EX-99.1 2 uroy-ex99_1.htm EX-99.1 EX-99.1

 

Exhibit 99.1

 

 

 

 

 

 

 

 

 

 

 

 

img241105342_0.jpg 

 

 

 

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED OCTOBER 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

Uranium Royalty Corp.

Condensed Interim Consolidated Statements of Financial Position

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

 

 

As at October 31, 2023

 

As at April 30, 2023

 

 

Notes

($)

 

($)

 

Assets

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

3

 

62,062

 

 

14,306

 

Restricted cash

3

 

110

 

 

110

 

Short-term investments

4

 

17,631

 

 

38,340

 

Inventories

5

 

104,211

 

 

85,561

 

Prepaids and other receivables

 

 

4,162

 

 

511

 

 

 

188,176

 

 

138,828

 

 

 

 

 

 

Non-current Assets

 

 

 

 

 

Right-of-use asset

 

 

 

 

96

 

Royalties

6

 

47,050

 

 

46,864

 

 

 

47,050

 

 

46,960

 

 

 

 

 

 

 

 

235,226

 

 

185,788

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

972

 

 

549

 

Government loan payable

 

 

 

 

40

 

Margin loan payable

7

 

 

 

9,726

 

Current portion of lease liability

 

 

 

 

21

 

 

 

 

972

 

 

10,336

 

Non-current Liability

 

 

 

 

 

Non-current portion of lease liability

 

 

 

 

83

 

 

 

 

 

83

 

 

 

 

 

 

 

 

 

 

972

 

 

10,419

 

Equity

 

 

 

 

 

Issued capital

8

 

212,407

 

 

167,277

 

Reserves

8

 

6,361

 

 

6,319

 

Retained earnings/(accumulated deficit)

 

 

3,863

 

 

(11,855

)

Accumulated other comprehensive income

 

 

11,623

 

 

13,628

 

 

 

234,254

 

 

175,369

 

 

 

235,226

 

 

185,788

 

 

Commitments (Note 12)

Subsequent events (Note 14)

Approved by the Board of Directors:

/s/ “Neil Gregson”

Neil Gregson

Director

/s/ “Vina Patel”

Vina Patel

Director

The accompanying notes are an integral part of these condensed interim consolidated financial statements

1


 

Uranium Royalty Corp.

Condensed Interim Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

Notes

For the three months ended
October 31,

 

For the six months
ended
October 31,

 

 

 

2023

 

2022

 

2023

 

2022

 

 

($)

 

($)

 

($)

 

($)

 

Revenue

 

 

 

 

 

 

 

 

 

Sales of uranium inventory

 

 

15,318

 

 

 

 

15,318

 

 

 

Cost of sales

 

 

 

 

 

 

 

 

 

Cost of uranium inventory

 

 

(11,054

)

 

 

 

(11,054

)

 

 

Gross profit

 

 

4,264

 

 

 

 

4,264

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

Salaries and directors' fees

10

 

(266

)

 

(236

)

 

(525

)

 

(436

)

Office and administration

 

 

(1,789

)

 

(609

)

 

(2,173

)

 

(953

)

Professional fees and insurance

 

 

(403

)

 

(548

)

 

(854

)

 

(830

)

Transfer agent and regulatory fees

 

 

(225

)

 

(198

)

 

(597

)

 

(338

)

Share-based compensation

 

 

(381

)

 

(269

)

 

(428

)

 

(737

)

Operating income (loss) for the period

 

 

1,200

 

 

(1,860

)

 

(313

)

 

(3,294

)

 

 

 

 

 

 

 

 

 

Other items

 

 

 

 

 

 

 

 

 

Other income

 

 

 

 

 

10

 

 

 

Interest expense

 

 

 

 

(429

)

 

(2

)

 

(820

)

Interest income

 

 

93

 

 

10

 

 

94

 

 

10

 

Net foreign exchange gain (loss)

 

 

1,047

 

 

(835

)

 

966

 

 

(764

)

Income (loss) before taxes

 

 

2,340

 

 

(3,114

)

 

755

 

 

(4,868

)

Deferred income tax recovery

 

 

1,150

 

 

848

 

 

1,693

 

 

153

 

Net income (loss) for the period

 

 

3,490

 

 

(2,266

)

 

2,448

 

 

(4,715

)

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

Items that will not subsequently be re-classified to net income:

 

 

 

 

 

 

 

 

 

Gain on revaluation of short-term investments

4

 

8,521

 

 

6,325

 

 

12,542

 

 

1,174

 

Deferred tax expense on short-term investments

4

 

(1,150

)

 

(848

)

 

(1,693

)

 

(153

)

Item that may subsequently be re-classified to net income:

 

 

 

 

 

 

 

 

 

Foreign currency translation differences

 

 

884

 

 

944

 

 

416

 

 

884

 

Total other comprehensive income for the period

 

 

8,255

 

 

6,421

 

 

11,265

 

 

1,905

 

 

 

 

 

 

 

 

 

 

Total comprehensive income (loss) for the period

 

 

11,745

 

 

4,155

 

 

13,713

 

 

(2,810

)

 

 

 

 

 

 

 

 

 

Net income (loss) per share

 

 

 

 

 

 

 

 

 

    Basic earnings (loss) per share

 

 

0.03

 

 

(0.02

)

 

0.02

 

 

(0.05

)

    Diluted earnings (loss) per share

 

 

0.03

 

 

(0.02

)

 

0.02

 

 

(0.05

)

Weighted average number of shares outstanding

 

 

 

 

 

 

 

 

 

    Basic

8

 

102,699,912

 

 

97,200,448

 

 

101,353,526

 

 

96,633,493

 

    Diluted

8

 

110,142,138

 

 

97,200,448

 

 

113,230,542

 

 

96,633,493

 

 

The accompanying notes are an integral part of these condensed interim consolidated financial statements

2


 

Uranium Royalty Corp.

