Management's Discussion and Analysis
For the Year ended December 31, 2024
Introduction
This Management's Discussion and Analysis ("MD&A") of Forsys Metals Corp. and its subsidiary companies (collectively, the "Company") for the year ended December 31, 2024 has been prepared as of March 26, 2025 and should be read in conjunction with the annual consolidated financial statements including the notes which have been prepared in accordance with International Financial Reporting Standards and International Accounting Standards as issued by the International Accounting Standards Board.
All dollar amounts in this document are expressed in Canadian dollars unless otherwise explicitly indicated.
Nature of Business
The Company is engaged in the business of acquiring, exploring and developing mineral properties which are located in Namibia, Africa. The principal focus is on uranium and bringing the Norasa Uranium Project ("Norasa"), which combines the fully licensed Valencia Uranium ("Valencia") and the exploration stage Namibplaas Uranium ("Namibplaas") projects, into production.
Overall Performance
Changes to the Company's board of directors
At the Company's annual meeting of its shareholders held on June 28, 2024, Martin Rowley, Mark Frewin, Jorge Estepa, Richard Parkhouse and Knowledge Katti were elected as directors. On September 4, 2024, Pierfranco Malpenga was appointed as a director. On January 22, 2025, Richard Parkhouse resigned as a director and Stefano Roma was appointed as a director.
Private placement of units
On February 21, 2025, the Company completed a private placement of 10,010,000 units at a price of $0.50 per unit for gross proceeds of $5,005,000. Each unit consisted of one Class A common share and one warrant entitling the holder to purchase one Class A common share for $0.75 until February 21, 2027. Directors and officers of the Company subscribed for the entirety of the private placement.
Norasa
The Company has undertaken a comprehensive review and update of all of the parameters for a Mineral Resource Estimate ("MRE") for the Norasa project using recent drill results together with the 2005-2011 previous MRE data. Confirmatory and geotechnical drilling, in conjunction with new survey information, including topographic surveys, down-the-hole optical televiewer surveys, trajectory surveys, and downhole gamma probe surveys, were used as inputs for mineral resource modelling. Re-interpretation of the previous database utilising all available data and modern estimation approaches has improved the definition of the MRE to more confidently support mine planning. This study, enhanced by an integrated and expanded drill program targeting existing and new land areas together with a robust work plan of optimisation process testing and modelling, will help reinforce the upside potential of the Norasa project. A summary of the MRE can be found in the "Description of Valencia and Namibplaas" section below and in the Company's news release dated May 14, 2024, available under the Company's filings on SEDAR+ and on its website (www.forsysmetals.com). A copy of the National Instrument technical report detailing the MRE (the "MRE Report") titled "NI 43-101Technical Report 14 May 2024 Mineral Resources" was prepared by The MSA Group (Pty) Ltd. for the Company with an effective date of May 14, 2024 and was authored by Guy Freemantle, Ph.D., Pr. Sci. Nat., FGSSA MSEG and Aveshan Naidoo, MBA, BSc., Pr. Eng., MSAIMM. The MRE Report was filed on June 27, 2024 on SEDAR+ and is available under the Company's filings on SEDAR+.
The Company is undertaking an infill and extension drilling program, together with optimisation work, with the aim of expanding and upgrading the Mineral Resource. To accomplish this, the Company's ongoing workplan includes the following:
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Resource Infill Drilling and Resource Extension Drilling
A total of 196 percussion drill holes for approximately 13,700 metres ("m") have been laid out for infill drilling. The objective of this program is to quadruple the quantity of the Measured Mineral Resource at Valencia Main deposit. The holes target the 1,660 m elevation with drill depths up to 100 m from surface on a spacing that is comparable to the previous Measured Resource grid. Furthermore, 10,800 m of drilling have been laid out to date to explore for potential resource extension in a phased approach within ML 149. Areas adjacent to the Valencia Main deposit, and also along strike to the west, on the hinge zone to the south, and north of the Main deposit at the Jolie and Bundu zones and at Valenica North are undergoing exploration drilling.
Pit Design Modeling
The updated resource block model is being used to assess open pit economic models. Pit slope design parameters are being reviewed to include lithological logging and geo-mechanical test work from additional drilling.
Column Leaching Process Optimization Work
Column Leach tests are presently underway at SGS in South Africa where the columns have been emptied and final analyses and data is pending. The next phase of testing will assess systematic processes to enhance the efficiency and effectiveness of extracting the uranium mineralisation from the ore using sulphuric acid solutions.
Process Design
DRA Global were appointed as the study contractor to deliver engineering to support preliminary cost estimates for a heap leach process. Engineering and optimization testwork is ongoing.
