UROY

•
references to “NPI” mean net profit interest, a form of royalty based on the profit realized after deducting costs related to production. NPI may also be referred to as “net proceeds royalties”, or NPR;

•
references to “NSR” mean net smelter returns royalty, a form of royalty based on the value of production or net proceeds received by the operator from a smelter or refinery;

•
references to “ppm” mean parts per million;

•
references to “PR” mean production royalty, a form of royalty based on metal produced, often at a predetermined fixed price;

•
references to “UF6” mean uranium hexafluoride, a compound used in the uranium enrichment process;

•
references to “U3O8” mean triuranium octoxide, commonly referred to as yellowcake, is the most common form of uranium concentrate; and

•
references to “V2O5” mean vanadium pentoxide, often mined as a co-product of uranium.

Due to rounding, numbers presented throughout this report may not add up precisely to totals we provide and percentages may not precisely reflect the absolute figures.

General

URC

We are a diversified royalty company with significant exposure to soda ash and uranium. Our portfolio of long-life, low-cost assets and diversified revenue streams provides exposure to uranium prices. Our primary focus is to identify, evaluate and make strategic investments in uranium and critical minerals interests, including royalties, streams, debt and equity investments in uranium companies, as well as through holdings of physical uranium.

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Development of the Business

Uranium Royalty Corp. was incorporated on May 1, 2026, pursuant to the Delaware General Corporation Law. Our principal executive office is located at 141 Union Blvd, Suite #310, Lakewood, CO 80228 with registered offices located at 100 Lakeland Ave., Dover, Kent County, Delaware 19901.

The Company was formed to facilitate the combination of the approximately 92% direct and indirect interests (the “Sweetwater Interests”) of certain entities affiliated with Orion Resource Partners (USA) LP (collectively, “Orion”) and HRG Metals LP, a wholly-owned subsidiary of Ontario Teachers’ Pension Plan Board (“HRG” and, together with Orion, the “Sweetwater Investors”) in the Sweetwater Entities with Uranium Royalty Corp. (Canada) (the “Arrangement”) pursuant to the plan of arrangement of Uranium Royalty Corp. (Canada) under section 192 of the Canada Business Corporations Act (the “Plan of Arrangement”) and in accordance with the arrangement agreement dated April 16, 2026, among Uranium Royalty Corp. (Canada) and the Sweetwater Investors (the “Arrangement Agreement”).

On the Effective Date, among other things, (i) the Company issued 223,252,749 shares of common stock, at a deemed value of US$3.64 per share, to the Sweetwater Investors in exchange for the Sweetwater Interests; (ii) each common share of Uranium Royalty Corp. (Canada), other than an Exchangeable Elected Share, was transferred to UROY CallCo ULC, a wholly-owned subsidiary of the Company (“CallCo”), in exchange for one share of common stock; (iii) each common share of Uranium Royalty Corp. (Canada) in respect of which a valid Exchangeable Share Election was made was transferred to UROY ExchangeCo Ltd., a wholly-owned subsidiary of CallCo (“ExchangeCo”), in exchange for one exchangeable redeemable preferred share in the capital of ExchangeCo (“Exchangeable Shares”) and related ancillary rights; (iv) the Company issued one special voting share in the capital of the Company which, among other things, entitles the holder of record thereof to that number of votes at meetings of the Company equal to the number of Exchangeable Shares outstanding (the “Special Voting Share”) to Computershare Trust Company of Canada (the “Trustee”), to be held by the Trustee on behalf of the holders of Exchangeable Shares, and entered into a Voting and Exchange Trust Agreement with CallCo, ExchangeCo and the Trustee; and (v) each holder of outstanding and unexercised options to purchase common shares of Uranium Royalty Corp. (Canada) received a replacement option (the “Replacement Options”) to purchase our shares of common stock on an economically equivalent basis.

The issuance of our shares of common stock and the Exchangeable Shares to the holders of common shares of Uranium Royalty Corp. (Canada) in exchange for their common shares of Uranium Royalty Corp. (Canada) pursuant to the Arrangement was not registered under the Securities Act of 1933, as amended (the “Securities Act”), and such securities were issued in reliance upon the exemption from the registration requirements of the Securities Act provided by Section 3(a)(10) thereof, the Supreme Court of British Columbia having approved the Plan of Arrangement as fair and reasonable to the holders of common shares of Uranium Royalty Corp. (Canada) at a hearing upon which the Final Order was granted. The issuance of our shares of common stock to the Sweetwater Investors in exchange for the Sweetwater Interests was not registered under the Securities Act, and such securities were issued in reliance upon the exemption from the registration requirements of the Securities Act provided by Section 4(a)(2) thereof.

In connection with the Arrangement, our shares of common stock are listed on the Nasdaq Capital Market and trade under the symbol “UROY.” As a result of the Arrangement, we became the successor issuer to Uranium Royalty Corp. (Canada) pursuant to Rule 12g-3(a) under the Exchange Act. Pursuant to Rule 12g-3(e) under the Exchange Act, our shares of common stock are deemed to be registered under Section 12(b) of the Exchange Act, and we are subject to the informational requirements of the Exchange Act and the rules and regulations promulgated thereunder. We hereby report this succession in accordance with Rule 12g-3(f) under the Exchange Act.

Corporate Structure

Our principal executive offices are located at 141 Union Blvd, Suite #310, Lakewood, CO 80228. Our website address is www.uraniumroyalty.com. The information contained on, or that can be accessed through, our website is not a part of this Annual Report. For a complete list of our subsidiaries, see Exhibit 21.1 to this Annual Report.

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Our Operational Information

Our operations principally consist of the acquisition and management of royalty interests. Royalties are non-operating interests in mining projects that provide the right to revenue or minerals produced from the project after deducting specified costs, if any. Additionally, we generate revenue from the buying and selling of physical uranium inventory, generate lease bonus revenue by leasing certain mineral interests to third-party operators, earn surface revenue from surface use leases and easement payments and earn annual rental revenue from land rental payments.

As of April 30, 2026, we owned royalty interests relating to 4 production stage uranium properties and 20 exploration stage uranium properties, as well as 5 production stage trona mining operations and 2 exploration stage trona projects. Uranium royalty revenue was $0.15 million and $0.06 million for the years ended April 30, 2026 and 2025 respectively.

Our Strategy

To date, we have assembled a portfolio of royalty interests on uranium projects and physical uranium holdings, bolstered by cash flowing cornerstone soda ash royalty interests, and an expansive land package across Wyoming and Utah.

We are one of the largest public company landowners in the United States (excluding real estate investment trusts) and one of the largest landowners in Wyoming with approximately 850,000 acres of fee surface rights. This acreage includes approximately 200,000 acres situated within the Known Sodium Leasing Area (“KSLA”) and an additional 650,000 fee surface acres. Furthermore, our portfolio includes approximately 4.5 million acres of mineral rights in fee.

Our long-term strategy is to gain exposure to uranium prices by owning and managing a portfolio of geographically diversified uranium and critical mineral interests. Our primary focus is to identify, evaluate and make strategic investments in uranium and critical minerals interests, including royalties, streams, debt and equity investments in uranium companies, as well as through holdings of physical uranium.

