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

 

Exhibit 99.1

 

 

 

 

 

 

 

 

 

 

 

 

 

URANIUM ROYALTY CORP.

 

 

 

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED OCTOBER 31, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

Uranium Royalty Corp.

img241105342_0.jpg 

Condensed Interim Consolidated Statements of Financial Position

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

 

 

 

Notes

 

As at October 31, 2022

 

 

As at April 30, 2022

 

 

 

 

 

($)

 

 

($)

 

Assets

 

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

 

 

Cash

 

3

 

 

4,529

 

 

 

4,385

 

Restricted cash

 

3

 

 

110

 

 

 

697

 

Short-term investments

 

4

 

 

54,520

 

 

 

51,787

 

Inventories

 

5

 

 

82,542

 

 

 

75,030

 

Prepaids and other receivables

 

 

 

 

277

 

 

 

2,131

 

Total Current Assets

 

 

 

 

141,978

 

 

 

134,030

 

 

 

 

 

 

 

 

 

 

Non-current Assets

 

 

 

 

 

 

 

 

Right-of-use asset

 

 

 

 

108

 

 

 

120

 

Royalties and royalty options

 

6

 

 

44,906

 

 

 

44,023

 

Total Non-current Assets

 

 

 

 

45,014

 

 

 

44,143

 

 

 

 

 

 

 

 

 

 

Total Assets

 

 

 

 

186,992

 

 

 

178,173

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

 

 

637

 

 

 

469

 

Margin loan payable

 

8

 

 

16,213

 

 

 

 

Current portion of lease liability

 

 

 

 

20

 

 

 

17

 

Total Current Liabilities

 

 

 

 

16,870

 

 

 

486

 

 

 

 

 

 

 

 

 

 

Non-current Liabilities

 

 

 

 

 

 

 

 

Government loan payable

 

7

 

 

40

 

 

 

40

 

Margin loan payable

 

8

 

 

 

 

 

12,908

 

Non-current portion of lease liability

 

 

 

 

92

 

 

 

103

 

Total Non-current Liabilities

 

 

 

 

132

 

 

 

13,051

 

 

 

 

 

 

 

 

 

 

Total Liabilities

 

 

 

 

17,002

 

 

 

13,537

 

Shareholders' Equity

 

 

 

 

 

 

 

 

Issued Capital

 

9

 

 

159,873

 

 

 

152,444

 

Reserves

 

 

 

 

6,223

 

 

 

5,488

 

Accumulated deficit

 

 

 

 

(16,858

)

 

 

(12,143

)

Accumulated other comprehensive income

 

 

 

 

20,752

 

 

 

18,847

 

Total Shareholders' Equity

 

 

 

 

169,990

 

 

 

164,636

 

 

 

 

 

 

186,992

 

 

 

178,173

 

 

Commitments (Note 13)

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

 


 

Uranium Royalty Corp.

img241105342_0.jpg 

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

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

 

 

 

 

Notes

 

For the three months ended
October 31,

 

 

For the six months ended
October 31,

 

 

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

 

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation

 

 

 

 

(6

)

 

 

 

 

 

(12

)

 

 

 

Consulting fees

 

 

 

 

(22

)

 

 

(31

)

 

 

(104

)

 

 

(80

)

Management and directors' fees

 

 

 

 

(145

)

 

 

(107

)

 

 

(272

)

 

 

(250

)

Salaries, wages and benefits

 

 

 

 

(91

)

 

 

(30

)

 

 

(164

)

 

 

(88

)

Uranium storage fee

 

 

 

 

(164

)

 

 

(25

)

 

 

(283

)

 

 

(45

)

Investor communications and marketing expenses

 

 

 

 

(289

)

 

 

(458

)

 

 

(375

)

 

 

(524

)

Office and technology expenses

 

 

 

 

(128

)

 

 

(18

)

 

 

(179

)

 

 

(44

)

Transfer agent and regulatory fees

 

 

 

 

(198

)

 

 

(137

)

