7
Trade and other receivables		6		271.7			0.3
Inventories		8		1,855.9			126.6
Other assets		9		(1,219.3	)		(351.8	)
Accounts payable and accrued liabilities		10		697.3			304.06
Other liabilities				5.8			(272.9	)
Repayment of interest on loans		11		(3,661.9	)		-
Net cash used in operating activities				(5,906.7	)		(4,448.4	)
Financing activities
Proceeds from loans		11		7,941.9			5,285.0
Net cash provided by financing activities				7,941.9			5,285.0
Investing activities
Purchase of non-current assets				(1,589.4	)		(1,307.9	)
Repayment of US claims and leases		18		-			75.0
Net cash used in investing activities				(1,589.4	)		(1,232.9	)
Net change in cash and cash equivalents				445.8			(396.3	)
Cash and cash equivalents, beginning of period				294.7			691.0
Cash and cash equivalents, end of period				740.5			294.7

Financial Statements 7

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDER’S EQUITY

For the years ended December 31, 2020 and 2019

	Common Stock
	Shares		Additional paid-in capital US$thsd		Accumulated Deficit US$thsd			Stockholder’s Equity US$thsd
Balance as of December 31, 2018		745.0		285,944.0		(112,161.2	)		173,782.8
Net loss for the year		-		-		(8,124.3	)		(8,124.3	)
Balance, December 31, 2019		745.0		285,944.0		(120,285.5	)		165,658.5
Net loss for the year		-		-		(23,673.5	)		(23,673.5	)
Balance as of December 31, 2020		745.0		285,944.0		(143,959.0	)		141,985.0

Financial Statements 8

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at December 31, 2020 and 2019 

1 DESCRIPTION OF THE BUSINESS

Uranium One Americas, Inc. was incorporated in the State of Nevada, in the United States of America (“USA”) on September 2, 2004. Its head office is at 907 N.Poplar Street Suite 260, Casper, Wyoming 82601.

Uranium One Americas, Inc. and its subsidiary company – Uranium One USA, Inc. (collectively, the “Company” or “we”) operate several in-situ recovery (“ISR”) projects in the Powder River and Great Divide basins in Wyoming, USA. The uranium mine includes the licensed and permitted Irigaray ISR central processing plant, the Christensen Ranch satellite ISR facility and associated uranium ore bodies, collectively referred to as the Willow Creek Mine.

On July 9, 2018 the Company transitioned operations to care and maintenance status. During the year ended December 31, 2020 $6,516.0 thousand of care and maintenance expenses were recognized in the income statement (2019: $6,854.7 thousand).

As of December 31, 2020 and December 31, 2019 the sole shareholder of the Company was Uranium One Investments Inc., holding 100% of the Company’s share capital. The ultimate shareholder of the Company is State Atomic Energy Company “ROSATOM” (“ROSATOM”), the Russian state-owned nuclear industry operator. On January 13, 2022 the Company was renamed to UEC Wyoming Corp.

At December 31, 2020, we had a negative working capital of $19.7 million including cash and cash equivalents of $0.7 million, net operating cash outflows of $5.9 million and net loss of $23.8 million (at December 31,2019 negative working capital of $11.4 million including cash and cash equivalents of $0.3 million, net operating cash outflows of $4.6 and net loss of $8.2, respectively). Our continuation as a going concern is fully dependent upon additional financing from our shareholder. On January 28, 2022 the Company received a letter from its parent company providing financial support from its new controlling shareholder Uranium Energy Corporation (see also note 19). Based on these facts management believes the Company will be able to operate as a going concern. Therefore, these financial statements were prepared on a going concern basis.

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION

These consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and are presented in United States dollars (“US dollar”, or “USD”), tabular US dollar amounts are presented in thousands, except where indicated. All inter-company transactions and balances have been eliminated upon consolidation.

The Company elected to use the push down accounting basis and adjusted the carrying amounts of its assets and liabilities to reflect the acquisition adjustments recorded in the IFRS consolidated financial statements of Atomenergoprom (a wholly owned subsidiary of Rosatom) as of the date the control over Uranium One Inc was acquired by Atomenergoprom (December 2010).  The Company recorded all of the acquisition adjustments relating to the Company’s assets and liabilities, mainly impacting Mineral rights and properties and Property, plant and equipment. The Company recognized Mineral rights and properties and Property, plant and equipment of $185.8 million and $13.0 million, respectively. The difference arising from such adjustments together with full elimination of accumulated deficit as of the push down date was recorded in Additional paid-in capital resulting in the net amount of $285,944.0 thousand.

EXPLORATION AND DEVELOPMENT STAGE

In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as we exit the exploration stage by establishing proven or probable reserves. Expenditures relating to exploration activities, such as drill programs to establish mineralized materials, are expensed as incurred. Expenditures relating to pre-extraction activities such as the construction of mine wellfields and disposal wells, are expensed as incurred until such time as proven or probable reserves are established for that project after which expenditures relating to mine development activities for that particular project are capitalized as incurred.

USE OF ESTIMATES

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported revenues and expenses during the reported periods. Significant areas requiring management’s estimates and assumptions include valuation and measurement of impairment losses on mineral rights and properties, presentation of financing from an affiliate and valuation of asset retirement obligations. Actual results could differ significantly from those estimates and assumptions.

FOREIGN CURRENCY TRANSLATION

The consolidated financial statements are presented in US dollars. The functional currency of the Company, including its subsidiary, is the US dollar.

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are recorded at cost and depreciated to their estimated residual values using the straight-line method over their estimated useful lives, as follows:

● Assets under construction - not depreciated

● Property, plant and equipment - 1 to 20 years

● Buildings - 10 to 50 years

2 SUMMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

OTHER NON-CURRENT ASSETS

Other non-current assets include future expenditures that we have paid in advance but for which we will not receive benefits within one year. Expenses are recognized over the period the expenditures are used or the benefits from the expenditures are received. Right-of-use (“ROU”) assets recognized in connection with recognition of lease liabilities are also included in Other Non-Current Assets.

Financial Statements 9

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at December 31, 2020 and 2019 

2 SUMMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

IMPAIRMENT OF LONG-LIVED ASSETS

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will more likely than not be sold or disposed of significantly before the end of its estimated useful life. Recoverability of these assets is measured by comparing the carrying value to the future undiscounted cash flows expected to be generated by the assets. When the carrying value of an asset exceeds the related undiscounted cash flows, an impairment loss is recorded by writing down the carrying value of the related asset to its estimated fair value, which is determined using discounted future cash flows or other measures of fair value.

INCOME TAXES

Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest related to unrecognized tax benefits in interest expense and penalties in selling, general, and administrative expenses. The Company accounts for residual income tax effects in AOCI due to a change in tax law or a change in judgment about realization of a valuation allowance using the portfolio method and only releases residual amounts when the entire portfolio is liquidated.

RESTORATION AND REMEDIATION COSTS (ASSET RETIREMENT OBLIGATIONS)

Various federal and state mining laws and regulations require our Company to reclaim the surface areas and restore underground water quality to the pre-existing quality or class of use after the completion of mining. We recognize the present value of the future restoration and remediation costs as an asset retirement obligation in the period in which we incur an obligation associated with the retirement of tangible long-lived assets that result from the acquisition, construction, development and/or normal use of the assets.

Asset retirement obligations consist of estimated final well closure, plant and equipment decommissioning and removal and environmental remediation costs to be incurred by our Company in the future. The asset retirement obligation is estimated based on the current costs escalated at an inflation rate and discounted at a credit adjusted risk-free rate. The asset retirement obligations are capitalized as part of the costs of the underlying assets and amortized over its remaining useful life. The asset retirement obligations are accreted to an undiscounted value until they are settled. The accretion expenses are charged to earnings and the actual retirement costs are recorded against the asset retirement obligations when incurred. Any difference between the recorded asset retirement obligations and the actual retirement costs incurred will be recorded as a gain or loss in the period of settlement.

REVENUE

Revenue from uranium sales is recognised when the contracted goods or services are transferred or delivered to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services.