In executing our royalty strategy, we seek interests that provide us with direct exposure to uranium prices, without direct operating costs and concentrated risks that are associated with exploration, development and mining. Our strategy recognizes the inherent cyclicality of valuations based on uranium prices, including the impact of such cyclicality on the availability of capital within the uranium sector. We intend to execute on our strategy by leveraging the deep industry knowledge and expertise of our management team and our board of directors to identify and evaluate opportunities in the uranium industry.

Such interests may be acquired by us directly from the owner or operator of a project or indirectly from third-party holders. We may also seek to acquire direct joint ventures or other interests in existing uranium projects, where such interests would provide us with exposure to a project as a non-operator or where we believe there is potential to convert such interests into royalties, streams or similar interests. In evaluating potential transactions, we utilize a disciplined approach to manage our fiscal profile.

We also engage in purchases and sales of uranium inventories from time to time. Purchases are made where our management believes there is an opportunity to provide attractive commodity price exposure. Sales may occur from time to time based upon market conditions and our liquidity requirements. Purchases may be made pursuant to our existing option under our strategic arrangement with Yellow Cake plc (“Yellow Cake”) or by other means, including direct purchases from producers or market purchases.

Uranium Uses

The predominant use of uranium is as a fuel for nuclear power plants. Through the process of nuclear fission, the uranium isotope U-235 can undergo a nuclear reaction whereby its nucleus is split into smaller particles. This process releases significant amounts of energy, creating heat to generate steam to spin a turbine, and is the basis of power generation in the nuclear power industry.

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Uranium has other commercial uses in the fields of medical diagnosis, agriculture, carbon dating and other industries. However, the volume of demand generated by these uses is very small compared to nuclear power generation. Uranium is also used as a feedstock for over 200 private nuclear reactors, which are operated for research purposes and the production of isotopes for commercial uses. Uranium is also the propulsion fuel source for nuclear-powered aircraft carriers, submarines and ice-breaking vessels.

Uranium Market Developments

The uranium market is being driven by macro demand for increased electricity generation, an unprecedented global push for clean energy, data center and AI development, geopolitical pressures and underinvestment among other factors. In its recent February 6, 2026 Electricity report, the International Energy Agency (“IEA”) reported electricity demand grew by 3% in 2025 and is expected to grow at a 3.6% annual rate through 2030. Nuclear generation set a record high and is projected to increase 2.8% per year through 2030. The report also noted that nuclear energy together with renewable energy sources will generate about half of all global electricity by 2030. IEA projects “global data center electricity consumption is projected to roughly double by 2030, rising from roughly 415–450 TWh in 2024–2025 to over 900–1,000 TWh by 2030.” ICF International Inc. in its September 2025 study, projected that electricity demand in the United States will see a 25% increase by 2030 and a nearly 80% increase by 2050.

Countries around the globe are realizing that the highly reliable, clean, safe, economical power nuclear energy provides is a desirable attribute for a country’s baseload energy platform. An increasing number of governments have announced that they are pursuing strategies to increase energy independence for national security interests that dovetail well with nuclear power as a key component in their energy mix.

In the United States, several pieces of bipartisan legislation have passed in recent years supporting nuclear energy development and expansion, including the Nuclear Fuel Security Act, the Advance Act, the Inflation Reduction Act, and the Big Beautiful Bill. In combination, these bills and other legislative efforts seek to encourage the restoration and rebuilding of a robust domestic fuel cycle in the United States. Consistent with the above noted Acts, in a recent bipartisan submittal, legislation labeled as the “Accelerating Reliable Capacity (ARC) Act of 2026” has been introduced in the Senate to speed up new advanced reactor development and provide federal backing for over-budget nuclear reactors.

On May 23, 2025, President Trump signed Executive Orders (“EOs”) that include a policy objective to quadruple United States nuclear energy by 2050. These Executive Orders mark a historic level of policy support to rejuvenate the United States nuclear industry and its infrastructure, underscoring its importance as a matter of national security. The Executive Orders invoke the Defense Production Act and are intended to have significant positive policy and economic impacts on the domestic fuel cycle, reactor new builds, research and new technology advancements.

Underscoring the EO directives, on October 28, 2025, announcements were made that the U.S. government had entered a strategic partnership encompassing at least $80 billion for the construction of new nuclear reactors using Westinghouse technology. To meet the goal of having 10 large reactors under construction by 2030, the U.S. Department of Energy (“DOE”) is in advanced talks to provide financing, specifically for long-lead time components like reactor vessels and steam generators to accelerate construction timelines. DOE’s Office of Energy Dominance Financing has nearly $290 billion in available funding that can be directed toward baseload energy, with nuclear power plants expected to be the largest recipient.

Additionally, large technology companies like Nvidia, Microsoft, Meta, Google, Oracle and Amazon have announced significant nuclear energy commitments including that required for their data center energy demand with large investments in the clean, affordable and reliable power that nuclear energy provides.

Global uranium market fundamentals have shown major improvement in recent years as this market began a transition from being inventory driven to production driven. The spot market bottomed out in November 2016 at about US $17.75 per pound of U3O8, but has since shown significant appreciation, reaching a high in 2024 of US $107.00 per pound of U3O8. Since that time, the spot uranium market retraced some of the advance, reaching a low of US $63.45 per pound of U3O8 on March 17, 2025. That low proved to be short-lived, and the uranium market has since rebounded,

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reaching US $101.50 per pound of U3O8 on January 29, 2026 in the U.S. Since that time, the market has experienced what appears as a shorter-term pullback and consolidation with trading in the US $86 to US $87 area at the end of April 2026. (Source: UxC LLC Historical Ux Daily Prices).

During the three months ended April 30, 2026, uranium prices averaged US $86.37 per pound of U3O8 representing a 6.9% increase compared to the average price of US $80.76 per pound of U3O8 in the prior three-month period ended January 31, 2026. (Source: UxC LLC Historical Ux Daily Prices).

Relative underinvestment in uranium mining operations has been evident for more than a decade and has been a major factor contributing to a structural deficit between global production and uranium requirements. Reduced production from existing uranium mines has also been a contributing factor, with some large producers cutting back and/or unable to reach previously planned production levels. From 2026 through 2028, the mid-case gap between production and requirements is projected to be about 65 million pounds of U3O8, and by 2036, the cumulative gap is projected to exceed 290 million pounds of U3O8 (Source: UxC 2026 Q1 Uranium Market Outlook). For context, the United States commercial reactor fleet requirements were 50.6 million pounds of U3O8 in 2024 (Source: United States Energy Information Administration, September 30, 2025 - Uranium Marketing Annual Report – uranium loaded in fuel assemblies). The current gap is being filled with secondary market sources, including finite inventory that has been declining and is projected to decline further in coming years. Secondary supply is also expected to be further reduced as western enrichers reverse operations from underfeeding to overfeeding, which requires more uranium to increase the production of enrichment services. As secondary supplies continue to diminish, and as existing mines deplete resources, new production will be needed to meet future demand. The timeline for many new mining projects can be 10 to 20 years and will require prices high enough to stimulate new mining investments.