Condensed Interim Consolidated Statements of Changes in Equity

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

 

 

Number of
Common

 

Issued
Capital

 

Reserves

 

Retained
Earnings/
(Accumulated Deficit)

 

Accumulated
Other
Comprehensive
Income

 

Total

 

 

Notes

Shares

 

($)

 

($)

 

($)

 

($)

 

($)

 

Balance at April 30, 2022

 

 

95,546,314

 

 

152,444

 

 

5,488

 

 

(12,143

)

 

18,847

 

 

164,636

 

Common shares issued upon exercise of warrants

 

 

6,000

 

 

14

 

 

(2

)

 

 

 

 

 

12

 

At-the-Market offering:

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued for cash

 

 

2,066,319

 

 

7,606

 

 

 

 

 

 

 

 

7,606

 

Agents' fees and issuance costs

 

 

 

 

(191

)

 

 

 

 

 

 

 

(191

)

Share-based compensation

 

 

 

 

 

 

737

 

 

 

 

 

 

737

 

Net loss for the period

 

 

 

 

 

 

 

 

(4,715

)

 

 

 

(4,715

)

Total other comprehensive income

 

 

 

 

 

 

 

 

 

 

1,905

 

 

1,905

 

Balance at October 31, 2022

 

 

97,618,633

 

 

159,873

 

 

6,223

 

 

(16,858

)

 

20,752

 

 

169,990

 

Common shares issued upon exercise of warrants

 

 

184,894

 

 

416

 

 

(46

)

 

 

 

 

 

370

 

Common shares issued upon exercise of options

 

 

37,500

 

 

179

 

 

(48

)

 

 

 

 

 

131

 

At-the-Market offering:

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued for cash

 

 

1,962,702

 

 

6,983

 

 

 

 

 

 

 

 

6,983

 

Agents' fees and issuance costs

 

 

 

 

(174

)

 

 

 

 

 

 

 

(174

)

Transfer of other comprehensive income to accumulated deficit upon disposal of short-term investments

 

 

 

 

 

 

 

 

6,131

 

 

(6,131

)

 

 

Share-based compensation

 

 

 

 

 

 

190

 

 

 

 

 

 

190

 

Net loss for the period

 

 

 

 

 

 

 

 

(1,128

)

 

 

 

(1,128

)

Total other comprehensive loss

 

 

 

 

 

 

 

 

 

 

(993

)

 

(993

)

Balance at April 30, 2023

 

 

99,803,729

 

 

167,277

 

 

6,319

 

 

(11,855

)

 

13,628

 

 

175,369

 

Common shares issued upon exercise of warrants

8

 

1,539,300

 

 

3,465

 

 

(386

)

 

 

 

 

 

3,079

 

Public offering:

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued for cash

8

 

10,205,000

 

 

40,948

 

 

 

 

 

 

 

 

40,948

 

Underwriters' fees and issuance costs

8

 

 

 

(2,729

)

 

 

 

 

 

 

 

(2,729

)

At-the-Market offering:

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued for cash

8

 

870,910

 

 

3,534

 

 

 

 

 

 

 

 

3,534

 

Agents' fees and issuance costs

8

 

 

 

(88

)

 

 

 

 

 

 

 

(88

)

Transfer of other comprehensive income to retained earnings upon disposal of short-term investments

4

 

 

 

 

 

 

 

13,270

 

 

(13,270

)

 

 

Share-based compensation

8

 

 

 

 

 

428

 

 

 

 

 

 

428

 

Net income for the period

 

 

 

 

 

 

 

 

2,448

 

 

 

 

2,448

 

Total other comprehensive income

 

 

 

 

 

 

 

 

 

 

11,265

 

 

11,265

 

Balance at October 31, 2023

 

 

112,418,939

 

 

212,407

 

 

6,361

 

 

3,863

 

 

11,623

 

 

234,254

 

 

The accompanying notes are an integral part of these condensed interim consolidated financial statements

3


 

Uranium Royalty Corp.

Condensed Interim Consolidated Statements of Cash Flows

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

 

 

For the six months ended
October 31,

 

 

2023

 

 

2022

 

 

($)

 

 

($)

 

Operating activities

 

 

 

 

 

 

Net income (loss) before tax for the period

 

 

755

 

 

 

(4,868

)

Adjustments for:

 

 

 

 

 

 

Depreciation

 

 

6

 

 

 

12

 

Interest expense

 

 

2

 

 

 

820

 

Interest income

 

 

(94

)

 

 

(10

)

Share-based compensation

 

 

428

 

 

 

737

 

Others

 

 

(18

)

 

 

 

Net foreign exchange (gain) loss

 

 

(1,012

)

 

 

934

 

Net changes in non-cash working capital items:

 

 

 

 

 

 

Inventories

 

 

(18,421

)

 

 

(7,512

)

Prepaids and other receivables

 

 

333

 

 

 

1,973

 

Accounts payable and accrued liabilities

 

 

423

 

 

 

165

 

Cash used in operating activities

 

 

(17,598

)

 

 

(7,749

)

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

Interest received

 

 

60

 

 

 

11

 

Net proceeds from sale of short-term investments

 

 

30,070

 

 

 

 

Investment in short-term investments

 

 

(769

)

 

 

(1,559

)

Restricted cash deposit

 

 

 

 

 

587

 

Cash generated from (used in) investing activities

 

 

29,361

 

 

 

(961

)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

Proceeds from public offering, net of underwriters' fees and issuance costs

 

 

38,219

 

 

 

 