RECENTLY ADOPTED ACCOUNTING STANDARDS

In February 2016 the Financial Accounting Standards Board (“FASB”) issued ASC 2016-02, “Leases”, (Topic “842”), together with subsequent amendments. The new standard requires a lessee to recognize on its balance sheet a liability to make lease payments (the lease liability) and ROU asset representing the right to the underlying asset for the lease term.

Effective January 1, 2019, we adopted this new standard using the modified retrospective approach with a cumulative-effect adjustment recorded at the beginning of the period of adoption. Therefore, upon adoption, we have recognized and measured leases without revising comparative period information or disclosure. We elected the package of practical expedients permitted under the transition guidance, which applies to expired or existing leases and allows our Company not to reassess whether a contract contains a lease, the lease classification and any initial direct costs incurred.

We elected the following optional practical expedients:

● we elected the short-term lease recognition exemption whereby ROU assets and lease liabilities will not be recognized for leasing arrangements with terms less than one year;

● we elected the land easements practical expedient whereby existing land easements are not reassessed under the new standard;

● we elected hindsight practical expedient when determining lease term; and

● we elected the practical expedient not to separate non-lease components from lease components.

Adoption of this standard did not have a material impact to our Consolidated Statements of Operations and Comprehensive Loss and our Consolidated Statements of Cash Flows.

Financial Statements 10

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at December 31, 2020 and 2019 

3 MINERAL RIGHTS AND PROPERTIES

At December 31, 2020, we had mineral rights in the State of Wyoming . The carrying value of these mineral rights and properties are as follows:

	December 31,2020		December 31,2019
	US$thsd		US$thsd
Mineral Rights and Properties		179,742.4		178,505.5
Asset retirement obligation		3,975.3		8,014.1
Carrying value		183,717.7		186,519.6

Mineral property expenditure incurred were as follows:

	2020			2019
	US$thsd			US$thsd
Mineral Property Expenditures(1)		5,091.5			5,166.8
Revaluation of Asset retirement obligations		(2,768.2	)		2,931.9
Total		2,323.3			8,098.7

⁽¹⁾ In 2020 mineral property expenditure in the amount of $1,237 thousand (2019: $1,308 thousand) were capitalized as part of mineral rights and properties.

4 PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consisted of the following:

	December 31, 2020 US$thsd							December 31, 2019 US$thsd
	Cost		Accumulated Depreciation			Net Book Value		Cost		Accumulated Depreciation			Net Book Value
Buildings		3,179.8		(655.8	)		2,524.0		2,799.9		(574.3	)		2,225.6
Equipment		9,980.1		(4,479.4	)		5,500.7		9,980.1		(3,980.3	)		5,999.8
Other		1,672.3		(1,598.3	)		74.0		1,579.8		(1,563.2	)		16.6
Total property, plant and equipment		14,832.2		(6,733.5	)		8,098.7		14,359.8		(6,717.8	)		8,242.0

5 RESTRICTED CASH

Restricted cash includes cash and cash equivalents and money market funds as collateral for various bonds posted in favor of applicable state regulatory agencies in Wyoming for estimated reclamation costs associated with our Antelope Project, Moore Ranch Project, Ludeman Project and Willow Creek Project. Restricted cash will be released upon completion of reclamation of a mineral property or restructuring of a surety and collateral arrangement.

	December 31, 2020		December 31, 2019
	US$thsd		US$thsd
Restricted cash, beginning of period		13,717.5		13,281.7
Interest received		35.8		435.8
Restricted cash, end of period		13,753.3		13,717.5

6 TRADE AND OTHER RECEIVABLES

	December 31, 2020		December 31, 2019
	US$thsd		US$thsd
Other receivables		53.1		295,8
Total account receivables		53.1		295,8

Financial Statements 11

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at December 31, 2020 and 2019 

7 PREPAID EXPENSES

	December 31, 2020		December 31, 2019
	US$thsd		US$thsd
Prepaid land claims		908.9		883.8
Prepaid insurance		461.8		642.7
Other		23.5		53.4
Total prepaid expenses		1,394.2		1,579.9

8 INVENTORIES

	December 31, 2020		December 31, 2019
	US$thsd		US$thsd
Finished uranium concentrates		-		1,858.1
Product inventory
Materials and supplies		249.4		247.2
Carrying inventories		249.4		2,105.3

As of December 31, 2020 and December 31, 2019 the Company presented $1,019.9 thousand of materials and supplies, which will not be used for more than 12 months as other non‐current assets.

9 OTHER ASSETS

	December 31, 2020		December 31, 2019
	US$thsd		US$thsd
Current assets
Available for sale securities		28.9		32.7
Consideration receivable (1)		-		5,658.0
Total current assets		28.9		5,690.7
Non-current assets
Right-of-use assets		607.5		667.3
Long-term inventories		1,091.3		1,115.5
Consideration receivable (1)		-		9,286.7
Total non-current assets		1,698.8		11,069.9
Total other assets		1,727.7		16,760.3

⁽¹⁾ In 2015, the Company completed the sale of the US Conventional Assets, consisting of the Shootaring Canyon Mill (“Shootaring Mill”) in Utah and its conventional uranium exploration properties in Utah, Arizona and South Dakota, to Anfield. On September 14, 2016, the Company completed the sale of certain material mineral leases and claims in Wyoming to Anfield Energy Inc. (formerly Anfield Resources Inc. - “Anfield”). At the December 31, 2019 the outstanding amount of aggregate consideration was $14,944.7 thousand. As at December 31, 2020 the consideration receivable was fully impaired as non-collectable.

10 TRADE AND OTHER PAYABLES

	December 31, 2020		December 31, 2019
	US$thsd		US$thsd
Trade payables		393,8		209.5
Accruals		574.8		359.9
Other payable (1)		21,165.3		21,405.4
Total trade and other paybles		22,133.9		21,974.8

⁽¹⁾ As at 31 December, 2020, other payables include payables for surety bonds issued for asset retirement obligations of the Company in the amount of $21,080.3 thousand (2019: $ 21,025.4 thousand) by Uranium One Inc, a related party.

Financial Statements 12

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at December 31, 2020 and 2019 

11 LONG-TERM DEBT FROM RELATED PARTY

	December 31, 2020		December 31, 2019
	US$thsd		US$thsd
Loan from Uranium One Inc.		29,727.4		23,342.5
		29,727.4		23,342.5
Current portion		-		-
Non-current portion		29,727.4		23,342.5
Total		29,727.4		23,342.5

(i) Loan from Uranium One Inc.

	2020			2019
	US$ thsd			US$ thsd
Opening balance		23,342.5			16,420.8
Drawdown		7,941.9			5,285.0
Interest accrued		2,104.9			1,636.7
Interest paid		(3,661.9	)		-
		29,727.4			23,342.5
Less: current portion		-			-
Long term portion		29,727.4			23,342.5

On July 11, 2016, the Company issued the Delayed Draw Grid Promissory Note (hereinafter – “Note”) under which it is entitled to borrow up to $150 million from Uranium One Inc. at an interest rate per annum of the US Dollar LIBOR Swap Rate in effect for the advance date plus a spread of 6.00% up to July 11, 2026. The repayment date is no later than July 11, 2026. As at December 31, 2020 the Company’s aggregated loan amount is $29.7 million ($23.3 million as at December 31, 2019). No principal amount was repaid.

12 ASSET RETIREMENT OBLIGATION

A provision is made for close down, restoration and for environmental rehabilitation costs, which include the dismantling and demolition of infrastructure, removal of residual materials and remediation of disturbed areas, in the financial period when the related environmental disturbance occurs, based on the estimated future costs using information available at the balance sheet date.

The table below shows the movement in the provision:

	2020			2019
	US$thsd			US$thsd
Balance at January 1		17,872.0			14,998.5
Accrual		241.4			312.8
(Reduction) / increase		(2,768.2	)		2,931.9
Reclass to other payables		(59.9	)		-
Settlement		(4.5	)		(371.2	)
Balance at December 31		15,280.8			17,872.0

The estimated amounts and timing of cash flows and assumptions used for the asset retirement obligation (“ARO”) estimates are as follows:

	December 31, 2020 US$thsd			December 31, 2019 US$thsd
Assumptions:
Payable in years		12-23			13-24
Inflation rate		2.20	%		2.37	%
Discount rate		1.82	%		1.99	%

The provision for decommissioning of property, plant and equipment is sensitive to modifications in the underlying assumptions. Management has identified assumptions in the table above as key for which there could be a range of outcomes which may cause an increase/decrease in the provision for decommissioning of property, plant and equipment.

