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

 

 

Exhibit 99.1

 

 

 

 

 

 

 

 

 

 

 

 

 

img241105342_0.jpg

 

 

 

UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED OCTOBER 31, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


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, 2025

 

As at April 30, 2025

 

 

Notes

($)

 

($)

 

Assets

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash

4

 

72,533

 

 

12,935

 

Restricted cash

4

 

110

 

 

110

 

Accounts receivable

 

 

63

 

 

42

 

Short-term investments

5

 

9,793

 

 

7,147

 

Inventories

6

 

189,899

 

 

217,501

 

Prepaids and other receivables

 

 

254

 

 

426

 

 

 

272,652

 

 

238,161

 

 

 

 

 

 

Non-current Assets

 

 

 

 

 

Right-of-use assets

 

 

161

 

 

189

 

Royalties

7

 

58,765

 

 

57,719

 

 

 

58,926

 

 

57,908

 

 

 

 

 

 

Total Assets

 

 

331,578

 

 

296,069

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

968

 

 

968

 

Current portion of lease liability

 

 

58

 

 

52

 

 

 

1,026

 

 

1,020

 

 

 

 

 

 

Non-current Liability

 

 

 

 

 

Non-current portion of lease liability

 

 

125

 

 

157

 

 

 

125

 

 

157

 

 

 

 

 

 

Total Liabilities

 

 

1,151

 

 

1,177

 

 

 

 

 

 

Equity

 

 

 

 

 

Issued capital

8

 

303,059

 

 

273,952

 

Reserves

8

 

3,580

 

 

3,359

 

Retained earnings

 

 

20,805

 

 

17,226

 

Accumulated other comprehensive income

 

 

2,983

 

 

355

 

 

 

330,427

 

 

294,892

 

 

 

 

 

 

Total Liabilities and Equity

 

 

331,578

 

 

296,069

 

 

Commitments (Note 13)

Subsequent Events (Note 14)

Approved by the Board of Directors:

/s/Ken Robertson

 

/s/Neil Gregson

Ken Robertson

Director

 

 

Neil Gregson

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_2.jpg

 

 

Notes

For the three months ended
October 31,

 

For the six months ended
October 31,

 

 

 

2025

 

2024

 

2025

 

2024

 

 

($)

 

($)

 

($)

 

($)

 

Revenue

 

 

 

 

 

 

 

 

 

Sales of uranium inventory

 

 

 

 

10,862

 

 

33,164

 

 

10,862

 

Royalty revenue

 

 

41

 

 

41

 

 

89

 

 

41

 

Cost of sales

 

 

 

 

 

 

 

 

 

Cost of uranium inventory

 

 

 

 

(7,998

)

 

(27,866

)

 

(7,998

)

Depletion

 

 

(29

)

 

(30

)

 

(72

)

 

(30

)

Gross profit

 

 

12

 

 

2,875

 

 

5,315

 

 

2,875

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

Salaries and directors' fees

11

 

(292

)

 

(298

)

 

(625

)

 

(574

)

Office and administration

9

 

(1,879

)

 

(1,469

)

 

(3,171

)

 

(2,849

)

Professional fees and insurance

 

 

(331

)

 

(471

)

 

(682

)

 

(800

)

Transfer agent and regulatory fees

 

 

(288

)

 

(223

)

 

(466

)

 

(349

)

Share-based compensation

 

 

(446

)

 

(292

)

 

(530

)

 

(381

)

Operating income (loss) for the period

 

 

(3,224

)

 

122

 

 

(159

)

 

(2,078

)

 

 

 

 

 

 

 

 

 

Other items

 

 

 

 

 

 

 

 

 

Finance cost

 

 

 

 

(312

)

 

 

 

(312

)

Interest expense

 

 

(4

)

 

(4

)

 

(7

)

 

(9

)

Interest income

 

 

290

 

 

129

 

 

381

 

 

368

 

Gain on disposal of short-term investments, net

5

 

4,066

 

 

 

 

2,350

 

 

 

Net foreign exchange gain (loss)

 

 

629

 

 

(331

)

 

657

 

 

(401

)

Income (loss) before taxes

 

 

1,757

 

 

(396

)

 

3,222

 

 

(2,432

)

Deferred income tax recovery (expense)

 

 

298

 

 

(32

)

 

357

 

 

(154

)

Net income (loss) for the period

 

 

2,055

 

 

(428

)

