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HomeMy WebLinkAboutDRC-2024-007236DRC-2024-007124 A R HC Office Address: 10808 S. River Front Parkway, Suite 321 South Jordan, UT 84095 ANFIELD RESOURCES HOLDING CORP. VIA EMAIL Doug Hansen djhansen@utah.gov October 8, 2024 Re: Shootaring Canyon Uranium Milling Facility Radioactive Materials License UT 0900480 Ground Water Quality Discharge Permit UGW 170003 Dear Mr. Hansen: Pursuant to Utah Administrative Code RJ 13-19-34(2), Antield Resources Holding Corp. ("An field") and lsoEnergy Ltd. ("!so Energy") submit the enclosed Notice of Change of Control relating to the Shootaring Canyon Uranium Mill and Radioactive Material License UT 0900480 and Ground Water Quality Discharge Permit UGW 170003 (collectively the "Mill Permits") for your approval. Pursuant to an Arrangement Agreement dated October I, 2024, lsoEnergy agreed to purchase all of the outstanding securities of Antield's parent company, An field Energy Inc., which will result in a change of control of An field (the "Transaction"). We request that the Director of the Utah Division of Waste Management and Radiation Control (the "Director") approve the upstream change of control of the Mill Permits (as a result of the upstream change of control of the ownership of An field as permittee) conditioned upon the closing of the Transaction. Antield and IsoEnergy currently plan to close the Transaction during the fourth calendar quarter of 2024. Thank you for your attention to this matter. We look forward to working with the Division of Waste Management and Radiation Control to achieve approval of the change of control of the Mill Permits. If any additional information is needed, please do not hesitate to contact us. Anfield Resources Holding Corp. Joshua Bleak, President Email: josh.bleak@gmail.com Enclosures 4873-0993-1828\ I IsoEnergy Ltd. fir.~ Philip Williams, Chief Executive Officer E-mail: pwilliams@isoenergy.ca NOTICE OF CHANGE OF CONTROL RADIOACTIVE MATERIAL LICENSE UT 0900480 GROUND WATER QUALITY DISCHARGE PERMIT UGW170003 ANFIELD RESOURCES HOLDING CORP. ANFIELD ENERGY INC. IsoENERGY LTD. SHOOTARING CANYON URANIUM MILL GARFIELD COUNTY, UTAH October 8, 2024 4888-6044-8236\l I. INTRODUCTION Anfield Resources Holding Corp., a Utah corporation ("An.field"), owns and maintains the Shootaring Canyon Uranium Mill ("Shootaring Mill") in Garfield County, Utah under Utah Department of Environmental Quality, Division of Waste Management and Radiation Control ("Division") Radioactive Material License UT 0900480 and Ground Water Discharge Permit UGW170003 ("Mill Permits"), copies of which are attached hereto as Exhibits 1 and 2, respectively. Anfield's parent company, An.field Energy Inc., a British Columbia corporation ("AEI"), has agreed to a transaction pursuant to which all of AEI' s outstanding securities will be acquired by IsoEnergy Ltd., an Ontario corporation ("IsoEnergy"), resulting in an upstream change of corporate ownership of Anfield. Pursuant to Utah Administrative Code R313-19-34(2), the Mill Permits may not be transferred without first receiving approval of the transfer from the director of the Division ("Director"). For this purpose Anfield and lsoEnergy ("Applicants") submit this Notice of Change of Control ("Notice") for the Shootaring Mill and Mill Permits to the Division for approval by the Director. Pursuant to the change of control requirements adopted by the Division, and as set forth in the Nuclear Regulatory Commission's Consolidated Guidance About Materials Licenses, NUREG-1556, Volume 15 (''NRC Guidance"), this Notice sets forth information regarding the (1) nature of the transaction giving rise to the change of control and ownership request; (2) training, experience and qualifications of management and safety personnel; (3) change of location, equipment and procedures as a result of the change of control; ( 4) status of surveillance program and records; (5) transfer and maintenance of decommissioning records; and (6) An.field's continuing commitment to abide by the constraints, conditions, commitments, and requirements of the Mill Permits. II. CHANGE OF CONTROL REQUIREMENTS A. Description of Transaction. Applicants are instructed to provide a complete, clear description of the proposed transaction, including the new name and contact information for the organization gaining control of the license (see NRC Guidance Criteria 5.1). 1. Transaction. Pw-suant to an Arrangement Agreement dated October 1, 2024, !so Energy has agreed to purchase all of the outstanding securities of Anfield' s parent company, AEI ("Transaction"). Copies of the press releases from AEI and IsoEnergy concerning the Transaction are attached hereto as Exhibits 3 and 4, respectively. 2. Current Licensee. An.field is the current Mill Permits holder with the State of Utah. 3. Transfer Licensee. Direct ownership of the Mill Permits will not be transferred in connection with the transaction. However, upon consummation of the Transaction, Anfield's ultimate parent company will be IsoEnergy. IsoEnergy is a TSX-listed company with substantial current and historical mineral resources in various jurisdictions, including the United States and 2 4888-6044-8236\l Canada. IsoEnergy also holds a portfolio of permitted, past-producing conventional uranium and vanadium mines in Utah. Anfield and IsoEnergy are committed to cooperating with the Division to continue safe and successful uranium milling at the Shootaring Mill. Additional information about lsoEnergy can be found in the company's audited consolidated financial statements for the years ended December 31, 2023 and 2022, attached hereto as Exhibit 5 and at http://www.isoenergy.ca/. B. Changes of Personnel. Applicants are directed to provide information concerning changes in personnel that have control over licensed activities, including pertinent training, experience and qualifications of the individuals (see NRC Guidance Criteria 5.2). The Applicants do not anticipate any changes to current staffing in connection with the Transaction. C. Changes of Location, Equipment and Procedures. Applicants are instructed to provide a description of planned changes in location, facilities, equipment, or procedures (see NRC Guidance Criteria 5.3). The Applicants do not anticipate any changes in location, facilities, equipment, or procedures in connection with the Transaction. D. Surveillance Records. Applicants must submit a statement that all required surveillance has been performed, documented and reviewed. If there are surveillance items that are not or will not be completed by the date of the license transfer, the licensee must submit to the Division the reasons the items will not be completed, any corrective actions required and the date these corrective actions will be completed (NRC Guidance Criteria 5.4). As of the date of this Notice, to the best of the Applicants' knowledge, all required surveillance for the Shootaring Mill has been performed, documented and reviewed by the Applicants. E. Decommissioning and Related Records Transfers. Applicants are required to arrange for the transfer and maintenance of records important to the safe and effective decommissioning of facilities involved in the licensed activities and to describe herein the method and proposed timetable for the transfer of records. As part of the transfer Applicants must disclose the current status of the licensed facility with regard to ambient radiation levels and fixed and removable contamination as a result of the licensed activities thus far conducted at the facility. To the extent contamination is present at the licensed facility, Applicants must describe how and when decontamination will occur or state that decommissioning has yet to be determined. After a disclosure of the status of the facility, the transferee must confirm in writing that it accepts full responsibility for the decommissioning of the site, including all contaminated facilities and equipment (NRC Guidance Criteria 5.5). 1. Records Transfer. The Applicants do not anticipate any transfer of records in connection with the Transaction. 3 4888-6044-8236\l 2. Contamination Status of Shootaring Mill. As required by Radioactive Material License UT 0900480 -Condition 12.2 and Utah Administrative Code R313-24-3, which incorporates by reference 10 CFR § 40.65, Anfield has submitted periodic reports to the Division describing the current ambient radiation levels and fixed and removable contamination at the Shootaring Mill. The current contamination status of the Shootaring Mill can be found in Reclamation and Decommissioning Plan, the Semi-Annual Groundwater Monitoring Report submitted August 22, 2024 and the Semi-Annual Effluent Monitoring Report for the First Half of 2024, submitted to the Division on August 22, 2024. 3. Decommissioning Commitment. The Applicants are aware of the current status of the Shootaring Mill with regard to ambient radiation levels and fixed and removable contamination as described above and in the referenced documents. Anfield and IsoEnergy are committed to the responsible decommissioning of the Shootaring Mill and all associated facilities and equipment. F. Transferee's Commitment to Abide by the Transferor's Commitments. The transferee in a change of control application must either provide (i) an agreement to abide by all constraints, license conditions, requirements, representations, and commitments identified in and attributed to the existing license; or (ii) a description of the transferee's program to ensure compliance with the license and regulations. In addition, if any unresolved enforcement or inspections issues exist under the license the transferee must address the action to be taken to resolve such issues (NRC Guidance Criteria 5.6). Anfield and IsoEnergy are committed to abide by all of the constraints, conditions, requirements, representations and commitments of the Mill Permits. III. SURETY ARRANGEMENT Anfield's existing surety arrangement with the Division will remain in place after consummation of the Transaction. For the convenience of the Applicants this Notice may be executed in counterparts, which together with this Notice shall constitute one and the same instrument. [Remainder of Page Intentional Left Blank] 4 4888-6044-8236\1 EXECUTED this 8th day of October, 2024. Anfield Resources Holding Corp. Joshua Bleak, President Anfield Resources Holding Corp. 10808 S. River Front Pkwy. Ste. 321 South Jordan, Utah 84095 Attention: Joshua Bleak E-mail: josh.bleak@gmail.com IsoEnergy Ltd .. Philip Williams, Chief Executive Officer IsoEnergy Ltd. 217 Queen Street West, Suite 401 Toronto, Ontario MSV 0R2 Attention: Philip Williams E-mail: pwilliams@isoenergy.ca Signature Page to Notice of Change of Control Index of Exhibits Exhibit 1 -Radioactive Material License UT 0900480, Amendment No. 9, dated August 26, 2022 Exhibit 2-Ground Water Quality Discharge Permit UGW170003, dated May 14, 2019 Exhibit 3 -Anfield Energy Inc.' s and lsoEnergy Ltd.' s Joint Press Release Exhibit 4 -IsoEnergy Ltd. Audited Consolidated Financial Statements for the Years Ended December 31, 2023 and 2022 Index of Exhibits 4888-6044-8236\1 EXHIBIT 1 DRC-2022-019749 DWMRC-03 July 2015 UTAH DEPARTMENT OF ENVIRONMENTAL QUALITY DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIAL LICENSE Pursuant to Utah Code Annotated, Title 19, Chapter 3 and the Radiation Control Rules, Utah Administrative Code R313, and in reliance on statements and representations heretofore made by the licensee designated below, a license is hereby issued authorizing such licensee to transfer, receive, possess and use the radioactive material designated below; and to use such radioactive material for the purpose(s) and at the place(s) designated below. This licensee is subject to all applicable rules, and orders now or hereafter in effect and to any conditions specified below. ******************************************************************************************** LICENSEE ) 3. ) License Number UT 0900480 1. Name: Anfield Resources Holdings, Corp. )************************************ ) 4. ) Expiration Date 2. Address: 10808 South River Front Parkway, Suite 321 South Jordan, UT 84095 April 30, 2014, (Under Timely Renewal) )************************************ ) 5. ) ) License Category – 2-b ******************************************************************************************** 6. Radioactive material (element and mass number) 7. Chemical and/or physical form 8. Maximum quantity licensee may possess at any one time Natural Uranium 11(e).2 By-product Material Any Unlimited ******************************************************************************************** SECTION 9: ADMINISTRATIVE CONDITIONS 9.1 The authorized place of use shall be the licensee’s Shootaring Canyon uranium milling facility, located at latitude 37º 42’ 30”, longitude 110º 41’ 30 West in Garfield County, Utah. 9.2 All written notices and reports to the Director required under this license, with the exception of incident and event notifications under the Utah Administrative Codes (UAC) R313-15-1202 and UAC R313-19-50 (Nuclear Regulatory Commission (NRC), Code of Federal Regulations (CFR), Title 10, Part 20, Section 20.2202 and 10 CFR 40.6 incorporated by reference), requiring telephone notification, shall be addressed to the Director, Division of Waste Management and Radiation Control, Utah Department of Environmental Quality (DEQ). Incident and event notifications that require telephone notification shall be made to the Director at (801) 536-0200 during normal business hours or after hours to the DEQ Duty Officer at (801) 536-4123. [Applicable NRC Amendment: 7, 8] ,~o\J Sl"~" • . I T, " DWMRC-03 July 2015 Page 2 of 9 UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIALS LICENSE SUPPLEMENTARY SHEET License # UT 0900480 Amendment # 09 DRC-2022-019749 9.3 The licensee shall conduct operations in accordance with statements, representations and conditions contained in Sections 1-9 of the license renewal application dated March 1, 1996, as revised by submittals to the NRC dated September 16, and November 15, 1996, and April 17, 1997, except where amendments have superseded license conditions herein. Whenever the word "will" is used in the above referenced sections, it shall denote a requirement. [Applicable NRC Amendment: 1] 9.4 A. The licensee may, without prior Director approval, and subject to the conditions specified in Part B of this condition: (1) Make changes in the facility or process, as presented in the approved license application. (2) Make changes in the procedures presented in the approved license application. (3) Conduct tests or experiments not presented in the approved license application. B. The licensee shall file an application for an amendment to the license, unless the following conditions are satisfied. (1) The change, test, or experiment does not conflict with any requirement specifically stated in this license, or impair the licensee’s ability to meet all applicable State and Federal regulations. (2) There is no degradation in the essential safety or environmental commitments in the license application, or provided by the approved reclamation plan. (3) The change, test, or experiment is consistent with the conclusions of actions analyzed and selected in the Environmental Assessment (EA) dated April 1997. C. The licensee’s determinations concerning Part B of this condition shall be made by a Safety and Environmental Review Panel (SERP). The SERP shall consist of a minimum of three individuals. One member of the SERP shall have expertise in management and shall be responsible for managerial and financial approval changes; one member shall have expertise in operations and/or construction and shall have responsibility for implementing any operational changes; and, one member shall be the corporate radiation safety officer (CRSO) or equivalent, with the responsibility of assuring changes conform to radiation safety and environmental requirements. Additional members may be included in the SERP as appropriate, to address technical aspects such as health physics, groundwater hydrology, surface-water hydrology, specific earth sciences, and other technical disciplines. DWMRC-03 July 2015 Page 3 of 9 UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIALS LICENSE SUPPLEMENTARY SHEET License # UT 0900480 Amendment # 09 DRC-2022-019749 Temporary members or permanent members, other than the three above-specified individuals, may be consultants. At least one member of the SERP shall be designated as Chairman. D. The licensee shall maintain records of any changes made pursuant to this condition until license termination. These records shall include written safety and environmental evaluations, made by the SERP, that provide the basis for determining changes are in compliance with the requirements referred to in Part B of this condition. The licensee shall furnish, in an annual report to the Director, a description of such changes, tests, or experiments, including a summary of the safety and environmental evaluation of each. In addition, the licensee shall annually submit to the Director, a summary of changes made to the approved license application and copies of the revised documents that reflect the changes made under this condition. The licensee’s SERP shall function in accordance with the standard operating procedures submitted to the NRC by letter dated December 19, 1997. [Applicable NRC Amendment: 1] 9.5 The licensee shall have 30 days from the signatory date of this license to submit an updated revised surety estimate in accordance with the latest approved reclamation and decommissioning plan for Director approval consistent with UAC R313-24-4 (10 CFR 40, Appendix A, Criterion 9 and 10, as incorporated by reference). The Licensee shall maintain a financial surety arrangement that satisfies the requirements of UAC R313-24 naming the Director as the beneficiary to this arrangement. The surety arrangement shall assure that sufficient funds will be available to carry out the decontamination and decommissioning of the mill and site and for the reclamation of any tailings or waste disposal areas, ground water restoration as warranted and the long-term surveillance fee, if accomplished by a third party. Within 30 days of receipt of the Director-approved revised surety estimate, the licensee shall submit, for Director approval, corresponding financial surety documents if the amount in the revised surety estimate exceeds the amount covered in the existing financial surety. The revised surety shall then be in effect immediately upon receipt of written Director approval. Annual Updates to the surety amount, required by UAC R313-24 (10 CFR 40, Appendix A, Criteria 9 and 10, incorporated by reference) shall be submitted to the Director on or before April 23, of each year. If the Director has not approved a proposed revision to the surety coverage 30 days prior to the expiration date of the existing surety arrangement, the licensee shall extend the existing surety arrangement for 1 year. Along with each proposed revision or annual update, the licensee shall submit supporting documentation showing a breakdown of the costs and the basis for the cost estimates with adjustments for inflation, maintenance of a minimum 15 percent contingency fee, changes in engineering plans, activities performed, and any other conditions affecting estimated costs for site closure. The basis for the cost estimate is the Director-approved reclamation/decommissioning plan or Director approved revisions to the plan. The previously provided guidance entitled "Recommended Outline for Site Specific Reclamation and Stabilization Cost Estimates" outlines the minimum considerations used by the NRC in the review of site closure estimates. Reclamation/decommissioning plans and annual updates should follow this outline. The currently approved financial surety arrangement, a Surety Trust Agreement between DWMRC-03 July 2015 Page 4 of 9 UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIALS LICENSE SUPPLEMENTARY SHEET License # UT 0900480 Amendment # 09 DRC-2022-019749 Uranium One Americas, Inc. and Wells Fargo Bank, National Association, shall be continuously maintained in an amount no less than $8,110,771 for the purpose of complying with UAC R313-24 (10 CFR 40, Appendix A, Criteria 9 and 10, as incorporated by reference) until a replacement is authorized by the Director. [Applicable UDRC Amendments: 2, 3, 4, 5.] [Applicable NRC Amendments: 2, 5, 6, 8, 9, 11] The amount of funds to be ensured by such surety arrangements must be based on Director-approved cost estimates in an Director-approved plan for decontamination and decommissioning of mill buildings and the milling site to levels which allow unrestricted use of these areas upon decommissioning, and the reclamation of tailings and/or waste areas in accordance with technical criteria delineated in UAC R313-24. The licensee shall submit this plan in conjunction with an environmental report that addresses the expected environmental impacts of the milling operation, decommissioning and tailings reclamation, and evaluates alternatives for mitigating these impacts. The surety must also cover the payment of the charge for long-term surveillance and control required by R313-24-4. In establishing specific surety arrangements, the licensee's cost estimates must take into account total costs that would be incurred if an independent contractor were hired to perform the decommissioning and reclamation work. The licensee’s surety mechanism will be reviewed annually by the Director to assure that sufficient funds are available for completion of the reclamation plan. The amount of surety liability shall be adjusted to recognize any increases or decreases resulting from inflation, changes in engineering plans, activities performed, and any other conditions affecting costs. Regardless of whether reclamation is phased through the life of the operation or takes place at the end of operations, an appropriate portion of surety liability must be retained until final compliance with the reclamation plan is determined by the Director. 