13 LEASE LIABILITIES

The Company has operating leases for corporate offices and a storage facility with a remaining term of 2.7 years and weighted average discount rate was 6.46% and a surface operating lease with a remaining term of 23.0 years and weighted average discount rate was 6.46% at December 31, 2020. Short-term leases, which have an initial term of 12 months or less, are not recorded on our Consolidated Balance Sheets.

Financial Statements 13

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at December 31, 2020 and 2019 

13 LEASE LIABILITIES (continued)

During 2020 and 2019 total lease expenses were as following:

	Year Ended
	December 31, 2020 US$thsd		December 31, 2019 US$thsd
Short-term lease liabilities		65.5		59.7
Long-term lease libilities		542.0		607.6

During 2020 and 2019, cash paid for amounts included in the measurement of operating lease liabilities totaled $99.8 thousand and $97.9 thousand, respectively.

Minimum future lease payments as at 31 December 2020 under operating leases with terms longer than one year are as follows:

	US$thsd
2021		101.7
2022		103.7
2023		87.9
2024		36.0
2025		39.0
Thereafter		648.1
Total lease payments		1,016.4
Less: imputed interest		(408.9	)
Present value of lease liabilities		607.5

Current lease liabilities are included in Other Current Liabilities, and non-current liabilities are included in Other Non-Current Liabilities in our Consolidated Balance Sheets.

14 STOCKHOLDER'S EQUITY

As of December 31, 2020 and 2019 the Company’s share capital consisted of 745 common shares with no par value. The value of the additional paid-in capital of Uranium One Americas, Inc. amounted to $285,944.0 thousand as of December 31, 2020 and 2019.

15 OTHER EXPENSE, NET

	2020			2019
	US$thsd			US$thsd
Impairment of financial assets (1)		(15,398.9	)		-
Reversal of termination fee (2)		-			(606.4	)
Other (expense) / income		(75.3	)		592.0
Balance at December 31		(15,474.2	)		(14.4	)

⁽¹⁾ At the December 31, 2020 the outstanding consideration on transactions on sales of US Conventional Assets and certain mineral leases and claims in Wyoming to Anfield was fully impaired as non-collectable.

⁽²⁾ In 2019 the Company wrote-off the termination fee receivable from Strata Energy Inc.

16 INCOME TAXES

At December 31, 2020, we had U.S. federal net operating loss carry-forwards of approximately $150.3 million, that may be available to reduce future years’ taxable income, subject to certain limitations.

We review the valuation allowance requirements on an annual basis based on projected future operations. When circumstances change resulting in a change in management’s judgement about the recoverability of deferred tax assets, the impact of the change on the valuation allowance will generally be reflected in current income.

Financial Statements 14

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at December 31, 2020 and 2019 

16 INCOME TAXES (continued)

A reconciliation of income tax computed at the federal and state statutory tax rates including the Company’s effective tax rate is as follows:

	Year Ended
	December 31, 2020 US$thsd			December 31, 2019 US$thsd
Federal income tax rate		21	%		21	%
State income tax rate, net of federal income tax effect		0	%		0	%
Total income tax rate		21	%		21	%

The actual income tax provisions differ from the expected amounts calculated by applying the combined federal and state corporate income tax rates to our loss before income taxes. The components of these differences are as follows:

	Year Ended
	December 31, 2020 US$thsd			December 31, 2019 US$thsd
Loss before income taxes		(23,673.5	)		(8,124.3	)
Tax rate		21	%		21	%
Expected tax recovery		(4,971.4	)		(1, 706.1	)
Permanent differences		(11.2	)		1.7
Prior year true-up		309.9			-
Change in valuation allowance		4,672.7			1,704.4
Deferred tax expense (recovery)		-			-

The Company’s deferred tax assets (liabilities) are as follows:

	December 31,2020			December 31,2019
	US$thsd			US$thsd
Deferred tax assets (liabilities)
Mineral properties		(17,300.8	)		(18,691.5	)
Charitable Donation carry forwards		6.7			8.9
Marketable securities		208.7			202.8
Provisions		120.7			88.1
Consideration receivable		3,259.0			-
Capital leases		127.6			140.1
Interest carry forwards		687.6			354.0
Capital losses		12.9			12.9
Asset retirement obligations		3,209.0			3,753.1
Federal Loss carry forwards		31,566.2			31,356.5
State loss carry carry forwards		272.2			272.2
Valuation allowance		(22,169.8	)		(17,497.1	)
Deferred tax assets (liabilities)		-			-

As the criteria has not been met due to the uncertainty of realization, a valuation allowance of 100% has been recorded for the current and prior years. The Company has not determined whether the use of its losses is limited by section 382 of the US tax code for the current and prior years. The Company has not identified or recorded any liabilities in respect of uncertain tax positions. The Company’s US federal income tax returns after 2016 are open for examination. The Company's US state tax returns after 2015 are open for examination.

The Company’s U.S. federal net operating loss carry-forwards expire as follows:

	US$thsd
December 31, 2021 to 2037		136,882.5
No expiry		13,432.5
		150,315.0

The Company also has state losses of 6,962 thousand that expire between 2028 and 2035.

Financial Statements 15

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at December 31, 2020 and 2019 

17 FAIR VALUE MEASUREMENT

Fair value accounting establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below:

● Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical unrestricted assets or liabilities;

● Level 2 Quoted prices in markets that are not active, quoted prices for similar assets or liabilities in active markets, quoted prices or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability and model-based valuation techniques for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

● Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

The financial instruments, including cash and cash equivalents, term deposits, accounts payable and accrued liabilities and due to related party amounts, are carried at cost, which approximate their fair values due to the immediate or short-term maturity. Long-term debt is carried at amortized cost which approximates its fair value.

18 SUPPLEMENTAL CASH FLOW INFORMATION

On September 14, 2016, the Company completed the sale of certain mineral leases and claims in Wyoming to Anfield Resources Inc. The aggregate consideration payable was $6.6 million: $0.5 million was paid on the closing of the sale, and the remaining $6.1 million was payable in instalments from 2017 to 2020.  $1.1 million was received in 2018 and $0.1 million in 2019. The balance was fully impaired as non-collectable as at
December 31, 2020.

19 SUBSEQUENT EVENTS

On November 8, 2021 Uranium One Investments Inc. entered into an agreement to dispose of its 100% share in the Company to Uranium Energy Corporation.  The sale was completed on December 17, 2021, for total consideration of $128.5 million comprising three payments, subject to a final closing working capital adjustment.

Financial Statements 16

EX-99.2

Exhibit 99.2

Uranium One Americas, Inc.

Consolidated Condensed Interim Financial Statements

For the three and nine months periods ended September 30, 2021 and 2020

(In U.S. dollars, tabular amounts in thousands, except where indicated)

URANIUM ONE AMERICAS INC. CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended September 30, 2021 and 2020

 CONTENTS

Consolidated Balance Sheets	3
Consolidated Statements of Operations and Comprehensive Loss	4
Consolidated Statements of Cash Flows	5
Consolidated Statements of Stoсkholder’s Equity	6
Notes to the Consolidated Financial Statements	7

Financial Statements 2

CONSOLIDATED BALANCE SHEETS

As at September 30, 2021 and December 31, 2020

	Note(s)		SEP 30, 2021			DEC 31, 2020
			US$thsd			US$thsd
Current assets
Cash and cash equivalents				1,199.6			740.5
Inventories				189.0			249.4
Prepaid expenses		6		1,750.4			1,394.2
Trade and other receivables				53.8			53.1
Other current assets		7		39.6			28.9
Total current assets				3,232.4			2,466.1
Non-current assets
Mineral rights and properties		3		184,676.6			183,717.7
Property, plant and equpment		4		7,644.8			8,098.7
Restricted cash		5		13,753.3			13,753.3
Other non-current assets		7		1,656.1			1,698.8
Total non-current assets				207,730.8			207,267.8
Total assets				210,963.2			209,733.9
Current liabilities
Trade and other payables		8		21,754.2			22,133.9
Lease liabilities				70.1			65.5
Total current liabilities				21,824.3			22,199.4
Non-current liabilities
Long-term debt		9		36,876.2			29,727.4
Asset-retirement obligation		10		15,910.3			15,280.8
Lease liabilities				489.1			542.0
Total non-current liabilities				53,275.6			45,550.2
Total liabilities				75,099.9			67,749.6
Stockholder’s equity
Additional paid-in capital		13		285,944.0			285,944.0
Accumulated deficit				(150,080.7	)		(143,959.0	)
Total equity				135,863.3			141,985.0
Total liabilities and equity				210,963.2			209,733.9