Bulk Sampling
After site assessment and selection, a detailed plan is being drawn up to develop a box cut with the objective of retrieving approximately 20,000 tonnes of typical run-of-mine, fresh and representative sample material from the deposit.
Description of Valencia and Namibplaas
Location and Ownership
Valencia is situated on the farm "Valencia 122", which is located approximately 75km north-east of Swakopmund in central- west Namibia, covering an area of 735.6 hectares ("ha") and is registered in the name of Valencia Uranium (Pty) Ltd ("Valencia Uranium"). ML 149 is valid for 25 years from date of issue by the Namibian Ministry of Mines and Energy ("MME") on June 23, 2008 and is renewable.
The entire Valencia mineral licence area is located on privately held farmland. As required by law, an agreement has been entered into between a mineral licence holder and the landowner prior to mine development.
In April 2009, Valencia Uranium entered into a compensation agreement with the owner of the farm Valencia 122, pursuant to Section 52 of the Minerals Act of 1992, granting Valencia Uranium unrestricted use of the land on and around ML 149 covering an area of 3,327 hectares. A similar agreement was concluded in May 2009 with the owners of the neighboring 594-hectare farm "Bloemhof 109", located to the south, for the construction of additional infrastructure and for primary access to the Valencia site.
These agreements facilitated planning for the necessary infrastructure required to support mining operations. This infrastructure has been approved by the MME as the operation's accessory works and includes inter alia the main pit, waste dumps, tailings dump, pipeline, power lines, roads, process plant, explosive magazines, etc. The construction camp / operations village have also been approved. The Company obtained the renewal of its Environmental Clearance Certificate ("ECC") from the Ministry of Environment, Forestry and Tourism on June 21, 2023. This renewal of the ECC lasts three years and is required for compliance with all environmental requirements allowing the Company to further advance the development plan for Norasa. The ECC renewal process included an approved Environmental Impact Assessment ("EIA") and Environmental Management Plan ("EMP") covering an examination of the Company's environmental management practices, incorporating waste management, emissions controls, biodiversity protection, and community engagement, among other factors.
Namibplaas is located 7.5km northeast of the Valencia deposit on the farm "Namibplaas 93" with a total surface area of 1,269 ha. The Exclusive Prospecting Licence ("EPL 3638") for the Namibplaas uranium deposit was renewed for a further two years until February 1, 2026.
Environmental studies for Namibplaas are underway, with baseline monitoring of groundwater, air quality, noise studies, archeology, flora & fauna and soils underway. This work is being done as part of Norasa and is taking the form of an amendment to the original Valencia EIA/EMP, a process that has been approved by the Ministry of Environment and
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Tourism.
There are no historical environmental liabilities for either the Valencia or Namibplaas properties.
Mineral Resources
On May 14, 2024, the Company announced the results from an updated MRE for Norasa and filed the MRE Report on June 27, 2024 on SEDAR+. Results have been reported from remodelling of previous (2005-2011) drilling and 2023 drilling results. The Mineral Resources are reported within US$120/lb U3O8 pit shells, with a cut-off grade of 40 ppm U3O8 for each of the deposits at Valencia Main and East, ("Valencia"), under Mining Licence (ML-149) and US$120/lb U3O8 at 40 ppm U3O8 cutoff at Namibplaas under EPL 3638. The MRE is summarized as follows:
For the overall Norasa project, a conceptual open-pit shell constrained MRE for total deposits assessed from previous (2005-2011) and 2023 drilling results is estimated to be Measured and Indicated of 151.9 Mt at 136 ppm eU3O8, with contained metal oxide of 45.4 Mlbs U3O8 at Valencia Main. Inferred Resources for the Norasa project are estimated to be
224.5 Mt at 86 ppm eU3O8, with contained metal oxide of 42.6 Mlbs U3O8 (refer to Table 1):
- Measured and Indicated: 151.9 Mt at 136ppm eU3O8, with contained metal oxide of 45.4 Mlbs for Valencia Main.
- Inferred Resource for Valencia Main is estimated to be 4.7 Mt at 121 ppm eU3O8 and 1.3 Mlbs eU3O8 contained metal oxide.
- Inferred Resource for Valencia East is estimated to be 1.0 Mt at 114 ppm eU3O8 and 0.3 Mlbs U3O8 contained metal oxide; and
- Inferred Resource for Namibplaas is estimated to be 218.7 Mt at 85 ppm eU3O8 and 41.1 Mlbs U3O8 contained metal oxide.
Table 1: Mineral Resource Estimate for Norasa project as at April 30, 2024 at a 40 ppm U3O8 cut-off grade.