 

3,579

 

 

(2,586

)

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

Gain (loss) on revaluation of short-term investments

5

 

2,207

 

 

(178

)

 

2,646

 

 

(1,499

)

Deferred tax recovery (expense) on short-term investments

5

 

(298

)

 

32

 

 

(357

)

 

154

 

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

 

 

 

 

 

 

 

 

 

Foreign currency translation differences

 

 

245

 

 

206

 

 

339

 

 

246

 

Total other comprehensive income (loss) for the period

 

 

2,154

 

 

60

 

 

2,628

 

 

(1,099

)

 

 

 

 

 

 

 

 

 

Total comprehensive income (loss) for the period

 

 

4,209

 

 

(368

)

 

6,207

 

 

(3,685

)

 

 

 

 

 

 

 

 

 

Net income (loss) per share

 

 

 

 

 

 

 

 

 

    Basic earnings (loss) per share

8

0.02

 

(0.00)

 

 

0.03

 

 

(0.02

)

    Diluted earnings (loss) per share

8

0.02

 

(0.00)

 

 

0.03

 

 

(0.02

)

Weighted average number of shares outstanding

 

 

 

 

 

 

 

 

 

    Basic

8

 

134,541,984

 

 

121,970,820

 

 

134,089,127

 

 

121,393,943

 

    Diluted

8

 

135,079,440

 

 

121,970,820

 

 

134,387,036

 

 

121,393,943

 

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_3.jpg

 

 

 

Number of
Common

 

Issued
Capital

 

Reserves

 

Share Issuance Obligation

 

Retained Earnings/
(Accumulated
Deficit)

 

Accumulated
Other
Compre-
hensive
Income (Loss)

 

Total

 

 

Notes

Shares

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

Balance at April 30, 2024

 

 

120,554,333

 

 

244,397

 

 

6,316

 

 

 

 

22,522

 

 

2,554

 

 

275,789

 

Common shares issued upon exercise of warrants

 

 

3,868,762

 

 

8,665

 

 

(985

)

 

240

 

 

 

 

 

 

7,920

 

Common shares issued upon exercise of options

 

 

17,750

 

 

91

 

 

(28

)

 

 

 

 

 

 

 

63

 

Share-based compensation

 

 

 

 

 

 

381

 

 

 

 

 

 

 

 

381

 

Net loss for the period

 

 

 

 

 

 

 

 

 

 

(2,586

)

 

 

 

(2,586

)

Total other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

(1,099

)

 

(1,099

)

Balance at October 31, 2024

 

 

124,440,845

 

 

253,153

 

 

5,684

 

 

240

 

 

19,936

 

 

1,455

 

 

280,468

 

Common shares issued upon exercise of warrants

 

 

9,151,274

 

 

20,601

 

 

(2,298

)

 

(240

)

 

 

 

 

 

18,063

 

Common shares issued upon exercise of options

 

 

44,000

 

 

198

 

 

(72

)

 

 

 

 

 

 

 

126

 

Transfer of other comprehensive income to retained earnings

 

 

 

 

 

 

(358

)

 

 

 

358

 

 

 

 

 

Share-based compensation

 

 

 

 

 

 

403

 

 

 

 

 

 

 

 

403

 

Net loss for the period

 

 

 

 

 

 

 

 

 

 

(3,068

)

 

 

 

(3,068

)

Total other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

(1,100

)

 

(1,100

)

Balance at April 30, 2025

 

 

133,636,119

 

 

273,952

 

 

3,359

 

 

 

 

17,226

 

 

355

 

 

294,892

 

Common shares issued upon exercise of warrants

8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued upon exercise of options

8

 

181,074

 

 

977

 

 

(309

)

 

 

 

 

 

 

 

668

 

At-the-Market offering:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares issued for cash

 

 

4,535,516

 

 

28,704

 

 

 

 

 

 

 

 

 

 

28,704

 

Agents' fees and issuance cots

 

 

 

 

(574

)

 

 

 

 

 

 

 

 

 

(574

)

Share-based compensation

8

 

 

 

 

 

530

 

 

 

 

 

 

 

 

530

 

Net income for the period

 

 

 

 

 

 

 

 

 

 

3,579

 

 

 

 

3,579

 

Total other comprehensive gain

 

 

 

 

 

 

 

 

 

 

 

 

2,628

 

 

2,628

 

Balance at October 31, 2025

 

 