See accompanying notes to the consolidated financial statements

Financial Statements 3

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

For the three and nine months ended September 30, 2021 and 2020

			THREE MONTHS ENDED						NINE MONTHS ENDED
	Note(s)		SEP 30, 2021			SEP 30, 2020			SEP 30, 2021			SEP 30, 2020
			US$thsd			US$ thsd			US$thsd			US$ thsd
Revenues				-			2,231.8			-			2,231.8
Cost and expenses				-			-			-			-
Operating expense				-			(1,228.0	)		-			(1,228.0	)
Depreciation				-			(630.0	)		-			(630.0	)
Gross profit from operation				-			373.8			-			373.8
Exploration expense				(49.8	)		(41.8	)		(150.1	)		(171.0	)
Care and maintenance		1		(1,493.4	)		(1,660.8	)		(4,662.8	)		(5,081.5	)
Operating loss				(1,543.2	)		(1,328.8	)		(4,812.9	)		(4,878.7	)
Accretion of interest on asset retirement obligation		10		(24.7	)		(66.5	)		(73.2	)		(197.2	)
Interest income				-			111.1			-			395.5
Interest expense				(671,3	)		(533,5	)		(1,874.6	)		(1,547.3	)
Other income / (expense), net		12		673.0			(56.8	)		639.0			(5,427.9	)
Loss before income taxes				(1,566.2	)		(1,874.5	)		(6,121.7	)		(11,655.6	)
Current and deferred income tax		13		-			-			-			-
Net loss for the period				(1,566.2	)		(1,874.5	)		(6,121.7	)		(11,655.6	)
Total comprehensive loss for the period				(1,566.2	)		(1,874.5	)		(6,121.7	)		(11,655.6	)

See accompanying notes to the consolidated financial statements

Financial Statements 4

CONSOLIDATED STATEMENTS OF CASH FLOWS     

For the nine months ended September 30, 2021 and 2020

			NINE MONTHS ENDED
	Note(s)		SEP 30, 2021 US$ thsd			SEP 30, 2020 US$ thsd
Net cash provided by (used in):
Operating activities
Net loss for the period				(6,120.9	)		(11,655.6	)
Adjustments to reconcile net loss to cash flows in operating activities
Depreciation, amortization and accretion				1,436.4			1,675.3
Finance expense				1,873.8			1,548.1
Impairment of financial assets		12		-			5,751.4
Changes in operating assets and liabilities
Prepaid expenses and deposits				(358.3	)		267.8
Trade and other receivables				7.8			252.5
Inventories				60.4			1,853.0
Other assets		7		25.7			(1,102.9	)
Accounts payable and accrued liabilities		8		(198.6	)		564.6
Other liabilities				(233.7	)		4.3
Repayment of interest on loans		9		-			(1,599.6	)
Net cash used in by operating activities				(3,507.4	)		(2,441.4	)
Financing activities
Proceeds from loans		9		5,275.0			4,449.6
Net cash provided by financing activities				5,275.0			4,449.6
Investing activities
Purchase of non-current assets				(1,308.5	)		(1,060.3	)
Net cash used in investing activities				(1,308.5	)		(1,060.3	)
Net change in cash and cash equivalents				459.1			948.2
Cash and cash equivalents, beginning of period				740.5			294.7
Cash and cash equivalents, end of period				1,199.6			1,242.9

Financial Statements 5

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDER’S EQUITY

For the three and nine months ended September 30, 2021 and 2020

	Common Stock
	Shares		Additional paid-in capital US$thsd		Accumulated Deficit US$thsd			Stockholder’s Equity US$thsd
Balance as of December 31, 2019		745.0		285,944.0		(120,285.5	)		165,658.5
Net loss for the period		-		-		(11,655.6	)		(11,655.6	)
Balance as of September 30, 2020		745.0		285,944.0		(131,941.1	)		154,002.9

	Common Stock
	Shares		Additional paid-in capital US$thsd		Accumulated Deficit US$thsd			Stockholder's Equity US$thsd
Balance as of December 31, 2020		745.0		285,944.0		(143,959.0	)		141,985.0
Net loss for the period		-		-		(6,121.7	)		(6,121.7	)
Balance as of September 30, 2021		745.0		285,944.0		(150,080.7	)		135,863.4

	Common Stock
	Shares		Additional paid-in capital US$thsd		Accumulated Deficit US$thsd			Stockholder's Equity US$thsd
Balance as of 30 June, 2020		745.0		285,944.0		(130,066.6	)		155,877.4
Net loss for the period		-		-		(1,874.5	)		(1,874.5	)
Balance as of September 30, 2020		745.0		285,944.0		(131,941.1	)		154,002.9

	Common Stock
	Shares		Additional paid-in capital US$thsd		Accumulated Deficit US$thsd			Stockholder's Equity US$thsd
Balance as of 30 June, 2021		745.0		285,944.0		(148,514.5	)		137,429.5
Net loss for the period		-		-		(1,566.2	)		(1,566.2	)
Balance as of September 30, 2021		745.0		285,944.0		(150,080.7	)		135,863.3

Financial Statements 6

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at September 30, 2021 and December 31, 2020

1 DESCRIPTION OF THE BUSINESS

Uranium One Americas, Inc. was incorporated in the State of Nevada, in the United States of America (“USA”) on September 2, 2004. Its head office is at 907 N.Poplar Street Suite 260, Casper, Wyoming 82601.

Uranium One Americas, Inc. and its subsidiary company – Uranium One USA, Inc. (collectively, the “Company” or “we”) operate several in-situ recovery (“ISR”) projects in the Powder River and Great Divide basins in Wyoming, USA. The uranium mine includes the licensed and permitted Irigaray ISR central processing plant, the Christensen Ranch satellite ISR facility and associated uranium ore bodies, collectively referred to as the Willow Creek Mine.

On July 9, 2018 the Company transitioned operations to care and maintenance status. During the nine months ended September 30, 2021 $4,662.8 thousand of care and maintenance expenses were recognized in the income statement (September 30, 2020: $5,081.5 thousand).

As of September 30, 2021 and December 31, 2020 the sole shareholder of the Company was Uranium One Investments Inc., holding 100% of the Company’s share capital. The ultimate shareholder of the Company is State Atomic Energy Company “ROSATOM” (“ROSATOM”), the Russian state-owned nuclear industry operator. On January 13, 2022 the Company was renamed to UEC Wyoming Corp.

At September 30, 2021, we had a negative working capital of $18.6 million including cash and cash equivalents of $1.2 million, net operating cash outflow of $3.6 million and net loss of $6.2 (at December 31, 2020 negative working capital of $19.7 million including cash and cash equivalents of $0.7 million, net operating cash outflow of $5.9 and net loss of $23.8, respectively). Our continuation as a going concern is fully dependent upon additional financing from our shareholder. On January 28, 2022 the Company received a letter from its parent company providing financial support from its new controlling shareholder Uranium Energy Corporation (see also note 13). Based on these facts management believes the Company will be able to operate as a going concern. Therefore, these financial statements were prepared on a going concern basis.

2 BASIS OF PRESENTATION

These consolidated condensed financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and are presented in United States dollars (“US dollar”, or “USD”). Accordingly, they do not include all of the information and footnotes required under U.S. GAAP for complete financial statements. The Company continues to record no current or deferred tax expense (recovery) given the Company is maintaining a full valuation allowance on its net deferred tax asset. In the opinion of management, all adjustments of a normal recurring nature and considered necessary for a fair presentation have been made. Operating results for the nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2021 (“Fiscal 2021”).