Since 2022, uranium supply has become more complicated due to Russia’s invasion of Ukraine, with its State Atomic Energy Corporation, Rosatom, being a significant supplier of nuclear fuel around the globe. Economic sanctions, transportation restrictions, U.S. legislation banning the importation of Russian nuclear fuel and the European Union’s goals to reduce and eventually eliminate its dependence on Russian fuel are causing a fundamental change to the nuclear fuel markets. As a result of the instability and assurance of supply risks, United States and European utilities are shifting supply focus to areas of low geopolitical risk.

The United States Presidential Executive Order “Establishing The National Energy Dominance Council” stated one of its objectives is to “reduce dependency on foreign imports” for the United States’ “national security” and recognized uranium as an “amazing national asset” (Source: The White House News & Update, February 14, 2025). As of November 7, 2025, uranium was added back into the U.S. Geological Survey list of Critical Minerals making it also subject to the Section 232 Investigation on Critical Minerals that was already underway. On January 14, 2026, Presidential Proclamation 11001 was issued – Adjusting Imports of Processed Critical Minerals and their Derivative Products (PCMDPs) into the United States. The Proclamation directs the U.S. Trade Representative and Department of Commerce to negotiate agreements with trading partners to secure supply chains and address import volumes. The Proclamation addresses the Section 232 investigation and states: “the Secretary recommended a range of actions, including actions to adjust the imports of PCMDPs so that such imports will not threaten to impair the national security.” While specific remedies are not yet defined, the actions could potentially lead to resumption of strategic uranium reserve purchases, establishment of import price floors, or other remedies.

On April 23, 2026, the U.S. DOE Office of Nuclear Energy announced a new initiative to secure the nation’s nuclear fuel supply chain: “Through the Defense Production Act Nuclear Fuel Cycle Consortium, the federal government will work with the domestic nuclear industry to ensure that the United States continues to have enough nuclear fuel to power the current nuclear reactor fleet as well as future advanced reactors.” This is known as the “Nuclear Dominance 3 by 33” campaign to secure the nation’s nuclear fuel supply, and one possible outcome is funding and buildout of the strategic uranium reserve.

On the demand side, the global nuclear energy industry continues robust growth, with 72 new reactors connected to the grid from 2015 through April 2026 and another 72 reactors under construction. (Source: International Atomic Energy Association Power Reactor Information System – May 8, 2026). Total nuclear generating capacity for the world’s 438 operable reactors stands at 401 GW (Source: World Nuclear Association (“WNA”) – April 20, 2026 data). In March 2026, the WNA reported 38 countries have pledged to at least triple their nuclear capacity by 2050, further

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supporting additional growth for the nuclear industry and uranium demand. In addition, over 140 nuclear industry companies, 16 of the world’s largest banks like Citibank, Morgan Stanley and Goldman Sachs, and at least 15 large energy users such as Nvidia, Microsoft, Amazon and Google have all pledged to support this goal in their investments and commercial activities.

There is positive momentum from the utility industry as it returns to a longer-term contracting cycle to replace expiring contracts. It is estimated that cumulative uncommitted demand through 2035 is more than 800 million pounds of U3O8 (Source: UxC Uranium Market Overview Q1 2026). This utility demand, together with potential demand from financial entities, government programs and the overall increase in interest in nuclear energy as a source of power for growing electricity demand from electrification, artificial intelligence and data center applications, continues to add positive tailwinds to the strong fundamentals in the uranium market.

The URC Business Model

The Company does not operate mines, develop projects or conduct exploration. URC’s business model is focused on managing and growing its portfolio of uranium royalty and other uranium interests. The Company believes that the advantages of this business model include the following:

•
Lower Volatility Through Diversification. By investing in diversified uranium interests across a spectrum of geographies, the Company reduces its dependency on any one asset, project, location or counterparty.

•
Exposure to Uranium Price Optionality without Project Costs and Overhead. The Company believes that its model provides exposure to any future improvements in the uranium market, while at the same time minimizing fixed operating, exploration, development and sustaining costs associated with directly owning and operating uranium projects. Additionally, as the Company’s interests are non-operational, the Company is not required to satisfy cash calls in order to maintain its interests in such projects.

•
Focus and Scalability. As the Company’s directors and officers do not handle operational decisions and tasks relating to uranium projects, they are free to focus their time and energy on carrying out the Company’s acquisition strategy and identifying and executing on growth opportunities. As such, URC’s business model allows it to acquire and manage more uranium interests than an operating company can effectively manage.

Physical Uranium Holdings

Overview

On June 7, 2018, the Company entered into an agreement (as amended, the “Yellow Cake Agreement”) with Yellow Cake, pursuant to which, among other things, the Company received an option to acquire physical uranium. The Yellow Cake Agreement is a strategic asset for URC, as it provides exposure to Yellow Cake’s physical uranium, provides URC with the option to acquire physical uranium and provides for future cooperation and collaboration in relation to acquisitions of physical uranium, royalties, streams and similar interests, as described in more detail below.

Yellow Cake is a specialist company operating in the uranium sector, created to purchase and hold U3O8 with the stated objectives of offering its shareholders exposure to the price of U3O8 through the purchase and storage of physical uranium and exploiting a range of expected opportunities connected with owning U3O8, and uranium-based financing initiatives, such as commodity streaming and royalties.

The Company may, in the future, acquire additional physical uranium pursuant to its option under the Yellow Cake Agreement or otherwise. Pursuant to the Yellow Cake Agreement, the Company may acquire between US$2.5 million and US$10 million of U3O8 per year from Yellow Cake under its supply agreement that will expire on January 1, 2028, up to a maximum aggregate amount of US$21.25 million worth of U3O8. No purchases occurred under this agreement during the years ended April 30, 2022, 2023, 2024, 2025, and 2026.

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Kazatomprom Agreement

JSC National Atomic Company “Kazatomprom” (“Kazatomprom”), a company existing under the laws of Kazakhstan, the state-owned uranium company of Kazakhstan, is the world’s largest producer of uranium (Source: World Nuclear Association. 2026. “World Uranium Mining Production.” Last modified January 20, 2026. https://world-nuclear.org/information-library/nuclear-fuel-cycle/mining-of-uranium/world-uranium-mining-production).

On May 18, 2018, Yellow Cake entered into a framework agreement with Kazatomprom, in relation to the long-term sale and purchase of uranium (the “Kazatomprom Agreement”). Pursuant to the terms of the Kazatomprom Agreement, Yellow Cake has the right to acquire up to US$100 million of U3O8 from Kazatomprom in each of the nine calendar years following July 5, 2018.

URC Storage Arrangement

On February 1, 2019, the Company entered into a transfer and storage account agreement with Cameco, with provisions substantially the same as those described above. The agreement provides for the storage of U3O8 at Cameco’s Port Hope / Blind River facilities, located in Ontario, Canada, which will permit the Company to store U3O8 received as royalty in-kind from operators and U3O8 acquired from Yellow Cake’s inventory, open market purchases, book transfers and other physical uranium acquired through counterparties at the Port Hope / Blind River facilities.