138,352,709

 

 

303,059

 

 

3,580

 

 

 

 

20,805

 

 

2,983

 

 

330,427

 

 

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_4.jpg

 

 

 

For the six months ended October 31,

 

 

2025

 

2024

 

 

($)

 

($)

 

Operating activities

 

 

 

 

Net income (loss) before tax for the period

 

3,222

 

 

(2,432

)

Adjustments for:

 

 

 

 

Depreciation

 

28

 

 

28

 

Depletion

 

72

 

 

30

 

Interest expense

 

7

 

 

9

 

Finance cost

 

 

 

312

 

Interest income

 

(381

)

 

(368

)

Gain on disposal on short-term investments, net

 

(2,350

)

 

 

Share-based compensation

 

530

 

 

381

 

Net foreign exchange (gain) loss

 

(657

)

 

401

 

Net changes in non-cash working capital items:

 

 

 

 

Accounts receivable

 

(21

)

 

13,777

 

Inventories

 

27,866

 

 

(33,796

)

Prepaids and other receivables

 

174

 

 

272

 

Accounts payable and accrued liabilities

 

 

 

131

 

Other payables

 

 

 

(1,519

)

Cash generated from (used in) operating activities

 

28,490

 

 

(22,774

)

 

 

 

 

 

Investing activities

 

 

 

 

Investment in royalties

 

(1,044

)

 

(11,584

)

Interest received

 

381

 

 

367

 

Investment in short-term investments

 

(34,238

)

 

(350

)

Net proceeds from sale of short-term investments

 

36,588

 

 

 

Cash generated from (used in) investing activities

 

1,687

 

 

(11,567

)

 

 

 

 

 

Financing activities

 

 

 

 

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

 

28,130

 

 

 

Proceeds from common shares issued upon exercise of warrants and options

 

668

 

 

7,743

 

Proceeds from share issuance obligation

 

 

 

240

 

Net proceeds from finance payable

 

 

 

18,019

 

Payment of lease liability

 

(34

)

 

(31

)

Cash generated from financing activities

 

28,764

 

 

25,971

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

657

 

 

201

 

 

 

 

 

 

Net increase (decrease) in cash

 

59,598

 

 

(8,169

)

Cash

 

 

 

 

Beginning of period

 

12,935

 

 

21,100

 

End of period

 

72,533

 

 

12,931

 

 

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_5.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 physical uranium. The Company also engages in the purchase and sale of physical uranium from time to time. 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's common shares are listed on the Toronto Stock Exchange (the "TSX") under the symbol "URC". The Company's common shares are traded on the NASDAQ Capital Market under the symbol "UROY".

 

2. Basis of Preparation and Material Accounting Policies

2.1 Statement of compliance

The Company's condensed interim consolidated financial statements have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IFRS"), 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, 2025.

These condensed interim consolidated financial statements were authorized for issue by the Company's board of directors on December 11, 2025.

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 thousands of 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, 2025. 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_5.jpg

 

3. IFRS Pronouncement

 

3.1 Adoption of New Accounting Standards, Interpretation or Amendments

 

Amendments to IAS 1 - Presentation of Financial Statements

 

The amendments to IAS 1 clarifies certain requirements for determining whether a liability should be classified as current or non-current and requires new disclosures for non-current liabilities that are subject to covenants within 12 months after the reporting date. The amendments are effective for annual periods beginning on or after January 1, 2024, and are required to be applied retrospectively. The amendment requires the classification of liabilities as current or non-current depending on the rights existing at the end of the reporting period and clarifies that management's expectations in respect of settlement do not affect classification. Liabilities are classified as noncurrent if the company has a substantive right to defer settlement for at least twelve months at the end of the reporting period. 'Settlement' is defined as the extinguishment of a liability with cash, other economic resources, or an entity's own equity instruments. There is an exception for convertible instruments that might be converted into equity, but only for those instruments where the conversion option is classified as an equity instrument as a separate component of a compound financial instrument. The adoption of these amendments on May 1, 2024 did not have a material impact on the Company's consolidated financial statements.