Proceeds from At-the-Market offering, net of agents' fees and issuance costs

 

 

3,446

 

 

 

7,299

 

Proceeds from common shares issued upon exercise of options and warrants

 

 

3,079

 

 

 

12

 

Net proceeds/(repayment) of margin loan

 

 

(9,559

)

 

 

2,179

 

Repayment of government loan

 

 

(30

)

 

 

 

Payments of lease liability

 

 

(7

)

 

 

(13

)

Interest and fees paid

 

 

(167

)

 

 

(625

)

Cash generated from financing activities

 

 

34,981

 

 

 

8,852

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

1,012

 

 

 

2

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

 

47,756

 

 

 

144

 

Cash and cash equivalents

 

 

 

 

 

 

Beginning of period

 

 

14,306

 

 

 

4,385

 

End of period

 

 

62,062

 

 

 

4,529

 

 

Supplemental cash flow information (Note 13)

 

 

The accompanying notes are an integral part of these condensed interim consolidated financial statements

 

4


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

1. Corporate Information

 

Uranium Royalty Corp. ("URC" or "the Company") is a company incorporated in Canada on April 21, 2017 and domiciled in Canada. URC is principally engaged in acquiring and assembling a portfolio of royalties, investing in companies with exposure to uranium and trading in physical uranium. The registered office of the Company is located at 1000 Cathedral Place, 925 West Georgia Street, Vancouver, British Columbia, V6C 3L2, Canada. The principal address of the Company is 1188 West Georgia Street, Suite 1830, Vancouver, British Columbia, V6E 4A2, Canada.

The Company was listed on the TSX Venture Exchange (the "TSX-V"). Effective as of market close on July 5, 2023, the Company was delisted from the TSX-V and effective on July 6, 2023, the Company is listed on the Toronto Stock Exchange (the "TSX" and together with the TSX-V, as applicable, the "Exchange"). The Company's common shares and common share purchase warrants, each of which is exercisable into one common share at an exercise price of $2.00 per share until December 6, 2024 (the "Listed Warrants"), are listed on the TSX under the symbols "URC" and "URC.WT", respectively. The Company's common shares are traded on the NASDAQ Capital Market under the symbol "UROY".

2. Basis of Preparation

2.1 Statement of compliance

The Company's condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, applicable to the preparation of interim financial statements including International Accounting Standard 34 Interim Financial Reporting. The condensed interim consolidated financial statements should be read in conjunction with the annual consolidated financial statements for the year ended April 30, 2023.

These condensed interim consolidated financial statements were authorized for issue by the Company's board of directors on December 13, 2023.

2.2 Basis of presentation

The Company's condensed interim consolidated financial statements have been prepared on a historical cost basis except for financial instruments that have been measured at fair value. The Company's condensed interim consolidated financial statements are presented in Canadian dollars ("$" or "dollars") which is also the functional currency of URC. All values are rounded to the nearest thousand except where otherwise indicated.

The accounting policies applied in the preparation of these condensed interim consolidated financial statements are consistent with those applied and disclosed in the Company's annual consolidated financial statements for the year ended April 30, 2023. The Company's interim results are not necessarily indicative of its results for a full year.

2.3 Basis of consolidation

The condensed interim consolidated financial statements include the financial statements of Uranium Royalty Corp. and its wholly-owned subsidiaries, being Uranium Royalty (USA) Corp. ("URUSA") and Reserve Minerals, LLC ("RM"). Subsidiaries are consolidated from the date the Company obtains control, and continue to be consolidated until the date that control ceases. Control is achieved when the Company is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

 

All inter-company transactions, balances, income and expenses are eliminated through the consolidation process.

The accounts of URUSA and RM are prepared for the same reporting period as the parent company, using consistent accounting policies. The functional currency of URUSA and RM is the United States dollar. Foreign operations are translated into Canadian dollars using the period end exchange rate as to assets and liabilities and the average exchange rate as to income and expenses. All resulting exchange differences are recognized in other comprehensive income.

 

5


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

3. Cash and cash equivalents and Restricted Cash

As at October 31, 2023, the Company held cash and cash equivalents of $62,062 (April 30, 2023: $14,306). In addition, the Company held restricted cash of $110 (April 30, 2023: $110). Restricted cash held at October 31, 2023 relates to security for a corporate credit card.

 

4. Short-term Investments

 

 

 

As at October 31, 2023

 

 

As at April 30,
2023

 

 

 

($)

 

 

($)

 

Fair value, at the beginning of the period/year

 

 

38,340

 

 

 

51,787

 

Additions for the period/year

 

 

769

 

 

 

2,996

 

Disposals for the period/year

 

 

(34,020

)

 

 

(16,551

)

Fair value adjustment due to foreign exchange rate change for the period/year

 

 

(79

)

 

 

1,742

 

Fair value adjustment due to share price change for the period/year

 

 

12,621

 

 

 

(1,634

)

Fair value, at the end of the period/year

 

 

17,631

 

 

 

38,340

 

 

As at October 31, 2023, the fair value of the Company's investment in Yellow Cake plc ("Yellow Cake") and Queen's Road Capital Investment Ltd. ("QRC") is $11,096 (April 30, 2023: $32,091) and $6,535 (April 30, 2023: $6,249), respectively.

 

Pursuant to an agreement between Yellow Cake and the Company, Yellow Cake granted the Company an option to acquire at market between US$2.5 million and US$10 million of triuranium octoxide ("U3O8") per year between January 1, 2019 and January 1, 2028, up to a maximum aggregate amount of US$21.25 million worth of U3O8 as at October 31, 2023. Yellow Cake has also agreed to inform the Company of any opportunities for royalties, streams or similar interests identified by Yellow Cake with respect to uranium and the Company has an irrevocable option to elect to acquire up to 50% of any such opportunity alongside Yellow Cake, in which case the parties shall work together in good faith to pursue any such opportunities jointly. Furthermore, the Company and Yellow Cake have agreed to, so far as it is commercially reasonable to do so, cooperate to identify potential opportunities to work together on other uranium related joint participation endeavors.