9.6 Written procedures shall be established for site reclamation, personnel and environmental monitoring, and survey instrument calibrations. These procedures shall be reviewed and approved in writing by the CRSO before implementation and whenever a change in procedure is proposed to ensure that proper radiation protection principles are being applied. In addition, the CRSO shall perform a documented review of all existing site procedures at least annually. An up-to-date copy of each written procedure shall be kept by the CRSO. [Applicable NRC Amendment: 10] 9.7 The licensee shall have an archeological survey performed prior to disturbing any previously unsurveyed areas. The licensee shall immediately notify the Director and the Office of State Historic Preservation if artifacts are discovered during disturbance. DWMRC-03 July 2015 Page 5 of 9 UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIALS LICENSE SUPPLEMENTARY SHEET License # UT 0900480 Amendment # 09 DRC-2022-019749 9.8 The licensee is hereby authorized to possess 11e.(2) byproduct material as defined in 10 CFR 20.103 and adopted by the UAC R313-12-3, in the form of uranium waste tailings and other uranium byproduct waste generated by the licensee’s milling operations authorized by this license within the State of Utah where the Division maintains jurisdiction for regulating the byproduct material. Mill tailings shall not be transferred from the site without specific prior approval of the Director in the form of a license amendment. The licensee shall maintain a permanent record of all transfers made under the provisions of this condition. 9.9 The licensee is hereby exempted from the requirements of Section 20.1902(e) of 10 CFR Part 20 incorporated by reference UAC R313-15-902(5) for areas within the mill, provided that all entrances to the mill are conspicuously posted in accordance with Section 20.1902(e) [UAC R313-15-902(5)] and with the words, "Any Area Within this Mill May Contain Radioactive Material." 9.10 The licensee shall have a training program for all site employees as described in the NRC Regulatory Guide 8.31 “Information Relevant To Ensuring That Occupational Radiation Exposures At Uranium Recovery Facilities Will Be As Low As Is Reasonably Achievable”, and Section 5.3 of the approved license application. The CRSO, or the licensee’s designee, shall have the education, training and experience as specified in NRC Regulatory Guide 8.31. The CRSO shall also receive 40 hours of related health and safety refresher training every two years. Individuals designated as the Radiation Technician (RT) shall report directly to the CRSO on matters dealing with radiological safety. In addition, the CRSO shall be accessible to the RT at all times. The RT shall have the qualifications specified in NRC Regulatory Guide 8.31, or equivalent. Any person newly hired as an RT shall have all work reviewed and approved by the CRSO as part of a comprehensive training program until appropriate course training is completed, and at least for six months from the date of appointment. [Applicable NRC Amendments: 1,10] 9.11 Prior to termination of this license, the licensee shall provide for transfer of title to byproduct material and land, including any interests therein (other than land owned by the United States or the State of Utah), which is used for the disposal of such byproduct material or is essential to ensure the long-term stability of such disposal site to the United States or the State of Utah, at the State’s option. [Applicable NRC Amendment: 10] 9.12 The licensee shall submit an application for license renewal by June 30, 2016. The following activities will occur as part of the renewal application process: A. A meeting shall be held between the licensee and the division to determine the information to be covered in the renewal application. B A public comment period with a public comment meeting will be conducted to allow the public to DWMRC-03 July 2015 Page 6 of 9 UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIALS LICENSE SUPPLEMENTARY SHEET License # UT 0900480 Amendment # 09 DRC-2022-019749 comment on the information to be covered in the renewal application. C. Comments from the public comment period shall be addressed by the licensee as part of the license renewal application. [Applicable DWMRC Amendments: 7] ******************************************************************************************** SECTION 10: OPERATIONAL CONTROLS, LIMITS, AND RESTRICTIONS 10.1 Prior to changing the status of the Mill from a standby status (current status) to an operational status, all construction activities shall not commence until an evaluation is conducted as per R313-22-33(1)(f). This evaluation shall also include an engineering, an environmental monitoring (including groundwater), and a radiation safety evaluation. Therefore, in order to bring the Mill back into operation, facilities at the Mill will have to meet the Best Available Technology requirements found under UAC R317-6. [Applicable DWMRC Amendment: 7] 10.2 DELETED by NRC Amendment No. 10. 10.3 DELETED by NRC Amendment No. 10. 10.4 DELETED by NRC Amendment No. 10. 10.5 DELETED by NRC Amendment No. 10. 10.6 DELETED by NRC Amendment No. 10. 10.7 DELETED by NRC Amendment No. 10. 10.8 DELETED by NRC Amendment No. 10. 10.9 All radiation monitoring, sampling, and detection equipment shall be recalibrated after each repair and as recommended by the manufacturer, or at least annually, whichever is more frequent. In addition, all radiation survey instruments shall be operationally checked with a radiation source each day when in use. [Applicable NRC Amendment: 1] 10.10 The licensee shall reclaim the tailings disposal area in accordance with the Tailings Reclamation and Decommissioning Plan for the Shootaring Canyon Uranium Project submitted by letter to the NRC dated DWMRC-03 July 2015 Page 7 of 9 UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIALS LICENSE SUPPLEMENTARY SHEET License # UT 0900480 Amendment # 09 DRC-2022-019749 October 24, 2002, as amended by NRC submittals dated February 24, April 24, July 30, September 5, November 26, 2003, January 3, 2005, and January 10, 2005. [Applicable UDRC Amendment: 1] A. DELETED by NRC Amendment No. 12. B. DELETED by NRC Amendment No. 10. C. DELETED by NRC Amendment No. 10. [Applicable NRC Amendment: 12] ******************************************************************************************** SECTION 11: MONITORING, RECORDING, AND BOOKKEEPING REQUIREMENTS 11.1 The results of sampling, analyses, surveys and monitoring, the results of calibration of equipment, reports on audits and inspections, all meetings and training courses required by this license and any subsequent reviews, investigations, and corrective actions, shall be documented. Unless otherwise specified by the Director, the licensee shall retain the records for five (5) years after the record is made. 11.2 The licensee shall conduct the environmental monitoring program described in Table 5.5-8 of the license renewal application and UAC R313-24-3. Each license renewal, major license amendment, or before engaging in any activity not previously assessed by the Director or specified in the license application or this License, the licensee shall prepare and record an Environmental Analysis environmental evaluation of such activity(s). When the evaluation indicates that such activity may result in a significant adverse environmental impact that was not assessed or that is greater than that assessed, the licensee shall provide a written evaluation describing the proposed action, a statement of its purposes, and the environment affected. The environmental report shall present a discussion of the following: (a) An assessment of the radiological and nonradiological impacts to the public health from the activities to be conducted pursuant to the license or amendment; (b) An assessment of any impact on waterways and groundwater resulting from the activities conducted pursuant to the license or amendment; (c) Consideration of alternatives, including alternative sites and engineering methods, to the activities to be conducted pursuant to the license or amendment; and (d) Consideration of the long-term impacts including decommissioning, decontamination, and reclamation impacts, associated with activities to be conducted. Commencement of such activities prior to issuance of the license or amendment shall be grounds for denial of the license or amendment. The Director shall provide a written analysis of the environmental report, which shall be available for public notice and comment pursuant to R313-17-2. DWMRC-03 July 2015 Page 8 of 9 UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIALS LICENSE SUPPLEMENTARY SHEET License # UT 0900480 Amendment # 09 DRC-2022-019749 A. DELETED by NRC Amendment No. 10. B. DELETED by NRC Amendment No. 10. 11.3 The licensee shall implement a groundwater detection-monitoring program to ensure compliance with UAC R317-6, Ground Water Quality Protection and UAC R313-24 (10 CFR 40, Appendix A, as incorporated by reference) as follows: A. The licensee shall sample monitoring wells RM1, RM2R, RM7, RM12, RM14, RM18, and RM19 on a semiannual basis, with samples taken at least 4 months apart. The samples shall be analyzed for arsenic, chloride, selenium, U-nat, sulfate, barium, cadmium, chromium, copper, lead, mercury, molybdenum, silver, zinc, ammonia, fluoride, nitrate, nitrite, conductivity, total dissolved solids, and pH. The licensee shall measure water level in monitoring wells RM1, RM2R, RM7, RM8, RM12, RM14, RM18, RM19, RM20, RM21, and RM22 on a semiannual basis, with measurements taken at least 4 months apart. B. The licensee shall compare the analysis results against the following threshold values: Arsenic = 0.022 mg/l, Chloride = 40 mg/l, Selenium = 0.022 mg/l, U-nat = 0.037 mg/l, and pH = 6.8 standard units. If the threshold values listed above or in UAC R313-24-4 are exceeded (for pH, an exceedance is a pH less than 6.8) the licensee shall propose, within 60 days of a measured exceedance, an expanded detection monitoring program to define the extent and concentration of hazardous constituents in the uppermost aquifer. C. The licensee shall submit the data and comparison results required under subsections A and B, respectively, with the semiannual reports required under UAC R313-24-3 (10 CFR 40.65, as incorporated by reference). D. The licensee shall report at least annually in accordance with the reporting requirements specified in subsection C and UAC R313-24-3, the rate and direction of groundwater flow under the tailings impoundment. [Applicable NRC Amendment: 10, 12] DWMRC-03 July 2015 Page 9 of 9 UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL RADIOACTIVE MATERIALS LICENSE SUPPLEMENTARY SHEET License # UT 0900480 Amendment # 09 DRC-2022-019749 11.4 DELETED by NRC Amendment No. 10. 11.5 DELETED by NRC Amendment No. 10. 11.6 DELETED by NRC Amendment No. 10. 11.7 The licensee shall perform an annual ALARA audit of the radiation safety program in accordance with R313- 15-101 and in the NRC Regulatory Guide 8.31, “Information Relevant to Ensuring that Occupational Radiation Exposures at Uranium Recovery Facilities Will Be As Low As Is Reasonably Achievable”. ******************************************************************************************** SECTION 12: REPORTING REQUIREMENTS 12.1 DELETED by NRC Amendment No. 10. 12.2 The Licensee shall, within 60 days after January 1 and July 1 of each year, submit a report to the Director. The report which must specify the quantity of each of the principal radionuclides released to unrestricted areas in liquid and in gaseous effluents during the previous six months of operation, and such other information as the Director may require to estimate maximum potential annual radiation doses to the public resulting from effluent releases. The report shall specifically cover quantities of radioactive materials released during the reporting period to ensure compliance with the licensee's requirements. On the basis of such reports and any additional information the Director may obtain from the licensee or others, the Director may from time to time require the licensee to take such action as the Director deems appropriate. The results of all effluent and environmental monitoring data required by this license shall be reported in accordance with requirements of 10 CFR 40.65 incorporated by reference in UAC R313-24-3 and UAC R313-17-2, to the Executive Secretary. Monitoring data provided in accordance with the requirements of 10 CFR 40.65 shall be reported in the format shown in the NRC guidance entitled, “Sample Format for Reporting Monitoring Data.” UTAH DIVISION OF WASTE MANAGEMENT AND RADIATION CONTROL August 26, 2022 Date Douglas J. Hansen, Director EXHIBIT 2 Permit No. UGWl 70003 STATE OF UTAH DIVISION OF WATER QUALITY DEPARTMENT OF ENVIRONMENTAL QUALITY P.O. BOX -16690 SALT LAKE CITY, UTAH 84116-0690 Ground Water Quality Discharge Permit In compliance with the provisions of the Utah Water Pollution Control Act, Title 19, Chapter 5, Utah Code Annotated 1953, as amended, Anfield Resources Holding Corp. 10708 South 1300 East Suite 120 Sandy, Utah 84094 is granted a Ground Water Quality Discharge Permit for the Shootaring Canyon Uranium Facility located at latitude 37° 42' 30" North, longitude 110° 41' 30" West in accordance with conditions set forth herein. This modified Ground Water Quality Discharge Permit amends and supercedes all other Ground Water Discharge permits for this facility issued previously. This Permit shall become effective May 14, 2019. This Permit expired January 14, 2009. However, this Permit is in Timely Renewal. Application for Permit Renewal was received June 3, 2013. Signed this /L/t:!'day of H,\41 , 2019 Ty L o ard, irector Divi 10n of Waste Management and Radiation Control I. A. B. C. D. E. F. G. H. Permit No. UGWI 70003 TABLE OF CONTENTS SPECIFIC CONDmONS ..................................................................... 1 Ground Water Classification ..................................................................... 1 Background Ground Water Quality .................................................... .' ....... 1 1. Background Quality from Existing Monitoring Wells .................................. 1 2. Determination and Revision of Background Ground Water Quality ..................... ! Ground Water Compliance Limits ................................................................ 1 1. Compliance Limits for Compliance Monitoring Wells .................................. 1 2. Compliance Determination Method .................................................. .4 Discharge Minimintion Technology ............................................................. 4 1. Discharge MinimizatiQn Design Standards .......................................... 4 Compliance Monitoring Requirements ................................................... 6 1. Ground Water Monitoring Requirements ................................................... 6 2. Hydrogeologic Monitoring Requirements ......................................... 8 Non-Compliance Status .................................................................... 8 1. Probable Out-of-Compliance Based on Exceedance of Ground Water Compliance Limits ..................................................................... 8 2. Out-of-Compliance Status Based on Confirmed Exceedance of Ground Water Compliance Limits .................................................................... 9 Rca,orting Requirements .................................................................... 10 1. Ground Water Monitoring Report .................................. _. ............... 10 2. Hydrogeologic Report .................................................................... 11 Compliance Schedule ............................................................................. 11 1. Background Ground Water Monitoring Report ......................................... 11 Permit Nq. UGWl 70003 TABLE OF CONTENTS (continued) II. MONITORING, RECORDING AND REPORTING REQUIREMENTS ............... 13 A. R~resentative Sampling. .. ................................................................... 13 B. Analytical Procedures. .. ................................................................... 13 C. Penalties for Tampering. . .................................................................... 13 D. Reporting of Monitoring Results • ............................................................ 13 E. Compliance Schedules ..................................................................... 13 F. Additional Monitoring by the Permittee ................................................... 13 G. Records Contents .............................................................................. 13 H. Retention of Records .............................................................................. 13 I. Twenty-four Hour Notice of Noncompliance Reporting ................................. 14 J. Other Noncompliance Reporting ............................................................ 14 K. Inspection and Entzy .............................................................................. 14 ill. COMPLIANCE RESPONSIBILITIES ................................................... 16 A. Duty to Comply .............................................................................. 16 B. Penalties for Violations of Permit Conditions .......................................... 16 C. Need to Halt or Reduce Activity not a Defense .......................................... 16 D. -Duty to Mitigate .............................................................................. 16 E. Proper Operation and Maintenance ............................................................ 16 F. Affirmative Defense .............................................................................. 16 IV. GENERAL REQUIREMENTS ............................................................ 18 A. Planned Changes .............................................................................. 18 B. Anticipated Noncompliance ..................................................................... 18 C. -Spill Re.porting .............................................................................. 18 D. =Permit Actions .............................................................................. 18 E. Duty to Reapply .............................................................................. 18 F. Duty to Provide Information ..................................................................... 18 G. Other Information .............................................................................. 