 

3.2 New Accounting Standards Issued but not effective

 

Amendments to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments

 

The International Accounting Standards Board has issued classification and measurement and disclosure amendments to IFRS 9 and IFRS 7 which are effective for years beginning on or after January 1, 2026 with earlier application permitted. The amendments clarify the date of recognition and derecognition of some financial assets and liabilities and introduce a new exception for some financial liabilities settled through an electronic payment system. Other changes include a clarification of the requirements when assessing whether a financial asset meets the solely payments of principal and interest criteria and new disclosures for certain instruments with contractual terms that can change cash flows (including instruments where cash flow changes are linked to environmental, social or governance ("ESG") targets). The Company is currently assessing the impact of this amendment on the Company's consolidated financial statements.

 

IFRS 18, Presentation and Disclosure in Financial Statements

 

IFRS 18 is a new standard that will provide new presentation and disclosure requirements and which will replace IAS 1, Presentation of Financial Statements. IFRS 18 introduces changes to the structure of the income statement; provides required disclosures in financial statements for certain profit or loss performance measures that are reported outside an entity's financial statements; and provides enhanced principles on aggregation and disaggregation in financial statements. Many other existing principles in IAS 1 have been maintained. IFRS 18 is effective for years beginning on or after January 1, 2027, with earlier application permitted. The Company is currently assessing the impact of this amendment on the Company's consolidated financial statements.

 

4. Cash and Restricted Cash

 

As at October 31, 2025, the Company held cash of $72,533 (April 30, 2025: $12,935). In addition, the Company held restricted cash of $110 (April 30, 2025: $110). Restricted cash held at October 31, 2025, and April 30, 2025, relates to security for a corporate credit card.

 

6


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

5. Short-term Investments

 

 

 

As at October 31, 2025

 

 

As at April 30, 2025

 

 

 

($) - FVTPL

 

 

($) - OCI

 

 

($) - Total

 

 

($) - FVTPL

 

 

($) - OCI

 

 

($) - Total

 

Fair value, at the beginning of the period/year

 

 

 

 

 

7,147

 

 

 

7,147

 

 

 

 

 

 

9,143

 

 

 

9,143

 

Additions for the period/year

 

 

34,238

 

 

 

 

 

 

34,238

 

 

 

 

 

 

574

 

 

 

574

 

Disposals for the period/year

 

 

(36,588

)

 

 

 

 

 

(36,588

)

 

 

 

 

 

 

 

 

 

Gain on disposal for the period/year

 

 

2,350

 

 

 

 

 

 

2,350

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

2,646

 

 

 

2,646

 

 

 

 

 

 

(2,570

)

 

 

(2,570

)

Fair value, at the end of the period/year

 

 

 

 

 

9,793

 

 

 

9,793

 

 

 

 

 

 

7,147

 

 

 

7,147

 

 

As at October 31, 2025, the fair value of the Company's short-term investments are $9,793 (April 30, 2025: $7,147) . The Company’s short-term investments are in common shares of Queen's Road Capital Investment Ltd. ("QRC") which is listed on the TSX and held as strategic interests with less than a 10% interest. The Queen's Road Capital Investment Ltd. shares are designated as FVTOCI.

 

During the three and six months ended October 31, 2025, the Company recorded additions of $34,238 (2024: $350) and dispositions of $36,588 (2024: nil). In addition, the Company recognized a change in fair value in short-term investments in an aggregate of $4,066 and $2,350 in net gain, respectively (2024: nil), and $2,207 and $2,646 in other comprehensive income, respectively (2024: $178 and $1,499 in other comprehensive loss, respectively). In addition, deferred income tax expense of $298 and $357, respectively, (2024: recovery of $32 and $154, respectively) was recognized in other comprehensive income.

 

6. Inventories

 

 

 

As at October 31, 2025

 

 

As at April 30, 2025

 

 

 

($)

 

 

($)

 

Carrying value, at the beginning of the period/year

 

 

217,501

 

 

 

187,090

 

Additions for the period/year

 

 

 

 

 

42,208

 

Disposals for the period/year

 

 

(27,866

)

 

 

(11,975

)

Royalty accruals for the period/year

 

 

264

 

 

 

178

 

Carrying value, at the end of the period/year

 

 

189,899

 

 

 

217,501

 

As at October 31, 2025, the Company holds 2,379,637 pounds of triuranium octoxide ("U3O8") (April 30, 2025: 2,729,637 pounds U3O8). The carrying value of $189,899 (April 30, 2025: $217,501) includes the Company's entitlement of the uranium production from the McArthur River mine for the Company's royalty in-kind - $439 (April 30, 2025: $178).

Pursuant to an agreement between Yellow Cake plc ("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 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, 2025. 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. No purchases occurred under this arrangement during the three and six months ended October 31, 2025.