As of April 30, 2026, we held 593,255 pounds of U3O8 held in the Company’s account at Cameco’s Port Hope / Blind River facilities. Subsequent to April 30, 2026, the Company sold 593,255 pounds U3O8 at a weighted average price of $85.91 per pound for cash consideration of $51.0 million.

The Yellow Cake Agreement

The Yellow Cake Agreement provides for a long-term strategic relationship between URC and Yellow Cake, including, among other things:

•
Option to Purchase U3O8: Yellow Cake granted URC an option to acquire between US$2.5 million and US$10 million of 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. If URC exercises this option, Yellow Cake will, in turn, exercise its rights under the Kazatomprom Agreement to acquire the relevant quantity of U3O8 from Kazatomprom and sell such quantity of U3O8 to the Company at the same price at which Yellow Cake acquires the U3O8 pursuant to the Kazatomprom Agreement. To date, the Company has exercised its option to acquire 348,068 pounds of U3O8 from Yellow Cake at a price of US$28.73 per pound for an aggregate of approximately US$10.0 million.

In the event that URC elects to acquire U3O8 pursuant to its option under the Yellow Cake Agreement, the Yellow Cake Agreement provides that URC and Yellow Cake will agree, acting in good faith, on the conversion facility to which the underlying U3O8 will be delivered under the Kazatomprom Agreement, provided that Yellow Cake will not be required to use a conversion facility where it does not already have a storage agreement in place. Any U3O8 acquired by URC from Yellow Cake under the Yellow Cake Agreement will be delivered to URC by book transfer at the agreed conversion facility.

•
Future Royalty and Streaming Opportunities: Yellow Cake has agreed to inform URC of any opportunities for royalties, streams or similar interests identified by Yellow Cake with respect to uranium and URC 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.

•
Physical Uranium Opportunities: The Company has agreed to inform Yellow Cake of potential opportunities that it identifies in relation to the purchase and taking delivery of physical U3O8 by the Company. If such opportunities are identified, the parties will work together in good faith to negotiate, finalize and agree upon the terms of a strategic framework that is mutually agreeable from a commercial

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standpoint for both parties (including as to form and consideration) and a potential participation by Yellow Cake with URC in such opportunities.

Furthermore, URC 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.

In November 2021, we entered into agreements with CGN Global Uranium Ltd (“CGN”), pursuant to which we agreed to purchase an aggregate of 500,000 pounds of U3O8 at a weighted average price of $47.71 per pound, of which 300,000 pounds, 100,000 pounds, and 100,000 pounds were delivered in October 2023, July 2024, and January 2026, respectively.

On March 14, 2026, Orano Canada Inc. (“Orano”) settled the royalty payment related to the production from the McArthur River mine for calendar year 2025 by delivering 13,618 pounds of U3O8 to the Company’s storage account at Blind River in Canada.

Sweetwater

We operate a Wyoming-focused royalty and landholding business headquartered in Lakewood, Colorado. We are a significant land and mineral rights holder, maintaining a substantial footprint across the mining-friendly jurisdictions of Wyoming and Utah. We are one of the largest landowners in the State of Wyoming, encompassing approximately 850,000 fee surface acres. This acreage includes approximately 200,000 acres situated within the Known Sodium Leasing Area (“KSLA”) and an additional 650,000 fee surface acres. Additionally, our portfolio includes approximately 4.5 million acres of mineral rights across its regional operations.

Fig. Fee Surface Acres and Mineral Rights Acres owned by the Sweetwater Entities

A substantial share of our value is driven by our position in the Green River Basin, which contains the largest known trona deposits on Earth, a mineral used to produce soda ash. The State of Wyoming accounts for more than 90% of the global trona resource. (Source: U.S. Geological Survey, Mineral Commodities Summaries, February 2026: Soda Ash - https://pubs.usgs.gov/periodicals/mcs2026/mcs2026-soda-ash.pdf).

In the Green River Basin, five operating mines currently produce approximately 12 million tons of soda ash annually, supplying domestic and international markets. Operators in the Green River Basin are widely recognized as being among the lowest-cost soda ash producers globally, benefiting from the scale and quality of the trona resource and established infrastructure (Source: MacGregor, JohnRyan. 2026. “Soda Ash.” Mineral Commodity Summaries. Reston, VA: U.S. Geological Survey. February. https://pubs.usgs.gov/periodicals/mcs2026/mcs2026-soda-ash.pdf). In addition to existing producing operations, two Greenfield soda ash projects are under development by Şişecam and WE Soda. Furthermore, management has currently identified two additional significant expansions situated on the unleased lands that may be prioritized for future leasing expansions.

Mineral ownership within the KSLA in the Green River Basin is checkerboarded between our leasehold ownership and governmental entities, and the Sweetwater Entities have received a royalty on half of the soda ash production and sales from the basin.

We hold royalty and related payment interests under a portfolio of sodium lease agreements associated with five operating and two advanced Greenfield natural soda ash projects in the Green River Basin. Our revenues are derived

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primarily from payments made by lessees or operators under those agreements, including royalty-based and other lease-based payments.

In addition to our soda ash royalty interests, the Sweetwater Entities generate, and may seek to generate, ancillary revenue from surface uses, renewable energy development, grazing, easements and other land-based opportunities.

The Sweetwater Entities receive a significant amount of their revenues from royalties on soda ash production and sales derived from trona minerals mined from their landholdings from soda ash operations in the Green River Basin. The Green River Basin is estimated to hold approximately 90% of the world’s known trona minerals (Source: MacGregor, JohnRyan. 2026. “Soda Ash.” Mineral Commodity Summaries. Reston, VA: U.S. Geological Survey. February. https://pubs.usgs.gov/periodicals/mcs2026/mcs2026-soda-ash.pdf).

Project West Solution Mine and Soda Ash Plant (“Project West”) is a new Greenfield soda ash production project under development by West Soda LLC, a subsidiary of WE Soda US LLC. On December 12, 2025, West Soda LLC filed an amendment request with the Wyoming Department of Environmental Quality to push the previously proposed construction start date from before December 2025 to on or before July 2027. This request was officially approved on March 5, 2026. (Source: Wyoming Department of Environmental Quality: Public Notice of Amendment Approval for the Project West Solution Mine and Soda Ash Plant 23-02 - content.govdelivery.com/accounts/WYDEQ/bulletins/40d1407).