 

The ordinary shares of Yellow Cake and common shares of QRC are listed on the Alternative Investment Market of the London Stock
Exchange and the TSX, respectively. During the six months ended October 31, 2023, the Company sold a portion of its shares in Yellow Cake for proceeds of $34,020, of which $30,070 had been received by the Company as at October 31, 2023 (Note 13). The Company realized a gain of $15,341 (2022: $Nil) which had already been included in accumulated other comprehensive income. This gain was transferred to retained earnings net of tax of $2,071 (2022: $Nil).

During the three and six months ended October 31, 2023, the Company recognized a change in fair value of short-term investments in an aggregate of $8,521 and $12,542 (2022: $6,325 and $1,174) and deferred income tax expense of $1,150 and $1,693 (2022: $848 and $153) in other comprehensive income, respectively.

Subsequent to October 31, 2023, the Company disposed all of the remaining Yellow Cake ordinary shares for gross proceeds of approximately $11.4 million.

5. Inventories

As at October 31, 2023, the Company holds 1,749,106 pounds U3O8 (April 30, 2023: 1,548,068 pounds U3O8). The carrying value of $104,211 (April 30, 2023: $85,561) includes the Company's entitlement of the production from the McArthur River mine of 1,038 pounds U3O8 for calendar year 2022 ,and an accrual for the Company's royalty in-kind payment from January 1, 2023 to October 31, 2023. The accrued royalty in-kind payment is pro-rated based on the planned production of 14 million pounds U3O8 from the McArthur River mine, as published by the operator, for the calendar year 2023.

6


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

6. Royalties

 

 

 

Royalties

 

 

Royalty Options

 

 

Total

 

 

 

($)

 

 

($)

 

 

($)

 

Balance, as at April 30, 2022

 

 

43,880

 

 

 

143

 

 

 

44,023

 

    Foreign currency translation

 

 

883

 

 

 

 

 

 

883

 

Balance, as at October 31, 2022

 

 

44,763

 

 

 

143

 

 

 

44,906

 

    Additions

 

 

2,313

 

 

 

(143

)

 

 

2,170

 

    Depletion

 

 

(147

)

 

 

 

 

 

(147

)

    Foreign currency translation

 

 

(65

)

 

 

 

 

 

(65

)

Balance, as at April 30, 2023

 

 

46,864

 

 

 

 

 

 

46,864

 

    Depletion

 

 

(231

)

 

 

 

 

 

(231

)

    Foreign currency translation

 

 

417

 

 

 

 

 

 

417

 

Balance, as at October 31, 2023

 

 

47,050

 

 

 

 

 

 

47,050

 

 

 

 

Cost

 

 

Accumulated Depletion

 

 

Carrying Amount

 

 

 

April 30, 2023

 

 

Foreign Currency Translation

 

 

October 31, 2023

 

 

April 30, 2023

 

 

Depletion

 

 

October 31, 2023

 

 

October 31, 2023

 

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

Anderson project

 

 

7,751

 

 

 

184

 

 

 

7,935

 

 

 

 

 

 

 

 

 

 

 

 

7,935

 

Church Rock project

 

 

792

 

 

 

19

 

 

 

811

 

 

 

 

 

 

 

 

 

 

 

 

811

 

Cigar Lake project

 

 

4,704

 

 

 

 

 

 

4,704

 

 

 

 

 

 

 

 

 

 

 

 

4,704

 

Dawn Lake project

 

 

282

 

 

 

 

 

 

282

 

 

 

 

 

 

 

 

 

 

 

 

282

 

Dewey-Burdock project

 

 

1,445

 

 

 

34

 

 

 

1,479

 

 

 

 

 

 

 

 

 

 

 

 

1,479

 

Energy Queen project

 

 

68

 

 

 

2

 

 

 

70

 

 

 

 

 

 

 

 

 

 

 

 

70

 

Lance project

 

 

1,781

 

 

 

42

 

 

 

1,823

 

 

 

 

 

 

 

 

 

 

 

 

1,823

 

Langer Heinrich project

 

 

2,822

 

 

 

 

 

 

2,822

 

 

 

 

 

 

 

 

 

 

 

 

2,822

 

McArthur River project

 

 

11,543

 

 

 

 

 

 

11,543

 

 

 

(147

)

 

 

(231

)

 

 

(378

)

 

 

11,165

 

Michelin project

 

 

4,262

 

 

 

 

 

 

4,262

 

 

 

 

 

 

 

 

 

 

 

 

4,262

 

Reno Creek project

 

 

305

 

 

 

7

 

 

 

312

 

 

 

 

 

 

 

 

 

 

 

 

312

 

Roca Honda project

 

 

167

 

 

 

4

 

 

 

171

 

 

 

 

 

 

 

 

 

 

 

 

171

 

Roughrider project

 

 

5,923

 

 

 

 

 

 

5,923

 

 

 

 

 

 

 

 

 

 

 

 

5,923

 

San Rafael project

 

 

546

 

 

 

13

 

 

 

559

 

 

 

 

 

 

 

 

 

 

 

 

559

 

Slick Rock project

 

 

3,076

 

 

 

74

 

 

 

3,150

 

 

 

 

 

 

 

 

 

 

 

 

3,150

 

Whirlwind project

 

 

68

 

 

 

2

 

 

 

70

 

 

 

 

 

 

 

 

 

 

 

 

70

 

Workman Creek project

 

 

1,476

 

 

 

36

 

 

 

1,512

 

 

 

 

 

 

 

 

 

 

 

 

1,512

 

 

 

 

47,011

 

 

 

417

 

 

 

47,428

 

 

 

(147

)

 

 

(231

)

 

 

(378

)

 

 

47,050

 

 

The Company's royalties are detailed below:

Anderson, Slick Rock and Workman Creek Projects

 

The Company holds a 1% net smelter return royalty for uranium on Anderson project, Slick Rock project, and Workman Creek project in the USA.