 

7


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

7. Royalties

 

 

($)

 

Balance, as at April 30, 2024

 

 

46,771

 

    Additions

 

 

11,584

 

    Depletion

 

 

(319

)

    Foreign currency translation

 

 

246

 

Balance, as at October 31, 2024

 

 

58,282

 

    Additions

 

 

-

 

    Depletion

 

 

(342

)

    Foreign currency translation

 

 

(221

)

Balance, as at April 30, 2025

 

 

57,719

 

    Additions

 

 

1,044

 

    Depletion

 

 

(336

)

    Foreign currency translation

 

 

338

 

Balance, as at October 31, 2025

 

 

58,765

 

 

 

 

 

Cost

 

 

Accumulated Depletion

 

 

Carrying Amount

 

 

 

April 30, 2025

 

 

Additions

 

 

Foreign Currency Translation

 

 

October 31, 2025

 

 

April 30, 2025

 

 

Depletion

 

 

October 31, 2025

 

 

October 31, 2025

 

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

Aberdeen project

 

 

 

 

 

1,044

 

 

 

 

 

 

1,044

 

 

 

 

 

 

 

 

 

 

 

 

1,044

 

Anderson project

 

 

7,892

 

 

 

 

 

 

118

 

 

 

8,010

 

 

 

 

 

 

 

 

 

 

 

 

8,010

 

Churchrock project

 

 

5,683

 

 

 

 

 

 

85

 

 

 

5,768

 

 

 

 

 

 

 

 

 

 

 

 

5,768

 

Cigar Lake project

 

 

4,704

 

 

 

 

 

 

 

 

 

4,704

 

 

 

 

 

 

 

 

 

 

 

 

4,704

 

Dawn Lake project

 

 

282

 

 

 

 

 

 

 

 

 

282

 

 

 

 

 

 

 

 

 

 

 

 

282

 

Dewey-Burdock project

 

 

1,471

 

 

 

 

 

 

22

 

 

 

1,493

 

 

 

 

 

 

 

 

 

 

 

 

1,493

 

Energy Queen project

 

 

70

 

 

 

 

 

 

1

 

 

 

71

 

 

 

 

 

 

 

 

 

 

 

 

71

 

Lance project

 

 

1,813

 

 

 

 

 

 

27

 

 

 

1,840

 

 

 

 

 

 

 

 

 

 

 

 

1,840

 

Langer Heinrich project

 

 

2,822

 

 

 

 

 

 

 

 

 

2,822

 

 

 

(65

)

 

 

(72

)

 

 

(137

)

 

 

2,685

 

McArthur River project

 

 

11,543

 

 

 

 

 

 

 

 

 

11,543

 

 

 

(1,202

)

 

 

(264

)

 

 

(1,466

)

 

 

10,077

 

Michelin project

 

 

4,262

 

 

 

 

 

 

 

 

 

4,262

 

 

 

 

 

 

 

 

 

 

 

 

4,262

 

Millennium and Cree Extension project

 

 

6,024

 

 

 

 

 

 

 

 

 

6,024

 

 

 

 

 

 

 

 

 

 

 

 

6,024

 

Reno Creek project

 

 

310

 

 

 

 

 

 

5

 

 

 

315

 

 

 

 

 

 

 

 

 

 

 

 

315

 

Roca Honda project

 

 

170

 

 

 

 

 

 

2

 

 

 

172

 

 

 

 

 

 

 

 

 

 

 

 

172

 

Roughrider, Russell Lake and Russell Lake South projects

 

 

5,998

 

 

 

 

 

 

 

 

 

5,998

 

 

 

 

 

 

 

 

 

 

 

 

5,998

 

Salamanca Project

 

 

682

 

 

 

 

 

 

 

 

 

682

 

 

 

 

 

 

 

 

 

 

 

 

682

 

San Rafael project

 

 

556

 

 

 

 

 

 

8

 

 

 

564

 

 

 

 

 

 

 

 

 

 

 

 

564

 

Slick Rock project

 

 

3,132

 

 

 

 

 

 

47

 

 

 

3,179

 

 

 

 

 

 

 

 

 

 

 

 

3,179

 

Whirlwind project

 

 

69

 

 

 

 

 

 

1

 

 

 

70

 

 

 

 

 

 

 

 

 

 

 

 

70

 

Workman Creek project

 