Mass | Average Grade | Material | Contained Metal U | ||
Content | |||||
Class | Deposit | Mt | eU3O8 | ||
U3O8 | tonnes | ||||
(metric) | (ppm) | ||||
Mlbs | |||||
Valencia East | |||||
Measured | Valencia Main | 7.6 | 171 | 2.9 | 1,099 |
Namibplaas | |||||
Norasa | 7.6 | 171 | 2.9 | 1,099 | |
Valencia East | |||||
Indicated | Valencia Main | 144.3 | 134 | 42.6 | 16,368 |
Namibplaas | |||||
Norasa | 144.3 | 134 | 42.6 | 16,368 | |
Measured | Valencia East | 151.9 | 136 | 45.4 | 17,467 |
Valencia Main | |||||
& | |||||
Namibplaas | |||||
Indicated | |||||
Norasa | 151.9 | 136 | 45.4 | 17,467 | |
Valencia East | 1.0 | 114 | 0.3 | 97 | |
Inferred | Valencia Main | 4.7 | 121 | 1.3 | 487 |
Namibplaas | 218.7 | 85 | 41.1 | 15,817 | |
Norasa | 224.5 | 86 | 42.6 | 16,401 |
Notes:
- All tabulated data have been rounded and as a result minor computational errors may occur.
- Mineral Resources, which are not Mineral Reserves, have no demonstrated economic viability. There is no guarantee that all or any part of the mineral resource will be converted into a mineral reserve. The estimate of mineral resources may be materially affected by geology, environment, permitting, legal, title, taxation, socio- political, marketing, or other relevant issues.
- The Mineral Resource Statement for Norasa as at 30th April 2024 is reported at a cut-off grade of 40ppm U3O8 from within a conceptual pit-shell using the following assumed parameters:
- Base Uranium Price -USD/lb U3O8: US$120
- Average Mining Cost at reference elevation (AISC) USD/tonne: Valencia Main $2.38; Valencia East
$2.13; Namibplaas $2.29
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- Average Processing Cost USD/tonne processed: $7.55
- Average G&A Overheads USD/tonne processed: $1.04
- Process Overall Recovery % U3O8 Recovery: 85.0 %
- Selling Cost Transport USD/lb U3O8: $1.29
4. From the assumed parameters, a 40 ppm U3O8 cut-off grade was calculated, which together with the conceptual pit shell demonstrates reasonable prospects for eventual economic extraction (RPEEE) for the Mineral Resource. The assessment to satisfy the criteria of RPEEE is a high-level estimate and is not an attempt to estimate Mineral Reserves.
A summary of the mineral resource estimation methodology is detailed in the Company's May 14, 2024 news release and the MRE Report is available under the Company's filings on SEDAR+.
Current Development Status
On March 17, 2023, the Company announced a program of technical trade-off studies to evaluate the options for practical and economical benefit. In this regard, the Company's subsidiary Valencia Uranium (Pty) Ltd. has appointed DRA Mineral Projects Pty Ltd. as the engineering consulting company to conduct the trade-off studies.
The scope of work includes a review of testwork information to confirm optimal grind size considering uranium recovery, costs, materials handling and tailings handling. Balance of trade-off studies included the comminution circuitry design, leach circuitry design and layout; and dewatering circuit configuration and design. A tailings deposition option study and techno- financial evaluations were to be carried out, in addition to qualitative risk assessments to select the best design basis.
As noted in the Overall Performance section, a key component of the trade-off studies involves evaluating the trade-off opportunity between tank and heap leaching given how advances in HPGR crushing and heap leach technology. Lower sulphuric acid costs suggest that heap leaching could potentially provide a superior economic flowsheet than the existing tank leach process. These tests are still ongoing.
On June 21, 2023, the Environmental Clearance Certificate ("ECC") from the Ministry of Environment, Forestry and Tourism (MEFT) was renewed for a further three years. The ECC renewal process is based on bi-annual audits and reporting to MEFT.
On April 19, 2023, the Company announced that it had started a 4,100 m exploration and geotechnical drilling program, which commenced on March 31, 2023. This program retrieved fresh samples at depths of up to 420 m from the slope areas for both the planned mining pits at Valencia and Namibplaas. The focus of the drilling program included:
- geotechnical drilling, and logging and sampling for geo-mechanical testing for pit slope stability assessment and optimizing pit designs;
- testing the continuity of mineralization for resource modelling;
- confirming mineral resource estimate parameters; and
- sampling for metallurgical test work and processing design optimization;
On March 26, 2024, the Company reported on the Valencia 2023 drilling program with assay results from ML149. Fifteen boreholes had been drilled for a combined total of 2,684.44 m of the 4,100 m planned.