The Company elected to use the push down accounting basis and adjusted the carrying amounts of its assets and liabilities to reflect the acquisition adjustments recorded in the IFRS consolidated financial statements of Atomenergoprom (a wholly owned subsidiary of Rosatom) as of the date the control over Uranium One Inc was acquired by Atomenergoprom (December 2010).  The Company recorded all of the acquisition adjustments relating to the Company’s assets and liabilities, mainly impacting Mineral rights and properties and Property, plant and equipment. The Company recognized Mineral rights and properties and Property, plant and equipment of $185.8 million and $13.0 million, respectively. The difference arising from such adjustments together with full elimination of accumulated deficit as of the push down date was recorded in Additional paid-in capital resulting in the net amount of $285,944.0 thousand.

3 MINERAL RIGHTS AND PROPERTIES

At September 30, 2021 and December 31, 2020 we had mineral rights in the States of Wyoming. The carrying value of these mineral rights and properties are as follows:

	September 30,2021		December 31,2020
	US$thsd		US$thsd
Mineral Rights and Properties		181,050.1		179,742.4
Asset retirement obligations		3,626.5		3,975.3
Carrying value		184,676.6		183,717.7

4 PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consisted of the following:

	September 30, 2021 US$thsd							December 31, 2020 US$thsd
	Cost		Accumulated Depreciation			Net Book Value		Cost		Accumulated Depreciation			Net Book Value
Buildings		5,013.6		(2,550.8	)		2,462.8		5,063.4		(2,539.4	)		2,524.0
Equipment		7,353.0		(2,226.5	)		5,126.5		7,604.5		(2,103.8	)		5,500.7
Other		2,261.2		(2,205.7	)		55.5		2,354.2		(2,280.2	)		74.0
Total property, plant and equipment		14,627.8		(6,983.0	)		7,644.8		15,022.1		(6,923.4	)		8.098.7

Financial Statements 7

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at September 30, 2021 and December 31, 2020

5 RESTRICTED CASH

Restricted cash includes cash and cash equivalents and money market funds as collateral for various bonds posted in favor of applicable state regulatory agencies in Wyoming for estimated reclamation costs associated with our Antelope Project, Moore Ranch Project, Ludeman Project and Willow Creek Project. Restricted cash will be released upon completion of reclamation of a mineral property or restructuring of a surety and collateral arrangement.

	September 30, 2021		December 31, 2020
	US$thsd		US$thsd
Restricted cash, beginning of period		13,753.3		13,281.7
Interest received		-		471.6
Restricted cash, end of period		13,753.3		13,753.3

6 PREPAID EXPENSES

	September 30, 2021		December 31, 2020
	US$thsd		US$thsd
Prepaid land claims		1,146.2		908.9
Prepaid insurance		571.7		461.8
Other		32.5		23.5
Total prepaid expenses		1,750.4		1,394.2

7 OTHER ASSETS

	September 30, 2021		December 31, 2020
	US$thsd		US$thsd
Current assets
Available for sale securities		39.6		28.9
Total current assets		39.6		28.9
Non-current assets
Right-of-use assets		559.1		607.5
Long-term inventories		1,097.0		1,091.3
Total non-current assets		1,656.1		1,698.8
Total other assets		1,695.7		1,727.7

8 TRADE AND OTHER PAYABLES

	September 30, 2021		December 31, 2020
	US$thsd		US$thsd
Trade payables		251.4		393,.8
Accruals		243.6		574.8
Other payable		21,259.2		21,165.3
Total trade and other paybles		21,754.2		22,133.9

⁽¹⁾ As at 30 September, 2021 other payables include payables for surety bonds issued for asset retirement obligations of the Company in the amount of $21,080.3 thousand (2020: $21,080.3 thousand) by Uranium One Inc, a related party.

9 LONG-TERM DEBT FROM RELATED PARTY

	September 30, 2021		December 31, 2020
	US$thsd		US$thsd
Loan from Uranium One Inc.		36,876.2		29,727.4
		36,876.2		29,727.4
Current portion		-		-
Non-current portion		36,876.2		29,727.4
Total		36,876.2		29,727.4

Financial Statements 8

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at September 30, 2021 and December 31, 2020

9 LONG-TERM DEBT FROM RELATED PARTY (continued)

(i) Loan from Uranium One Inc.

	Nine months ended September 30, 2021		Twelve months ended 31 December, 2020
	US$thsd		US$ thsd
Opening balance		29,727.4		23,342.5
Drawdown		5,275.0		7,941.9
Interest accrued		1,873.8		2,104.9
Interest paid		-		(3,661.9	)
		36,876.2		29,727.4
Less: current portion		-		-
Long term portion		36,876.2		29,727.4

On July 11, 2016, the Company issued the Delayed Draw Grid Promissory Note (hereinafter – “Note”) under which is entitled to borrow up to $150 million from Uranium One Inc. at an interest rate per annum of the US Dollar LIBOR Swap Rate in effect for the advance date plus a spread of 6.00% up to July 11, 2026. The repayment date is no later than July 11, 2026. As at July 31, 2021 the Company’s aggregated loan amount is $36.9 million ($29.8 million as at December 31, 2019). No principal amount was repaid.

10 ASSET RETIREMENT OBLIGATION

A provision is made for close down, restoration and for environmental rehabilitation costs, which include the dismantling and demolition of infrastructure, removal of residual materials and remediation of disturbed areas, in the financial period when the related environmental disturbance occurs, based on the estimated future costs using information available at the balance sheet date.

The table below shows the movement in the provision:

	September 30, 2021			December 31, 2020
	US$thsd			US$thsd
Balance at January 1		15,280.8			17,872.0
Accrual		73.2			241.4
Increase / (Reduction)		560.6			(2,768.2	)
Reclass to other payables		-			(59.9	)
Settlement		(4.3	)		(4.5	)
		15,910.3			15,280.8

The estimated amounts and timing of cash flows and assumptions used for the asset retirement obligation (“ARO”) estimates are as follows:

	September 30, 2021 US$thsd			December 31, 2020 US$thsd
Assumptions:
Payable in years		11-22			12-23
Inflation rate		1.39	%		2.20	%
Discount rate		1.03	%		1.82	%

The provision for decommissioning of property, plant and equipment is sensitive to modifications in the underlying assumptions. Management has identified assumptions in the table above as key for which there could be a range of outcomes which may cause an increase/decrease in the provision for decommissioning of property, plant and equipment.

11 STOCKHOLDER’S EQUITY

As of September 30, 2021 and December 31, 2020 the Company’s share capital consisted of 745 common shares with no par value. The value of the additional paid-in capital of Uranium One Americas, Inc. amounted to $285,944.0 thousand as of September 3, 2021 and December 31,2020.

Financial Statements 9

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

As at September 30, 2021 and December 31, 2020

12 OTHER INCOME / (EXPENSE)

	THREE MONTHS ENDED					NINE MONTHS ENDED
	September 30, 2021		September 30, 2020			September 30, 2021		September 30, 2020
	US$thsd		US$thsd			US$thsd		US$thsd
Impairment of financial assets (1)		-		-			-		(5,751.4	)
Other income / (expense)		673.0		(56.8	)		639,0		323.5
Total		673.0		(56.8	)		639,0		(5,427.9	)

⁽¹⁾ At the September 30, 2021 the outstanding consideration on transactions on sales of US Conventional Assets and certain mineral leases and claims in Wyoming to Anfield was fully impaired as non-collectable.

13 INCOME TAXES

The company continues to record no current or deferred tax expense (recovery) given the company is maintaining a full valuation allowance on its net deferred tax asset.

14 SUBSEQUENT EVENTS

On November 8, 2021 Uranium One Investments Inc. entered into an agreement to dispose of its 100% share in the Company to Uranium Energy Corporation. The sale was completed on December 17, 2021, for total consideration of $128.5 million.

Financial Statements 10

EX-99.3

Exhibit 99.3

URANIUM ENERGY CORP.