18 H. Signatory Reguirements ..................................................................... 18 I. Penalties for Falsification of Reports ............................................................ 19 J. Availability of Re.ports ..................................................................... 20 K. PropeftY Rights .............................................................................. 20 L. Severability ....................................................................................... 20 M. Transfers ....................................................................................... 20 N. State Laws ....................................................................................... 20 0. Reopener Provisions .............................................................................. 20 ii Permit No. UGWI 70003 TABLE OF CONTENTS (continued) LIST OF TABLES TABLE 1: Site-Wide Groundwater Compliance Monitoring Well Background Levels and Compliance Limits During Reclamation and the Accelerated Background Monitoring Program ..................................................................... 2 TABLE 2: Post-Reclamation Groundwater Compliance Parameters, Wells, and Limits ... 3 iii Part I Permit No. UGWI 70003 I. SPECIFIC CONDITIONS A. Ground Water Classification In accordance with UAC R3 l 7-6-3, ground water at the existing monitoring wells is classified as Class IA, Pristine Ground Water, based upon the ground water standards as defined in UAC R317-6-2. B. Background Ground Water Quality l. Background Quality from Existing Monitoring Wells. Based on ground water quality samples collected through October 2002, background quality for Class IA water is defined as the mean concentration of any contaminant in any individual well as determined by the Director. 2. Determination and Revision of Background Ground Water Quality. After submittal of additional ground water quality data, background ground water quality values may be revised by the Director. C. Ground Water Compliance Limits As stipulated in UAC R3 l 7-6-4, Class IA ground water will be protected to the maximum extent feasible from degradation by facilities that discharge or would probably discharge to ground water such as the tailings cell at the Shootaring Canyon Uranium Mill. During reclamation activities, the site-wide ground water compliance limits in Table l will apply to all compliance monitoring wells. After reclamation activities have been completed, well-specific compliance limits will be established for the wells and parameters in Table 2, which will replace and supersede Table 1. 1. Ground Water Compliance Limits (GWCLs) for Compliance Monitoring Wells. Ground water quality at compliance monitoring wells shall not exceed the GWCLs provided in Table l during reclamation and Table 2 after reclamation. The GWCLs in Table 2 apply to Class IA ground water and are defined as follows: a Total dissolved solids or any specific contaminant present in a detectable amount as a background concentration may not exceed the greater of I. I times the background (mean) concentration, or the mean concentration plus the second standard deviation, or 0.1 times the value of the ground water quality standard as specified in Table 1; b. A contaminant not present in a detectable amount as a background concentration may not exceed the greater of0.l times the value of the ground water quality standard, or the limit of detection. Part I Permit No. UGWI 70003 Table 1 Site-Wide Groundwater Compliance Monitoring Well Background Levels and Compliance Limits During Reclamation and the Accelerated Background Monitoring Program Water Quality Data Site-Wide Ground Water Background Level (mg/I) GroudWater Parameten Quality Standard (mg/I) Standard Mean Deviation Arsenic 0.05 0.005 0.015 Barium 2.0 0.28 0.28 Cadmium 0.005 0.001 0.002 Chromium 0.1 0.006 0.010 Copper 1.3 0.006 0.005 Lead 0.015 0.002 0.004 Mercury 0.002 0.0013 0.0048 Molybdenum 0.040 (CJ 0.03 0.04 Selenium 0.05 0.003 0.005 Silver 0.1 0.001 0.002 Zinc 5.0 0.04 0.07 AmmoniaasN 30.0 ID ID Chloride 250(d) 7.4 4.0 Fluoride 4.0 0.24 0.15 Nitrate+Nitrite (as N) 10.0 ID ID Sulfate 500(e) 22.3 30.3 TDS 500 237 128 pH(units) 6.5-8.5 8.03 0.60 Radionuclides Radiwn-226 D 5.0 pCi/1 1.01 4.10 UraniumD 0.030 m211\IJ 2.81 3.90 (a) Protection Level based on 1.1 times the mean background concentration. (b) Protection Level based on 0.1 times the Ground Water Quality Standard. Ground Water Compliance Limit (mg/I) 0.006l•J 0.3 ll•J 0.0014l•J 0.0l0lDJ 0.130lDJ o.003l•J 0.0014(aJ 0.04l•J 0.005lDJ 0.0l0(bJ o.5oc0, 3.0(DJ 25.0(b) 0.40(D) 1.0lDJ 50.0lD) 26}l•J 6.5-8.5 NA NA (c) Ad hoc GWQS for ammonia (as N) and molybdenum based on EPA drinking water lifetime health advisories. (d) Final EPA Secondary Drinking Water maximum contaminant level (MCL). (e) Proposed EPA Drinking Water maximum contaminant level (MCL). (f) Ad hoc GWQS for uranium based on final EPA drinking water maximum concentration limit (MCL). ID Insufficient data NA Not applicable 2 Part I Permit No. UGWl 70003 Table 2. Post-Reclamation Groundwater Compliance Parameten, Wells--'-and Limits Ground Water COMPLIANCE MONITORING WELLS Compliance Ground Water RM2R 1 RM7 «Ml4 RM18 RM19 Parameters Quality Standard GWCL GWCL GWCL . GWCL GWCL Nutrients (mf!ll) Ammonia (as N) 25 llJ TBDlllJ TBD lllJ mow mDl"J mo lllJ Nitrate + Nitrite (as N) 10 mD'"' TBD'"> mo \OJ mow mD'11> Heavy Metals (mf!/1) Arsenic 0.050 TBDlllJ TBDlllJ mDl"J mo \U/ molllJ Barium 2.0 mow mDl"J mo \OJ TBD \OJ mD'11J Cadmium 0.005 TBDl"J mDl"J molllJ mo \OJ mo lllJ Chromium 0.100 mD'"' mD'11J mo\0 J TBD\0J TBD'"' Copper 1.3 TBDlll) TBD(II) TBD \OJ TBD'"J TBD'"J Lead 0.015 TBDl"J TBDl"J TBD \OJ mD\"J TBDlllJ Mercury 0.002 TBD \DJ TBD'"J TBD \OJ TBDl"J ~ TBDl"J Molybdenum 0.040 llJ TBDl"J TBD (II) TBD \OJ TBD(II) TBD(II) Selenium 0.050 TBD'"J TBD \BJ TBD \OJ TBD\OJ mD'11 ' Silver 0.100 molllJ TBD(II) TBD \UJ mo\UJ TBD '"J Uranium 0.030 \.tJ TBD'BJ TBD \BJ TBD \OJ mo \OJ TBD'"' Zinc 5.0 TBDlllJ TBD (II) TBDlDJ TBD(II) TBD\DJ Others Gross Alpha (pCi/1) 15.0 TBD'"J TBDlDJ TBD \OJ TBDlllJ TBDl"J Field pH (S.U.} 6.5-8.5 TBDlll) TBDlll) TBD \UJ TBD \UJ TBD\DJ Chloride (mJ?ll) 250 \'t) TBD'"' TBD'"' TBD \OJ TBD (II) TBD(II) Fluoride (mg/I} 4.0 TBD(IIJ TBD (II) TBD \OJ TBD \OJ TBDlllJ Sulfate (mg/I) 250 l'tJ TBDl"J TBD lll) TBD(II) TBD \DJ TBD(II) TDS (mJ?ll) 500 TBDl"J TBD \DJ TBDl"J TBD \OJ TBDlllJ I. Utah Ground Water Quality Standards (OWQS) as defined in UAC RJ l 7-6, Table 2. Ad hoc GWQS also provided herein, as noted, and as allowed by UAC RJl 7-6-2.2. 2. Ad hoc OWQS for ammonia (as N) and molybdenum based on EPA drinking water lifetime health advisories. 3. Ad hoc GWQS for uranium based on final EPA drinking water maximum concentration limit (MCL). 4. Ad hoc GWQS for chloride and sulfate based on EPA secondary drinking water regulations. S. Ground water compliance limit (GWCL) based on 0.1 times the OWQS. 6. GWCL based on the limit of detection. 7. OWCL based on the mean concentration plus two standard deviations (X+2a). 8. TBD = to be determined lfhen sufficient background monitoring data are available. 3 • Part I Permit No. UGWl 70003 2. Compliance Determination Method. Compliance with ground water compliance limits shall be accomplished using compliance monitoring wells. If future monitoring data indicate an exceedance of compliance limits, the compliance status will be determined in accordance with Part 11.F, below, and if necessary, reference to the methods described in the EPA Interim Final Guidance Document titled Statistical Analysis of Ground Water Monitoring Data at RCRA Facilities (February 1989). Subsequent updates of this document shall be utilized after the Director's approval. D. Discharge Minimization Technology 1. Discharge Minimiz.ation Design Standards. The design of the tailings cell shall incorporate discharge minimi:zation technology through the use of earthen materials _ in both the bottom liner and cover system. The tailings cell shall be constructed in accordance with the approved Tailings Reclamation and Decommissioning Plan for the Shootaring Canyon Uranium Project (SUA-1371 Docket No. 40-8698). The tailings cell design shall include, but is not limited to, the following elements: a) Cover System. The cover system shall be constructed of the following materials, as described from the top down: 1) Erosion Barrier. The erosion barrier shall consist of a rock mulch layer with a riprap rock apron at the downstream edge of rock mulch areas. i) Rock Mulch Layer. The rock mulch layer shall be at least 8 inches thick with a minimum Dso of 2 inches. ii) Intermediate RipRap. A 12-inch thick rock layer with a. minimum Dso of 6 inches shall be placed at the downstream edge of rock mulch areas and in the upstream section of the primary channel inside the tailings cell as indicated by Figures 6-2 and 6-6 of the approved Reclamation Plan. Slopes will vary from 2% and 20% as indicated in Figures 6-2 and 6-6 of the approved Reclamation Plan. 2) Freeze-Thaw Barrier. The Freeze-Thaw Barrier (rocky soil layer) shall consist of a 24-inch layer of sand, silt and rock. 3) Radon Barrier. The Radon Barrier shall consist of an 18-inch compacted clay layer with a maximum permeability of I .OE-7 cm/sec. 4) Interim Waste Cover. The Interim Waste Cover shall consist of a 12- inch layer of sand, clay, or mixed clay with a. minimum moisture content of 10 percent for sandy material and 15 percent for material with greater than 20 percent fines passing #200 sieve. 4 Part I Permit No. UGWI 70003 5) Waste. The Waste Layer shall consist of an approximate thickness of 18 feet of existing tailings material overlain by an approximate thickness of 12 feet of ore material. 6) Bottom Clay Liner. The Bottom Clay Liner shall consist of24 inches of compacted clay with a maximum field hydraulic conductivity of 1.0E-7 cm/sec. b) Conveyance Channel Bedding. Channel beds of drainage conveyances shall be constructed of the following materials: 1) Upstream Section of Primary Channel consisting of the following riprap layer and underlying filter layer: i. A 12-inch thick riprap rock layer with a minimum Dso of six inches ii. An 8-inch thick layer of quarry area material that is unsorted with the exception of the removal of the +9-inch fraction. 2) Primary Channel consisting of the following two-layer, 40-inch riprap configuration and underlying two-layer, 16-inch filter system: 1. Upper RipRap layer with a minimum thickness of 30 inches and a minimum Dso of 20 inches. n. Lower RipRap layer with a minimum thickness of IO inches and a minimum Dso of six inches. iii. Upper Filter Layer with an 8-inch rock mulch layer with a minimum Dso of two inches. 1v. Lower Filter Layer with an 8-inch thick layer of quarry area material that is unsorted with the exception of the rem,oval of the +9-inch fraction. 3) Porous Rock Ledge structure constructed in the transition zone between the upstream section of the primary channel and the primary channel. This structure shall be constructed of the following materials as shown in Figure 6-8 of the approved PRL Reclamation Plan: 1. Upper RipRap layer four feet thick with a minimum Dso of 24 inches. ii. Middle RipRap layer 12 inches thick with a minimum Dso of six inches. iii. Lower RipRap Layer 12 inches thick with a minimum Dso of six inches. 5 Part I Permit No. UGWI 70003 iv. Filter.Layer eight inches thick of quarry area material that is unsorted with the exception of the removal of the +9-inch fraction. 4) Channel Toe Protection at least four feet thick with a minimum Dso of 24 inches and extending a distance of 30 feet from the terminus of the primary channel as indicated in Figure 6-7 of the approved PRL Reclamation Plan. E. Compliance Monitoring Requirements 1. Ground Water Monitoring Requirements. a) Ground-Water Monitoring Quality Assurance Plan. All water quality monitoring to be conducted under this permit shall be conducted in accordance with the general requirements hereunder, and the specific requirements of the Shootaring Canyon Uranium Mill Ground-Water Monitoring Quality Assurance Plan most recently approved by the Director. b) Compliance Monitoring Points. For the purposes of this permit, the pennittee shall monitor the following wells identified below. i. Water Level Measurements: wells RMI, RM2R, RM7, RMS, RM12, RM14, RM18, RMI 9 and RM20. 11. Water Quality Samples: wells RMI, RM2R, RM7, RM12, RM14, RM18, andRM19. c) Protection of Monitoring Well Network. All compliance monitoring wells shall be protected from damage due to surface vehicular traffic or contamination due to surface spills. The wells shall be maintained in full operational condition for the life of this Permit. Any well that becomes damaged beyond repair or is rendered unusable for any reason shall be replaced by the permittee within 90 days or as directed by the Director. d) Ground Water Monitoring\Frequency Requirements. 1. Ground Water Level Measurements. Ground water levels shall be measured quarterly during the accelerated background monitoring program for all existing monitoring wells specified in Part I.E.l.b.i. After the accelerated background monitoring program has been completed and approved by the Director, ground water levels shall be measured semi- annually in conjunction with the compliance monitoring program. Measurements made in conjunction with quarterly or semi-annual ground water sampling shall be made prior to any collection of ground water samples. These measurements shall be made from a permanent single reference point clearly demarcated on the top of the well or surface casing. Measurements shall be made to the nearest 0.01 feet. 6 Part I Permit No. UGWI 70003 Ground water level measurements for all nested well pairs such as RM8/RM29 shall be used to define the vertical hydraulic gradient. ii. Ground Water Quality Sampling. The permittee shall conduct ground water quality sampling for all compliance monitoring wells in accordance with the most recent Ground-Water Monitoring Quality Assurance Plan that has been approved by the Director. A) Background Monitoring Program. The permittee shall implement an accelerated quarterly background ground water monitoring program for all monitoring wells and parameters to determine ground water compliance limits for these wells during the post closure compliance monitoring program. B) Compliance Monitoring Program. After completion of accelerated quarterly background monitoring program and subsequent approval by the Director, the permittee shall begin compliance ground water quality sampling. e) Ground Water Analysis Requirements. 1. Analysis by Certified Laboratories. Analysis of any ground water sample shall be performed by laporatories certified by the Utah State Health Laboratory. 11. Ground Water Analytical Methods. Methods used to analyze ground water samples shall comply with the following: A) Method references cited in UAC R3 l 7-6-6.3.L; and B) Detection limits which are less than or equal to the ground water compliance limits shown in Table 1 of this permit. iii. Analysis Parameters. The following shall be collected: A) Field Parameters: pH, temperature, and specific conductance; B) Laboratory Parameters: 1) Background Monitoring Program. During the accelerated quarterly background monitoring program, grab samples shall be collected from each compliance monitoring well and analyzed for all of the water quality parameters listed in Table 2 of this permit. In addition, samples shall be analyzed for the following six major ions: bicarbonate, carbonate, calcium, magnesium, potassium, and sodium. 7 Part I Permit No. UGWl 70003 2) Compliance Monitoring Program. During the post-reclamation semi-annual compliance monitoring program, grab samples shall be collected from each compliance monitoring well and analyzed for the following parameters: • Ammonia as nitrogen, • Chloride, • Molybdenum, • Nitrate + Nitrite as nitrogen, • Sulfate, • Total dissolved solids (fDS) and • Total uranium 2. Hydrogeologic Monitoring Requirements. The permittee shall prepare and submit an annual update of the Ground-Water Hydrology of the Shootaring Canyon Tailings Site report (Hydro-Engineering, LLC, 1998) for the Director's approval. The update report shall be submitted according to the schedule and reporting requirements of Part 1.G.4 below. The purpose of the annual ground-water hydrology report is to update the physical and chemical hydrogeologic conditions of the Entrada aquifer beneath the site to detep:nine if any changes have occurred since the last report submittal. Of particular interest is the lateral extent of the ground water mound in the Upper Low-Permeability Entrada, the horizontal head gradient of the Entrada aquifer and vertical head gradients in the Entrada aquifer, Carmel aquitard and Navajo aquifer. The annual report shall also include an evaluation of the updated background database to determine if GWPLs should be adjusted. F. Non-Compliance Status 1. Probable Out-of-Compliance Based on Exceedance of Ground Water Compliance Limits. Upon determination by the permittee that the data indicate a GWCL may have been exceeded at any compliance monitoring well, the permittee shall: a) Immediately resample the monitoring well(s) found to be in probable out-of- compliance for the parameters that have been exceeded; submit the analytical results therefrom, and notify the Director of the probable out-of-compliance status within 30 days of the initial detection. b) Immediately implement an accelerated schedule of quarterly ground water sampling and analysis of parameters that exceeded the GWCLs, consistent with the requirements of Part I.E. l, above. This quarterly accelerated compliance sampling shall continue for two quarters or until the compliance status can be determined by the Director. Reports of the results of this sampling shall be submitted to the Director as soon as they are available, but not later than 30 days from the date the analytical data is received by the permittee. 8 Part I Permit No. UGWl 70003 2. Out-of-Compliance Status Based on Confirmed Exceedance of Permit Ground Water Compliance Lim.its. a) Out of Compliance Status shall be defined as follows: 1) For parameters that have been defined as detectable in the background and for which compliance limits have been established based on I. I times the mean background concentration or 0.1 times the groundwater quality standard, out-of-compliance shall be defined as two consecutive samples that: (i) exceed the GWCL; and (ii) exceed the mean background concentration plus two standard deviations. b) Notification and Accelerated Compliance Monitoring. Upon determination by the permittee or the Director, in accordance with UAC R3I7-6-6.17, that an out-of-compliance status exists, the permittee shall: 1) Verbally notify the Director of the out-of-compliance status or acknowledge the Director's notice that such a status exists within 24 hours of receipt of data; and 2) Provide written notice within 5 days of the determination; and 3) Continue an accelerated schedule of ground water monitoring for the parameters that exceeded GWCLs for at least two quarters or until compliance is achieved. c) Source and Contamination Assessment Study Plan. Within 30 days of the written notice to the Director required in Condition I.F.2.b, above, the permittee shall submit an assessment study plan and compliance schedule for: 1) Assessing the source or cause of the contamination, and determining the steps necessary to correct the source. 2) Assessing the extent of the ground water contamination. At a minimum, this assessment shall include: ( a) conducting groundwater flow modeling and a well-spacing evaluation to determine appropriate locations, horizontal well spacing, and vertical screened intervals for additional monitoring wells and nested piezometers; (b) installing additional monitoring wells and nested piezometers to better define vertical and horizontal head gradients in the Entrada aquifer; and ( c) expanding the analyte list to include additional chemical constituents contained in the tailings leachate in addition to those listed in Condition I.E. l .e.iii.B of this permit. 