Drilling, geological and geotechnical logging, down-hole optical televiewer and radiometric scans were completed on the 15 holes drilled. 819 samples from ten of the boreholes underwent assay with quality control protocol and procedures in place and the chemical results have been verified by an accredited lab. Highlights were as follows:
- Multiple zones of massive alaskite intrusions were intersected. Chemical assays confirm uranium mineralisation in all six of the confirmation boreholes.
- Best mineralised borehole PQ-5 intersected 77.34 m of continuous mineralisation, averaging 439 ppm U3O8.including 41.9 m of 683ppm U3O8.
- 2023 intersections of mineralisation correlate with the neighbouring historic drilling intersections and down-hole gamma survey results.
- No major zones of rock weakness, i.e. no geological structures, have been intersected at Valencia. This is a positive result for the ongoing geotechnical specialist work, as it indicates conducive conditions for pit slope optimization and overall mine design.
- Downhole scintillometer surveys were also completed on nine historic exploration boreholes to validate historic results.
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Geological context:
- Boreholes GT-01 to GT-07 were drilled from within the planned Valencia Main mine pit, angled and directed away from the centre of the 2015 pit shell to investigate the ground conditions for the pit slope design.
- Two boreholes, RE-01 and RE-02, were strategically positioned to confirm mineralisation at Valencia in a geologically unique zone.
- Holes PQ-01 to PQ-05 were drilled at Valencia for a total of 285.31 m, providing approximately 3 tons of sample for metallurgical testing.
Borehole samples were selected for geochemical assay from the routine downhole radiometric scanning results and sent to Trace Elements Analysis Laboratories (Pty) Ltd ("TEA Labs") at Swakopmund for sample preparation and analyses by XRF. For internal quality control purposes TEA Labs has weekly round robins with independent laboratories at Rosh Pinah Swakop Uranium and Langer Heinrich mines.
The Company also announced on March 26, 2024 that it had commenced a further program of exploration drilling at Valencia (ML-149). Four zones of potential uranium mineralization situated outside of the existing resource block model are now being investigated. The drilling program focusses on the following four target areas:
- A favourable horizon identified at the Jolie Zone (~ 1km north of Valencia pit)
- Valencia West Extension
- Valencia North
- Bundu Zone
This includes twenty-nine scheduled boreholes, comprising a further 5,236 m of exploration drilling, aiming to assess mineralisation at depths of up to 380 meters below collar. Ultimately, 10,800 m of exploration drilling has been laid out to date to explore for potential resource extension in a phased approach within ML 149.
The four areas of mineralization potential were delineated from exploration work, including aerial photo interpretation, geological mapping, aeromagnetic surveys, airborne and ground scintillometer surveys, and exploration drilling. Investigation by drilling is required to define the mine's surface infrastructure development and also explore for resource upside potential in these areas.
The Company's ongoing workplan at Norasa is described in the "Overall Performance" section above.
On June 18, 2024 the Company reported results from preliminary leaching test work as follows:
- Completed metallurgical test work supports utilizing heap leaching to recover uranium at Norasa.
- A total of 16 metallurgical column leach tests have been completed. Various test conditions were assessed, covering initial scouting tests aimed at evaluating the impact of binder addition, higher irrigation rates and grind size on recoveries, leach kinetics and acid consumption.
- Uranium extraction rates of up to 87 % (crushed with a conventional cone crusher, average of solids and solution based recovery) were achieved within a leach cycle time of 30 days or less. Sulphuric acid consumption ranged from 17 kg/t to 38 kg/t, depending on operational parameters. This recovery rate is on par with that achieved by other similar type operations with comparable ore type. Follow-up test work is planned with the primary areas of focus to include additional column tests aimed at assessing a high-pressure grinding rolls ("HPGR") crushed product, acid consumption, irrigation rate and leach duration, with the objective of achieving an optimal uranium dissolution rate. Studies indicate between 4 % to 6 % increased metal extractions in heap leach operations with HPGR crushing.
On August 14, 2024 the Company announced further interim drilling results from its 2024 Resource Extension and Exploration drilling program at Valencia (ML 149), Positive results, included an intersection at Valencia South which returned 210 ppm U3O8 over a 253 m interval, including 16m at 655 ppm U3O8 (VA24-022), indicating potential to further increase the resources and grades around the Valencia deposit. Highlights include:
- At Valencia South, in addition to drillhole VA24-022, resource drilling intersected 213 ppm U3O8 over 53 m from 179 m depth to the end of the pre-collar at 232 m (VA24-023). Drillhole VA24-022 also intersected 363 ppm eU3O8 over 43 m from 366 m to 409 m,
- At Valencia East, the best intersection was drillhole VA24-043 of 313 ppm U3O8 over 20 m.