 

 

(338

)

 

 

(272

)

Insurance fees

 

 

 

 

(123

)

 

 

(129

)

 

 

(242

)

 

 

(249

)

Professional fees

 

 

 

 

(425

)

 

 

(290

)

 

 

(588

)

 

 

(539

)

Share-based compensation

 

 

 

 

(269

)

 

 

(378

)

 

 

(737

)

 

 

(903

)

Operating loss

 

 

 

 

(1,860

)

 

 

(1,603

)

 

 

(3,294

)

 

 

(2,994

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other items

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

(429

)

 

 

(157

)

 

 

(820

)

 

 

(299

)

Interest income

 

 

 

 

10

 

 

 

15

 

 

 

10

 

 

 

36

 

Gain on sale of marketable securities

 

 

 

 

 

 

 

126

 

 

 

 

 

 

126

 

Net foreign exchange gain (loss)

 

 

 

 

(835

)

 

 

3

 

 

 

(764

)

 

 

(103

)

Loss before taxes

 

 

 

 

(3,114

)

 

 

(1,616

)

 

 

(4,868

)

 

 

(3,234

)

Deferred income tax recovery

 

 

 

 

848

 

 

 

1,026

 

 

 

153

 

 

 

1,580

 

Net loss for the period

 

 

 

 

(2,266

)

 

 

(590

)

 

 

(4,715

)

 

 

(1,654

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain on revaluation of short-term investments

 

4

 

 

6,325

 

 

 

7,599

 

 

 

1,174

 

 

 

11,703

 

Deferred income tax expense on short-term investments

 

4

 

 

(848

)

 

 

(1,026

)

 

 

(153

)

 

 

(1,580

)

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation differences

 

 

 

 

944

 

 

 

(88

)

 

 

884

 

 

 

103

 

Total other comprehensive income for the period

 

 

 

 

6,421

 

 

 

6,485

 

 

 

1,905

 

 

 

10,226

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income (loss) for the period

 

 

 

 

4,155

 

 

 

5,895

 

 

 

(2,810

)

 

 

8,572

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share, basic and diluted

 

 

 

 

(0.02

)

 

 

(0.01

)

 

 

(0.05

)

 

 

(0.02

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares, outstanding, basic and diluted

 

 

 

 

97,200,448

 

 

 

85,524,529

 

 

 

96,633,493

 

 

 

83,432,021

 

 

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

 


 

Uranium Royalty Corp.

img241105342_0.jpg 

Condensed Interim Consolidated Statements of Changes in Equity

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

 

 

 

 

Notes

 

Number of Common Shares

 

 

Issued Capital
($)

 

 

Reserves
($)

 

 

Accumulated Deficit
($)

 

 

Accumulated Other Comprehensive Income
($)

 

 

Total
($)

 

Balance at April 30, 2021

 

 

 

 

74,604,531

 

 

 

72,985

 

 

 

6,352

 

 

 

(7,886

)

 

 

4,185

 

 

 

75,636

 

Common shares issued upon exercise of warrants

 

 

 

 

6,676,285

 

 

 

14,938

 

 

 

(1,704

)

 

 

 

 

 

 

 

 

13,234

 

Common shares issued upon exercise of options

 

 

 

 

42,500

 

 

 

205

 

 

 

(57

)

 

 

 

 

 

 

 

 

148

 

Common shares issued to acquire royalties

 

 

 

 

970,017

 

 

 

4,113

 

 

 

 

 

 

 

 

 

 

 

 

4,113

 

Public offering:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

       Common shares issued for cash

 

 

 

 

6,100,000

 

 

 

25,010

 

 

 

 

 

 

 

 

 

 

 

 

25,010

 

       Underwriters' fees and issuance costs

 

 

 

 

 

 

 

(1,646

)

 

 

 

 

 

 

 

 

 

 

 

(1,646

)

At-the-Market offering:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

       Common shares issued for cash

 

 

 

 

2,457,339

 

 

 

14,466

 