The Dry Creek Trona Project is a new Greenfield soda ash production project under development by Pacific Soda, LLC, a subsidiary of Şişecam. On July 16, 2025, Pacific Soda, LLC filed an amendment request with the Wyoming Department of Environmental Quality to push the previously proposed construction start date from the third quarter of 2025 to on or before December 31, 2026. This request was officially approved on August 22, 2025. (Source: Wyoming Department of Environmental Quality: Public Notice Review of Request to Amend WDEQ Industrial Siting Permit for the Dry Creek Trona Project - content.govdelivery.com/accounts/WYDEQ/bulletins/3ef20de)

Soda Ash and Trona

Soda ash (chemically known as sodium carbonate, or Na₂CO₃) is one of the most widely consumed inorganic industrial materials in the world and is commonly produced and sold as an odorless white powder that is soluble in water. Soda ash is a chemical refined from mineral trona, through a series of mechanical and chemical steps, including thermal treatment to remove entrained gases, dissolution in water, filtration to remove impurities, evaporation, crystallization and drying, or from sodium carbonate-bearing brines (both referred to as natural soda ash). These processes yield finished products suitable for shipment to end users or further downstream processing. (Source: Wyoming Energy Authority: Trona Portfolio Overview - wyoenergy.org/portfolio/trona/)

Soda ash is utilized in various industrial applications and is a key input in the manufacture of, among other things, glass, chemicals and other industrial products. Approximately 50% of soda ash consumption is attributable to the glass manufacturing industry, including container glass, flat glass, and fiberglass applications. The chemical sector represents an additional significant portion of demand, utilizing soda ash in the production of various sodium-based compounds. Other applications include water treatment, detergents and soaps, paper production, textiles, agriculture, pharmaceuticals, and personal care products. Sodium bicarbonate produced from soda ash is also used in food production, including baked goods, household cleaning products, and medicinal formulations. (Source: Wyoming Energy Authority: Trona Portfolio Overview - wyoenergy.org/portfolio/trona/)

In this section, unless otherwise stated, data regarding soda ash markets, including supply and demand metrics and projections, is based upon data from the 2025, Opis – Chemical Markets Analytics (Source: International Energy Agency 2025, WE Soda disclosure sourcing Chemical Market Analytics by OPIS).

Markets and End Uses

Total global demand for soda ash grew approximately 13.9 million tons from 2020 to 2025 and is forecast to grow 11.7 million tons from 2025 to 2030. Demand growth is generally expected to be driven by demand in glass manufacturing, solar energy and lithium carbonate production. This ties to overall infrastructure expansion in the United States and globally. According to the U.S. Geological Survey (“USGS”), 80% of global soda ash production

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is concentrated in China, the United States, and Türkiye. Within the U.S., roughly 90% of production originates in the Green River Basin, which holds the world’s largest trona deposit. (Source: U.S. Geological Survey, Mineral Commodities Summaries, February 2026: Soda Ash - https://pubs.usgs.gov/periodicals/mcs2026/mcs2026-soda-ash.pdf )

The long-term outlook for the soda ash market is currently considered positive. Global soda ash demand is projected to grow at approximately 2% to 3% per year, driven primarily by expanding glass production and increasing demand for solar photovoltaic glass (Source: International Energy Agency, 2025). Industry forecasts suggest that the global soda ash market could reach 75 million tons by 2030. The United States is currently expected to remain a major global supplier because of the cost advantage associated with natural trona deposits in the Green River Basin and the large scale of existing mining operations. However, expanding solution-mined soda ash production in Turkey and potential capacity additions in China may influence future market dynamics and pricing trends. Despite these developments, the relatively low cost of natural soda ash production in the United States is currently expected to support continued competitiveness in global markets.

Demand for soda ash is driven primarily by the glass manufacturing sector, which accounts for approximately 50% of total soda ash consumption. Soda ash serves as a flux in glass production, lowering the melting temperature of silica and improving manufacturing efficiency. Other significant end uses include chemical production (approximately 20–25%), detergents and soaps, metallurgy, pulp and paper processing, and water treatment. Demand growth in recent years has been supported by increased global construction activity, expanding container glass production, and rapid growth in flat glass demand associated with solar photovoltaic panels and energy-efficient buildings.

The following chart sets forth global soda ash demand by end use in 2024:

The following charts set forth global soda ash demand by region in 2024 and projected global soda ash demand by region in 2030 (Source: International Energy Agency 2025, WE Soda disclosure sourcing Chemical Market Analytics by OPIS):

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Caustic soda can be substituted for soda ash in certain uses, particularly in the pulp and paper, water treatment, and certain chemical sectors. Soda ash, soda liquors, or trona can be used as feedstock to manufacture chemical caustic soda, which is an alternative to electrolytic caustic soda.

Domestic soda ash consumption in the United States is estimated at approximately 4-5 million tons per year, with the glass industry accounting for the largest share of demand. Because domestic production significantly exceeds domestic consumption, the United States exports a substantial share of its soda ash. Approximately 55% to 60%of U.S. soda ash production is exported, primarily to markets in Asia, Latin America, and the Middle East. (Source: “Advance Data Release of the 2024 Annual Tables – Soda Ash Statistics,” prepared by the U.S. Geological Survey, Washington, D.C., available online at https://www.usgs.gov/centers/national-minerals-information-center/soda-ash-statistics-andinformation). United States producers generally benefit from a competitive transportation infrastructure that connects Wyoming mining operations to export terminals on the West Coast and Gulf Coast via rail networks. This infrastructure enables United States producers to supply international markets competitively despite the inland location of production facilities.

Soda ash prices vary depending on product grade, contract structure, and delivery location. Historically, soda ash prices have shown moderate cyclicality but have generally remained stable compared with many other industrial commodities, largely because of a broad, diversified demand base.

According to data published by the United States Geological Survey, the average realized selling price for U.S. soda ash has been approximately $140 per ton on a free-on-board (“FOB”) mine basis in 2025. Prices increased significantly during 2022 and 2023 because of strong demand growth, supply chain disruptions, and elevated energy costs affecting synthetic soda ash production in Europe and China. Prices moderated somewhat from 2024 to 2025 as production increased and demand growth stabilized. The following table shows pricing trends for U.S. soda ash and is based on data compiled by the United States Geological Survey:

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Competition

The Company competes with other royalty and streaming companies to identify suitable opportunities for the acquisition of royalty, streaming and other interests on uranium projects. The mining industry in general, and the royalty and streaming sectors in particular, are extremely competitive. The Company competes with other royalty and streaming companies, mine operators, and financial buyers in efforts to acquire royalty, streaming and similar interests. The Company also competes with the lenders, investors, and other royalty and streaming companies providing financing to operators of mineral properties in our efforts to create new interests. The Company also competes with other purchasers of physical uranium.

In addition, the uranium industry is small compared to other commodity industries and, in particular, other energy commodity industries. Uranium demand is international in scope, but supply is characterized by a relatively small number of companies operating in only a few countries.

The Company’s competitors may be larger than it is and may have greater resources and access to capital than it has. Key competitive factors in the royalty and stream acquisition and financing business include the ability to identify and evaluate potential opportunities, transaction structures and access to capital.

The ability of the Company to complete additional acquisitions of royalties, streams and other interests on uranium projects will depend on its ability to identify and enter into agreements for such acquisitions. See “Risk Factors – Acquisition Strategy”.