- Exploration drilling at Valencia West intersected 222 ppm eU3O8 over 34 m from 76 m to 110 m depth in drillhole VA24- 052.
- Exploration drillhole VA24-019 intersected 185 ppm U3O8 over 41 m from 1 m to 42 m depth at the Jolie Zone.
- At the Bundu Zone, the best intersection was in drillhole VA24-056 of 198 ppm eU3O8 over 28 m from 1 m to 29 m 5
depth.
On January 6, 2025 the Company announced that its wholly-owned subsidiary Valencia Uranium (Pty) has finalised an agreement with Namibplaas Guestfarm and Tours (Proprietory) Limited for the purchase of Portion-1 of farm Namibplaas No. 93 (the "Property"). The Property hosts Namibplaas and its purchase is the outcome of negotiations on the economic terms for access rights with the Property's owner. Namibplaas' EPL-3638 covers a total surface area of 1,266 ha; with approximately 93 % (1,179 ha) of it located on the Property, which measures approximately 6,700 ha.
On February 26, 2025 the Company announced a further set of interim drilling results from its Resource Extension and Exploration drilling program at Valencia (ML 149). Assay results in are denoted U3O8, while grades calculated from downhole gamma are represented by eU3O8. Highlights include:
- An intercept of 308 ppm eU3O8 over 23 m from 18 m to 41 m depth in drillhole VA24-061 at the Jolie Zone.
- At Valencia West, all 37 drillholes intersected uranium mineralisation. The best results include an intercept of 240 ppm eU3O8 over 58 m from 157 m to 215 m depth in drillhole VA24-083A.
- Infill drilling at the Valencia main deposit intersected 481 ppm eU3O8 over a 63 m interval in drillhole VA24-127 and 306 ppm eU3O8 over a 91m interval in drillhole VA24-175.
A total of 20,597.08 m of drilling has been completed in 211 boreholes since the drilling program commenced in February 2024. To date, assays from 70 drillholes have been received and 19,092 down-hole metres have been surveyed with a gamma ray spectrometer ("downhole gamma").
Twelve drillholes at the Jolie Zone target completed in 2024 identified two zones of sub-parallel mineralised alaskite intrusions (Zones 1 and 2), which are approximately 50 m apart. These zones strike NE-SW and are both open-ended to the SW along strike and at depth, whereas Zone 2 is also open-ended to the NE. Results from Jolie include 308 ppm eU3O8 over 23 m from 18 m to 41 m depth (Zone 1 in drillhole VA24-061) and 166 ppm eU3O8 over 74 m from 57 m to 131 m depth (Zone 2 in drillhole VA24-099). The SW and depth extensions of mineralisation are currently being tested by a further six drillholes, aiming to increase the known strike extent to 300 m.
Exploration drilling at Valencia West has defined additional mineralised ground to the west of the Valencia main orebody. All of the 37 drillholes completed in the area during 2024 intersected uranium mineralization. Results include 240 ppm eU3O8 over 58m from 157m to 215m depth in drillhole VA24-083A. Recent drillholes have linked Valencia West to the Valencia Main resource, including drillhole VA24-189 with 200 ppm eU3O8 over 22m from 89m to 111m depth. Further drilling is in progress to establish intersections and grade for detailed resource modelling at Valencia West. Additionally, infill drilling aims to potentially upgrade an existing 22 Mt Indicated Resource into Measured category. Intersections include 481 ppm eU3O8 over a 63m interval in drillhole VA24-127 and 306 ppm eU3O8 over a 91m interval in drillhole VA24-175.
Infrastructure
The Company is undertaking a complete review of all power, plant, water, road and rail infrastructure.
Various options for ground water are being evaluated in close proximity to the project to supply water during construction phase. In addition, Water supply for the mine and mineral processing operations will be sourced from one or a combination of the three potential sources listed below:
- Water sourced from the Namwater pipeline (B2 highway): The source of this water is the Orano Resources Namibia desalination plant located at Wlotzkasbaken, approximately 30 km north of Swakopmund. The closest bulk water supply point is the Rössing mine reservoirs, located 24 km to the WSW. It requires Installation of a 31 km long pipeline to run through the Khan River to the site. Upgrading of the pipeline and pumping system will be necessary.
- Ground Water: A paleochannel aquifer is present, in approximately 5km distance southeast of the Valencia site, between the Chuos Mountains and mountains south of the Khan River. Further investigation on this aquifer as part of the geohydrological assessment is scheduled to evaluate this aquifer's potential.