 

 

 

 

 

 

 

 

 

 

 

14,466

 

       Agents' fees and issuance costs

 

 

 

 

 

 

 

(362

)

 

 

 

 

 

 

 

 

 

 

 

(362

)

Share-based compensation

 

 

 

 

 

 

 

 

 

 

903

 

 

 

 

 

 

 

 

 

903

 

Net loss for the period

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,653

)

 

 

 

 

 

(1,653

)

Total other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,226

 

 

 

10,226

 

Balance at October 31, 2021

 

 

 

 

90,850,672

 

 

 

129,709

 

 

 

5,494

 

 

 

(9,539

)

 

 

14,411

 

 

 

140,075

 

Common shares issued upon exercise of warrants

 

 

 

 

867,210

 

 

 

1,952

 

 

 

(218

)

 

 

 

 

 

 

 

 

1,734

 

Common shares issued upon exercise of options

 

 

 

 

110,000

 

 

 

537

 

 

 

(153

)

 

 

 

 

 

 

 

 

384

 

At-the-Market offering:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

       Common shares issued for cash

 

 

 

 

3,718,432

 

 

 

20,765

 

 

 

 

 

 

 

 

 

 

 

 

20,765

 

       Agents' fees and issuance costs

 

 

 

 

 

 

 

(519

)

 

 

 

 

 

 

 

 

 

 

 

(519

)

Share-based compensation

 

 

 

 

 

 

 

 

 

 

365

 

 

 

 

 

 

 

 

 

365

 

Net loss for the period

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,604

)

 

 

 

 

 

(2,604

)

Total other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,436

 

 

 

4,436

 

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

 

9

 

 

2,066,319

 

 

 

7,606

 

 

 

 

 

 

 

 

 

 

 

 

7,606

 

Agents’ fees and issuance costs

 

9

 

 

 

 

 

(191

)

 

 

 

 

 

 

 

 

 

 

 

(191

)

Share-based compensation

 

9

 

 

 

 

 

 

 

 

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

 

 

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

 


 

Uranium Royalty Corp.

img241105342_1.jpg 

Condensed Interim Consolidated Statements of Cash Flows

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

 

 

 

 

For the six months ended
October 31,

 

 

 

2022

 

 

2021

 

 

 

($)

 

 

($)

 

Operating activities

 

 

 

 

 

 

Net loss before tax for the period

 

 

(4,868

)

 

 

(3,233

)

Adjustments for:

 

 

 

 

 

 

Depreciation

 

 

12

 

 

 

 

Interest expense

 

 

820

 

 

 

299

 

Interest income

 

 

(10

)

 

 

(36

)

Gain on sale of marketable securities

 

 

 

 

 

(126

)

Share-based compensation

 

 

737

 

 

 

903

 

Net foreign exchange loss

 

 

934

 

 

 

123

 

Net changes in non-cash working capital items:

 

 

 

 

 

 

Inventories

 

 

(7,512

)

 

 

(27,059

)

Prepaids and other receivables

 

 

1,973

 

 

 

(799

)

Accounts payable and accrued liabilities

 

 

165

 

 

 

(155

)

Cash used in operating activities

 

 

(7,749

)

 

 

(30,083

)

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

Investment in royalties and royalty options

 

 

 

 

 

(12,186

)

Interest received

 

 

11

 

 

 

35

 

Investment in short-term investments

 

 

(1,559

)

 

 

126

 

Restricted cash deposit

 

 

587

 

 

 

 

Cash generated from (used in) investing activities

 

 

(961

)

 

 

(12,025

)

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

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

 

 

 

 

 

23,384

 

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

 

 

7,299

 

 

 

14,104

 

Proceeds from common shares issued upon exercise of options and warrants

 

 

12

 

 

 

12,313

 

Net proceeds from margin loan payable

 

 

2,179

 

 

 

6,067

 

Payments of lease liability

 

 

(13

)

 

 

 

Interest and fees paid

 

 

(625

)

 

 

(208

)

Cash generated from financing activities

 

 

8,852

 

 

 

55,660

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

2

 

 

 

2

 

 

 

 

 

 

 

 

Net increase in cash

 

 

144

 

 

 

13,554

 

Cash

 

 

 

 

 

 

Beginning of period

 

 

4,385

 

 

 

7,214

 

End of period

 

 

4,529

 

 

 

20,768

 

 

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

 

 


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

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 direct exposure to uranium, and holding of 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 located at 1030 West Georgia Street, Suite 1830, Vancouver, British Columbia, V6E 2Y3, Canada.