 

1,503

 

 

 

 

 

 

22

 

 

 

1,525

 

 

 

 

 

 

 

 

 

 

 

 

1,525

 

 

 

 

58,986

 

 

 

1,044

 

 

 

338

 

 

 

60,368

 

 

 

(1,267

)

 

 

(336

)

 

 

(1,603

)

 

 

58,765

 

 

8


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

7. Royalties (continued)

 

The Company's royalties are detailed below:

 

Aberdeen Project

 

During the six months ended October 31, 2025, the Company acquired a 2% gross revenue royalty on the Aberdeen uranium project in Canada. The seller retains the right to buy back one-half of the royalty for $1,000 within six months following the announcement of a successful pre-feasibility study. This option expires seven years after the royalty is issued. The acquisition cost of $1,044 was paid in cash.

 

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.

 

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 "Cigar Lake Project") located in Saskatchewan, Canada, and (iii) a 10% to 20% sliding scale NPI royalty on a 7.5% share of overall uranium production from the Dawn Lake project located in Saskatchewan, Canada. The sliding scale NPI royalty on the Cigar Lake Project and the Dawn Lake project will decrease to 10% after the combined production on the Cigar Lake and Dawn Lake projects reach 200 million pounds U3O8.

 

The Company has elected to receive royalty proceeds from the McArthur River mine through delivery of physical uranium. As a result, the Company recorded a depletion of $132 and $264 (2024: $132 and $265) on the McArthur River royalty and an increase in inventory by the same amount during the three and six months ended October 31, 2025.

 

Churchrock Project

 

The Company holds a gross overriding royalty of 6% "Mine Price" on a portion of the Churchrock uranium project, which anticipates recovery of reasonable and actual costs to transport the mineral to the final point of sale. As at October 31, 2025, the Company holds a 4% net smelter return royalty on the entire Churchrock property and a 6% gross overriding royalty on a portion of the Churchrock property in the USA.

 

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.

 

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.

 

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.

 

9


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

7. Royalties (continued)

 

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.

 

The Company has received royalty proceeds of nil and $69 (2024: nil) during the three and six months ended October 31, 2025.

 

Michelin Project

 

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

 

Millennium and Cree Extension Projects

 

The Company holds a 10% NPI royalty on an approximate 20.6955% participating interest in the Millennium and Cree Extension projects in Saskatchewan, Canada. As a profit-based NPI interest, the acquired royalty is calculated based upon generated revenue, with deductions for certain expenses and costs, which include cumulative expense accounts, including development costs.

 

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.

 

Roca Honda Project

 

The Company holds a 4% gross revenues royalty on a portion of the Roca Honda property in the USA. The 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.

 

Roughrider, Russell Lake and Russell Lake South Projects

 

The Company holds a 1.98% net smelter return royalty on the Roughrider, Russell Lake and Russell Lake South properties in Canada. The royalties on the Roughrider, Russell Lake and Russell Lake South projects are represented by the same royalty instrument.

 

Salamanca Project

 

The Company holds a 0.375% net smelter return royalty on the sale of products from the Salamanca project in Spain.

 

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 20, 2025, the Company renewed its ATM (“At-The-Market’) Program that allows the Company to distribute up to US$54 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 20, 2025 (the "2025 Distribution Agreement"). All sales under the ATM Program following August 20, 2025, are made under the 2025 Distribution Agreement. Unless earlier terminated by the Company or the agents as permitted therein, the 2025 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$54 million (or the equivalent in Canadian dollars); or (b) September 5, 2027.

 

 

10


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

8. Issued Capital (continued)

8.1 Common Shares (continued)

At-the-Market Equity Program (continued)

 

During the three and six months ended October 31, 2025 and October 31, 2024, the Company issued 4,535,516 (2024: nil) common shares under the 2025 ATM Program for gross proceeds of $28.7 million (2024: $nil) with aggregate commissions paid or payable to the Agents and other share issue costs of $574 (2024: $nil). The ATM Program in place for the 2024 comparative year was not utilized and expired unused on August 20, 2025.