In the Sweetwater business, the Company has few direct peers and does not compete in any meaningful way with traditional royalty companies for the acquisition of additional soda ash royalties in that the Sweetwater Entities own and lease their own fee and mineral interests and generally do not seek to acquire third-party royalty interests as part of a broader royalty aggregation strategy. The competitiveness, operating performance and financial condition of third-party operators conducting trona mining and natural soda ash production on lands and mineral interests owned by the Sweetwater Entities directly affects the Company’s Sweetwater business, results of operations and financial condition.

Human Capital Resources

Employees

As of July 28, 2026, the Company had fourteen employees. The Company relies upon and engages consultants on a contract basis to provide services, management and personnel who assist the Company to carry on our administrative, shareholder communication and acquisition activities in Canada and in the other jurisdictions.

Human Capital Management Strategy

The continued growth and success of our business depends on our people, and our people are one of our most important resources. Management is responsible for ensuring that our policies and practices support our desired corporate culture and employee development. Our human capital management strategy is built on attracting the best talent and developing and retaining talent.

Human Rights

We are committed to respecting human rights in the jurisdictions where we operate and affirm our commitment to comply with all applicable laws concerning human rights through our Sustainability Policy.

Compensation and Benefits

As part of our efforts to hire and retain highly qualified employees, we have structured compensation and benefit programs that, we believe, are extremely competitive and reward outstanding performance. Certain employees also receive restricted-unit and performance-unit awards to encourage retention and align compensation with company performance.

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Development

We support the continued professional development of our employees by encouraging participation in education and professional development programs.

Government Regulation – Uranium

The production, handling, storage, conversion, upgrading and use of uranium are subject to extensive governmental controls and regulations.

Operators of the mines and projects that are subject to our interests must comply with numerous environmental, mine safety, land use, waste disposal, remediation and public health laws and regulations promulgated by federal, state, provincial and local governments in Canada, the United States, Namibia and Spain where the Company holds interests. Although the Company, as a royalty owner, is not responsible for ensuring compliance with these laws and regulations, failure by the operators to comply with applicable laws, regulations and permits can result in injunctive action, orders to suspend or cease operations, damages, and civil and criminal penalties on the operators, which could have a material adverse effect on our results of operations and financial condition.

Physical uranium holdings are subject to applicable laws, regulations and guidelines in the applicable jurisdictions. The Company is unable to predict what additional legislation or amendments may be proposed that might affect the uranium industry or when any proposals, if enacted, might become effective. The following is an outline of certain regulations and other governmental controls which apply to storage and shipment of uranium. As set forth above, the operations of projects underlying the Company’s royalties are subject to additional regulation respecting uranium mining.

International Treaty on the Non-Proliferation of Nuclear Weapons

The Treaty on the Non-Proliferation of Nuclear Weapons (the “NPT”) is an international treaty that was established in 1970. It has three principal objectives: (i) to prevent the spread of nuclear weapons and weapons technology; (ii) to foster the peaceful uses of nuclear energy; and (iii) to further the goal of achieving general and complete nuclear disarmament. The NPT establishes a safeguards system under the responsibility of the International Atomic Energy Agency (the “IAEA”). Almost all countries are signatories to the NPT, including Canada and the United States. The NPT provides that each party thereto will undertake not to provide fissionable material, or equipment designed for the processing of fissionable material, to other states unless the fissionable material will be subject to the safeguards of the NPT as enforced by the IAEA.

Uranium Regulation in Canada

The federal government of Canada has recognized that the uranium industry has special importance in relation to the national interest and therefore regulates the industry through regulations and policy announcements. Federal legislation applies to any work or undertaking in Canada for the development, production or use of nuclear energy or for the mining, production, refinement, conversion, enrichment, processing, reprocessing, possession or use of a nuclear substance. Federal policy requires that any property or plant used for any of these purposes must be legally and beneficially owned by a company incorporated in Canada.

The Nuclear Safety and Control Act (the “NSCA”) is the primary federal legislation governing the control of mining, extraction, processing, use and export. The legislation grants the Canadian Nuclear Safety Commission (the “CNSC”) licensing authority for all nuclear activities in Canada, including the issuance of new licenses and the amendment and renewal of existing licenses. A person may only possess or dispose of nuclear substances and construct, operate and decommission their nuclear facilities in accordance with the terms of a CNSC license. Licensees must satisfy the specific conditions of the license in order to maintain the right to operate their nuclear facilities.

Regulations made under the NSCA include those dealing with the specific license requirements of facilities, radiation protection, physical security for all nuclear facilities and the transport of radioactive materials. The CNSC has also issued regulatory documents to assist licensees in complying with regulatory requirements, such as decommissioning, emergency planning, and optimizing radiation protection measures.

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The Company’s physical uranium is stored at facilities that are governed primarily by licenses granted by the CNSC. Failure to comply with license conditions or applicable statutes and regulations may result in orders being issued which may cause operations to cease or be curtailed or may require installation of additional equipment, other remedial action or the incurring of additional capital or other expenditures to remain compliant. In the event that the Company determines to export future uranium acquired and held at facilities in Canada, if any, the Company must secure export licenses and export permits from the CNSC and Global Affairs Canada in order to export such uranium. These arrangements are governed by the bilateral and multilateral agreements that are in place between governments.

Uranium Regulation in the United States

In the United States, the uranium industry is primarily regulated by the United States Nuclear Regulatory Commission (the “NRC”). The Atomic Energy Act of 1954 (the “Atomic Energy Act”) is the principal legislation in the United States governing civilian and military uses of nuclear materials. The Atomic Energy Act requires that civilian uses of nuclear materials and facilities be licensed, and it empowers the NRC to establish by rule or order, and to enforce, such standards to govern these uses as it may deem necessary or desirable in order to protect health and safety and minimize danger to life and property.

The NRC regulates, among other things, the export of uranium from the United States and the transport of nuclear materials within the United States. It does not review or approve specific sales contracts. In addition, the NRC grants export licenses to ship uranium outside the United States. Pursuant to applicable regulations, any licensee that transfers, receives or adjusts its inventory of uranium source material or who exports or imports uranium source material, must complete a requisite transaction report in accordance with the NRC’s instructions. This report is the primary mechanism for tracking physical uranium movements in the United States or any other origin uranium to foreign and domestic buyers.

Pursuant to Section 274 of the Atomic Energy Act, the NRC is authorized to enter into agreements with individual states to discontinue certain of its regulatory authority over source material, byproduct material, and small quantities of special nuclear material, and to transfer such authority to the state (each, an “Agreement State”). In Agreement States, the applicable state regulatory agency, rather than the NRC, is generally responsible for licensing and regulating activities involving source material, including the possession and processing of uranium ore and mill tailings, within that state, subject to the NRC’s oversight and periodic review of the adequacy of each Agreement State’s program. Certain properties underlying the Company’s royalty and other interests are located in Agreement States, including Wyoming, Utah, Colorado, Arizona and New Mexico, and operators of such properties are subject to licensing and regulation by the applicable state agency rather than the NRC with respect to source material activities conducted thereunder.