 

The Company’s common shares and its 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 Venture Exchange (the “TSX-V”) under the symbols “URC” and “URC.WT”, respectively. The Company’s common shares are listed 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, 2022.

 

These condensed interim consolidated financial statements were authorized for issue by the Company’s board of directors on December 14, 2022.

 

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, 2022. 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 Uranium Royalty (USA) Corp., a wholly owned subsidiary of the Company. 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 Uranium Royalty (USA) Corp. are prepared for the same reporting period as the parent company, using consistent accounting policies. The functional currency of Uranium Royalty (USA) Corp. 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.

 

3. Cash and Restricted Cash

As at October 31, 2022, the Company held cash of $4,529 (April 30, 2022: $4,385). As at October 31, 2022, the Company held restricted cash at bank of $110 (2021: $55) as security for a corporate credit card. $642 restricted cash as at April 30, 2022 held by the bank as security for a foreign exchange facility was released during the six months ended October 31, 2022.

 

6


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

4. Short-term Investments

 

 

 

As at October 31, 2022

 

 

As at April 30, 2022

 

 

 

($)

 

 

($)

 

Fair value, at the beginning of the period

 

 

51,787

 

 

 

30,045

 

Additions for the period/year

 

 

2,476

 

 

 

9,670

 

Disposals for the period/year

 

 

(917

)

 

 

(4,170

)

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

 

 

(1,509

)

 

 

(1,451

)

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

 

 

2,683

 

 

 

17,693

 

Fair value, at the end of the period/year

 

 

54,520

 

 

 

51,787

 

 

As at October 31, 2022, the fair value of investments held by the Company consists of Yellow Cake plc (“Yellow Cake”) $46,906 (April 30, 2022: $44,912), Queen's Road Capital Investment Ltd. (“QRC”) $5,758 (April 30, 2022: $6,875) and Sprott Physical Uranium Trust Fund (“Sprott”) $1,856 (April 30, 2022: Nil).

 

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 tri-uranium octoxide (“U3O8”) per year between January 1, 2019 and January 1, 2028, up to a maximum aggregate amount of US$31.25 million worth of U3O8. 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, common shares of QRC and stock of Sprott are listed on the Alternative Investment Market of the London Stock Exchange, the TSX-V and the Toronto Stock Exchange, respectively. During the three and six months ended October 31, 2022, the Company recognized a change in fair value of short-term investments in an aggregate of $6,325 and $1,174 (2021: $7,599 and $11,703), and deferred income tax expense of $848 and $153 (2021: $1,026 and $1,580) in other comprehensive income, respectively.

The ordinary shares of Yellow Cake are pledged as a security for the margin loan (Note 8).

5. Inventories

As at October 31, 2022, the Company holds 1,548,068 pounds (April 30, 2022: 1,448,068 pounds) of U3O8 with a carrying value of $82,542 (April 30, 2022: $75,030).