Michelin Project

The Company holds a 2% gross revenues royalty on the Michelin property in Canada.

 

 

7


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

6. Royalties (continued)

Church Rock and Roca Honda Projects

 

The Company holds a 4% net smelter return royalty on the Church Rock property and a 4% gross revenues royalty on a portion of the Roca Honda property in the USA. The Roca Honda royalty is subject to the right of the payor to purchase the royalty for US$5 million at any time prior to the first royalty payment becoming due thereunder.

 

Dewey-Burdock Project

 

The Company holds a 30% net proceeds royalty and a 2% to 4% gross value royalty on a portion of the Dewey-Burdock property in the USA.

Lance Project

 

The Company holds a 4% gross revenues royalty on a portion of the Lance property and an additional 1% gross revenues royalty which covers the entirety of the current permitted project area in the USA.

Langer Heinrich Project

 

The Company holds a production royalty of Australian $0.12 per kilogram of yellow cake produced from the Langer Heinrich uranium project in Namibia.

Reno Creek Project

 

The Company holds a 0.5% net profit interest royalty, with a maximum amount payable thereunder of US$2.5 million, on a portion of the Reno Creek property in the USA.

Roughrider Project

The Company holds a 1.97% net smelter return royalty on the Roughrider property in Canada.

Energy Queen, San Rafael and Whirlwind Projects

 

The Company holds a 1% gross value royalty on portions of the Energy Queen project, a 2% net smelter return royalty on portions of the San Rafael project and a 2% to 4% sliding scale gross value royalty on portions of the Whirlwind project in the USA. The Company may choose to take product payment in physical ore or concentrates produced from the Energy Queen and Whirlwind projects.

Cigar Lake, McArthur River and Dawn Lake Projects

 

The Company holds (i) a 1% gross overriding royalty on an approximate 9% share of uranium production derived from an approximate 30.195% ownership interest of Orano Canada Inc. ("Orano") on the McArthur River project located in Saskatchewan, Canada; (ii) a 10% to 20% sliding scale net profit interest ("NPI") royalty on a 3.75% share of overall uranium production, drawn from Orano's approximate 40.453% ownership interest in the Waterbury Lake / Cigar Lake project (the "Waterbury Lake / Cigar Lake Project") located in Saskatchewan, Canada, and (iii) a 10% to 20% sliding scale NPI on a 7.5% share of overall uranium production from the Dawn Lake project located in Saskatchewan, Canada.

 

The Company has elected to receive royalty proceeds from the re-started McArthur River mine through delivery of physical uranium. As a result, the Company recorded a depletion of $86 and $231 (2022: $Nil and $Nil) on the McArthur River royalty and an increase in inventory by the same amount during the three and six months ended October 31, 2023, respectively. On August 31, 2023, Orano settled the royalty payments related to the production from the McArthur River mine for calendar year 2022 by delivering 1,038 pounds U3O8 to the Company's storage account at Blind River in Canada.

 

 

8


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

7. Margin Loan Payable

 

On May 7, 2021, as amended and restated on January 17, 2023, the Company established a margin loan facility for a maximum amount of approximately $18,552 (US$15 million) (the "Facility"). The margin loan was subject to an interest rate of Adjusted Term SOFR Rate plus 5.50% per annum and the unutilized portion of the Facility was subject to a standby fee of 2.50% per annum. The Adjusted Term SOFR Rate meant on any date the Term SOFR Reference Rate published by CME Group Benchmark Administration Limited for the tenor comparable to the applicable interest period, plus credit spread adjustment.

 

The Facility was secured by a pledge of all the shares of Yellow Cake held by the Company (Note 4). The Facility was fully settled and extinguished on May 3, 2023.

The following outlines the movement of the margin loan:

 

 

US$'000

 

 

$

 

Balance, as at April 30, 2022

 

 

10,047

 

 

 

12,908

 

Draw-down

 

 

8,000

 

 

 

10,696

 

Less: principal payment

 

 

(11,121

)

 

 

(14,864

)

Interest expense

 

 

1,270

 

 

 

1,628

 

Interest paid

 

 

(1,019

)

 

 

(1,348

)

Unrealized foreign exchange loss

 

 

 

 

 

706

 

Balance, as at April 30, 2023

 

 

7,177

 

 

 

9,726

 

Less: principal payment

 

 

(7,054

)

 

 

(9,559

)

Interest paid

 

 

(123

)

 

 

(167

)

Balance, as at October 31, 2023

 

 

 

 

 

 

 

8. Issued Capital

8.1 Common Shares

The authorized share capital of the Company is comprised of an unlimited number of common shares and an unlimited number of preferred shares issuable in series without par value.

At-the-Market Equity Program

On August 18, 2021, the Company entered into an equity distribution agreement (the "2021 Distribution Agreement") with a syndicate of agents led by BMO Nesbitt Burns Inc., and including BMO Capital Markets Corp., H.C. Wainwright & Co. LLC, Canaccord Genuity Corp., Canaccord Genuity LLC, Paradigm Capital Inc., TD Securities Inc. and TD Securities (USA) LLC (collectively, the "Agents"), for an at-the-market equity program (the "ATM Program").