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

The following unaudited pro forma condensed combined financial information of Uranium Energy Corp. (the “Company” or “UEC”) is presented to give effect to (i) the Company’s acquisition (the “Acquisition”) of 100% of the common shares of Uranium One Americas Inc. (“U1 Americas”) on December 17, 2021 pursuant to the previously-announced share purchase agreement (“the Share Purchase Agreement”) between the Company and Uranium One Investments Inc. (the “Seller”) and (ii) financing of approximately $42 million of the acquisition price through the issuance of the Company’s common stock (the “Financing”) between November 1, 2021 and the closing date of the Acquisition under the Company’s at-the-market (the “ATM”) offering agreements dated May 14, 2021 (the “May ATM Offering Agreement”) and November 26, 2021 (the “November ATM Offering Agreement”), the proceeds from which were used to partially fund the purchase consideration.

The unaudited pro forma condensed combined balance sheet as of October 31, 2021 combines the historical consolidated balance sheets of UEC and U1 Americas giving effect to the Acquisition and Financing as if they had occurred on October 31, 2021. The unaudited pro forma condensed combined statements of operations for the three months ended October 31, 2021 and the year ended July 31, 2021 combine the historical statements of operations and comprehensive loss of UEC and U1 Americas, giving effect to the Acquisition and Financing as if they had occurred on August 1, 2020, the first day of the Company’s 2021 fiscal year.

The Acquisition and Financing and basis of presentation of the condensed combined financial information are described in greater detail in Note 1: Basis of Presentation included in the notes to the pro forma condensed combined financial statements. Assumptions underlying the pro forma adjustments are described in the accompanying notes, which should be read in conjunction with the unaudited pro forma condensed combined balance sheet and statements of operations.

The pro forma condensed combined financial information is based on various adjustments and assumptions and is not necessarily indicative of what UEC’s operating results actually would have been if the Acquisition and Financing occurred as of the dates indicated or will be for any future periods. The pro forma condensed combined financial information does not include adjustments to reflect any potential revenue, synergies or dis-synergies, or cost savings that may be achievable in connection with the Acquisition and Financing, or the associated costs that may be necessary to achieve such revenues, synergies or cost savings.

URANIUM ENERGY CORP.

UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET

AS AT OCTOBER 31, 2021

(Expressed in U.S. Dollars)

	Historical						Pro Forma Transaction Accounting Adjustments
	URANIUM ENERGY CORP. (As reported)			Uranium One Americas Inc.			Acquisition				Financing		URANIUM ENERGY CORP. Pro Forma
				(Note 1)			(Note 4)				(Note 5)
CURRENT ASSETS
Cash and cash equivalents	$	96,304,124		$	1,199,600		$	(130,937,846	)	(A)	$	42,084,587	$	8,650,465
Inventories		36,217,420			189,000			-				-		36,406,420
Prepaid expenses and deposits		1,777,355			1,750,400			100,843		(B), (C)		-		3,628,598
Other current assets		128,155			93,400			-				-		221,555
TOTAL CURRENT ASSETS		134,427,054			3,232,400			(130,837,003	)			42,084,587		48,907,038
MINERAL RIGHTS AND PROPERTIES		64,009,292			184,676,600			(68,496,998	)	(B)		-		180,188,894
PROPERTY, PLANT AND EQUIPMENT		7,318,570			7,644,800			-				-		14,963,370
RESTRICTED CASH		2,037,677			13,753,300			-				-		15,790,977
EQUITY-ACCOUNTED INVESTMENT		23,626,010			-			-				-		23,626,010
OTHER NON-CURRENT ASSETS		1,300,048			1,656,100			(450,218	)	(B), (D)		-		2,505,930
TOTAL ASSETS	$	232,718,651		$	210,963,200		$	(199,784,219	)		$	42,084,587	$	285,982,219
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	2,173,618		$	21,754,200		$	(21,080,300	)	(E)	$	-	$	2,847,518
Other current liabilities		310,968			70,100			6,809		(F)		-		387,877
Current portion of other loans payable		193,934			-			-				-		193,934
Current portion of long-term debt		10,340,802			-			-				-		10,340,802
TOTAL CURRENT LIABILITIES		13,019,322			21,824,300			(21,073,491	)			-		13,770,131
LONG TERM DEBT		-			36,876,200			(36,876,200	)	(E)		-		-
OTHER LOANS PAYABLE		16,565			-			-				-		16,565
ASSET RETIREMENT OBLIGATIONS		3,989,740			15,910,300			(3,203,052	)	(G)		-		16,696,988
OTHER NON-CURRENT LIABILITIES		271,530			489,100			163,804		(F)		-		924,434
DEFERRED TAX LIABILITIES		539,948			-			-		(H)		-		539,948
TOTAL LIABILITIES		17,837,105			75,099,900			(60,988,939	)			-		31,948,066
STOCKHOLDERS' EQUITY
Capital stock		258,996			-							10,595		269,591
Additional paid in capital		507,325,510			285,944,000			(285,944,000	)	(I)		42,073,992		549,399,502
Share issuance obligation		359,560			-			-				-		359,560
Accumulated deficit		(293,698,936	)		(150,080,700	)		147,148,720		(J)		-		(296,630,916	)
Accumulated other comprehensive income		636,416			-			-				-		636,416
TOTAL EQUITY		214,881,546			135,863,300			(138,795,280	)			42,084,587		254,034,153
TOTAL LIABILITIES AND EQUITY	$	232,718,651		$	210,963,200		$	(199,784,219	)		$	42,084,587	$	285,982,219

See accompanying Notes to the Unaudited Pro Forma Condensed Combined Financial Statements

URANIUM ENERGY CORP.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE YEAR ENDED JULY 31, 2021

(Expressed in U.S. Dollars)

	Historical						Pro Forma Transaction Accounting Adjustments
	URANIUM ENERGY CORP. (As reported)			Uranium One Americas Inc.			Acquisition				URANIUM ENERGY CORP. Pro Forma
				(Note 1)			(Note 6)
REVENUES	$	-		$	2,231,800		$	-			$	2,231,800
COSTS AND EXPENSES
Cost of sales		-			1,228,000			-				1,228,000
Mineral property expenditures		4,478,807			6,458,800			-				10,937,607
General and administrative		12,639,998			-			-				12,639,998
Acquisition-related costs		-			-			2,931,980		(A)		2,931,980
Depreciation, amortization and accretion		393,173			789,200			526,683		(B)		1,709,056
LOSS FROM OPERATIONS		(17,511,978	)		(6,244,200	)		(3,458,663	)			(27,214,841	)
OTHER INCOME (EXPENSES)
Interest income		48,294			227,800			-				276,094
Interest expenses and finance costs		(2,879,809	)		(2,294,400	)		2,193,557		(C)		(2,980,652	)
Income (Loss) from equity-accounted investment		5,204,004			-			-				5,204,004
Gain on loan extinguishment		286,376			-			-				286,376
Other income (loss)		37,441			(10,137,100	)		9,647,500		(D)		(452,159	)
(Loss) gain on disposition of assets		(2,146	)		-			-				(2,146	)
OTHER INCOME (EXPENSES)		2,694,160			(12,203,700	)		11,841,057				2,331,517
LOSS BEFORE INCOME TAXES		(14,817,818	)		(18,447,900	)		8,382,394				(24,883,324	)
DEFERRED TAX BENEFIT		4,008			-			-				4,008
NET LOSS FOR THE YEAR		(14,813,810	)		(18,447,900	)		8,382,394				(24,879,316	)
OTHER COMPREHENSIVE INCOME (LOSS)
Translation gain (loss)		613,491			-			-				613,491
TOTAL OTHER COMPREHENSIVE INCOME (LOSS)		613,491			-			-				613,491
TOTAL COMPREHENSIVE LOSS FOR THE YEAR	$	(14,200,319	)	$	(18,447,900	)	$	8,382,394			$	(24,265,825	)
NET LOSS PER SHARE, BASIC AND DILUTED	$	(0.07	)									(0.11	)	(E)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING, BASIC AND DILUTED		210,295,992										220,891,128		(E)

See accompanying Notes to the Unaudited Pro Forma Condensed Combined Financial Statements

URANIUM ENERGY CORP.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE THREE MONTHS ENDED OCTOBER 31, 2021

(Expressed in U.S. Dollars)