9 Part I Permit No. UGWl 70003 3) Evaluating potential remedial actions to restore and maintain ground water quality, and ensure that permit limits will not be exceeded at the compliance monitoring wells. G. Rg,orting Requirements 1. Ground-Water Monitoring Report. The Permittee shall submit a groundwater monitoring report that includes the following: a) A schedule for semi-annual sampling and analysis required in Condition I.E. I, above, as follows: Half 1st (January through June) 2nd (July through D~ember) Re,port Due On August30 February 28* • This report can be combined with the annual hydrogeologic update report required in Condition 1.0.2. b) A Sampling and Analysis Report that includes: 1) Field data sheets, or copies thereof, including the field measurements, required in Condition I.E.1.e.iii.A above, and other pertinent field data, such as well name/number, date and time of sample collection, names of sampling crew, sampling method and type of sampling pump or bail, measured casing volume and volume of water purged before· sampling. 2) Laboratory reports and tabulated results of groundwater analyses including date sampled, date received by the certified lab, ion balance, and the analytical results for each parameter, including: value or concentration, units of measurement, minimum detection limit, analytical method, and the date of the analysis. 3) Quality assurance evaluation and data validation including a written description and :findings· of all quality assurance and data validation efforts conducted by the permittee in compliance with the currently approved Groundwater Monitoring Quality Assurance Plan. The report shall verify the accuracy and reliability of the groundwater quality compliance data after evaluation of sample collection techniques and equipment, sample handling and preservation and analytical methods used. 3) Uranium data in addition to the analytes required by this permit. The permittee shall also report uranium ground water data acquired and submitted semi-annually to the Nuclear Regulatory Commission. Part I Permit No. UGWl 70003 4) Groundwater level measurements from ground-water monitoring wells reported in both measured depth to ground water and ground water elevation above mean sea level. 5) A potentiometric map illustrating the ground-water elevation of the uppermost aquifer beneath the tailings facility for the semi-annual sampling month. The map shall be superimposed on a topographic base map of at least 1 :2400 (1 inch equals 200 feet) or other scale approved by the Director and shall be inclusive of the entire processing site. Known contours shall be distinguished from estimated or inferred contours. Other pertinent geologic, hydrologic, or man-made features, including wells, shall be displayed. 6) The vertical hydraulic gradient as determined from nested well pair RM8/RM20. c) Electronic Filing Requirements. In addition to submittal of the hard copy data, above, the permittee will electronically submit the required ground water monitoring data including ground water quality and head data in Excel spreadsheet format. The data may be sent by e-mail, floppy disc, modem or other approved transmittal mechanism. 2. Hydrogeologic Report. a) The permittee shall submit an annual update of the Ground-Water Hydrology of the Shootaring Canyon Tailings Site (Hydro-Engineering, LLC, 1998) by February 28 of each year. The permittee shall revise and resubmit the report within 60 days of receipt of written notice from the Director of any deficiencies or omissions. H. Compliance Schedule 1. Background Ground Water Monitoring Report. The permittee shall submit a groundwater monitoring report for the Director's approval 60 days after the accelerated quarterly background monitoring program has been completed. Ground water quality samples for the background monitoring program shall be collected in accordance with the following requirements: a) At least eight (8) samples shall be collected for each of the compliance monitoring wells and parameter over a two-year period at a quarterly sampling frequency utilizing the procedures outlined in the currently approved Ground-Water Monitoring Quality Assurance Plan. b) Each sampling event or episode shall include independent grab samples for each of the compliance monitoring wells. 11 Part I Permit No. UGWI 70003 c) Sampling parameters shall include all parameters listed in Table 2 of this permit plus the following major ions: bicarbonate, carbonate, calcium, magnesium, potassium and sodium. d) After the Director's approval of the background monitoring report, sampling shall continue at a semi-annual frequency for the abbreviated compliance parameter list specified in Condition I.E.l.e.iii.B.2 of this permit. .12 Part II Permit No. UGWl 70003 II. MONITORING, RECORDING AND REP~RTING REQUIREMENTS A. Representative Sampling. Samples taken in compliance with the monitoring requirements established under Section I shall be representative of the monitored activity. B. Analytical Procedures. Water sample analysis shall be conducted accordihg to test procedures specified under UAC R3 l 7-6-6.3.L, unless other test procedures have been specified in this permit. C. Penalties for Tampering. The Act provides that any person who falsifies, tampers with, or knowingly renders inaccurate, any monitoring device or method required to be maintained under this permit shall, upon conviction, be punished by a fine of not more th.an $10,000 per violation, or by imprisonment for not more than six months per violation, or by both. D. Rewrting of Monitoring Results. Monitoring results obtained during each reporting period specified in the permit, shall be submitted to the Director, Utah Division of Water Quality at the following address no later than the 30th day of the month following the completed reporting period: State of Utah Department of Environmental Quality Division of Waste Management and Radiation Control Salt Lake City, Utah 84114-4810 Attention: Ground Water Protection Section E. Compliance Schedules. Reports of compliance or noncompliance with, or any progress reports on interim and final requirements contained in any Compliance Schedule of this permit shall be submitted no later than 14 days following each schedule date. F. Additional Monitoring by the Permittee. If the permittee monitors any pollutant more frequently than required by this permit, using approved test procedures as specified in this permit, the results of this monitoring shall be included in the calculation and reporting of the data submitted. Such increased frequency shall also be indicated. G. Records Contents. Records of monitoring information shall include: 1. The date, exact place, and time of sampling or measurements: 2. The individual(s) who performed the sampling or measurements; 3. The date(s) and time(s) analyses were performed; 4. The individual(s) who performed the analyses; 5. The analytical techniques or methods used; and, 6. The results of such analyses. H. Retention of Records. The permittee shall retain records of all monitoring information, including all calibration and maintenance records and copies of all reports required by 13 Part II Permit No. UGWI 70003 this permit, and records of all data used to complete the application for this permit, for a period of at least three years from the date of the sample, measurement, report or application. This period may be extended by request of the Director at any' time. I. Twenty-four Hour Notice ofNoncompliance Re.porting. 1. The permittee shall verbally report any noncompliance with permit conditions or limits as soon as possible, but no later than twenty-four (24) hours from the time the permittee first became aware of the circumstances. The report shall be made to the Utah Department of Environmental Quality 24 hour number, (801) 536-4123, or to the Division of Waste Management and Radiation Control at (801)-536-0200, during normal business hours from 8:00 AM -5:00 PM Mountain Time. 2. A written submission of any noncompliance with permit conditions or limits shall be provided to the Director within five days of the time that the permittee becomes aware of the circumstances. The written submission shall contain: a. A description of the noncompliance and its cause; b. The period of noncompliance, including exact dates and times; c. The estimated time noncompliance is expected to continue if it has not been corrected; d. Steps taken or planned to reduce, eliminate, and prevent reoccurrence of the noncompliance. e. When applicable, either an estimation of the quantity of material discharged or an estimation of the quantity of material released outside containment structures. 3. Written reports shall be submitted to the addresses in Condition 11.D, Reporting of Monitoring Results. J. Other Noncompliance Reporting. Instances of noncompliance not required to be reported within 24 hours, shall be reported at the time that monitoring reports for Condition II. D are submitted. K. Inspection and Entry. The permittee shall allow the Director, or an authorized representative, upon the presentation of credentials and other documents as may be required by law, to: 1. Enter upon the permittee' s premises where a regulated facility or activity is located or conducted, or where records must be kept under the conditions of the permit; 2. Have access to and copy, at reasonable times, any records that must be kept under the conditions of this permit; 3. Inspect at reasonable times any facilities, equipment (including monitoring and control equipment), practices, or operations regulated or required under this permit; and, 14 Part II Permit No. UGWl 70003 4. Sample or monitor at reasonable times, for the purpose of assuring permit compliance or as otherwise authorized by the Act, any substances or parameters at any location. 15 Part III Permit No. UGWl 70003 ill. COMPLIANCE RESPONSIBILITIES A. Duty to Comply. The permittee shall comply with all conditions of this permit. Any permit noncompliance constitutes a violation of the Act and is grounds for enforcement action; for permit termination, revocation and reissuance, or modification; or for denial of a permit renewal application. The permittee shall give advance notice to the Director of any planned changes in the permitted facility or activity which may result in noncompliance with permit requirements. B. Penalties for Violations of Permit Conditions. The Act provides that any person who violates a permit condition implementing provisions of the Act is subject to a civil penalty not to exceed $10,000 per day of such violation. Any person who willfully or negligently violates permit conditions is subject to a fine not exceeding $25,000 per day of violation. Any person convicted under Section 19-5-115(2) of the Act a second time shall be punished by a fine not exceeding $50,000 per day. Nothing in this permit shall be construed to relieve the permittee of the civil or criminal penalties for noncompliance. C. Need to Halt or Reduce Activity not a Defense. It shall not be a defense for a permittee in an enforcement action that it would have been necessary to halt or reduce the permitted activity in order to maintain compliance with the conditions of this permit. D. Duty to Mitigate. The permittee shall take all reasonable steps to minimize or prevent any discharge in violation of this permit which has a reasonable likelihood of adversely affecting human health or the environment. E Proper Operation and Maintenance. The permitt~ shall at all times properly operate and maintain all facilities and systems of treatment and control ( and related appurtenances) which are installed or used by the permittee to achieve compliance with the conditions of this permit. Proper operation and maintenance also includes adequate laboratory controls and quality assurance procedures. This provision requires the operation of back-up or auxiliary facilities or similar systems which are installed by a permittee only when the operation is necessary to achieve compliance with conditions of the permit. F. Affirmative Defense. In the event that a compliance action is initiated against the permittee for violation of permit conditions relating to discharge minimization technology, the permittee may affirmatiyely defend against that action by demonstrating the following: 1. The permittee submitted notification according to Conditions I.F ., II.I. I and 11.1.2; 2. The failure was not intentional or caused by the permittee's negligence, either in action or in failure to act; 16 Part III Permit No. UGWl 70003 3. The permittee has taken adequate measures to meet permit conditions in a timely manner or has submitted to the Director, for the Director's approval, an adequate plan and schedule for meeting permit conditions; and 4. The provisions ofUAC 19-5-107 have not been violated. 17 Part IV Permit No. UGWl 70003 IV. GENERAL REQUIREMENTS A. Planned Changes. The permittee shall give notice to the Director as soon as possible of any planned physical alterations or additi_ons to the permitted facility. Notice is required when the alteration or addition could significantly change the nature of the facility or increase the quantity of pollutants discharged. B. Anticipated Noncompliance. The permittee shall give advance notice of any planned changes in the permitted facility or activity which may result in noncompliance with permit requirements. C. Spill Re.porting. The Pennittee shall immediately report in accordance with UCA 19- 5-114 of the Utah Water Quality Act any spill that comes into contact with the ground surface or ground water that causes pollution or has the potential to cause pollution to waters of the state. This report shall be made to the phone numbers given in Condition 11.1.1. A written report will be required within 5 days of the occurrence and should address the requirements ofUCA 19-5-114 and Conditions 11:1.2 and 3 of this permit. D. Permit Actions. This permit may be modified, revoked and reissued, or terminated for cause. The filing of a request by the permittee for a permit modification, revocation and reissuance, or termination, or a notification of planned changes or anticipated noncompliance, does not stay any permit condition. E. Duty to Reapply. If the permittee wishes to continue an activity regulated by this permit after the expiration date of this permit, the permittee must apply for and obtain a permit renewal or extension. The application should be submitted at least 180 days before the expiration date of this permit. F. Duty to Provide Information. The permittee shall furnish to the Director, within a reasonable time, any information which the Director may request to determine whether cause exists for modifying, revoking and reissuing, or terminating this permit, or to determine compliance with this permit. The permittee shall also furnish to the Director, upon request, copies of records required to be kept by this permit. G. Other Information. When the permittee becomes aware that it failed to submit any relevant facts in a permit application, or submitted incorrect information in a permit application or any report to the Director, it shall promptly submit such facts or information. H. Signatory Reguirements. All applications, reports or information submitted to the Director shall be signed and certified. 1. All permit applications shall be signed as follows: a. For a corporation: by a responsible corporate officer; b. For a partnership or sole proprietorship: by a general partner or the proprietor, respectively. 18 Part IV Permit No. UGWI 70003 c. For a municipality, State, Federal, or other public agency: by either a principal executive officer or ranking elected official. 2. All reports required by the permit and other information requested by the Director shall be signed by a person described above or by a duly authorized representative of that person. A person is a duly authorized representative only if: a. The authorization is made in writing by a person described above and submitted to the Director, and, b. The authorization specifies either an individual or a position having responsibility for the overall operation of the regulated facility or activity, such as the position of plant manager, operator of a well or a well field, superintendent, position of equivalent responsibility, or an individual or position having overall responsibility for environmental matters for the company. (A duly authorized representative may thus be either a named individual or any individual occupying a named position.) 3. Changes to Authorization. If an authorization under Condition IV.H.2 is no longer accurate because a different individual or position has responsibility for the overall operation of the facility, a new authorization satisfying the requirements of Condition V.H.2 shall be submitted to the Director prior to or together with any reports, information, or applications to be signed by an authorized representative. 4. Certification. Any person signing a document under this section shall make the following certification: "I certify under penalty of law that this document and all attachments were prepared under my direction or supervision in accordance with a system designed to assure that qualified personnel properly gather and evaluate the information submitted. Based on my inquiry of the person or persons who manage the system, or those persons directly responsible for gathering the information, the information submitted is, to the best of my knowledge and belief, true, accurate, and complete. I am aware that there are significant penalties for submitting false information, including the possibility of fine and imprisonment for knowing violations." I. Penalties for Falsification of Reports. The Act provides that any person who knowingly makes any false statement, representation, or certification in any record or other document submitted or required to be maintained under this permit, including monitoring reports or reports of compliance or noncompliance shall, upon conviction be punished by a fine of not more than $10,000 per violation, or by imprisonment for not more than six months per violation, or by both. J. Availability of Reports. Except for data determined to be confidential by the permittee, all reports prepared in accordance with the terms of this permit shall be available for public inspection at the offices of the Director. As required by the Act, permit 19 Part IV Permit No. UGWl 70003 applications, permits, effluent data, and ground-water quality data shall not be considered confidential. K. Property Rights. The issuance of this permit does not convey any property rights of any so~ or any exclusive privileges, nor does it authorize any injury to private property or any invasion of personal rights, nor any infringement of federal, state or local laws or regulations. L. Severability. The provisions of this permit are severable, and if any provision of this permit, or the application of any provision of this permit to any circumstance, is held invalid, the application of such provision to other circumstances, and the remainder of this permit, shall not be affected thereby. M. Transfers. This permit may be automatically transferred to a new permittee if: 1. The current permittee notifies the Director at least 30 days in advance of the proposed transfer date; 2. The notice includes a written agreement between the existing and new permittee containing a specific date for transfer of permit responsibility, coverage, and liability between them; and, 3. The Director does not notify the existing permittee and the proposed new permittee of his or her intent to modify, or revoke and reissue the permit If this notice is not received, the transfer is effective on the date specified in the agreement as described in Condition IV .M.2, above. N. State Laws. Nothing in this permit shall be construed to preclude the institution of any legal action or relieve the permittee from any responsibilities, liabilities, penalties established pursuant to any applicable state law or regulation under authority preserved by Section 19-5-117 of the Act 0. Reopener Provisions. This permit may be reopened and modified pursuant to R317-6- 6.6.B or R317-6-6.10.C of the Utah Administrative Code to include the appropriate limitations and compliance schedule, if necessary, if one or more of the following events occurs: 1. If new ground water standards are adopted by the Board, the permit may be reopened and modified to extend the terms of the permit or to include pollutants covered by new standards. The pennittee may apply for a variance under the conditions outlined in R317-6-6.4.D. 2. When the Accelerated Background Monitoring Report has been approved by the Director, and if future changes have been determined in background ground water quality. 