- Khan River: Water can be abstracted water from the Khan River Alluvium Aquifer. Furthermore, potential exists for the development of a long-standing plan to build a dam on the Khan River system. The hydrological and geohydrological assessment in the EIA will determine the viability of this option.
The nearest power off-take point that can supply Norasa is the Khan substation, located on farm Ebony, 26km north of the mine. The direct route is very rugged through the Khan Valley and tributaries and an alternate indirect transmission route of nearly 30km has been laid out by NamPower. The Khan substation has recently been upgraded and expanded. NamPower met the cost of the new substation although a new transformer bay for Norasa will be at the mine's expense, as will be the cost of the transmission line to the mine.
Construction of a 27km private industrial grade gravel access road was completed in mid-2010 linking Valencia to the Trans
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Kalahari (B2) highway, which is the main artery from the international port of Walvis Bay and the town of Swakopmund to Namibia's capital Windhoek.
Capital Work-in-Progress
In order to achieve production at Norasa, the Company identified certain critical long-lead items required to develop the mine into operation. At December 31, 2024, capital work-in-progress includes the temporary access road to the Valencia mine site which is now complete and a crusher (currently in storage in Namibia). The value of capital work-in-progress was reduced to $nil during the year ended December 31, 2017 to reflect the depressed uranium market. Further investment in capital works at Norasa has been put on hold pending completion of suitable financing arrangements and a formal decision by the Company's board to proceed with the development of Norasa.
Outlook
Valencia is one of the very few uranium projects in the world that is permitted with a mining licence. Ongoing efforts to upgrade its MRE combined with further studies on Norasa which are evaluating processes and technologies that can enhance pit design, recovery and slope angle to improve mining and process costs, is considered by the Company to be a key milestone in attracting strategic partners and investors and provide the Company with alternatives for the next phase of Norasa's development.
Key Economic Trends in the Uranium Industry 1
The global nuclear power industry is achieving increasing recognition for its clean energy credentials among policy makers, environmentalists and the public and is set for a period of major expansion. The lower operating cost of nuclear power generation and the increasing concern for the environment and climate change are driving this nuclear renaissance. At COP 28, 25 countries signed the declaration to triple global nuclear capacity by 2050. Global nuclear electricity generation rose to 2602 TWh in 2023, up from 2544 TWh in 2022, providing 9% of the world's electricity, second only to hydropower among clean energy sources.
The key advantage of nuclear is its proven ability to provide reliable and economic base load power on a near zero carbon basis and it currently accounts for around 25% of the world's low carbon electricity production, though in the USA and the European Union, nuclear currently provides 48% and 40% of their respective region's carbon free electricity.1 As a low carbon reliable and secure source of generation nuclear is now expected to play a major role in future energy supply.
As of the end of June 2023, global nuclear capacity was 391 GWe (from 437 units). An additional 64GWe of capacity is expected to be provided by a further 64 new units currently under construction. Over the last two years a total of 12 reactors have been connected to the grid in mature nuclear power nations including Belarus, China, Finland, Pakistan, Slovakia, South Korea, UAE and the USA. Additionally, construction of new reactors has been started in China, Egypt, India, Russia and Turkey and Iran and many other countries are considering either to expand their existing nuclear programmes (Bulgaria Czech Republic, France, Hungary, Netherlands, Romania and the UK), or to build their first reactors (Ghana, Kazakhstan, Kenya, Poland, Saudi Arabia and Uganda). In China and India nuclear capacity growth is expected to increase significantly with over half of the projected new reactors in these two countries alone. 1
World reactor requirements for uranium were estimated at about 65,650 tonnes in the World Nuclear Association (WNA) 2023 reference scenario and expected to increase to 83,840 tonnes by 2030 and almost 130,000 tonnes by 2040. The WNA estimate that primary uranium supply is meeting only 74% of 2020s reactor requirements and that this supply demand gap will only widen over the next 20 years.1
In November, 2024, President Biden's administration laid out plans to add 200 GW of nuclear power jn the next 25 years through the construction of new reactors, plant restarts and upgrades to existing facilities with a near-term 2035 deployment target of 35 gigawatts of new capacity.
To meet the reference scenario in the WNA 2023 review, intense development of new projects will be needed to avoid potential supply disruptions. Governments are reacting to this and 514 new reactors are planned around the world plus a new generation of Small Modular Reactors ("SMRs") which offer a lower initial capital investment, greater scalability, and siting flexibility for locations unable to accommodate more traditional larger reactors. SMRs also have the potential for enhanced safety and security compared to earlier design.1 Currently, there are 437 nuclear power plants operating worldwide in 33 countries with a further 64 nuclear reactors under construction.