	Historical						Pro Forma Transaction Accounting Adjustments
	URANIUM ENERGY CORP. (As reported)			Uranium One Americas Inc.			Acquisition				URANIUM ENERGY CORP. Pro Forma
				(Note 1)			(Note 6)
COSTS AND EXPENSES
Mineral property expenditures	$	1,656,516		$	1,543,200		$	-			$	3,199,716
General and administrative		3,116,711			-			-				3,116,711
Depreciation, amortization and accretion		98,440			24,700			146,771		(B)		269,911
LOSS FROM OPERATIONS		(4,871,667	)		(1,567,900	)		(146,771	)			(6,586,338	)
OTHER INCOME (EXPENSES)
Interest income		20,571			-			-				20,571
Interest expenses and finance costs		(530,878	)		(671,300	)		646,089		(C)		(556,089	)
Income (Loss) from equity-accounted investment		2,753,167			-			-				2,753,167
Realized gain on available-for-sale security		547,152			-			-				547,152
Other income (loss)		6,785			673,000			-				679,785
OTHER INCOME (EXPENSES)		2,796,797			1,700			646,089				3,444,586
LOSS BEFORE INCOME TAXES		(2,074,870	)		(1,566,200	)		499,318				(3,141,752	)
DEFERRED TAX BENEFIT		1,044			-			-				1,044
NET LOSS FOR THE PERIOD		(2,073,826	)		(1,566,200	)		499,318				(3,140,708	)
OTHER COMPREHENSIVE INCOME
Translation gain		143,169			-			-				143,169
TOTAL OTHER COMPREHENSIVE INCOME		143,169			-			-				143,169
TOTAL COMPREHENSIVE LOSS FOR THE PERIOD	$	(1,930,657	)	$	(1,566,200	)	$	499,318			$	(2,997,539	)
NET LOSS PER SHARE, BASIC AND DILUTED	$	(0.01	)									(0.01	)	(E)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING, BASIC AND DILUTED		246,859,322										257,454,458		(E)

See accompanying Notes to the Unaudited Pro Forma Condensed Combined Financial Statements 

Uranium Energy Corp.

NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

For the year ended July 31, 2021 and the three months ended October 31, 2021

(Unaudited, expressed in U.S. Dollars)

NOTE 1:         BASIS OF PREPARATION 

These unaudited pro forma condensed combined financial statements have been prepared in accordance with Article 11 of Regulation S-X to give effect to the Acquisition and Financing.

UEC’s historical results are derived from UEC’s audited consolidated statement of operations and comprehensive loss for the fiscal year ended July 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on October 28, 2021 and the Company’s unaudited condensed consolidated balance sheet as of October 31, 2021 and unaudited condensed consolidated statement of operations and comprehensive loss for the three months ended October 31, 2021 included in the Company’s Quarterly Report on Form 10-Q filed with the SEC on December 15, 2021, which were prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”).

U1 Americas’ results are derived from the consolidated statements of operations and comprehensive loss for the fiscal year ended December 31, 2020, consolidated balance sheet as of September 30, 2021, and consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2021 and 2020, which were prepared in accordance with U.S. GAAP and included in this Form 8-K/A.

These pro forma condensed combined financial statements have been compiled from and include:

(a) An unaudited pro forma condensed combined balance sheet as of October 31, 2021 combining:

(i) The unaudited interim condensed consolidated balance sheet of the Company as of October 31, 2021;

(ii) The unaudited interim condensed consolidated balance sheet of U1 Americas as of September 30, 2021; and

(iii) The adjustments described in Notes 4 and 5.

(b) An unaudited pro forma condensed combined statement of operations and comprehensive loss for the year ended July 31, 2021 combining:

(i) The audited consolidated statement of operations and comprehensive loss of the Company for the year ended July 31, 2021;

(ii) The unaudited consolidated statement of operations and comprehensive loss of U1 Americas for the twelve months ended June 30, 2021, which has been constructed by combining the constructed statements of operations and comprehensive loss for (a) the 6 months ended December 31, 2020 (constructed by subtracting the results for the nine months ended September 30, 2020 from the results of the year ended December 31, 2020 and adding the results for the three months ended September 30, 2020) and (b) the 6 months ended June 30, 2021 (constructed by subtracting the results for the three months ended September 30, 2021 from the results for the nine months ended September 30, 2021); and

(iii) The adjustments described in Note 6.

(c) An unaudited pro forma condensed combined statement of operations and comprehensive loss for the three months ended October 31, 2021 combining:

(i) The unaudited interim condensed consolidated statement of operations and comprehensive loss of the Company for the three months ended October 31, 2021;

(ii) The unaudited consolidated statement of operations and comprehensive loss of U1 Americas for the three months ended September 30, 2021; and

(iii) The adjustments described in Note 6.

Uranium Energy Corp.

NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

For the year ended July 31, 2021 and the three months ended October 31, 2021

(Unaudited, expressed in U.S. Dollars)

The pro forma condensed combined balance sheet assumes the Acquisition completed on October 31, 2021. The pro forma condensed combined statements of operations and comprehensive loss assume the Acquisition completed on August 1, 2020. The historical financial information has been adjusted to give pro forma effect to events that are directly attributable to the Acquisition and factually supportable. The pro forma financial information includes the Financing as the proceeds from the issuance of shares that occurred after the financial periods presented were used to partially fund the Acquisition. The pro forma financial information assumes the Acquisition is a business combination with the Company identified as the acquirer and therefore has been prepared using the acquisition method of accounting for business combinations under U.S. GAAP. In part, the Company’s assumption that the Acquisition is a business combination is based on the Company’s expectation that substantially all the fair value of the assets are not concentrated in a single asset or group of similar assets. In the event substantially all the fair value of the gross assets acquired is determined to be concentrated in a single asset or group of similar assets the transaction could not be treated as a business combination for accounting purposes which would result in capitalization of transaction costs with no recognition of goodwill or bargain purchase gain.

The pro forma adjustments are preliminary and based on estimates including consideration and financing, transaction costs and fair value and useful lives of the assets acquired and liabilities assumed. The final determination of the purchase price allocation is in progress and is expected to be completed during the measurement period which is not more than one year from the date of the Acquisition. The final values will be based on the final calculated fair value of assets acquired and liabilities assumed as of the closing date of the Acquisition, which could result in material changes from the amounts reported in this unaudited pro forma condensed combined financial information. At the time of preparation of the pro forma financial information, the final fair value allocable to each of the assets is subject to completion of the valuation process.

In order to prepare the pro forma financial information, UEC performed a preliminary review of U1 Americas’ accounting policies to identify significant differences from the accounting policies used to prepare UEC’s historical financial statements. Based on this preliminary review, the Company has not identified accounting policies applicable to similar transactions undertaken by U1 Americas that significantly depart from those followed by the Company and would have a significant impact on the pro forma condensed combined financial statements. UEC will conduct an additional review of U1 Americas’ accounting policies to determine if differences in accounting policies require adjustment or reclassification of U1 Americas’ results of operations, assets or liabilities to conform to UEC’s accounting policies and classifications when the Company prepares and completes its unaudited condensed consolidated financial statements for the three and six months ended January 31, 2022. As a result of that review, UEC may identify differences between the accounting policies that, when conformed, could have a material impact on its future consolidated financial statements.

The pro forma financial information is preliminary, provided for illustrative purposes only and do not purport to represent what the combined actual consolidated results of operations or consolidated balance sheet would have been had the Acquisition and Financing occurred on the dates assumed, nor are they indicative of the combined future consolidated results of operations or financial position. The actual results reported in periods following the Acquisition and Financing may differ significantly from those reflected in these pro forma financial information presented herein for a number of reasons, including, but not limited to, differences between the assumptions used to prepare this pro forma financial information and actual amounts, cost savings or associated costs to achieve such savings from operating efficiencies, synergies, debt refinancing, or other restructuring that may arise in conjunction with the Acquisition and Financing.

Currency amounts are reported in U.S. dollars, except per share amounts.

Uranium Energy Corp.

NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

For the year ended July 31, 2021 and the three months ended October 31, 2021

(Unaudited, expressed in U.S. Dollars)

NOTE 2:         CALCULATION OF ESTIMATED PURCHASE CONSIDERATION

The purchase consideration paid by UEC to the Seller is as follows:

	Purchase Consideration
	USD
Purchase price including amounts paid in relation to deposits pledged as collateral in favor of the Wyoming state regulatory agency	$	125,592,602
Working capital adjustment to the purchase price		2,933,252
Total purchase consideration for U1 Americas shares	$	128,525,854

NOTE 3:         PRELIMINARY PRO FORMA PURCHASE PRICE ALLOCATION

The following table sets forth a preliminary pro forma allocation of the purchase consideration to the preliminary pro forma fair value of the assets acquired and liabilities assumed as at October 31, 2021 in conjunction with the Acquisition:

Pro Forma Purchase Price Allocation for the Acquisition

Assets acquired:
Cash and cash equivalents	$	1,199,600
Inventories		189,000
Prepaid expenses and deposits		1,750,400
Other current assets		93,400
Mineral rights and properties		116,179,602
Property, plant and equipment		7,644,800
Restricted cash		13,753,300
Other non-current assets		1,826,713
Total assets acquired	$	142,636,815
Liabilities assumed:
Accounts payable and accrued liabilities	$	673,900
Other current liabilities		76,909
Asset retirement obligations		12,707,248
Other non-current liabilities		652,904
Total liabilities assumed		14,110,961
Net assets acquired	$	128,525,854
Estimated acquisition-related costs not included in the purchase consideration	$	2,931,980

This pro forma purchase price allocation has been used to prepare the transaction accounting adjustments in the pro forma condensed combined balance sheet and statements of operations and comprehensive loss.

Uranium Energy Corp.

NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

For the year ended July 31, 2021 and the three months ended October 31, 2021

(Unaudited, expressed in U.S. Dollars)

NOTE 4:          PRO FORMA TRANSACTION ACCOUNTING ADJUSTMENTS TO THE UNAUDITED CONDENSED COMBINED PRO FORMA BALANCE SHEET RESULTING FROM THE ACQUISITION

(A) Reflects cash paid for the Acquisition of $128,525,854 as described in Note 2, payment of estimated acquisition-related costs incurred subsequent to October 31, 2021 in the amount of $2,311,149 and the payment of the premium payable on the surety bonds of $100,843 (see Note 4(C)).

(B) Reflects the difference between the estimated fair value and carrying value of assets acquired. Except with respect to mineral rights and properties under care and maintenance and right of use assets, the Company has assumed the historical carrying value approximates the fair value of assets acquired. For purposes of these pro forma condensed combined financial statements, any excess of purchase consideration over the estimated fair value of U1 Americas’ remaining net assets has been assumed to be attributable to the fair value of acquired mineral rights and properties. Upon completion of the valuation of the mineral rights and properties, such excess (shortfall), if any, will be reclassified to goodwill or a bargain purchase gain.

(C) Reflects an adjustment for the 2% annual premium payable on the surety bonds. The total financial assurance required by the WDEQ was $18,796,700, of which approximately $5 million was funded by a third-party insurance company at an annual cost of a 2% premium of the face value and the remainder by the restricted cash held by U1 Americas.

(D)   Reflects the adjustment to expense UEC’s acquisition-related costs $620,831 presented in non-current assets at October 31, 2021, net of an adjustment to the initial recognition value of U1 Americas’ right of use asset on an operating lease agreement for $170,613.

(E) Reflects the settlement of U1 Americas’ related party liabilities prior to the Acquisition as required by the SPA.

(F) Reflects an adjustment for the recognition of the lease liability related to the pro forma adjustment for a U1 Americas’ right of use asset (see Note 4(D)).

(G) Reflects an adjustment to recognize the asset retirement obligations at the estimated fair value.

(H) Reflects no change to recognized deferred tax assets and liabilities arising from pro forma adjustments as a result of a corresponding change in the valuation allowance.

(I) Reflects the elimination of U1 Americas’ historical equity balance.

(J) Reflects the elimination of U1 Americas’ historical deficit balance offset by the pro forma adjustment for UEC’s estimated acquisition-related costs of $2,311,149 expected to be incurred by UEC subsequent to October 31, 2021 and $620,831 in prepaid costs incurred as at October 31, 2021 (see Note 4(D)).

NOTE 5:          PRO FORMA TRANSACTION ACCOUNTING ADJUSTMENTS TO THE UNAUDITED CONDENSED COMBINED PRO FORMA BALANCE SHEET RESULTING FROM THE FINANCING

Reflects the issuance of 10,595,136 shares of the Company’s common stock subsequent to October 31, 2021 pursuant to the May 2021 ATM Offering and the November 2021 ATM Offering for net cash proceeds of $42,084,587. The Company used the proceeds from these share issuances to partially fund the Acquisition purchase consideration.

Uranium Energy Corp.

NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

For the year ended July 31, 2021 and the three months ended October 31, 2021

(Unaudited, expressed in U.S. Dollars)

NOTE 6:          PRO FORMA TRANSACTION ACCOUNTING ADJUSTMENTS TO THE UNAUDITED CONDENSED COMBINED PRO FORMA STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(A)   Reflects an adjustment for UEC’s estimated acquisition-related costs of $2,311,149 expected to be incurred subsequent to October 31, 2021 and $620,831 in prepaid acquisition-related costs incurred before October 31,2021, which have been presented as if they were incurred on the assumed acquisition date of August 1, 2020.

(B) Reflects an adjustment to accretion expense as a result of the pro forma adjustment to the asset retirement obligation at the date of acquisition.

(C) Reflects the reversal of the interest charges related to the U1 Americas’ related party long-term debt (see note 4(E)) offset by the amortization of the annual premium paid on the surety bond (see Note 4(C)).

	Year ended			Three months ended
	July 31, 2021			October 31, 2021
Reversal of the interest charges related to the U1 Americas’ related party long-term debt	$	2,294,400		$	671,300
Amortization of the annual premium paid on the surety bond		(100,843	)		(25,211	)
Pro forma net decrease to interest expense and finance costs	$	2,193,557		$	646,089

(D) Reflects the elimination of historical impairment expense of $9,647,500 for a credit impaired account receivable as a result of the assumption that the nil valuation applied to the receivable in the purchase price allocation was applied at the assumed acquisition date of August 1, 2020.

(E) Reflects the estimated impact on earnings per share based on UEC’s pro forma basic and diluted weighted average number of common shares outstanding as follows:

	Year ended		Three months ended
	July 31, 2021		October 31, 2021
Weighted average number of shares outstanding, basic and diluted		210,295,992		246,859,322
UEC shares issued subsequent to October 31, 2021 to partially fund the acquisition of U1 Americas		10,595,136		10,595,136
Pro forma weighted average number of shares outstanding, basic and diluted		220,891,128		257,454,458

Uranium Energy Corp.

NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

For the year ended July 31, 2021 and the three months ended October 31, 2021

(Unaudited, expressed in U.S. Dollars)

NOTE 7.         PRO FORMA SHARE CAPITAL

	Common Shares		Capital Stock		Additional Paid-in Capital
			$		$
Issued and outstanding, October 31, 2021		258,996,829		258,996		507,325,510
UEC shares issued subsequent to October 31, 2021 to partially fund the acquisition of U1 Americas		10,595,136		10,595		42,073,992
Pro forma balance, Issued and outstanding		269,591,965		269,591		549,399,502

XML

Document And Entity Information	Dec. 17, 2021
Document Information [Line Items]
Entity, Registrant Name	URANIUM ENERGY CORP.
Document, Type	8-K/A
Document, Period End Date	Dec. 17, 2021
Entity, Incorporation, State or Country Code	NV
Entity, File Number	001-33706
Entity, Tax Identification Number	98-0399476
Entity, Address, Address Line One	1030 West Georgia Street, Suite 1830
Entity, Address, City or Town	Vancouver
Entity, Address, State or Province	BC
Entity, Address, Postal Zip Code	V6E 2Y3
City Area Code	604
Local Phone Number	682-9775
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	UEC
Security Exchange Name	NYSEAMER
Entity, Emerging Growth Company	false
Amendment Description	Form 8-K date of report 12-17-21
Amendment Flag	true
Entity, Central Index Key	0001334933