 

6. Royalties and Royalty Options

 

 

 

Royalties

 

 

Royalty Options

 

 

Total

 

 

 

($)

 

 

($)

 

 

($)

 

Balance, as at April 30, 2021

 

 

25,452

 

 

 

125

 

 

 

25,577

 

Additions

 

 

16,247

 

 

 

143

 

 

 

16,390

 

Foreign currency translation

 

 

101

 

 

 

 

 

 

101

 

Balance, as at October 31, 2021

 

 

41,800

 

 

 

268

 

 

 

42,068

 

Additions

 

 

1,567

 

 

 

 

 

 

1,567

 

Foreign currency translation

 

 

513

 

 

 

 

 

 

513

 

Write-off

 

 

 

 

 

(125

)

 

 

(125

)

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

 

 

7


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

6. Royalties and Royalty Options (continued)

 

 

 

As at October 31, 2022

 

 

As at April 30, 2022

 

 

 

($)

 

 

($)

 

Anderson project

 

 

7,791

 

 

 

7,348

 

Church Rock project

 

 

796

 

 

 

751

 

Cigar Lake project

 

 

4,704

 

 

 

4,704

 

Dawn Lake project

 

 

143

 

 

 

143

 

Dewey-Burdock project

 

 

80

 

 

 

76

 

Lance project

 

 

1,790

 

 

 

1,688

 

Langer Heinrich project

 

 

2,822

 

 

 

2,822

 

McArthur River project

 

 

11,543

 

 

 

11,543

 

Michelin project

 

 

4,262

 

 

 

4,262

 

Reno Creek project

 

 

307

 

 

 

289

 

Roca Honda project

 

 

168

 

 

 

159

 

Roughrider project

 

 

5,923

 

 

 

5,923

 

Slick Rock project

 

 

3,093

 

 

 

2,916

 

Workman Creek project

 

 

1,484

 

 

 

1,399

 

 

 

 

44,906

 

 

 

44,023

 

 

The Company’s royalties and royalty options are detailed below:

 

Anderson, Slick Rock and Workman Creek Projects

 

The Company holds a one percent (1%) net smelter return royalty for uranium on Anderson project, Slick Rock project, and Workman Creek project.

 

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.

 

Church Rock, Dewey-Burdock and Roca Honda Projects

 

The Company holds a 4% net smelter return royalty on the Church Rock property, a 30% net proceeds royalty on a portion of the Dewey-Burdock property and a 4% gross revenues royalty on a portion of the Roca Honda property.

 

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.

 

Reno Creek Project

 

The Company holds a 0.5% net profit interest royalty on a portion of the Reno Creek property.

 

Roughrider Project

 

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

 

Michelin Project

 

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

8


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

6. Royalties and Royalty Options (continued)

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 profits interest (an “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) an option to purchase the 20% NPI on a 7.5% share of overall uranium production from the project lands that comprise the early exploration stage Dawn Lake Project, which are adjacent to portions of the Waterbury Lake / Cigar Lake Project. For both the Waterbury Lake / Cigar Lake royalty and Dawn Lake royalty option, the royalty rate adjusts to 10% in the future upon production of 200 million pounds from the combined royalty lands of the Dawn Lake and Waterbury Lake / Cigar Lake Projects.

 

7. Government Loan Payable

On April 23, 2020, the Company received a loan of $40,000 through the Canadian Emergency Business Account Program (“CEBA Loan”), which provided financial relief for Canadian businesses during the COVID-19 pandemic. The CEBA Loan has a maturity date of December 31, 2023 and may be extended to December 31, 2025. The CEBA Loan is unsecured, non-revolving and non-interest bearing prior to December 31, 2023. The CEBA Loan is subject to an interest rate of 5% per annum during any extended term, and is repayable at any time without penalty. If at least 75% of the CEBA Loan is repaid prior to December 31, 2023, the remaining balance of the CEBA Loan will be forgiven.

8. Margin Loan Payable

On May 7, 2021, as amended on June 21, 2021 and December 13, 2021, the Company established a margin loan facility for a maximum amount of approximately $18,552 (US$15 million) (the “Facility”) with the Bank of Montreal. The margin loan is subject to an interest rate of 3-month USD LIBOR plus 5.50% per annum and the unutilized portion of the Facility is subject to a standby fee of 2.50% per annum. In addition, the Company paid a one-time facility fee equal to 1.25% of the Facility.