3. When sufficient data are available and protection levels for the new wells are established. 20 PartIV Permit No. UGWl 70003 4. When approval of any Compliance Schedule Item, under Condition I.H, is considered by the Director to be a major modification to the permit. 5. A determination by the Director that changes are necessary in either the permit or the facility to protect human health or the environment. 21 EXHIBIT 3 OCTOBER 2, 2024 ISOENERGY ANNOUNCES ACQUISITION OF ANFIELD, SECURING EXPANDED NEAR-TERM U.S. URANIUM PRODUCTION AND THE SHOOTARING CANYON MILL TORONTO, Oct. 2, 2024 – IsoEnergy Ltd. (“IsoEnergy“) (TSX: ISO) (OTCQX: ISENF) and Aneld Energy Inc. (“Aneld“) (TSXV: AEC) (OTCQB: ANLDF) (FRANKFURT: 0AD) are pleased to announce that they have entered into a denitive agreement (the “Arrangement Agreement“) pursuant to which IsoEnergy will acquire all of the issued and outstanding common shares of Aneld (the “Aneld Shares“) by way of a court-approved plan of arrangement (the “Transaction“). Aneld owns 100% of the Shootaring Canyon Mill (the “Mill“) located in southeastern Utah, United States, one of only three licensed, permitted, and constructed conventional uranium mills in the United States, as well as a portfolio of conventional uranium and vanadium projects in Utah, Colorado, New Mexico, and Arizona (Figure 1). NEWS TSX. V:AEC OTCQB:ANLDF FRANKFURT:0AD Under the terms of the Transaction, Aneld shareholders will receive 0.031 of a common share of IsoEnergy (each whole share, an “ISO Share“) for each Aneld Share held (the “Exchange Ratio“). Existing shareholders of IsoEnergy and Aneld will own approximately 83.8% and 16.2% on a fully-diluted in the-money basis, respectively, of the outstanding ISO Shares on closing of the Transaction. The Exchange Ratio implies consideration of $0.103 per Aneld Share, based on the closing price of the ISO Shares over all Canadian exchanges on October 1, 2024. Based on each company’s 20-day volume weighted average trading price over all Canadian exchanges for the period ending October 1, 2024, the Exchange Ratio implies a premium of 32.1% to the Aneld Share price. The implied fully-diluted in the-money equity value of the Transaction is equal to approximately $126.8 million.  Strategic Rationale Expected to Expand Near-Term U.S. Uranium Production Capacity – The combined portfolio (“Combined Portfolio“) of permitted past-producing mines and development projects in the Western U.S. (Figure 1) is expected to provide for substantial increased uranium production potential in the short, medium and long term. Ownership of Shootaring Canyon Mill Secures Access to Two of Only Three U.S. Permitted Conventional Uranium Mills – A restart application has been submitted to the State of Utah for the Shootaring Canyon Mill to increase throughput from 750 stpd to 1,000 stpd and expand licensed annual production capacity from 1 million lbs U₃O₈ to 3 million lbs U₃O₈. Existing toll-milling agreements with Energy Fuels at the White Mesa Mill provide additional processing exibility for current IsoEnergy mines. Meaningful Growth in U.S. Uranium Mineral Endowment – With combined current mineral resources of 17.0 Mlbs Measured & Indicated (+157%) and 10.6 Mlbs Inferred (+382%), and historical mineral resources of 152.0 Mlbs Measured & Indicated (+14%), and 40.4 Mlbs Inferred  (+33%), the proforma company will rank among the largest in the U.S. Complimentary Project Portfolio Provides Immediate Operational Synergies – Benets from the proximity of the Combined Portfolio in Utah and Colorado are expected to include, reduced transportation costs, increased operational exibility for mining and processing, reduction in G&A on a per lb basis, and risk diversication through multiple production sources. 1 2 • • • 0 0 • • Aligned with Goal of Building a Multi-Asset Uranium Producer in Tier-One Jurisdictions – Beyond the impressive Combined Portfolio in the U.S., the proforma company will have a robust pipeline of development and exploration-stage projects in tier-one uranium jurisdictions, including the world’s highest grade published Indicated uranium resource in Canada’s Athabasca Basin. Well-Timed to Capitalize on Strong Momentum in the Nuclear Industry –  Recent industry headlines relating to increasing demand and support for nuclear power are expected to drive uranium demand and, by extension prices, coinciding with expected production and development of the Combined Portfolio. CEO and Director of IsoEnergy, Philip Williams, commented, “IsoEnergy is committed to becoming a globally signicant, multi-asset uranium producer in the world’s top uranium mining jurisdictions. The U.S. is a key jurisdiction for us, and we believe today’s acquisition of Aneld strengthens both our resource base and near- term production potential. The combined uranium mineral endowment will rank as one of the largest in the U.S., supported by a 100% owned processing facility, multiple fully permitted mines ready for rapid restart, and a strong pipeline of longer-term development projects. With the global shift towards nuclear power, we believe the outlook for uranium has never been stronger, making this a pivotal move for IsoEnergy at the right time. We commend the Aneld team for assembling and managing this impressive portfolio over the years, and we look forward to advancing these assets back into production into a time of anticipated rising demand for uranium.” CEO and Director of Aneld, Corey Dias, commented, “We believe this Transaction represents an excellent opportunity for Aneld shareholders, and the culmination of our team’s strategic approach to assembling a unique, U.S.-focused portfolio of potential near-term uranium production assets. This Transaction underscores our view that Aneld acquired the right assets in the right place at the right time.” ____________________________  For additional information, see the Tony M Technical Report and Velvet- Wood/Slick Rock PEA.  This estimate is a “historical estimate” as dened under NI 43-101. A Qualied Person has not done sufcient work to classify the historical estimate as current 1 2 • • mineral resources and neither IsoEnergy nor Aneld is treating the historical estimate as current mineral resources. See Appendix for additional details. “Beyond the immediate share price premium, shareholders will gain exposure to a broad array of uranium projects, from the high grade and strategically located Hurricane project in Saskatchewan to a large inventory of earlier stage resource assets. The most fundamental benet of the Transaction is the high level of economic synergies that we believe will be generated by the marriage of our mill and mining assets with IsoEnergy’s U.S. mining assets, particularly the advanced stage Tony M mine which is located within 4 miles of our Shootaring Canyon mill. Other tangential benets to Aneld shareholders will include higher levels of trading liquidity, a robust combined balance sheet, and exposure to extensive research analyst coverage and institutional ownership. We look forward to working with the IsoEnergy team to complete the Transaction and to integrating our two platforms with a view to revitalize American uranium mining in pursuit of clean, domestic energy security.” Benets to IsoEnergy Shareholders Secures Shootaring Canyon Mill, one of only three permitted conventional uranium mills in the U.S., located adjacent to IsoEnergy’s Tony M Mine Diversied access to both Shootaring Canyon and White Mesa Mills to boost near-term production capacity while unlocking anticipated operational synergies Strengthens ranking among the U.S. uranium players in terms of production capacity, advanced mining assets and resource exposure Potential re-rating from de-risking near-term potential production, increased scale, asset diversication within the U.S. and additional exploration upside A combined company backed by corporate and institutional investors of Aneld including, enCore Energy Corp. Creation of a larger platform with greater scale for M&A,access to capital and liquidity Benets to Aneld Shareholders Immediate and attractive premium Exposure to a larger, more diversied portfolio of high-quality uranium exploration, development and near-term production assets in tier one jurisdictions of U.S., Canada and Australia • • • • • • • • Entry into the Athabasca Basin, a leading uranium jurisdiction, with the high-grade Hurricane deposit Upside from an accelerated path to potential production as well as from synergies with IsoEnergy’s other Utah uranium assets A combined company backed by corporate and institutional investors of IsoEnergy including, NexGen Energy Ltd., Energy Fuels Inc., Mega Uranium Ltd. and uranium ETFs Participation in a larger platform with greater scale for M&A Increased scale expected to provide greater access to capital, trading liquidity and research coverage Figure 1:  IsoEnergy and Aneld Combined Portfolio of permitted past producing mines and development projects in the Western U.S. ___________________________ Each of the mineral resource estimates of IsoEnergy and Aneld, except for the Tony M Mine and Velvet-Wood/Slick Rock Project, contained in this press release are considered to be “historical estimates” as dened under National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). A Qualied Person has not done sufcient work to classify the historical estimates as current mineral resources or mineral reserves and IsoEnergy and Aneld are not treating the historical estimates as current mineral resources or mineral reserves. See Disclaimer on Mineral Resource Estimates below for additional details. Shootaring Canyon Mill and Velvet-Wood and Slick Rock Uranium Projects Located approximately 48 miles (77 kilometers) south of Hanksville, Utah and 4 miles from IsoEnergy’s Tony M Mine, the Shootaring Canyon Mill is one of three licensed, permitted and constructed conventional uranium mills in the United States. Built in 1980 by Plateau Resources, the mill commenced operations in 1982 but ceased operations due to the decline in the uranium price after approximately six months of operation. Despite its relatively short period of operation, the Mill historically produced and sold 27,825 lbs of U O . The Mill has not been decommissioned and has been under care and maintenance since cessation of operations. The Shootaring Canyon Mill has a radioactive source materials license on Standby status which will need to be amended, among other things, to allow Mill operations to resume. 3 3  3 8 • • • • • In May 2023, Aneld completed a Preliminary Economic Assessment assuming that mineral processing of the Velvet-Wood and Slick Rock Projects would take place at the Shootaring Canyon Mill. The Velvet-Wood project is a 2,425-acre property located in the Lisbon Valley uranium district of San Juan County, Utah, which was previously the largest uranium producing district in Utah. The Velvet-Wood Uranium project consists of two areas with mineral resources as outlined below. Past production from underground mines in the Velvet area during 1979 to 1984 yielded signicant results, recovering around 4 Mlbs of U O  and 5 Mlbs of V O  from mining approximately 400,000 tons of ore with grades of 0.46% U O  and 0.64% V O . The Velvet mine retains underground infrastructure, including a 3,500 ft long, 12′ x 9′ decline to the uranium deposit. Along with the Tony M Mine, the Velvet-Wood Project is the most advanced uranium asset in the Combined Portfolio and is believed to represent a potential near-term path to uranium and vanadium production. Table 1: Velvet-Wood and Slick Rock Uranium Mineral Resource Summary Effective April 30, 2023 eU O  Resources V O  Resources Category Tons(000 st)Grade(%)Containe d(Mlbs) Tons(000 st)Grade(%)Containe d(Mlbs) M&I 811,000 0.29 %4,627,000 ––– Inferred 1,836,000 0.24 %8,410,000 2,647,000 1.03 54,399,00 0 1.See Preliminary Economic Assessment for Velvet-Wood/Slick Rock entitled “The Shootaring Canyon Mill and Velvet-Wood And Slick Rock Uranium Projects, Preliminary Economic Assessment, National Instrument 43- 101″ dated May 6, 2023 was authored by Douglas L. Beahm, P.E., P.G. 3 8 2 5 3 8 2 5 3 8 2 5 Principal Engineer, Harold H. Hutson, P.E., P.G. and Carl D. Warren, P.E., P.G. of BRS Inc. Terence P. (Terry) McNulty, P.E., D. Sc, of T.P. McNulty and Associates Inc. 2. Reported in accordance with CIM Denition Standards on Mineral Resources & Reserves (2014). 3.GT cut-off varies by locality from 0.25- 0.40 for eU3O8 and 0.25-0.50 for V2O5 4. Mineral resources are not mineral reserves and do not have demonstrated economic viability. However, reasonable prospects for future economic extraction were applied to the mineral resource estimates herein through consideration of grade and GT cutoffs as well as mineralization proximity to existing and proposed conceptual mining. As such, economic considerations were exercised by screening out areas which were below these cutoffs or of isolated mineralization and thus would not support the cost of conventional mining under current and reasonably foreseeable conditions. 5. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, sociopolitical, marketing, or other relevant issues, although Aneld is aware of any such issues. 6.V O  mineral resources were estimated based primarily on 2 5 documented vanadium: uranium production ratios and are thus considered inferred mineral resources. The Slick Rock property is an advanced stage conventional uranium and vanadium project located in San Miguel County, Colorado. The project consists of 315 contiguous mineral lode claims and covers approximately 5,333 acres. Past production came from the upper or third-rim sandstone of the Salt Wash member of the Morrison Formation. This is the target host for uranium/vanadium mineralization within Aneld’s Slick Rock project area. Board of Directors’ Recommendations The Arrangement Agreement has been unanimously approved at meetings of the board of directors of each of IsoEnergy and Aneld, including, in the case of Aneld, following, among other things, the receipt of the unanimous recommendation of a special committee of independent directors of Aneld. Evans & Evans, Inc. provided an opinion to the special committee of Aneld and Haywood Securities Inc. provided an opinion to the board of directors of Aneld, to the effect that, as of the date of such opinion, the consideration to be received by Aneld shareholders pursuant to the Transaction is fair, from a nancial point of view, to the Aneld shareholders, subject to the limitations, qualications and assumptions set forth in such opinion.  The board of directors of Aneld unanimously recommends that Aneld securityholders vote in favour of the Transaction. Canaccord Genuity Corp. provided an opinion to the board of directors of IsoEnergy to the effect that, as of the date of such opinion, the consideration to be paid to Aneld shareholders pursuant to the Transaction is fair, from a nancial point of view, to IsoEnergy, subject to the limitations, qualications and assumptions set forth in such opinion. The board of directors of IsoEnergy unanimously recommends that IsoEnergy shareholders vote in favour of the Transaction. Material Conditions to Completion of the Transaction  The Transaction will be effected by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia), requiring the approval of (i) at least 66 % of the votes cast by Aneld shareholders, (ii) if required, a simple majority of the votes cast by Aneld shareholders, excluding certain related parties as prescribed by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, voting in person or represented by proxy at a special meeting of Aneld shareholders to consider the Transaction (the “Aneld 2/3 Meeting“); and (iii) a simple majority of votes cast by shareholders of IsoEnergy, voting in person or represented by proxy at a special meeting of IsoEnergy shareholders to consider the Transaction (the “IsoEnergy Meeting“) or by written resolution. The Aneld Meeting and the IsoEnergy Meeting, if applicable, are expected to take place in November 2024. An information circular regarding the Transaction will be led with regulatory authorities and mailed to Aneld shareholders and, if applicable, to IsoEnergy shareholders, in accordance with applicable securities laws. The Transaction is expected to be completed in the fourth quarter of 2024, subject to satisfaction of the conditions under the Arrangement Agreement.   Each of Aneld’s and IsoEnergy’s directors and ofcers, along with certain key shareholders, including enCore Energy Corp., NexGen Energy Ltd. and Mega Uranium Ltd., representing an aggregate of approximately 21.16% of the outstanding Aneld Shares and approximately 36.14% of the outstanding ISO Shares (on a non-diluted basis), have entered into voting support agreements, and have agreed, among other things, to vote their Aneld Shares and ISO Shares, respectively, in favour of the Transaction.  In addition to shareholder and court approvals, closing of the Transaction is subject to applicable regulatory approvals including, but not limited to, approval of the Toronto Stock Exchange (the “TSX“) and the TSX Venture Exchange (the “TSXV“) and the satisfaction of certain other closing conditions customary in transactions of this nature. The Arrangement Agreement provides for customary deal protection provisions, including non-solicitation covenants of Aneld, “duciary out” provisions in favour of Aneld and “right-to-match superior proposals” provisions in favour of IsoEnergy. In addition, the Arrangement Agreement provides that, under certain circumstances, IsoEnergy would be entitled to a $5,000,000 termination fee. Each of IsoEnergy and Aneld have made customary representations and warranties and covenants in the Arrangement Agreement, including covenants regarding the conduct of their respective businesses prior to the closing of the Transaction. Following completion of the Transaction, the ISO Shares will continue trading on the TSX and the Aneld Shares will be de-listed from the TSXV. Approximately 178.8 million ISO Shares are currently outstanding on non-diluted basis and approximately 206.2 million ISO Shares are currently outstanding on a fully diluted basis. Upon completion of the Transaction (assuming no additional issuances of ISO Shares or Aneld Shares), there will be approximately 210.3 million ISO Shares outstanding on a non-diluted basis and approximately 251.5 million ISO Shares outstanding on a fully diluted basis. IsoEnergy and Aneld will le material change reports in respect of the Transaction in compliance with Canadian securities laws, as well as copies of the Arrangement Agreement and the voting support agreements, which will be available under IsoEnergy’s and Aneld’s respective SEDAR+ proles at www.sedarplus.ca.  Bridge Loan In addition, in connection with the Transaction, IsoEnergy has provided a bridge loan in the form of a promissory note of approximately $6.0 million (the “Bridge Loan“) to Aneld, with an interest rate of 15% per annum and a maturity date of April 1, 2025, for purposes of satisfying working capital and other obligations of Aneld through to the closing of the Transaction. IsoEnergy has also agreed to provide an indemnity for up to US$3 million in principal (the “Indemnity“) with respect to certain of Aneld’s property obligations. The Bridge Loan and the Indemnity are secured by a security interest in all of the now existing and after acquired assets, property and undertaking of Aneld and guaranteed by certain subsidiaries of Aneld. The Bridge Loan, Indemnity and related security are subordinate to certain senior indebtedness of Aneld. The Bridge Loan is immediately repayable, among other circumstances, in the event that the Arrangement agreement is terminated by either IsoEnergy or Aneld for any reason.   