- The Nuclear Fuel Report: Global Scenarios for demand and supply availability 2023-2040 https://world-nuclear.org
- The Company calculates industry average prices from the month-end prices published by UxC and TradeTech.
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A further recent development is the entry into the nuclear energy market by major tech companies. Google, Amazon and Meta are advancing agreements to develop SMRs to power their artificial intelligence ("AI") driven data centres. Microsoft plans to take up 100% of the capacity of a revived Three Mile Island nuclear plant to power its AI data centres in the US. These major tech firms, together with 14 major global banks and other financial institutions and 140 nuclear industry companies in 31 countries, including Canada, France, Japan, the Netherlands, UK and the US, have signed a pledge supporting the goal of at least tripling global nuclear capacity by 2050.
Uranium Price2
Most of the countries that use nuclear-generated electricity do not have sufficient domestic uranium supply to fuel their reactors and secure the majority of their required uranium supply by entering into medium-term and long-term contracts with foreign uranium producers and other suppliers. Remaining supplies are secured through spot purchases of uranium.
The spot price reached a high of US$106.25/lb on January 29, 2024 and by December 31, 2024 had decreased to US$72.63/lb.
The uranium sector experienced volatility through January and February, 2025, largely due to emergence of the Chinese artificial intelligence ("AI") model Deepseek and the beginning of a second Trump administration.
Despite the spot price volatility, the majority of uranium sales occur under long-term contracts and the long-term contract price moved upwards consistently throughout 2024. TradeTech's Long-Term Uranium Price Indicator was US$82.00 per pound U3O8 on December 31, 2024, compared to $72.00 at the beginning of 2024.
Uranium prices have also been impacted by the increased activity by investment firms acquiring physical inventory for storage. Existing market participants such as Yellowcake Plc have continued to acquire physical inventory. As at December 31, 2024 Yellowcake Plc's inventory stood at 21.68 million lbs of U3O8. Sprott Physical Uranium Trust has also been active and as of December 31, 2024 had acquired 66.2 million lbs of U3O8 overall.
Risks and Uncertainties
The exploration and development of natural resources is a speculative activity involving a high degree of risk. Investment in securities of the Company should only be undertaken by investors whose financial resources are sufficient to enable them to assume such risk and who have no need for immediate liquidity in their investment. Prospective investors should carefully consider the risk factors, which may affect the Company and its financial position. A comprehensive summary of these risk factors is included in the section titled "Risk Factors" in the Company's Annual Information Form for the year ended December 31, 2023 available under the Company's filings on SEDAR+ at www.sedarplus.ca.
Annual Summary Information
Years ended December 31 | |||
2024 | 2023 | 2022 | |
$ | $ | $ | |
Total revenues | ‒ | ‒ | ‒ |
Net income (loss) | (2,660,694) | (5,823,504) | 3,250,572 |
Net income (loss) per share - basic and diluted | (0.01) | (0.03) | 0.02 |
Total assets | 21,624,907 | 24,274,009 | 27,323,767 |
Total long-term liabilities | ‒ | ‒ | ‒ |
Cash dividends declared per common share | ‒ | ‒ | ‒ |
Net income for 2022 reflects a gain on sale of investment in associate of $7,450,358 and income taxes of $3,136,581.
The net loss for 2023 reflects stock-based compensation of $4,220,000 in respect of stock options and performance share units granted during the year.
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Discussion of Operations
Years ended December 31, | 3 months ended December 31, | |||
2024 | 2023 | 2024 | 2023 | |
Expenses | $ | $ | $ | $ |
Professional fees | 357,963 | 218,156 | 166,724 | 62,408 |
Director fees | 565,369 | 606,825 | 131,941 | 152,546 |
Consulting fees | 850,674 | 686,378 | 224,161 | 172,381 |
Bonuses | - | 164,638 | - | - |
Stock-based compensation | 343,378 | 4,220,000 | - | 2,030,000 |
Advisory fees | 130,000 | 93,500 | 30,000 | 33,500 |
Public company costs | 260,237 | 218,970 | 37,028 | 71,756 |
General and administrative | 416,631 | 160,547 | 175,529 | 70,331 |
Foreign exchange loss | 5,139 | (4,554) | 2,434 | (8,096) |
Other income | (17,612) | 3,522 | (13,786) | (18,478) |
Interest income | (301,283) | (601,340) | (38,365) | (112,420) |
2,610,496 | 5,766,642 | 715,666 | 2,453,928 | |
Net loss before income taxes | (2,610,496) | (5,766,642) | (715,666) | (2,453,928) |
Income taxes | 50,198 | 56,862 | 50,198 | 56,862 |
Net loss | (2,660,694) | (5,823,504) | (765,864) | (2,510,789) |
Years ended December 31
The Company recorded a net loss of $2,660,694 in the current year compared to a net loss of $5,823,504 in the previous year. The results reflect the following:
- decrease in stock-based compensation to $343,378 (2023 - $ 4,220,000) for stock options and performance share units.