The Facility is secured by a pledge of all the shares of Yellow Cake held by the Company. The Facility matures on May 5, 2023, unless repaid earlier, and is subject to customary margin requirements and share price triggers. The Company may voluntarily repay the outstanding amount during the term of the Facility.

The following outlines the movement of the margin loan:

 

 

 

US$'000

 

 

$

 

Draw-down

 

 

10,175

 

 

 

12,710

 

Less: transaction costs and fees

 

 

(239

)

 

 

(295

)

Interest expense

 

 

573

 

 

 

721

 

Interest paid

 

 

(462

)

 

 

(582

)

Unrealized foreign exchange loss

 

 

 

 

 

354

 

Balance, as at April 30, 2022

 

 

10,047

 

 

 

12,908

 

Draw-down

 

 

3,000

 

 

 

3,889

 

Less: principal payment

 

 

(1,324

)

 

 

(1,710

)

Interest expense

 

 

605

 

 

 

816

 

Interest paid

 

 

(468

)

 

 

(625

)

Unrealized foreign exchange loss

 

 

 

 

 

935

 

Balance, as at October 31, 2022

 

 

11,860

 

 

 

16,213

 

 

9


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

9. Issued Capital

9.1 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 allows 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 will be 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, if any, will be 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 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 September 1, 2022 (the “2022 Distribution Agreement”). Unless earlier terminated by the Company or the Agents as permitted therein, the 2022 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) July 14, 2023.

During the six months ended October 31, 2022, the Company issued 2,066,319 common shares under the ATM Program for gross proceeds of $7,606, with aggregate commissions paid or payable to the Agents and other share issue costs of $191.

Trade Restrictions

As at October 31, 2022, 3,000,012 common shares issued pursuant to the subscription agreements at $0.10 per share were subject to a contractual hold period that expired on December 11, 2022.

 

10


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

9. Issued Capital (continued)

9.2 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, 2021

 

 

6,352

 

 

 

 

 

 

6,352

 

Common shares issued upon exercise of warrants

 

 

(311

)

 

 

 

 

 

(311

)

Share-based compensation

 

 

 

 

 

525

 

 

 

525

 

Balance, as at October 31, 2021

 

 

6,041

 

 

 

525

 

 

 

6,566

 

Common shares issued upon exercise of warrants

 

 

(1,611

)

 

 

 

 

 

(1,611

)

Common shares issued upon exercise of options

 

 

 

 

 

(210

)

 

 

(210

)

Share-based compensation

 

 

 

 

 

743

 

 

 

743

 

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

 

During the six months ended October 31, 2022, 6,000 warrants were exercised at a gross proceeds of $12. 17,578,842 warrants were outstanding as at October 31, 2022.

As at October 31, 2022, there are 17,483,254 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.

Share Options

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

 

 

 

Number of
options

 

 

Weighted Average
 Exercise Price
 ($)

 

Balance at April 30, 2022

 

 

755,000

 

 

 

3.62

 

Granted

 

 

500,750

 

 

 

3.29

 

Forfeited

 

 

(12,500

)

 

 

3.71

 

Balance at October 31, 2022

 

 

1,243,250

 

 

 

3.50

 

On May 13, 2022, the Company granted 343,750 share options to certain directors, officers, employees and consultants of the Company.
These options have an exercise price of $3.31 per share and 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. In addition, the Company granted share options to purchase 100,000 common shares to a contractor. Such options have an exercise price of $3.31 per share and are valid for a period of two years. The options vest incrementally over a 12-month period.

On June 20, 2022 and July 7, 2022, the Company granted 25,000 and 25,000 share options, each at an exercise price of $3.26 per share and $2.88 per share, respectively, to its employees. The options are valid for a period of five years and 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.

On September 9, 2022 and October 24, 2022, the Company granted 2,000 and 5,000 share options, each at an exercise price of $4.20 per share and $3.15 per share, respectively, to its employees. The options are valid for a period of five years and 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.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

9. Issued Capital (continued)

9.2 Reserves (continued)

The weighted average fair value of the share options granted was $1.72 per share and it was estimated at the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

 

Risk-free interest rate

 

2.75

%

Expected life (years)

 

3.60

 

Expected volatility

 

70.42

%

Expected dividend yield

 

0.00

%

Estimated forfeiture rate

 

4.63

%

 

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.