The 2021 Distribution Agreement allowed the Company to distribute up to US$40 million (or the equivalent in Canadian dollars) of common shares of the Company (the "ATM Shares") under the ATM Program. The ATM Shares were issued by the Company to the public from time to time, through the Agents, at the Company's discretion. The ATM Shares sold under the ATM Program were sold at the prevailing market price at the time of sale. The 2021 Distribution Agreement was terminated on September 1, 2022.

On September 1, 2022, the Company renewed its ATM Program that allowed the Company to distribute up to US$40 million (or the equivalent in Canadian dollars) of ATM Shares to the public from time to time, through the Agents, at the Company's discretion. The ATM Shares sold under the ATM Program were sold at the prevailing market price at the time of sale. Sales of ATM Shares were made pursuant to the terms of an equity distribution agreement dated September 1, 2022 (the "2022 Distribution Agreement"). The 2022 Distribution Agreement was terminated on July 14, 2023.

 

 

 

 

9


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

8. Issued Capital (continued)

8.1 Common Shares (continued)

 

On August 8, 2023, the Company renewed its ATM Program that allows the Company to distribute up to US$40 million (or the equivalent in Canadian dollars) of ATM Shares to the public from time to time, through the Agents, at the Company's discretion. The ATM Shares sold under the ATM Program, if any, will be sold at the prevailing market price at the time of sale. Sales of ATM Shares will be made pursuant to the terms of an equity distribution agreement dated August 8, 2023 (the "2023 Distribution Agreement"). Unless earlier terminated by the Company or the Agents as permitted therein, the 2023 Distribution Agreement will terminate upon the earlier of (a) the date that the aggregate gross sales proceeds of the ATM Shares sold under the ATM Program reaches the aggregate amount of US$40 million (or the equivalent in Canadian dollars); or (b) September 1, 2024.

During the six months ended October 31, 2023, the Company issued 870,910 common shares under the 2023 ATM Program for gross proceeds of $3,534, with aggregate commissions paid or payable to the Agents and other share issue costs of $88.

Public Offering

On October 17, 2023, the Company completed a public offering by way of short form prospectus of 10,205,000 common shares (the "Offered Shares") at a price of US$2.94 per Offered Share (the "Offering Price") for gross proceeds of $40,948. Pursuant to an underwriting agreement dated October 11, 2023, among the Company and the underwriters, the Company granted the underwriters an over-allotment option, exercisable at the Offering Price for a period of 30 days following the closing of the public offering, to purchase up to an additional 1,530,750 common shares. The underwriters did not exercise the overallotment option and it expired on November 16, 2023. Uranium Energy Corp., a shareholder and related party of the Company, purchased 1,930,750 Offered Shares, representing approximately 19% of the number of Offered Shares, under the public offering.

8.2 Reserves

 

Common Share Purchase Warrants and Options

The following outlines the movements of the Company’s warrants and share options:

 

 

Warrants

 

 

Share Options

 

 

Total

 

 

($)

 

 

($)

 

 

($)

 

Balance, as at April 30, 2022

 

 

4,430

 

 

 

1,058

 

 

 

5,488

 

Common shares issued upon exercise of options

 

 

(2

)

 

 

 

 

 

(2

)

Share-based compensation

 

 

 

 

 

737

 

 

 

737

 

Balance, as at October 31, 2022

 

 

4,428

 

 

 

1,795

 

 

 

6,223

 

Common shares issued upon exercise of warrants

 

 

(46

)

 

 

 

 

 

(46

)

Common shares issued upon exercise of options

 

 

 

 

 

(48

)

 

 

(48

)

Share-based compensation

 

 

 

 

 

190

 

 

 

190

 

Balance, as at April 30, 2023

 

 

4,382

 

 

 

1,937

 

 

 

6,319

 

Common shares issued upon exercise of warrants

 

 

(386

)

 

 

 

 

 

(386

)

Share-based compensation

 

 

 

 

 

428

 

 

 

428

 

Balance, as at October 31, 2023

 

 

3,996

 

 

 

2,365

 

 

 

6,361

 

During the six months ended October 31, 2023, 1,539,300 warrants were exercised. 15,854,648 warrants were outstanding as at October 31, 2023.

As at October 31, 2023, there are 15,759,060 Listed Warrants at an exercise price of $2.00 per share (Note 1), and 95,588 unlisted common share purchase warrants (the "Unlisted Warrants"). The Unlisted Warrants are exercisable into one common share at an exercise price of $1.40 per share until December 6, 2024.

Subsequent to October 31, 2023, 316,700 Listed Warrants were exercised for $633.

 

10


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

8. Issued Capital (continued)

8.2 Reserves (continued)

Share Options

The following outlines movements of the Company’s share options:

 

 

 

Number of
options

 

 

Weighted Average
 Exercise Price
 ($)

 

Balance at April 30, 2023

 

 

1,196,000

 

 

 

3.50

 

     Granted

 

 

451,300

 

 

 

2.95

 

Balance at October 31, 2023

 

 

1,647,300

 

 

 

3.35

 

 

On August 21, 2023 and August 29, 2023, the Company granted 418,800 and 32,500 share options at an exercise price of $2.92 per share and $3.30 per share to certain directors, officers, employees and consultants of the Company, respectively. These options are valid for a period of five years. The options will vest as follows: (a) 25% on the grant date; and (b) 25% on each of the dates that are 6, 12 and 18 months thereafter.

The weighted average fair value of the share options granted was $1.67 per share and it was estimated at the date of grants using the Black-Scholes option pricing model with the following weighted average assumptions:

Risk-free interest rate

 

4.28

%

Expected life (years)

 

4.00

 

Expected volatility

 

71.83

%

Expected dividend yield

 

0.00

%

Estimated forfeiture rate

 

3.63

%

 

As there is insufficient trading history of the Company's common shares prior to the date of grant, the expected volatility is based on the historical share price volatility of a group of comparable companies in the sector in which the Company operates over a period similar to the expected life of the share options.