- increase in general and administrative expenses to $416,631 (2023 - $160,547) due to increased activity in Namibia.
- decrease in interest income to $301,283 (2023 - $601,340) due to lower balance of short-term investments in the current period.
3 months ended December 31
The Company recorded a net loss of $765,864 in the current period compared to a net loss of $2,510,789 in the comparative period of the previous year. The results reflect the following:
a) decrease in stock-based compensation to $nil (2023 - $ 2,030,000) for stock options and performance share units.
Summary of Quarterly Results
A summary of selected financial information for the eight most recently completed quarters is provided below:
December 31, | September 30 | June 30, | March 31, | |
2024 | 2024 | 2024 | 2024 | |
$ | $ | $ | $ | |
Interest and other income | 52,151 | 69,563 | 86,761 | 110,420 |
Net loss for the period | (765,864) | (514,855) | (514,001) | (865,974) |
- Per share | - | - | - | - |
December 31, | September 30, | June 30, | March 31, | |
2023 | 2023 | 2023 | 2023 | |
$ | $ | $ | $ | |
Interest and other income | 112,420 | 105,233 | 286,609 | 97,078 |
Net loss for the period | (2,510,789) | (2,763,383) | (165,161) | (384,171) |
- Per share | - | (0.01) | - | - |
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Quarterly results include the following amounts:
3 months ended | $ | |
March 31, 2024 | Stock-based compensation | 343,378 |
December 31, 2023 | Stock-based compensation | 2,030,000 |
September 30, 2023 | Stock-based compensation | 2,190,000 |
December 31, 2022 | Income tax provision on the gain on sale of investment in associated company | 2,016,930 |
Exploration and evaluation | ||
The following table sets forth changes to exploration and evaluation: | ||
Norasa | $ | |
Balance at December 31, 2023 | 11,363,621 | |
Additions to exploration and evaluation costs | 5,861,815 | |
Foreign exchange movement | 730,041 | |
Balance at December 31, 2024 | 17,955,477 |
Liquidity and capital resources
As the Company has not commenced production from any of its mineral properties and the Company does not generate cash from operations, the Company has financed its operations with the proceeds of the exercise of stock options and equity financings. The Company is dependent on its Company's ability to secure equity financings to meet its existing obligations and to fund its working capital requirements and the exploration and development of mineral resource properties.
While strategic and financial alternatives are being evaluated and implemented, the Company has maintained a conservative level of expenditure on Norasa and reduced expenses in order to conserve cash.
At December 31, 2024, the Company had working capital of $3,326,696 and subsequent to December 31, 2024, the Company completed a private placement of units (see page 1, Overall performance, Private placement of units) which will provide the Company with sufficient cash to fund its estimated working capital requirement of $2,142,000 for 2025.
Estimated working capital requirements for 2025 | $ |
Corporate and general expenses | 1,800,000 |
Accounts payable at December 31, 2024 | 342,000 |
2,142,000 |
For the year ended December 31, 2024, the Company incurred corporate and general expenses of $2,580,000. For the year ended December 31, 2025, the Company estimates corporate and general expenses of $1,800,000.
At December 31, 2024, the Company had working capital of $3,326,696 which included cash and cash equivalents of $3,329,334 and subsequent to December 31, 2024, the Company completed a private placement of units (see page 1, Overall performance, Private placement of units). In addition to the cash and cash equivalents currently on hand, the development of Norasa will require further funding, most likely a combination of equity and debt. The Company is continuing to explore opportunities for off-take and/or the possible participation of a strategic partner. Satisfactory financing arrangements will be required before the Company's Board can make a formal decision to commence the development of Norasa. The success and nature of any financing in the future will be dependent on the prevailing market conditions at that time.
Capital management
The Company's objective when managing capital resources is to ensure it has sufficient capital to support its ongoing operations including a sufficient level of funds to support continued exploration and development in Namibia and to provide adequate returns for shareholders and suitable benefits for other stakeholders.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the risk characteristics of the Company's assets. The Board has not yet made a formal decision to commence the development of Norasa, which decision remains subject to, amongst other factors, suitable financing arrangements and prevailing market and economic conditions. Management will consider the issue of senior debt, convertible investments, other financial instruments and the introduction of strategic partners as a means to finance development of Norasa while minimizing equity dilution.
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