A summary of share options outstanding and exercisable at October 31, 2022, 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

 

 

 

3.88

 

 

 

32,962

 

 

 

5.46

 

 

 

3.88

 

 

4.93

 

 

 

5,000

 

 

 

4.93

 

 

 

4.21

 

 

 

2,500

 

 

 

4.93

 

 

 

4.21

 

 

4.20

 

 

 

2,000

 

 

 

4.20

 

 

 

4.86

 

 

 

500

 

 

 

4.20

 

 

 

4.86

 

 

4.10

 

 

 

50,000

 

 

 

4.10

 

 

 

3.58

 

 

 

37,500

 

 

 

4.10

 

 

 

3.58

 

 

3.49

 

 

 

655,000

 

 

 

3.49

 

 

 

3.58

 

 

 

656,250

 

 

 

3.49

 

 

 

3.58

 

 

3.31

 

 

 

100,000

 

 

 

3.31

 

 

 

1.53

 

 

 

25,000

 

 

 

3.31

 

 

 

1.53

 

 

3.31

 

 

 

336,250

 

 

 

3.31

 

 

 

4.53

 

 

 

85,936

 

 

 

3.31

 

 

 

4.53

 

 

3.26

 

 

 

25,000

 

 

 

3.26

 

 

 

4.64

 

 

 

6,250

 

 

 

3.26

 

 

 

4.64

 

 

3.15

 

 

 

5,000

 

 

 

3.15

 

 

 

4.98

 

 

 

1,250

 

 

 

3.15

 

 

 

4.98

 

 

2.88

 

 

 

25,000

 

 

 

2.88

 

 

 

4.68

 

 

 

6,250

 

 

 

2.88

 

 

 

4.68

 

 

 

 

 

1,243,250

 

 

$

3.50

 

 

 

3.74

 

 

 

854,398

 

 

$

3.57

 

 

 

3.65

 

 

The amount of share-based compensation expense recognized during the three and six months ended October 31, 2022, was $269 (2021: $378)) and $737 (2021: $903), respectively.

 

10. Financial Instruments

At October 31, 2022, the Company’s financial assets include cash, restricted cash and short-term investments. The Company’s financial liabilities include accounts payable and accrued liabilities, government loan payable, margin loan payable 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, accounts payable and accrued liabilities and government loan payable approximate fair value due to their short terms to settlement.

12


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

10. Financial Instruments (continued)

The Company’s margin loan payable and lease liability are measured at amortized cost and classified as level 2 within the fair value hierarchy. The fair value of the margin loan payable and lease liability approximate their carrying values as their interest rates are comparable to current market rate risks. The fair value of short-term investments is determined by obtaining the quoted market price of the short-term investment and multiplying it by the foreign exchange rate, if applicable, and the quantity of shares held by the Company.

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, interest rate 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 mitigates credit risk associated with its bank balance by holding cash and restricted cash with large, reputable financial institutions. The Company's maximum exposure to credit risk is equivalent to the carrying value of its cash and restricted cash balance.

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, 2022. The Company’s working capital (current assets less current liabilities) as at October 31, 2022 was $125,108. The Company’s accounts payable and accrued liabilities, current portion of the lease liability and margin loan payable are expected to be realized or settled within a one-year period.

10.4 Interest rate risk

The Company’s exposure to interest rate risk arises from the impact of interest rates on its cash and margin loan payable, which bear interest at fixed or variable rates. The interest rate risk on the Company’s cash balance is minimal. The Company’s margin loan payable bears a floating interest rate and an increase (decrease) of 10 basis point in 3-month USD LIBOR would not have a significant impact on the net loss for the six months ended October 31, 2022. The Company's lease liability is determined using the interest rate implicit in the lease and an increase (decrease) of 10 basis point would not have a significant impact on the net loss for the six months ended October 31, 2022.