In addition to federal oversight of the uranium industry, conventional uranium extraction is also subject to regulation of the applicable state divisions responsible for mining and protecting the environment and local county and municipal government agencies. For ISR mining activities, the State of Wyoming became an NRC Agreement State effective as of September 30, 2018, and the Wyoming Department of Environmental Quality (“WDEQ”) - Land Quality Division assumed all management and oversight functions from the NRC. Before ISR uranium mining is allowed to proceed in Wyoming, certain permits and licenses must be granted by WDEQ, which are subject to financial assurance plans to address decommissioning, reclamation, restoration and other costs.

Uranium Regulation in Namibia

Mining is regulated under the Minerals (Prospecting and Mining) Act 1992, as well as the Atomic Energy Act 2005 and Environmental Management Act 2007. The Atomic Energy Board was established along with the National Radiation Protection Authority. Under the Minerals (Prospecting and Mining) Act 1992 the Minister must ensure that a 15% interest in any mineral licence must be held by Namibians.

Finland’s Radiation & Nuclear Safety Authority (STUK) worked with Namibian authorities to help develop uranium mining policies and a safeguards and non-proliferation regime, under a program funded by the Finnish Foreign Ministry. As of early 2011 this did not include any development of a regulatory regime for nuclear power.

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Namibia is party to the Nuclear Non-Proliferation Treaty (“NPT”) and has had a comprehensive safeguards agreement in force since 1998 and in 2000 signed the Additional Protocol.

Namibia has also ratified the 1996 African Nuclear Weapon Free Zone Treaty, also known as the Pelindaba Treaty, which came into force in 2009 and precludes export of uranium to India

Uranium Regulation in Spain

In 1980 the Consejo de Seguridad Nuclear (Nuclear Safety Council, “CSN”) was set up to take over both nuclear safety and radiological protection matters. The CSN was overhauled in 2007, following an incident in 2004 at Vandellos 2, and the scope for penalties increased.

In 2009 Endesa was fined €15.4 million over a radioactive release incident during a refueling operation at Asco 1 in 2007. There were six charges of breaching safety rules. The incident was rated 2 on the International Nuclear and Radiological Event Scale.

Licensing is under a 1964 law (amended) and 1999 regulations by the Economic Ministry, advised by CSN and Ministry of Environment.

Civil liability for nuclear damage is covered under international conventions to which Spain is a party – the IAEA Vienna Convention and the OECD Paris and Brussels Conventions. Operators need to cover €150 million.

Spain is a party to the NPT as a non-nuclear weapons state. Its safeguards agreement under the NPT came into force in 1967 and in 1985 it came under the Euratom safeguards arrangement. In 1998 it signed the Additional Protocol in relation to its safeguards agreements with both the IAEA and Euratom.

Government Regulation – Trona and Soda Ash

The Sweetwater Entities own surface and mineral estates in Wyoming, Utah and Colorado. Operations are conducted by third-party lessees of land and minerals, and these lessees are subject to federal, state and local laws and regulations governing mineral extraction, waste disposal, environmental protection, land and water use, permitting, taxation and mine safety. The following provides a brief description of the main laws and regulations applicable to the businesses of the operators on properties underlying our royalty interests.

Trona mining and processing operations in Wyoming are subject to a comprehensive suite of federal and state environmental laws and regulations. These frameworks govern every phase of the project lifecycle, from exploration and construction to active operations and eventual reclamation.

At the federal level, the National Environmental Policy Act (“NEPA”) serves as the primary procedural framework for any project involving federal surface or mineral estates, requiring rigorous assessments of the environmental impact of the project. Industrial air emissions are strictly regulated under the Clean Air Act (“CAA”), while the Clean Water Act (“CWA”) oversees impacts to “Waters of the United States” through Section 404 permitting and effluent standards, among other things. Subsurface activities and potable water provision fall under the Safe Drinking Water Act (“SDWA”), specifically regarding Underground Injection Control (“UIC”) for solution mining and wastewater disposal. Management of hazardous waste and liability associated with contamination are governed through the Resource Conservation and Recovery Act (“RCRA”) and Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), respectively. Finally, wildlife protection mandates under the Endangered Species Act (“ESA”) and the Migratory Bird Treaty Act (“MBTA”) ensure that industrial footprints do not irreparably harm protected species or their habitats.

At the state level, primary regulatory authority is vested in the Wyoming Department of Environmental Quality (“WDEQ”), which oversees a multi-disciplinary permitting process. The Land Quality Division manages comprehensive mining and reclamation permits to ensure that land is returned to productive use following extraction, while the Air Quality Division enforces state-specific standards and regulations through Title V and New Source Review permitting. Water management is governed by the Wyoming Pollutant Discharge Elimination System (“WPDES”), which regulates both surface discharges and stormwater runoff from disturbed areas. Furthermore, major

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industrial developments are subject to the jurisdiction of the Wyoming Industrial Siting Division (“ISD”); this process requires developers to evaluate and mitigate the socioeconomic pressures that large-scale projects place on local infrastructure, housing, and public services.

We believe that existing operations, including those associated with the Sweetwater Operations, currently maintain the necessary regulatory authorizations to continue active production. These include valid WDEQ Land Quality mining permits, Title V air permits, and UIC authorizations. For “Greenfield” projects or expansions involving surface disturbance on lands managed by the Bureau of Land Management (“BLM”), the NEPA process is a prerequisite; these projects are currently in various stages of the permitting pipeline.

The Mine Safety and Health Administration (“MSHA”) is the primary regulatory organization governing safety matters associated with mining. The operations of third-party lessees are subject to oversight and enforcement by the MSHA under the Federal Mine Safety and Health Act of 1977.

The operations are classified as non-transient, non-community public water suppliers under the SDWA. The mine operators maintain sophisticated treatment and distribution systems to provide water for employee consumption and sanitation. Compliance requires oversight by a state-certified operator and rigorous, regular reporting of water quality results to employees and state agencies. To minimize environmental impact, most operations utilize a closed-loop (zero-discharge) system. By recycling process water or reinjecting it into underground mine workings, the projects largely avoid the need for individual WPDES permits, instead operating under general stormwater authorizations.

While the operations strive for full regulatory adherence, certain facilities have encountered historical compliance challenges related to air quality benchmarks and specific discharge requirements. Future development and permitting activities may trigger comprehensive NEPA reviews. Such reviews could mandate extensive supplemental studies regarding cultural resource preservation, protection of endangered species (such as the Greater Sage-Grouse), and broader socioeconomic impacts on community stakeholders, and could face potential opposition and delay from environmental or community groups.

Although the Sweetwater Entities, as a land and mineral owner, are generally not responsible for compliance with EHS laws applicable to activities conducted by its third-party lessees of land and minerals, failure by such lessees to comply with applicable laws, regulations or permits, including relating to EHS matters as well as spills, releases or other environmental incidents, could result in regulatory actions, civil and criminal penalties, increased costs, operational delays or orders to suspend or cease operations against a lessee, as well as reputational damage, which could adversely affect production and, in turn, royalty revenues and financial results. In addition, under certain EHS laws, we could incur liability as an owner for contamination at our sites, including as a result of third-party operations.