Subsequent to October 31, 2023, the Company granted 50,000 share options at an exercise price of $3.76 per share to a consultant of the Company. The options are valid for a period of three years. The options will vest as follows: (a) 25% on the grant date; and (b) 25% on each of the dates that are 4, 8 and 12 months thereafter.

 

 

 

 

 

 

 

 

 

 

 

11


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

8. Issued Capital (continued)

8.2 Reserves (continued)

A summary of share options outstanding and exercisable at October 31, 2023, are as follows:

 

 

 

Options Outstanding

 

 

Options Exercisable

 

Exercise Price
($)

 

 

Number of Options
Outstanding

 

 

Weighted Average Exercise Price
($)

 

 

Weighted Average Remaining Contractual Life
(years)

 

 

Number of Options Exercisable

 

 

Weighted Average Exercise Price
($)

 

 

Weighted Average Remaining Contractual Life
(years)

 

 

5.46

 

 

 

40,000

 

 

 

5.46

 

 

 

2.88

 

 

 

40,000

 

 

 

5.46

 

 

 

2.88

 

 

4.93

 

 

 

5,000

 

 

 

4.93

 

 

 

3.21

 

 

 

5,000

 

 

 

4.93

 

 

 

3.21

 

 

4.20

 

 

 

1,000

 

 

 

4.20

 

 

 

3.86

 

 

 

1,000

 

 

 

4.20

 

 

 

3.86

 

 

4.10

 

 

 

50,000

 

 

 

4.10

 

 

 

2.58

 

 

 

50,000

 

 

 

4.10

 

 

 

2.58

 

 

3.49

 

 

 

612,500

 

 

 

3.49

 

 

 

2.58

 

 

 

612,500

 

 

 

3.49

 

 

 

2.58

 

 

3.31

 

 

 

100,000

 

 

 

3.31

 

 

 

1.53

 

 

 

100,000

 

 

 

3.31

 

 

 

1.53

 

 

3.31

 

 

 

332,500

 

 

 

3.31

 

 

 

3.53

 

 

 

249,688

 

 

 

3.31

 

 

 

3.53

 

 

3.30

 

 

 

32,500

 

 

 

3.30

 

 

 

4.83

 

 

 

8,125

 

 

 

3.30

 

 

 

4.83

 

 

3.26

 

 

 

25,000

 

 

 

3.26

 

 

 

3.64

 

 

 

18,750

 

 

 

3.26

 

 

 

3.64

 

 

3.15

 

 

 

5,000

 

 

 

3.15

 

 

 

3.98

 

 

 

3,750

 

 

 

3.15

 

 

 

3.98

 

 

2.92

 

 

 

418,800

 

 

 

2.92

 

 

 

4.81

 

 

 

104,700

 

 

 

2.92

 

 

 

4.81

 

 

2.88

 

 

 

25,000

 

 

 

2.88

 

 

 

3.69

 

 

 

18,750

 

 

 

2.88

 

 

 

3.69

 

 

 

 

1,647,300

 

 

$

3.35

 

 

 

3.37

 

 

 

1,212,263

 

 

$

3.47

 

 

 

2.95

 

 

The amount of share-based compensation expense recognized during the three and six months ended October 31, 2023, was $381 (2022: $269) and $428 (2022: $737), respectively.

 

8.3 Earnings (Loss) Per Share

 

For the three and six months ended October 31, 2022, the Company's outstanding warrants and stock options were not included in the calculation of diluted loss per share as they were anti-dilutive.

 

 

For the three months ended
October 31,

 

For the six months
ended
October 31,

 

 

 

2023

 

2022

 

2023

 

2022

 

 

($)

 

($)

 

($)

 

($)

 

Net income (loss) for the period

 

 

3,490

 

 

(2,266

)

 

2,448

 

 

(4,715

)

 

 

 

 

 

 

 

 

 

 

Basic weighted average number of shares

 

 

102,699,912

 

 

97,200,448

 

 

101,353,526

 

 

96,633,493

 

Basic earnings (loss) per share

 

 

0.03

 

 

(0.02

)

 

0.02

 

 

(0.05

)

 

 

 

 

 

 

 

 

 

 

Effect of dilutive securities

 

 

 

 

 

 

 

 

 

Warrants

 

 

7,064,565

 

 

 

 

5,965,549

 

 

 

Stock options

 

 

100,307

 

 

 

 

11,695

 

 

 

Diluted weighted average number of common shares

 

 

109,864,784

 

 

97,200,448

 

 

107,330,770

 

 

96,633,493

 

Diluted earnings (loss) per share

 

 

0.03

 

 

(0.02

)

 

0.02

 

 

(0.05

)

 

 

 

 

 

 

12


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

9. Financial Instruments

At October 31, 2023 the Company's financial assets include cash and cash equivalents, restricted cash, short-term investments and other receivables. The Company's financial liabilities include accounts payable and accrued liabilities. The Company uses the following hierarchy for determining and disclosing fair value of financial instruments:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs have a significant effect on the recorded fair value which are observable, either directly or indirectly.
Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data.

 

The Company's cash and cash equivalents, restricted cash, other receivables, accounts payable and accrued liabilities approximate fair value due to their short terms to settlement. The fair value of short-term investments, which are classified as level 1 within the fair value hierarchy, is determined by obtaining the quoted market price of the short-term investment and multiplying it by foreign exchange rate, if applicable, and the quantity of shares held by the Company.