 

13


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

10. Financial Instruments (continued)

10.5 Currency risk

Financial instruments that impact the Company’s net loss or other comprehensive income due to currency fluctuations include short-term investments denominated in UK pounds sterling and cash and margin loan payable denominated in U.S. dollars. The impact of a Canadian dollar change against UK pounds sterling on short-term investments by 10% at October 31, 2022 would have an impact, net of tax, of approximately $4,057 on other comprehensive income. The impact of a Canadian dollar change against U.S. dollars on cash by 10% would have an impact of approximately $324 on net loss. The impact of a Canadian dollar change against the U.S. dollars on the margin loan by 10% would have an impact of approximately $1,402 on net loss for the six months ended October 31, 2022.

10.6 Other price risk

The Company is exposed to equity price risk as a result of investing in companies in the resource sector. The Company does not actively trade these investments. 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, 2022, a 10% change in the equity prices of these investments would have an impact, net of tax, of approximately $4,057 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, 2022 and 2021, the Company did not enter into any material contracts or undertake any material commitment or obligation with any related parties.

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, 2022 and 2021, comprised of:

 

 

 

For the three months ended October 31,

 

 

For the six months ended October 31,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

 

($)

 

 

($)

 

 

($)

 

 

($)

 

Management salaries

 

 

94

 

 

 

60

 

 

 

175

 

 

 

158

 

Directors’ fees

 

 

51

 

 

 

47

 

 

 

97

 

 

 

92

 

Share-based compensation

 

 

144

 

 

 

162

 

 

 

409

 

 

 

386

 

Total

 

 

289

 

 

 

269

 

 

 

681

 

 

 

636

 

 

12. 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 direct exposure to uranium and holding of physical uranium. Except for the short-term investments in Yellow Cake which is listed on the London Stock Exchange in the United Kingdom, 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.

 

13. 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 of physical uranium at a weighted average price of US$47.71 per pound for a total of $32,500. CGN will deliver 300,000 pounds of physical uranium on October 20, 2023, 100,000 pounds of physical uranium on June 14, 2024, and 100,000 pounds of physical uranium on April 2, 2025.

 

14


 

Uranium Royalty Corp.

img241105342_2.jpg 

Notes to Condensed Interim Consolidated Financial Statements

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

 

14. Subsequent Events

 

Other than as disclosed elsewhere in these condensed interim consolidated financial statements, the following material events occurred subsequent to October 31, 2022.

 

On November 17, 2022, the Company’s wholly owned subsidiary entered into an agreement with Anfield Energy Inc. to acquire a portfolio of royalties comprising of a 2% gross value royalty on portions of the San Rafael Project, located in Utah, USA, a 2% to 4% sliding scale gross value royalty on portions of the Whirlwind Project, located in Colorado and Utah, USA, a 1% gross value royalty (applicable to uranium and vanadium sales) on portions of the Energy Queen project, located in Utah, USA, and a 2% to 4% sliding scale royalty on portions of the Dewey Burdock Project located in South Dakota, USA. The consideration payable at closing is US$1.5 million in cash. The closing of the transaction is subject to customary conditions which have not been completed as of December 14, 2022.



Subsequent to October 31, 2022, the Company distributed a further 1,897,802 ATM Shares under the ATM Program existing at such time through the facilities of the TSX-V and NASDAQ for gross proceeds of approximately $6,776, of which approximately $1,448 (representing net proceeds of $1,412) at an average selling price of $3.57 per Common Share was raised in Canadian dollars through the TSX-V, and $5,328 (US$4.0 million) (representing net proceeds of $5,194 (US$3.9 million)) at an average selling price of US$2.66 per Common Share was raised in United States dollars through the NASDAQ. The Agents were paid aggregate commissions on such sales of approximately $36 and US$0.1 million (representing 2.50% of the gross proceeds of the ATM Shares sold).

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