Description of Certain Indebtedness

Senior Secured Notes

On October 19, 2020, Sweetwater Royalties LLC issued US$688,778,929 aggregate principal amount of its 5.32% Senior Secured Notes due September 30, 2040 (the “Royalty Notes”) pursuant to a Note Purchase Agreement, dated as of August 19, 2020, by and among Sweetwater Royalties LLC and the purchasers listed therein (as amended, the “Royalty Notes Purchase Agreement”).

The Royalty Notes are senior secured obligations of Sweetwater Royalties LLC, mature on September 30, 2040 and accrue interest at a rate of 5.32% per annum. Principal and interest payments are due semi-annually on March 31 and September 30 of each year. The principal amount of the Royalty Notes amortize in amounts that vary and escalate over the term of the Royalty Notes based on a schedule in the Royalty Notes Purchase Agreement. Required amortization is subject to adjustment in the case of partial prepayment of the Royalty Notes.

The Royalty Notes allow optional prepayment subject to a make-whole premium. The holders of the Royalty Notes have the right to prepayment, if accepted, upon the occurrence of certain events, including certain specified change of control events, at an amount equal to 100% of the unpaid principal amount of the Royalty Notes plus a make-whole premium.

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The terms of the Royalty Notes Purchase Agreement require Sweetwater Royalties LLC to satisfy various affirmative and negative covenants and to meet certain financial ratios and tests. These covenants limit, among other things, Sweetwater Royalties LLC’s ability to incur further indebtedness, create certain liens on assets or engage in certain types of transactions. These covenants also limit Sweetwater Royalties LLC’s ability to dispose of assets, or amend the terms of its royalty interest contracts. Sweetwater Royalties LLC is currently in compliance with each of these affirmative and negative covenants.

Under the terms of the Royalty Notes Purchase Agreement, Sweetwater Royalties LLC is not permitted to make distributions, other than certain permitted tax distributions, unless (1) there is no default or event of default under the Royalty Notes Purchase Agreement at the time of payment of such distribution, (2) all current and accrued payments of principal and interest on the Royalty Notes that are due and payable have been paid in full, (3) the Debt Service Reserve Account (as defined in the Royalty Notes Purchase Agreement) is funded in accordance with the Royalty Notes Purchase Agreement and (4) the Historical Debt Service Coverage Ratio and Projected Debt Service Coverage Ratio (each as defined in the Royalty Notes Purchase Agreement) are each no less than 1.25:1.00.

Credit Facility

On July 27, 2026, we entered into a credit agreement (the “Credit Agreement”) as borrower with certain of our subsidiaries party thereto as guarantors, certain financial institutions party thereto as lenders (collectively, the “Lenders”), and Bank of Montreal, in its capacities as administrative agent and collateral agent for such Lenders (in such capacities, the “Agent”), to provide for a senior secured revolving credit facility (the “Facility”) for up to $50.0 million. The Facility also includes an uncommitted accordion feature allowing for incremental revolving commitments of up to an additional $25.0 million (the “Accordion Facility”), subject to Lender approval and the satisfaction of certain conditions.

The Facility is available for general corporate purposes, including permitted acquisitions and permitted investments. Up to $40.0 million from the Facility was made available as a single draw on July 27, 2026, to fund, in part, the Sweetwater Acquisition and related expenses. Amounts drawn to partially fund the Sweetwater Acquisition and related expenses are required to be repaid, and the Facility is required to be zero balanced, on or before January 31, 2027 (the actual date of such repayment, the “Bridge Repayment Date”). Prior to the Bridge Repayment Date, we are required to make mandatory prepayments equal to 100% of the net proceeds realized from any public offering, including any private placement of equity interests. Following the Bridge Repayment Date, and prior to maturity, we may request incremental revolving commitments of up to an additional $25.0 million, subject to Lender approval and the satisfaction of specified conditions. The Facility matures on July 31, 2029.

Borrowings under the Facility may be made as term SOFR advances or U.S. base rate advances and bear interest at the applicable base rate plus an applicable margin and, in the case of term SOFR advances, a term SOFR adjustment of 0.10% per annum. Prior to the Bridge Repayment Date, the applicable margin is 3.75% for term SOFR advances and 2.75% for U.S. base rate advances. Following the Bridge Repayment Date, and prior to any subsequent borrowing that results in Facility utilization exceeding $25.0 million, the applicable margin is 3.00% for term SOFR advances and 2.00% for U.S. base rate advances. At all other times, and otherwise at our irrevocable election, the applicable margin is 2.25% for Term SOFR advances and 1.25% for U.S. base rate advances.

We are required to pay a quarterly standby fee on the daily undrawn portion of the Facility equal to the lesser of 0.675% per annum and 22.5% of the applicable margin for term SOFR advances, calculated daily beginning on the Closing Date.

The obligations under the Facility are guaranteed by all current and future wholly owned, direct or indirect subsidiaries of the Company that are material subsidiaries under the Credit Agreement, including any direct or indirect subsidiary that exceeds specified asset or revenue thresholds, is party to a material agreement or holds equity interests in another material subsidiary (collectively, the “Guarantors”). The obligations under the Facility are secured by a first-ranking security interest in substantially all present and future real and personal property of the Company and Guarantors, including certain material agreements, equity pledges and cash accounts.

The Credit Agreement contains customary representations and warranties, affirmative and negative covenants and events of default, including financial covenants requiring us to maintain minimum liquidity of $10.0 million at all

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times following the Bridge Repayment Date, tested quarterly, and minimum tangible net worth of $1.0 billion at all times, tested quarterly. Following the Bridge Repayment Date, if Facility utilization exceeds $25.0 million, or otherwise at our election, we are also required to maintain a minimum debt service coverage ratio of 1.15:1.00 and a minimum interest coverage ratio of 2.00:1.00. The events of default include, among others, (i) nonpayment of principal, interest, fees or other amounts when due; (ii) inaccuracy of representations and warranties; (iii) covenant defaults; (iv) defaults under other credit documentation; (v) bankruptcy or insolvency events; (vi) cross-defaults with respect to indebtedness in excess of $5.0 million; (vii) invalidity of any guarantee or security document; and (viii) a change of control.

As of July 28, 2026, we had $40.0 million of outstanding borrowings under the Facility. We were in compliance with all covenants as of July 28, 2026.

Foreign Operations

We currently hold royalties in mines and projects in Canada, the United States, Namibia and Spain. Additionally, we may, in the future, acquire interests in other projects, or purchase uranium from mines located outside of Canada and the United States. Changes in legislation, regulations or governments in such countries are beyond our control and could adversely affect our business. The effect of these factors cannot be predicted with any accuracy by us or our management. See “Risk Factors – Risks related to foreign jurisdictions and emerging markets” for further information.

Reports to Security Holders

We are subject to the informational requirements of the Exchange Act. Accordingly, we file annual reports, quarterly reports and proxy statements electronically with the SEC. The SEC maintains an internet site, at www.sec.gov, that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC. Copies of such documents are also available on our website at www.uraniumroyalty.com.

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