9.1 Financial risk management objectives and policies

The financial risk arising from the Company's operations are credit risk, liquidity risk, commodity price risk, currency risk and other price risk. These risks arise from the normal course of operations and all transactions undertaken are to support the Company's ability to continue as a going concern. The risks associated with these financial instruments and the policies on how the Company mitigates these risks are set out below. Management manages and monitors these exposures to ensure appropriate measures are implemented in a timely and effective manner.

9.2 Credit risk

Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. Credit risk for the Company is primarily associated with the Company's bank balances. The Company holds cash and cash equivalents with Canadian chartered financial institutions of which the majority of its bank balances is uninsured as at October 31, 2023. The Company's maximum exposure to credit risk is equivalent to the carrying value of its cash and cash equivalents and restricted cash balance.

9.3 Liquidity risk

Liquidity risk is the risk that the Company will not be able to settle or manage its obligations associated with financial liabilities. To manage liquidity risk, the Company closely monitors its liquidity position and ensures it has adequate sources of funding to finance its projects and operations. The Company believes that, taking into account its current cash reserves and other liquid assets, it has sufficient working capital for its present obligations for at least the next twelve months commencing from October 31, 2023. The Company's working capital (current assets less current liabilities) as at October 31, 2023 was $187,204. The Company's accounts payable and accrued liabilities are expected to be realized or settled within a one-year period.

9.4 Commodity price risk

The Company's future profitability will be dependent on the royalty income to be received from mine operators. Royalties are based on a percentage of the minerals or the products produced, or revenue or profits generated from the property which is typically dependent on the prices of the minerals the property operators are able to realize. Mineral prices are affected by numerous factors such as interest rates, exchange rates, inflation or deflation and global and regional supply and demand.

9.5 Other price risk

The Company is exposed to equity price risk as a result of investing in other mining companies. The equity prices of these investments are impacted by various underlying factors including commodity prices. Based on the Company's short-term investments held as at October 31, 2023, a 10% change in the equity prices of these investments would have an impact, net of tax, of approximately $1,525 on other comprehensive income.

 

13


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

img241105342_1.jpg 

 

9. Financial Instruments (continued)

9.6 Currency risk

Financial instruments that impact the Company's net income (loss) or other comprehensive income due to currency fluctuations include short-term investments denominated in UK pounds sterling, and cash and cash equivalents denominated in U.S. dollars and UK pounds sterling. The impact of a Canadian dollar change against UK pounds sterling on short-term investments by 10% at October 31, 2023 would have an impact, net of tax, of approximately $960 on other comprehensive income. The impact of a Canadian dollar change against U.S. dollars and UK pounds sterling on cash and cash equivalents by 10% would have an impact of approximately $4,731 and $1,209 on net income for six months ended October 31, 2023, respectively.

10. Related Party Transactions

10.1 Related Party Transactions

Related party transactions are based on the amounts agreed to by the parties. During the three and six months ended October 31, 2023 and 2022, the Company did not enter into any contracts or undertake any commitment or obligation with any related parties other than as described herein and elsewhere in these condensed interim consolidated financial statements.

10.2 Transactions with Key Management Personnel

Key management personnel are persons responsible for planning, directing and controlling the activities of an entity.

The remuneration of directors and key management for the three and six months ended October 31, 2023 and 2022, comprised of:

 

 

For the three months ended October 31,

 

 

For the six months ended October 31,

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

Management salaries

 

 

96

 

 

 

94

 

 

 

190

 

 

 

175

 

Directors’ fees

 

 

51

 

 

 

51

 

 

 

103

 

 

 

97

 

Share-based compensation

 

 

227

 

 

 

144

 

 

 

253

 

 

 

409

 

Total

 

 

374

 

 

 

289

 

 

 

546

 

 

 

681

 

 

11. Operating Segments

The Company conducts its business as a single operating segment, being the acquiring and assembling a portfolio of royalties, investing in companies with exposure to uranium and trading of physical uranium. Except for the short-term investments in Yellow Cake which is listed on the London Stock Exchange in the United Kingdom, and the royalties on uranium projects located in the United States and Namibia, substantially all of the Company's assets and liabilities are held within Canada.

12. Commitments

 

On November 17, 2021, the Company entered into agreements with CGN Global Uranium Ltd ("CGN"), pursuant to which the Company agreed to purchase an aggregate 500,000 pounds U3O8 at a weighted average price of US$47.71 per pound, of which 300,000 pounds U3O8 were delivered in October 2023. The deliveries of the remaining 200,000 pounds U3O8 for a total payment of approximately $13.5 million are required in June 2024 and April 2025.

 

As of October 31, 2023, the Company has committed to purchase 900,000 pounds U3O8 at a weighted average cost of US$70.49 per pound for a total consideration of approximately $88 million. Payments by the Company are required in the last quarter of calendar year 2023.

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Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

(Unaudited, expressed in thousands of Canadian dollars unless otherwise stated)

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13. Supplemental Cash Flow Information

Gross proceeds of $3,950 from disposing certain shares in Yellow Cake was included in other receivables as at October 31, 2023. The Company received the proceeds in full subsequent to the period end.

14. Subsequent Events

 

Other than as disclosed elsewhere in these condensed interim consolidated financial statements, the following material events occurred subsequent to October 31, 2023:

 

The Company entered into agreements to sell 150,000 pounds U3O8 at a weighted average price of US$74.00 per pound for a total consideration of US$11.1 million. Deliveries of the physical uranium by the Company are required in the last quarter of calendar year 2023.

 

The office lease agreement entered into by the Company in May 2023 was terminated during the three months ended October 31, 2023. In November 2023, the Company entered into a new agreement to lease a portion of an office premises for a total lease payment of $0.25 million over the term of the lease which expires on September 30, 2028.

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