Advisors Canaccord Genuity Corp. is acting as nancial advisor to IsoEnergy and has provided a fairness opinion to the IsoEnergy board of directors. Cassels Brock & Blackwell LLP is acting as legal advisor to IsoEnergy. Haywood Securities Inc. is acting as nancial advisor to Aneld and has provided a fairness opinion to the Aneld board of directors. DuMoulin Black LLP is acting as legal advisor to Aneld. Evans & Evans, Inc. has provided a fairness opinion to the Aneld special committee. Conference Call / Webinar Details IsoEnergy will host a conference call / webinar today at 11:00 a.m. Eastern Standard Time (“EST“) / 8:00 a.m. Pacic Standard Time (“PST“) to discuss the Transaction. Participants are advised to dial in ve minutes prior to the scheduled start time of the call. A presentation will be made available on both IsoEnergy and Aneld’s websites prior to the conference call / webinar. Webinar Details Presenters: IsoEnergy CEO and Director, Philip Williams and COO, Marty Tunney Date / Time: October 2, 2024 at 12:00 p.m.  EST / 9:00 a.m. PST. Webinar Access:Participants may join the webinar by registering using the link below. Phone Access: Please use one of the following numbers. Canada/US Toll Free 1-844-763-8274 International 1-412-717-9224 A recording of the conference call will be available on both company websites following the call. Qualied Person Statement The scientic and technical information contained in this news release with respect to IsoEnergy was reviewed and approved by Dean T. Wilton, PG, CPG, MAIG, a consultant of IsoEnergy, who is a “Qualied Person” (as dened NI 43-101).  The scientic and technical information contained in this news release with respect to Aneld was prepared Douglas L. Beahm, P.E., P.G., Aneld’s Chief Operating Ofcer, who is a “Qualied Person” (as dened NI 43-101). About IsoEnergy IsoEnergy Ltd. (TSX: ISO) (OTCQX: ISENF) is a leading, globally diversied uranium company with substantial current and historical mineral resources in top uranium mining jurisdictions of Canada, the U.S. and Australia at varying stages of development, providing near, medium, and long-term leverage to rising uranium prices. IsoEnergy is currently advancing its Larocque East Project in Canada’s Athabasca Basin, which is home to the Hurricane deposit, boasting the world’s highest grade Indicated uranium Mineral Resource. https://event.choruscall.com/mediaframe/webcast.html?webcastid=qtgShXYz IsoEnergy also holds a portfolio of permitted, past-producing conventional uranium and vanadium mines in Utah with a toll milling arrangement in place with Energy Fuels Inc. These mines are currently on stand-by, ready for rapid restart as market conditions permit, positioning IsoEnergy as a near-term uranium producer. About Aneld Aneld is a uranium and vanadium development and near-term production company that is committed to becoming a top-tier energy-related fuels supplier by creating value through sustainable, efcient growth in its assets. Aneld is a publicly traded corporation listed on the TSX-Venture Exchange (AEC-V), the OTCQB Marketplace (ANLDF) and the Frankfurt Stock Exchange (0AD). Neither the TSXV nor its Regulation Services Provider (as that term is dened in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release. No securities regulatory authority has either approved or disapproved of the contents of this news release. None of the securities to be issued pursuant to the Arrangement have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities laws, and any securities issuable in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities. Cautionary Statement Regarding Forward-Looking Information This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identied by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. These forward-looking statements or information may relate to the Transaction, including statements with respect to the consummation and timing of the Transaction; receipt and timing of approval of Aneld’s shareholders with respect to the Transaction; receipt and timing of approval of IsoEnergy’s shareholders with respect to the Transaction; the anticipated benets of the Transaction to the parties and their respective shareholders; the expected receipt of court, regulatory and other consents and approvals relating to the Transaction; the expected ownership interest of IsoEnergy shareholders and Aneld shareholders in the combined company; the expected production capacity of the combined company; anticipated strategic and growth opportunities for the combined company; the successful integration of the businesses of IsoEnergy and Aneld; the prospects of each companies’ respective projects, including mineral resources estimates and mineralization of each project; the potential for, success of and anticipated timing of commencement of future commercial production at the companies’ properties, including expectations with respect to any permitting, development or other work that may be required to bring any of the projects into development or production; increased demand for nuclear power and uranium and the expected impact on the price of uranium; and any other activities, events or developments that the companies expect or anticipate will or may occur in the future. Forward-looking statements are necessarily based upon a number of assumptions that, while considered reasonable by management at the time, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. Such assumptions include, but are not limited to, assumptions that IsoEnergy and Aneld will complete the Transaction in accordance with, and on the timeline contemplated by the terms and conditions of the relevant agreements; that the parties will receive the required shareholder, regulatory, court and stock exchange approvals and will satisfy, in a timely manner, the other conditions to the closing of the Transaction; the accuracy of management’s assessment of the effects of the successful completion of the Transaction and that the anticipated benets of the Transaction will be realized;the anticipated mineralization of IsoEnergy’s and Aneld’s projects being consistent with expectations and the potential benets from such projects and any upside from such projects;the price of uranium; that general business and economic conditions will not change in a materially adverse manner; that nancing will be available if and when needed and on reasonable terms; and that third party contractors, equipment and supplies and governmental and other approvals required to conduct the combined company’s planned activities will be available on reasonable terms and in a timely manner. Although each of IsoEnergy and Aneld have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Such statements represent the current views of IsoEnergy and Aneld with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by IsoEnergy and Aneld, are inherently subject to signicant business, economic, competitive, political and social risks, contingencies and uncertainties. Risks and uncertainties include, but are not limited to the following: the inability of IsoEnergy and Aneld to complete the Transaction; a material adverse change in the timing of and the terms and conditions upon which the Transaction is completed; the inability to satisfy or waive all conditions to closing the Transaction; the failure to obtain shareholder, regulatory, court or stock exchange approvals in connection with the Transaction; the inability of the combined company to realize the benets anticipated from the Transaction and the timing to realize such benets; the inability of the consolidated entity to realize the benets anticipated from the Arrangement and the timing to realize such benets, including the exploration and drilling targets described herein; unanticipated changes in market price for ISO Shares and/or Aneld Shares; changes to IsoEnergy’s and/or Aneld’s current and future business plans and the strategic alternatives available thereto; growth prospects and outlook of Aneld’s business; regulatory determinations and delays; stock market conditions generally; demand, supply and pricing for uranium; and general economic and political conditions in Canada, the United States and other jurisdictions where the applicable party conducts business. Other factors which could materially affect such forward-looking information are described in the risk factors in each of IsoEnergy’s and Aneld’s most recent annual management’s discussion and analyses or annual information forms and IsoEnergy’s and Aneld’s other lings with the Canadian securities regulators which are available, respectively, on each company’s prole on SEDAR+ at www.sedarplus.ca. IsoEnergy and Aneld do not undertake to update any forward-looking information, except in accordance with applicable securities laws. Disclaimer on Mineral Resource Estimates Each of the mineral resource estimates of IsoEnergy and Aneld, except for the Larocque East Project, Tony M Mine and Velvet-Wood/Slick Rock Project, contained in this press release are considered to be “historical estimates” as dened under NI 43-101. A Qualied Person has not done sufcient work to classify the historical estimates as current mineral resources or mineral reserves and IsoEnergy and Aneld are not treating the historical estimates as current mineral resources or mineral reserves. For additional information regarding IsoEnergy’s Tony M mine, including the mineral resource estimate, please refer to the Technical Report entitled “Technical Report on the Tony M Mine, Utah, USA – Report for NI 43-101” dated effective September 9, 2022 prepared by SLR Consulting (Canada) Ltd., available under IsoEnergy’s prole on www.sedarplus.ca. The “qualied person” for this technical report is Mark B. Mathisen, C.P.G., Principal Geologist, SLR Consulting International Corp. Mr. Mathisen is a “qualied person” under NI 43-101. For additional information regarding Aneld’s Velvet-Wood and Slick Rock projects and the Shootaring Canyon Mill, including the mineral resource estimates, please refer to the Technical Report entitled “The Shootaring Canyon Mill and Velvet-Wood and Slick Rock Uranium Projects, Preliminary Economic Assessment, National Instrument 43-101” dated effective May 6, 2023 (the “Velvet-Wood/Slick Rock PEA”), available under Aneld’s prole on www.sedarplus.ca. The technical report was prepared by Douglas L. Beahm, P.E., P.G., Harold H. Hutson, P.E., P.G., Carl D. Warren, P.E., P.G. and Terrence (Terry) McNulty, P.E., D. Sc. T.P., each of whom is a “qualied person” under NI 43-101. Disclaimer on Historical Mineral Resource Estimates Daneros Mine: Reported by Energy Fuels Inc. in a technical report entitled “Updated Report on the Daneros Mine Project, San Juan County, Utah, U.S.A.”, prepared by Douglas C. Peters, C. P. G., of Peters Geosciences, dated March 2, 2018. Sage Plain Project: Reported by Energy Fuels Inc. in a technical report entitled “Updated Technical Report on Sage Plain Project (Including the Calliham Mine)”, prepared by Douglas C. Peters, CPG of Peters Geosciences, dated March 18, 2015. Coles Hill: reported by Virginia Uranium Holdings Inc. In a technical report entitled “NI43-101 preliminary economic assessment update (revised)”, prepared by John I Kyle of Lyntek Incorporated, dated august 19, 2013. In each instance, the historical estimate is reported using the categories of mineral resources and mineral reserves as dened by the Canadian Institute CIM Denition Standards for Mineral Reserves, and mineral reserves at that time, and these “historical estimates” are not considered by IsoEnergy to be current. In each instance, the reliability of the historical estimate is considered reasonable, but a Qualied Person has not done sufcient work to classify the historical estimate as a current mineral resource, and IsoEnergy is not treating the historical estimate as a current mineral resource. The historical information provides an indication of the exploration potential of the properties but may not be representative of expected results. For the Daneros Mine, as disclosed in the above noted technical report, the historical estimate was prepared by Energy Fuels using a wireframe model of the mineralized zone based on an outside bound of a 0.05% eu3o8 grade cutoff at a minimum thickness of 1 foot. Surface drilling would need to be conducted to conrm resources and connectivity of resources in order to verify the Daneros historical estimate as a current mineral resource. For the Sage Plain Project, as disclosed in the above noted technical report, the historical estimate was prepared by Peters Geosciences using a modied polygonal method. An exploration program would need to be conducted, including twinning of historical drill holes, in order to verify the Sage Plain historical estimate as a current mineral resource. For the Coles Hill Project, as disclosed in the above noted revised preliminary economic assessment, the historical estimated was prepared by John I Kyle of Lyntek Incorporated. Twinning of a selection of certain holes would need to be completed along with updating of mining, processing and certain cost estimates in order to verify the Coles Hill Project historical resource estimate as a current mineral resource estimate. Marquez-Juan Tafoya: reported by enCore Energy Corporation in a technical report entitled “Marquez-Juan Tafoya Uranium Project, 43-101 Technical Report, Preliminary Economic Assessment” dated effective June 9, 2021, prepared by Douglas L. Beahm, P.E., P.G. and Terrence (Terry) McNulty, P.E., D. Sc. T.P. Frank M: reported by Uranium One Americas in a technical report entitled “Findlay Tank SE Breccia Pipe Uranium Project, Mohave County, Arizona, USA, 43-101 Mineral Resource Report” dated October 2, 2008 prepared by Douglas L. Beahm, P.E., P.G. of BRS Inc. West Slope: reported by Aneld Energy Inc. in a technical report entitled “US DOE Uranium/Vanadium Leases JD-6, JD-7, JD-8, and JD-9, Montrose County, Colorado, USA, Mineral Resource Technical Report, National Instrument 43-101” dated effective April 10, 2022, prepared by Douglas L. Beahm, P.E., P.G., and Joshua Stewart, PE. P.G. of BRS Inc. Findlay Tank: reported by Uranium One Americas in a technical report entitled “Frank M Uranium Project, 43-101 Mineral Resource Report, Gareld County, Utah USA” dated June 10, 2008 prepared by Douglas L. Beahm, P.E., P.G. and Andrew C. Anderson, P.E., P.G., of BRS Inc. Artillery Peak/Date Creek: reported by Aneld Energy Inc. in a technical report entitled “Artillery Peak Exploration Project, Mohave County, Arizona, 43-101 Technical Report” dated effective October 12, 2010, prepared by Dr. Karen Wenrich.  SUBSCRIBE TO OUR NEWSLETTER FULL NAME EMAIL ADDRESS RECENT NEWS Anfield Commences Drill Program at Slick... VANCOUVER, British Columbia, Sept. 24, 2024 – Aneld Energy Inc. (TSX.V:... Anfield Engages Engineering Firm for Anticipated... VANCOUVER, British Columbia, Aug. 02, 2024 – Aneld Energy Inc. (TSX.V:... Anfield Energy Receives Affirmative Completeness Review... VANCOUVER, BRITISH COLUMBIA – July 18, 2024 — Aneld Energy, Inc. (TSX.V:... PREVIOUS POST Anfield Commences Drill Program at Slick Rock SUBSCRIBE EXHIBIT 4 1 Audited Consolidated Financial Statements of ISOENERGY LTD. For the years ended December 31, 2023 and 2022 tl11s0Energy Ltd . KPMG LLP Chartered Professional Accountants PO Box 10426 777 Dunsmuir Street Vancouver BC V7Y 1K3 Canada Telephone (604) 691-3000 Fax (604) 691-3031 Internet www.kpmg.ca KPMG LLP, an Ontario limited liability partnership and member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. KPMG Canada provides services to KPMG LLP. INDEPENDENT AUDITOR’S REPORT To the Shareholders of IsoEnergy Ltd. Opinion We have audited the consolidated financial statements of IsoEnergy Ltd. (the Entity), which comprise: •the consolidated statements of financial position as at December 31, 2023 and 2022 •the consolidated statements of loss and comprehensive loss for the years then ended •the statements of changes in equity for the years then ended •the statements of cash flows for the years then ended •and notes to the financial statements, including a summary of material accounting policies (Hereinafter referred to as the “financial statements”). In our opinion, the accompanying financial statements present fairly, in all material respects, the consolidated financial position of the Entity as at December 31, 2023 and 2022, and its financial performance and its cash flows for the years then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board. Basis for Opinion We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the “Auditor’s Responsibilities for the Audit of the Financial Statements” section of our auditor’s report. We are independent of the Entity in accordance with the ethical requirements that are relevant to our audit of the financial statements in Canada and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2023. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matter described below to be the key audit matter to be communicated in our auditor’s report. IsoEnergy Ltd. 2 Evaluation of the merger-date fair value of exploration and evaluation assets acquired as part of the Consolidated Uranium merger Description of the matter We draw attention to Note 6 to the financial statements. On December 5, 2023, the Entity completed a merger pursuant to a definitive arrangement agreement for a share-for-share exchange whereby the Entity acquired all of the issued and outstanding common shares of Consolidated Uranium Inc. not already held by the Entity. The Entity has accounted for the merger as an asset acquisition and the Entity allocated the total consideration to the individual assets and liabilities acquired. The Entity recorded exploration and evaluation assets at the merger-date fair value of $195,245,636. Why the matter is a key audit matter We identified the evaluation of the merger-date fair value of exploration and evaluation assets as a key audit matter given the magnitude of exploration and evaluation assets acquired. This matter represented a significant risk of material misstatement requiring specialized skills and knowledge to evaluate the methodologies used to value exploration and evaluation assets. How the matter was addressed in the audit The following are the primary procedures we performed to address this key audit matter. We developed an independent expectation of the merger-date fair value of exploration and evaluation assets acquired. We assessed the professional competence, capabilities and objectivity of the Entity’s personnel who prepared the exploration and evaluation assets fair value, including the industry and regulatory standards they applied. We involved valuations professionals with specialized skills and knowledge, who assisted with: •Assessing the methodologies used by the Entity to determine the fair value of exploration and evaluation assets. •Assessing the implied value per ounce market multiple of the exploration and evaluation assets by comparing to implied value per ounce from comparable transactions. Other Information Management is responsible for the other information. Other information comprises: •the information included in Management’s Discussion and Analysis filed with the relevant Canadian Securities Commissions. Our opinion on the financial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit and remain alert for indications that the other information appears to be materially misstated. We obtained the information included in Management’s Discussion and Analysis filed with the relevant Canadian Securities Commissions as at the date of this auditor’s report. If, based on the work we have IsoEnergy Ltd. 3 performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in the auditor’s report. We have nothing to report in this regard. Responsibilities of Management and Those Charged with Governance for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is responsible for assessing the Entity’s ability to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Entity or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Entity’s financial reporting process. Auditor’s Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: •Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. •The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. •Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Entity's internal control. IsoEnergy Ltd. 4 •Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. •Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Entity's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Entity to cease to continue as a going concern. •Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. •Communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. •Provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. •Determine, from the matters communicated with those charged with