 

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, 2024

 

 

3,641

 

 

 

2,675

 

 

 

6,316

 

Common shares issued upon exercise of warrants

 

 

(985

)

 

 

 

 

 

(985

)

Common shares issued upon exercise of options

 

 

 

 

 

(28

)

 

 

(28

)

Share-based compensation

 

 

 

 

 

381

 

 

 

381

 

Balance, as at October 31, 2024

 

 

2,656

 

 

 

3,028

 

 

 

5,684

 

Common shares issued upon exercise of warrants

 

 

(2,298

)

 

 

 

 

 

(2,298

)

Transfer of unexercised expired warrants to retained earnings

 

 

(358

)

 

 

 

 

 

(358

)

Common shares issued upon exercise of options

 

 

 

 

 

(72

)

 

 

(72

)

Share-based compensation

 

 

 

 

 

403

 

 

 

403

 

Balance, as at April 30, 2025

 

 

 

 

 

3,359

 

 

 

3,359

 

Common shares issued upon exercise of options

 

 

 

 

 

(309

)

 

 

(309

)

Share-based compensation

 

 

 

 

 

530

 

 

 

530

 

Balance, as at October 31, 2025

 

 

 

 

 

3,580

 

 

 

3,580

 

Share Options

 

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

 

 

 

Number of
options

 

 

Weighted Average
 Exercise Price
 ($)

 

Balance at April 30, 2025

 

 

2,018,300

 

 

 

3.48

 

     Granted

 

 

381,788

 

 

 

5.66

 

     Forfeited

 

 

(102,176

)

 

 

3.32

 

     Exercised

 

 

(181,074

)

 

 

3.71

 

Balance at October 31, 2025

 

 

2,116,838

 

 

 

3.85

 

On October 3, 2025, the Company granted 348,200 share options at an exercise price of $5.86 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.

 

11


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

8. Issued Capital (continued)

8.2 Reserves (continued)

Share Options (continued)

The weighted average fair value of the share options granted was $3.02 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

 

2.57

%

Expected life (years)

 

4.00

 

Expected volatility

 

65.71

%

Expected dividend yield

 

0.00

%

Estimated forfeiture rate

 

2.79

%

 

A summary of share options outstanding and exercisable at October 31, 2025, 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)

 

 2.00 to 2.99

 

 

397,550

 

 

 

2.92

 

 

 

2.81

 

 

 

397,550

 

 

 

2.92

 

 

 

2.81

 

 3.00 to 3.99

 

 

1,323,088

 

 

 

3.56

 

 

 

1.94

 

 

 

1,204,272

 

 

 

3.53

 

 

 

1.72

 

 4.00 to 4.99

 

 

23,000

 

 

 

4.21

 

 

 

3.30

 

 

 

18,750

 

 

 

4.26

 

 

 

3.14

 

 5.00 and above

 

 

373,200

 

 

 

5.83

 

 

 

4.66

 

 

 

112,050

 

 

 

5.77

 

 

 

4.02

 

 

 

2,116,838

 

 

$

3.85

 

 

 

2.60

 

 

 

1,732,622

 

 

$

3.54

 

 

 

2.13

 

 

The amount of share-based compensation expense recognized during the three and six months ended October 31, 2025 was $446 (2024: $292) and $530 (2024: $381), respectively.

8.3 Earnings (Loss) Per Share

 

 

For the three months ended
October 31,

 

For the six months ended
October 31,

 

 

 

2025

 

2024

 

2025

 

2024

 

 

($)

 

($)

 

($)

 

($)

 

Net income (loss) for the period

 

 

2,055

 

 

(428

)

 

3,579

 

 

(2,586

)

 

 

 

 

 

 

 

 

 

 

Basic weighted average number of shares

 

 

134,541,984

 

 

121,970,820

 

 

134,089,127

 

 

121,393,943

 

Basic earnings (loss) per share

 

0.02

 

(0.00)

 

 

0.03

 

 

(0.02

)

 

 

 

 

 

 

 

 

 

 

Effect of dilutive securities

 

 

 

 

 

 

 

 

 

Warrants

 

 

 

 

 

 

 

 

 

Stock options

 

 

537,456

 

 

 

 

297,909

 

 

 

Diluted weighted average number of common shares

 

 

135,079,440

 

 

121,970,820

 

 

134,387,036

 

 

121,393,943

 

Diluted earnings (loss) per share

 

 

0.02

 

0.00

 

 

0.03

 

(0.02)

 

 

12


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

9. Office and Administration Expenses

The following outlines the amounts included in office and administration expenses for the three and six months ended October 31, 2025 and 2024:

 

For the three months ended
October 31,

 

For the six months ended
October 31,

 

2025

 

2024

 

2025

 

2024

 

($)

 

($)

 

($)

 

($)

 

 Corporate administrative costs

 

248

 

 

306

 

 

446

 

 

401

 

 Investor communications and marketing expenses

 

1,221

 

 

773

 

 

1,904

 

 

1,667

 

 Uranium storage fees

 

410

 

 

390

 

 

821

 

 

781

 

Total

 

1,879

 

 

1,469

 

 

3,171

 

 

2,849

 

 

10. Financial Instruments

At October 31, 2025, the Company's financial assets include cash, restricted cash and short-term investments. The Company's financial liabilities include accounts payable and accrued liabilities, and lease liability. 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, restricted cash, and 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. Lease liability is measured at amortized cost. The fair value of the lease liability approximates its carrying value as its interest rate is comparable to current market rates.

10.1 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.

10.2 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 with Canadian chartered financial institutions of which the majority of its bank balances are uninsured as at October 31, 2025. The Company's maximum exposure to credit risk is equivalent to the carrying value of its cash and restricted cash balance. In order to mitigate its exposure to credit risk, the Company monitors its financial assets and maintains its cash deposits in several Schedule I chartered banks in Canada.

10.3 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, 2025. The Company's working capital (current assets less current liabilities) as at October 31, 2025 was $271,626. The Company's accounts payable and accrued liabilities are expected to be realized or settled within a one-year period.

10. Financial Instruments (continued)

13


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

10.4 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.

10.5 Currency risk

Financial instruments that impact the Company's net income due to currency fluctuations include cash denominated in U.S. dollars. The impact of a Canadian dollar change against U.S. dollars on cash by 10% would have an impact of approximately $6,644 on net loss for the three months ended October 31, 2025.

10.6 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, 2025, a 10% change in the equity prices of these investments would have an impact, net of tax, of approximately $847 on other comprehensive income.

 

11. Related Party Transactions

11.1 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, 2025 and 2024, the Company did not enter into any material contracts or undertake any significant commitment or obligation with any related parties other than as described herein and elsewhere in these financial statements.

11.2 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, 2025 and 2024, comprised of:

 

 

For the three months ended October 31,

 

 

For the six months ended October 31,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

Management salaries

 

 

111

 

 

 

97

 

 

 

243

 

 

 

194

 

Directors’ fees

 

 

56

 

 

 

47

 

 

 

114

 

 

 

93

 

Share-based compensation

 

 

316

 

 

 

195

 

 

 

377

 

 

 

243

 

Total

 

 

483

 

 

 

339

 

 

 

734

 

 

 

530

 

 

12. Operating Segments

The Company conducts its business as a single operating segment, being the acquiring and assembling a portfolio of uranium royalties, investing in companies with exposure to uranium and physical uranium. The Company also engages in the purchase and sale of physical uranium from time to time. Except for the royalties on uranium projects located in the USA, Namibia and Spain, substantially all of the Company's assets and liabilities are held within Canada.

 

12.1 Sales of Uranium Inventory

 

Sales of uranium inventory for the three and six months ended October 31, 2025 and 2024 were all generated in Canada.

 

14


 

Uranium Royalty Corp.

Notes to Condensed Interim Consolidated Financial Statements

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

img241105342_5.jpg

 

12. Operating Segments (continued)

 

12.2 Major Customers

 

Revenue from sales of uranium inventory from major customers for the three and six months ended October 31, 2025 and 2024 are summarized as follows:

 

 

For the three months ended October 31,

 

 

For the six months ended October 31,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

Customer A

 

 

 

 

 

10,862

 

 

 

 

 

 

10,862

 

Customer B

 

 

 

 

 

 

 

 

33,164

 

 

 

 

Total

 

 

 

 

 

10,862

 

 

 

33,164

 

 

 

10,862

 

 

13. Commitments

 

On November 17, 2021, as amended on June 11, 2024, 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 an aggregate of 400,000 pounds U3O8 were delivered as at October 31, 2025. The delivery of the remaining 100,000 pounds U3O8 for approximately $6.8 million is required in January 2026.

14. Subsequent Events

 

Subsequent to October 31, 2025, the Company issued an additional 2,875,674 ATM Shares under the ATM Program for aggregate gross proceeds of $15.2 million (US$10.8 million) on the Nasdaq (representing net proceeds of US$10.7 million), and the Agents were paid aggregate commissions on such sales of approximately US$0.2 million.

 

 

 

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