governance, those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our auditor’s report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Chartered Professional Accountants The engagement partner on the audit resulting in this auditor’s report is Andrew James. Vancouver, Canada February 29, 2024 ISOENERGY LTD. CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Expressed in Canadian Dollars) As at December 31 2 Note 2023 2022 ASSETS Current Cash $ 37,033,250 $ 19,912,788 Accounts receivable 814,022 46,061 Prepaid expenses 378,247 167,279 Marketable securities 7 17,035,690 5,774,617 55,261,209 25,900,745 Non-Current Property and equipment 8 14,638,628 48,927 Exploration and evaluation assets 9 274,756,338 71,165,630 Environmental bonds 10 2,542,047 - TOTAL ASSETS $ 347,198,222 $ 97,115,302 LIABILITIES Current Accounts payable and accrued liabilities $ 2,735,351 $ 552,957 Contingent liability 6 771,848 - Lease liabilities - current 11 109,680 - Flow-through share premium liability 12 - 2,068,785 3,616,879 2,621,742 Non-Current Convertible debentures 13 37,448,241 27,405,961 Lease liability - long term 11 402,886 - Asset retirement obligation 10 1,895,472 - Deferred income tax liability 14 814,187 866,909 TOTAL LIABILITIES $ 44,177,665 $ 30,894,612 EQUITY Share capital 15 $ 334,963,627 $ 90,640,338 Share option and warrant reserve 15 29,188,821 15,405,672 Accumulated deficit (60,410,155) (41,721,615) Other comprehensive (loss)/income (721,736) 1,896,295 TOTAL EQUITY $ 303,020,557 $ 66,220,690 TOTAL LIABILITIES AND EQUITY $ 347,198,222 $ 97,115,302 Nature of operations (Note 2) Commitments (Notes 12, 13) Subsequent events (Note 21) The accompanying notes are an integral part of the consolidated financial statements These consolidated financial statements were authorized for issue by the Board of Directors on February 29, 2024 “Philip Williams” “Peter Netupsky” Philip Williams, CEO, Director Peter Netupsky, Director ISOENERGY LTD. CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE INCOME (LOSS) (Expressed in Canadian Dollars) For the years ended December 31 3 Note 2023 2022 General and administrative costs Share-based compensation 15,16 $ 6,378,269 $ 7,575,501 Administrative salaries, contractor and director fees 16 1,621,394 1,412,472 Investor relations 540,230 471,317 Office and administrative 266,660 215,766 Professional and consultant fees 743,594 697,236 Travel 153,799 111,853 Public company costs 311,627 230,640 Total general and administrative costs (10,015,573) (10,714,785) Interest income 747,763 107,178 Interest expense (5,984) (386) Interest on convertible debentures 13 (1,228,251) (701,609) Fair value (loss)/gain on convertible debentures 13 (9,768,831) 2,921,806 Loss on disposal of assets 9 (251,028) (85,386) Foreign exchange (loss)/gain (23,661) 73,777 Other income 4,882 - Loss from operations (20,540,683) (8,399,405) Deferred income tax recovery 14 1,852,143 1,024,744 Loss $ (18,688,540) $ (7,374,661) Other comprehensive gain/(loss) Change in fair value of convertible debentures attributable to the change in credit risk 13 (273,449) 69,177 Change in fair value of marketable securities 7 1,309,318 (3,540,368) Currency translation adjustment (3,652,386) - Deferred tax (expense)/recovery 14 (1,514) 477,950 Total comprehensive loss for the period $ (21,306,571) $ (10,367,902) Loss per common share Basic and diluted $ (0.16) $ (0.07) Weighted average number of common shares outstanding Basic and diluted 115,490,319 106,958,946 The accompanying notes are an integral part of the consolidated financial statements ISOENERGY LTD. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Expressed in Canadian Dollars) 4 Note Number of common shares Share capital Share option and warrant reserve Accumulated deficit Accumulated other comprehensive income/(loss) Total Balance as at January 1, 2022 105,908,770 $ 78,901,944 $ 6,469,143 $ (34,346,954) $ 4,889,536 $ 55,913,669 Shares issued in private placements 15 3,341,802 13,027,001 - - - 13,027,001 Share issue cost, net of tax 15 - (571,459) - - - (571,459) Premium on flow-through shares 12 - (2,115,000) - - - (2,115,000) Shares issued on the exercise of stock options 15 1,074,500 1,190,312 (470,421) - - 719,891 Shares issued to settle interest 15 67,058 207,540 - - - 207,540 Share-based payments 15 - - 9,406,950 - - 9,406,950 Loss for the period - - - (7,374,661) - (7,374,661) Other comprehensive loss for the period 7,13 - - - - (2,993,241) (2,993,241) Balance as at December 31, 2022 110,392,130 $ 90,640,338 $ 15,405,672 $ (41,721,615) $ 1,896,295 $ 66,220,690 Balance as at January 1, 2023 110,392,130 $ 90,640,338 $ 15,405,672 $ (41,721,615) $ 1,896,295 $ 66,220,690 Acquisition of Consolidated Uranium 6,15 52,164,727 204,485,730 7,466,673 - - 211,952,403 Shares issued in private placements 15 8,134,500 36,605,250 - - - 36,605,250 Share issue cost, net of tax 15 - (732,375) - - - (732,375) Shares issued on the exercise of stock options 15 1,862,166 2,661,503 (1,089,698) - - 1,571,805 Shares issued on the exercise of warrants 15 246,622 968,354 (490,110) - - 478,244 Shares issued to settle interest 15 102,833 334,827 - - - 334,827 Share-based payments 15 - - 7,896,284 - - 7,896,284 Loss for the period - - - (18,688,540) - (18,688,540) Other comprehensive loss for the period 7,13 - - - - (2,618,031) (2,618,031) Balance as at December 31, 2023 172,902,978 $ 334,963,627 $ 29,188,821 $ (60,410,155) $ (721,736) $ 303,020,557 The accompanying notes are an integral part of the consolidated financial statements ISOENERGY LTD. CONSOLIDATED STATEMENTS OF CASH FLOWS (Expressed in Canadian Dollars) For the years ended December 31 5 Note 2023 2022 Cash flows used in operating activities Loss for the period $ (18,688,540) $ (7,374,661) Items not involving cash: Share-based compensation 15 6,378,269 7,575,501 Deferred income tax recovery 14 (1,852,143) (1,024,744) Interest on convertible debentures 13 1,228,251 701,609 Fair value loss/(gain) on convertible debentures 13 9,768,831 (2,921,806) Loss on disposal of asset 9 251,028 85,386 Depreciation expense 8,20 15,226 - Interest and accretion 9,374 - Foreign exchange loss/(gain) 16,782 (168,700) Changes in non-cash working capital Accounts receivable (5,302) 83,018 Prepaid expenses 120,639 (60,026) Accounts payable and accrued liabilities (3,253,342) 161,120 $ (6,010,927) $ (2,943,303) Cash flows used in investing activities Cash acquired, net of transaction costs 6 $ 432,783 $ - Additions to exploration and evaluation assets 9,20 (10,025,350) (8,683,729) Acquisition of exploration and evaluation assets 9,20 (4,658) (10,249) Acquisition of marketable securities 7 (4,000,005) - $ (13,597,230) $ (8,693,978) Cash flows from financing activities Shares issued 15 $ 36,605,250 $ 13,027,001 Share issuance cost 15 (1,003,253) (782,821) Shares issued for warrant exercise 15 478,244 - Shares issued for option exercise 15 1,571,805 719,891 Convertible debentures Proceeds on issuance (net) 13 - 5,295,812 Interest 13 (873,383) (504,028) Lease liability payments 11 (10,903) - $ 36,767,760 $ 17,755,855 Effects of exchange rate changes on cash (39,141) 177,148 Change in cash $ 17,120,462 $ 6,295,722 Cash, beginning of period 19,912,788 13,617,066 Cash, end of period $ 37,033,250 $ 19,912,788 Supplemental disclosure with respect to cash flows (Note 20) The accompanying notes are an integral part of the consolidated financial statements ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 6 1. REPORTING ENTITY IsoEnergy Ltd. (“IsoEnergy”, or the “Company”) is engaged in the acquisition, exploration and development of uranium properties in Canada, the United States of America, Australia and Argentina. The Company’s registered and records office is located at 2200 HSBC Building, 885 West Georgia Street Vancouver, BC V6C 3E8. The Company’s common shares are listed on the TSX Venture Exchange (the “TSXV”). The Company holds its mineral interests directly or indirectly through the following wholly owned subsidiaries, all acquired through the merger with Consolidated Uranium Inc. (“Consolidated Uranium”) on December 5, 2023 (Note 6): • Consolidated Uranium Inc. (Ontario, Canada) • ICU Australia Pty Ltd. (Australia) • Management X Pty Ltd. (Australia) • CUR Australia Pty Ltd. (Australia) • 2847312 Ontario Inc. (Ontario, Canada) • 12942534 Canada Ltd. (Canada) • Virginia Uranium Inc. (Virginia, United States) • CUR Sage Plain Uranium, LLC (Utah, United States) • CUR Henry Mountains Uranium, LLC (Utah, United States) • White Canyon Uranium, LLC (Utah, United States) As of December 31, 2023, NexGen Energy Ltd (“NexGen”) holds 33.9% of IsoEnergy’s outstanding common shares. 2. NATURE OF OPERATIONS As an exploration and development stage company, the Company does not have revenues and historically has recurring operating losses. As at December 31, 2023, the Company had accumulated losses of $60,410,155 and working capital of $51,644,330 (working capital is defined as current assets less current liabilities, excluding flow-though share premium liabilities and in-the-money debenture liabilities). The Company depends on external financing for its operational expenses. The business of exploring for and mining of minerals involves a high degree of risk. As an exploration company, IsoEnergy is subject to risks and challenges similar to companies at a comparable stage. These risks include, but are not limited to, negative operating cash flow and dependence on third party financing; the uncertainty of additional financing; the Company’s limited operating history; the lack of known mineral reserves; the influence of a large shareholder; alternate sources of energy and uranium prices; aboriginal title and consultation issues; risks related to exploration activities generally; reliance upon key management and other personnel; title to properties; uninsurable risks; conflicts of interest; permits and licenses; environmental and other regulatory requirements; political regulatory risks; competition; and the volatility of share prices. These consolidated financial statements have been prepared using IFRS Accounting Standards (“IFRS”) applicable to a going concern, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The ability of the Company to continue as a going concern is dependent on its ability to obtain financing and achieve future profitable operations. The underlying value of IsoEnergy’s exploration and evaluation assets is dependent upon the existence and economic recovery of mineral resources or reserves and is subject to, but not limited to, the risks and challenges identified above. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 7 3. BASIS OF PRESENTATION Statement of Compliance These consolidated financial statements as at and for the years ended December 31, 2023 and 2022 have been prepared in accordance with IFRS and interpretations of the International Financial Reporting Interpretations Committee. Basis of Presentation These consolidated financial statements have been prepared on a historical cost basis, except for certain financial instruments which have been measured at fair value. In addition, these financial statements have been prepared using the accrual basis of accounting except for cash flow information. All monetary references expressed in these financial statements are references to Canadian dollar amounts (“$”), unless otherwise noted. These financial statements are presented in Canadian dollars. These consolidated financial statements of the Company consolidate the accounts of the Company and its subsidiaries. All material intercompany transactions, balances, and unrealized gains and losses from intercompany transactions are eliminated on consolidation. Subsidiaries consist of entities over which the Company is exposed to, or has rights to, variable returns as well as the ability to affect those returns through the power to direct the relevant activities of the entity. Subsidiaries are fully consolidated from the date control is transferred to the Company and are de-consolidated from the date control ceases. 4. CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS The preparation of the consolidated financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, and contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are continuously evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable in the circumstances. Uncertainty about these judgments, estimates and assumptions could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods. Information about significant areas of judgement and estimation uncertainty considered by management in preparing the financial statements are as follows: i. Impairment At the end of each financial reporting period, the carrying amounts of the Company’s non-financial assets are reviewed to determine whether there is any indication that an impairment loss or reversal of previous impairment should be recorded. Where such an indication exists, the recoverable amount of the asset is estimated to determine the extent of the impairment, if any. With respect to exploration and evaluation assets, the Company is required to make estimates and judgments about future events and circumstances and whether the carrying amount of exploration assets exceeds its recoverable amount. Recoverability depends on various factors, including the discovery of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the development and upon future profitable production or proceeds from the disposition of the exploration and evaluation assets themselves. Additionally, there are numerous geological, economic, environmental and regulatory factors and uncertainties that could impact management’s assessment as to the overall viability of its properties or its ability to generate future cash flows necessary to cover or exceed the carrying value of the Company’s exploration and evaluation assets. ii. Share-based payments The Company uses the Black-Scholes option pricing model to determine the fair value of options to calculate share-based payment expenses. The Black-Scholes model involves six key inputs to determine the fair value of an option: risk-free interest rate, exercise price, market price at date of issue, expected dividend yield, expected life, and expected volatility. Certain of the inputs are estimates that involve considerable judgment and are, or could be, affected by significant factors that are out of the Company’s control. The Company is also required to estimate the future forfeiture rate of options based on historical information in its calculation of share-based payment expense. Refer to Note 15 for further details. In situations where equity instruments are issued to settle amounts due or for goods or services received by the entity the transaction is measured at the fair value of the goods or services received unless that fair value cannot be estimated reliably, in which case the good or services received and corresponding increase in equity are measured at the fair value of the equity instrument issued. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 8 4. CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS (continued) iii. Convertible debentures The Company uses a model based on a system of two coupled Black-Scholes equations to determine the fair value of the convertible debentures. This model involves five key inputs to determine the fair value of the convertible debentures: risk-free interest rate, credit spread, market price at valuation date, expected dividend yield and expected volatility. Certain of the inputs are estimates that involve considerable judgment and are or could be affected by significant factors that are out of the Company’s control. Refer to Note 13 for further details. iv. Mineral resource estimates The figures for mineral resources are determined in accordance with National Instrument 43-101, “Standards of Disclosure for Mineral Projects”, issued by the Canadian Securities Administrators. There are numerous uncertainties inherent in estimating mineral reserves and mineral resources, including many factors beyond the Company’s control. Such estimation is a subjective process, and the accuracy of any mineral reserve or mineral resource estimate is a function of the quantity and quality of available data and of the assumptions made and judgments used in engineering and geological interpretation. Differences between management’s assumptions including economic assumptions such as metal prices and market conditions could have a material effect in the future on the Company’s financial position and results of operations. v. Estimation of decommissioning and reclamation costs and the timing of expenditure Decommissioning, restoration and similar liabilities are estimated based on the Company’s interpretation of current regulatory requirements, constructive obligations and are measured at fair value. Fair value is determined based on the net present value of estimated future cash expenditures for the settlement of decommissioning, restoration or similar liabilities that may occur upon decommissioning. Such estimates are subject to change based on changes in laws and regulations and negotiations with regulatory authorities. Cost estimates are updated annually to reflect known developments and are subject to review at regular intervals. vi. Income taxes and recoverability of potential deferred tax assets In assessing the probability of realizing income tax assets recognized, management makes estimates related to expectations of future taxable income, applicable tax planning opportunities, expected timing of reversals of existing temporary differences and the likelihood that tax positions taken will be sustained upon examination by applicable tax authorities. In making its assessments, management gives additional weight to positive and negative evidence that can be objectively verified. Estimates of future taxable income are based on forecasted cash flows from operations and the application of existing tax laws in each jurisdiction. The Company considers whether relevant tax planning opportunities are within the Company’s control, are feasible, and are within management’s ability to implement. Examination by applicable tax authorities is supported based on individual facts and circumstances of the relevant tax position examined in light of all available evidence. Where applicable tax laws and regulations are either unclear or subject to ongoing varying interpretations, it is reasonably possible that changes in these estimates can occur that materially affect the amounts of income tax assets recognized. Also, future changes in tax laws could limit the Company from realizing the tax benefits from the deferred tax assets. The Company reassesses unrecognized income tax assets at each reporting period. vii. Functional currency Functional currency is the currency of the primary economic environment in which the Company and its subsidiaries operate. If indicators of the primary economic environment are mixed, then management uses its judgment to determine the functional currency that most faithfully represents the economic effect of underlying transactions, events and conditions. viii. Fair value of investment in securities not quoted in an active market or private company investments Where the fair values of financial assets and financial liabilities recorded on the consolidated statement of financial position cannot be derived from active markets, they are determined using a variety of valuation techniques. The inputs to these models are derived from observable market data where possible, but where observable market data is not available, judgment is required to establish fair values. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 9 5. MATERIAL ACCOUNTING POLICIES The accounting policies followed by the Company as set out below have been consistently followed in the preparation of these financial statements. (a) Functional and Presentation Currency These consolidated financial statements are prepared in Canadian dollars, which is the functional currency of the Company and its Canadian subsidiaries. The functional currency for the Company’s subsidiaries in the United States and Argentina is United States dollars. The functional currency for the Company’s subsidiaries in Australia is Australian dollars. Translation of foreign currency transactions and balances Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates ruling at the date of the transaction. The subsequent payment or receipt of funds related to a transaction is translated at the rate applicable on the date of payment or receipt. Monetary assets and liabilities which are denominated in foreign currencies are re-translated at the rate of exchange ruling at the reporting date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction. All exchange differences in the consolidated financial statements are taken to the Statement of Loss and Other Comprehensive Income (Loss). The assets and liabilities of subsidiaries with functional currency other than Canadian dollars (being the presentation currency of the Company) are translated into Canadian dollars at the exchange rate at the reporting date and the Statement of Loss and Comprehensive Income (Loss) is translated at the average exchange rate for the period. On consolidation, exchange differences arising from the translation of these subsidiaries are recognized in Other Comprehensive Income (Loss). (b) Cash Cash includes deposits held with banks and which are available on demand or have an initial term of 90 days or less. (c) Exploration and Evaluation Assets Once the legal right to explore a property has been obtained, exploration and evaluation costs are capitalized as exploration and evaluation assets on an area of interest basis, pending determination of the technical feasibility and commercial viability of the property. Capitalized costs include costs directly related to exploration and evaluation activities in the area of interest. General and administrative costs are only allocated to the asset to the extent that those costs can be directly related to operational activities in the relevant area of interest. When a claim is relinquished, or a project is abandoned, the related deferred costs are recognized in profit or loss immediately. Although the Company has taken steps to verify its title to exploration and evaluation assets in which it has an interest, in accordance with industry standards for similarly advanced exploration properties, these procedures do not guarantee the Company’s title. A property may be subject to unregistered prior agreements or inadvertent non-compliance with regulatory requirements. At each reporting date, management reviews properties for events and circumstances which may indicate possible impairment. Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest is demonstrable, exploration and evaluation assets attributable to that area of interest are first tested for impairment and then reclassified to mining assets and development assets within property, plant and equipment. (d) Equipment (i) Recognition and measurement Items of equipment are stated at cost less accumulated depreciation and impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. (ii) Subsequent costs The cost of replacing part of an item of equipment is recognized when that cost is incurred, if it is probable that the future economic benefits of the item will flow to the Company and the cost of the item can be measured reliably. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 10 5. MATERIAL ACCOUNTING POLICIES (continued) (iii) Depreciation The carrying amount of equipment (including initial and subsequent capital expenditures) is amortized to the estimated residual value over the estimated useful life of the specific assets. Depreciation is calculated over the estimated useful life of each significant component of equipment as follows: - Field equipment 5 years straight-line - Office equipment 5 years straight-line - Right-of-use assets 3-5 years straight-line - Leasehold improvements straight-line over term of the lease - Furniture 5 years straight-line - Vehicles 5 years straight-line Depreciation methods, useful lives, and residual values are reviewed at least annually and adjusted if appropriate. (iv) Disposal Gains and losses on disposal of an item of equipment are determined by comparing the proceeds from disposal with the carrying amount of the item and are recognized in profit or loss. (e) Impairment – Non-Financial Assets At each reporting date the Company reviews the carrying amounts of its non-financial assets to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. An impairment loss is recognized when the carrying amount of an asset, or a cash generating unit (“CGU”), exceeds its recoverable amount. A CGU is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. The recoverable amount of an asset is the greater of an asset’s fair value less the cost to sell the asset and its value in use. In assessing value in use, estimated future cash flows are discounted to present value using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the CGU to which the asset belongs. Impairment losses are recognized in profit and loss for the period. Impairment losses recognized in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the CGUs and then to reduce the carrying amount of the other assets in the unit on a pro-rata basis. An impairment loss is only reversed if there is an indication that the impairment loss may no longer exist and there has been a change in the estimate used to determine the recoverable amount, however, not to an amount higher than the carrying amount that would have been determined had no impairment loss been recognized in previous years. Assets that have an indefinite useful life are not subject to depreciation and are tested annually for impairment. (f) Asset Retirement Obligations Asset retirement obligations are recorded when a present legal or constructive obligation exists as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the liability. The unwinding of the discount is recognized as finance costs. Changes in reclamation estimates are accounted for prospectively as a change in the corresponding capitalized cost. (g) Leases A contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a period in exchange for consideration. At inception or on reassessment of a contract that contains a lease component, the Company has elected not to separate non-lease components and will instead account for the lease and non-lease components as a single lease component. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 11 5. MATERIAL ACCOUNTING POLICIES (continued) The Company recognizes right-of-use assets at the commencement date of the lease and is initially measured at cost, and subsequently at cost less any accumulated depreciation and impairment losses and adjusted for any changes to lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date. The Company has elected not to recognize a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that cannot be readily determined, the Company’s incremental borrowing rate. The carrying amount of lease liabilities is remeasured if there is a modification to an index or rate, a change in the residual value guarantee, or changes in the assessment of whether a purchase, extension or termination option will be exercised. (h) Share Capital Common shares are classified as equity. Incremental costs directly attributable to the issue of common shares are recognized as a deduction from equity. Common shares issued for consideration other than cash, are measured based on the fair value of the consideration received, unless the fair value cannot be estimated reliably, in which case they are measured at the fair value of the shares at the date the shares are issued. (i) Warrants From time to time, warrants are issued as part of a unit which is made up of a common share and a full or partial warrant. The warrant allows the holder to acquire common shares of the Company. The Company uses the residual value in assigning the value to the warrant which is included in the warrant reserve in the statement of changes in equity. (j) Share-based payments The Company’s stock option plan allows Company employees, directors, officers and consultants to acquire common shares of the Company. The fair value of options granted is recognized as a share-based payments expense or capitalized to exploration and evaluation assets with a corresponding increase in equity reserves. Fair value is measured at the grant date, and each tranche is recognized using the graded vesting method over the period during which the options vest. The fair value of granted options is measured using the Black-Scholes option pricing model, taking into account the terms and conditions upon which the options were granted. At each reporting date, the amount recognized as an expense is adjusted to reflect the actual number of stock options that are expected to vest. In situations where equity instruments are issued to settle amounts due or for goods or services received by the Company as consideration which cannot be estimated reliably, they are measured at the fair value of the share-based payment. Otherwise, share-based payments are measured at the fair value of the amount settled or goods or services received. (k) Flow-through shares Resource expenditure deductions for income tax purposes related to exploration activities funded by flow-through share arrangements are renounced to investors under Canadian income tax legislation. On issuance, the Company separates the flow-through share into i) a flow-through share premium, equal to the estimated premium, if any, investors paid for the flow-through feature, which is recognized as a liability due to the obligation to incur eligible expenditures and ii) share capital. Upon eligible exploration expenditures being incurred, the Company recognizes a deferred tax liability for the amount of tax deduction renounced to shareholders. To the extent that eligible deferred income tax assets are available, the Company will reduce the deferred income tax liability and records a deferred income tax recovery. Proceeds received from the issuance of flow-through shares must be expended on Canadian resource property exploration within a period of two years. Failure to expend such funds as required under the Canadian income tax legislation will result in a Part XII.6 tax to the Company on flow-through proceeds renounced under the “Look-back” Rule. If applicable, this tax is classified as an administration expense. (l) Loss per Share Basic loss per share is calculated by dividing the loss for the year by the weighted average number of common shares outstanding during the year. The Company uses the treasury stock method to compute the dilutive effect of options and other similar instruments. Under this method, the weighted average number of shares outstanding used in the calculation of diluted loss per share assumes that the deemed proceeds received from the exercise of stock options and their equivalents would be used to repurchase common shares of the Company at the average market price during the period. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 12 5. MATERIAL ACCOUNTING POLICIES (continued) Shares to be issued on existing stock options, warrants and convertible debenture have not been included in the computation of diluted loss per share as to do so would be anti-dilutive. Accordingly, basic and diluted loss per share is the same for the years presented. (m) Income taxes Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognized in profit or loss except to the extent that it relates to items recognized directly in equity or in other comprehensive income. Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted at the reporting date, and any adjustment to tax payable in respect of previous years. Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments in subsidiaries and jointly controlled entities to the extent that it is probable that they will not reverse in the foreseeable future. In addition, deferred tax is not recognized for taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously. A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilized. Future taxable profits are determined based on the reversal of relevant taxable temporary differences. If the amount of taxable temporary differences is insufficient to recognize a deferred tax asset in full, then future taxable profits, adjusted for reversals of existing temporary differences, are considered, based on the business plan for the Company. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. (n) Financial Instruments (i) Classification The Company classifies its financial assets in the following categories: at fair value through profit and loss (“FVTPL”), at fair value through other comprehensive income (“FVTOCI”) or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company’s business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading (including all equity derivative instruments) are classified as at FVTPL. For other equity instruments, on the day of acquisition the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives), or the Company has opted to measure them at FVTPL (such as the Convertible Debentures). The Company has the following financial instruments, which are classified under IFRS 9 in the table below: Financial assets/liabilities Classification Cash and cash equivalents Amortized cost Accounts receivable Amortized cost Marketable securities FVTOCI Accounts payable and accrued liabilities Amortized cost Convertible debentures FVTPL (ii) Measurement Financial assets at FVTOCI Elected investments in equity instruments at FVTOCI are initially recognized at fair value plus transaction costs. Subsequently they are measured at fair value, with gains and losses arising from changes in fair value recognized in other comprehensive (loss) income. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 13 5. MATERIAL ACCOUNTING POLICIES (continued) Financial assets and liabilities at amortized cost Financial assets and liabilities at amortized cost are initially recognized at fair value, and subsequently carried at amortized cost less any impairment. Financial assets and liabilities at FVTPL Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed as incurred. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in profit or loss in the period in which they arise, except for the change in fair value attributable to changes in the credit risk of the financial liabilities, which is presented in other comprehensive (loss) income. The Company’s Convertible Debentures have been recognized at FVTPL. (iii) Impairment of financial assets at amortized cost Under IFRS 9, the Company recognizes a loss allowance using the expected credit loss model on financial assets that are measured at amortized cost. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to twelve month expected credit losses. Impairment losses on financial assets carried at amortized cost are reversed in subsequent periods if the amount of the loss decreases and the decrease can be objectively related to an event occurring after the impairment was recognized. (iv) Derecognition Financial assets The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all the associated risks and rewards of ownership to another entity. Gains and losses on derecognition are generally recognized in the profit or loss. However, gains and losses on derecognition of financial assets classified as FVTOCI remain within the accumulated other comprehensive (loss) income. Financial liabilities The Company derecognizes financial liabilities only when its obligations under the financial liabilities are discharged, cancelled or expired. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in the profit or loss. Future accounting pronouncements: The following standard has not yet been adopted by the Company and is being evaluated: Amendments to IAS 1 related to the Classification of Liabilities as Current or Non-Current, as issued in 2020, aim to clarify the requirements on determining whether a liability is current or non-current, and apply retrospectively for annual reporting periods beginning on or after 1 January 2024, with early application permitted. Among other items, the amendments clarify how a company classifies a liability that can be settled in its own shares, e.g., convertible debt. When a liability includes a counterparty conversion option that involves a transfer of the company’s own equity instruments, the conversion option is recognised as either equity or a liability separately from the host liability under IAS 32 Financial Instruments: Presentation. The IASB has now clarified that when a company classifies the host liability as current or non-current, it can ignore only those conversion options that are recognised as equity. The Company expects that the full balance of its convertible debentures will be classified as current, once the amendments become effective on January 1, 2024. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 14 6. TRANSACTIONS Merger with Consolidated Uranium Inc. On December 5, 2023, the Company and Consolidated Uranium completed a merger pursuant to a definitive arrangement agreement (the “Arrangement”, or the “Merger”) for a share-for-share exchange whereby the Company acquired all of the issued and outstanding common shares of Consolidated Uranium (the “Consolidated Uranium Shares”) not already held by the Company. Pursuant to the Arrangement, Consolidated Uranium shareholders received 0.5 common shares of the Company for each Consolidated Uranium Share held (the “Exchange Ratio”). In aggregate, the Company issued 52,164,727 common shares under the Arrangement. The Merger created a leading, globally diversified uranium company by combining the Company’s Hurricane uranium deposit and extensive exploration portfolio in the Athabasca Basin, Saskatchewan with Consolidated Uranium’s substantial historical mineral resource base, high-quality, near-term producing uranium mines in Utah, and a strategic portfolio of highly prospective uranium exploration properties in Canada, the United States, Australia and Argentina. The closing price of the Company’s common shares was $3.92 on the date of issue. In connection with the Merger, the Company assumed Consolidated Uranium’s obligations pursuant to its outstanding share purchase warrants. As a result, the Company may be obligated to issue up to 1,489,731 common shares of the Company, after taking into account the Exchange Ratio, upon the exercise of warrants, expiring between December 30, 2023 and March 4, 2024 with exercise prices between $1.46 and $3.30 per common share of the Company. The Company also issued 3,273,898 replacement stock options in exchange for outstanding Consolidated Uranium stock options, after taking into account the Exchange Ratio, expiring between December 5, 2024 and January 6, 2028 with exercise prices between $0.59 and $5.10 per common share of the Company. All replacement stock options issued were fully vested at the time of issue. The consideration paid by the Company has been calculated as follows: Company’s common shares issued for Consolidated Uranium Shares 52,164,727 Company’s closing share price December 5, 2023 $ 3.92 Total common share consideration $ 204,485,730 Assumption of Consolidated Uranium’s warrant obligations 1,550,797 Company stock options exchanged for Consolidated Uranium stock options 5,915,876 Carrying value of Company’s existing shareholding in Consolidated Uranium 1,836,000 Transaction costs 3,218,698 Total consideration $ 217,007,101 The estimated fair values of the warrants assumed, and options exchanged were determined using the Black-Scholes option pricing model. The following weighted average assumptions were used to estimate the fair value of the warrants assumed and options exchanged: Warrants Options Expected stock price volatility 40.76% 54.08% Expected life in years 0.2 2.6 Risk free interest rate 4.93% 4.29% Expected dividend yield 0.00% 0.00% Company common share price $ 3.92 $ 3.92 Exercise price $ 2.97 $ 3.48 Fair value per $ 1.04 $ 1.81 ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 15 6. TRANSACTIONS (continued) The Company has accounted for the Merger as an asset acquisition and the Company allocated the total consideration to the individual assets and liabilities of Consolidated Uranium on December 5, 2023. The allocation of the total consideration was as follows: Exploration and evaluation assets $ 195,245,636 Land, Property and equipment 15,001,899 Marketable securities 7,787,750 Cash 3,651,481 Environmental bonds 2,594,281 Accounts receivable 764,410 Prepaid expenses 331,532 Accounts payable and accrued liabilities (5,318,213) Contingent liability (608,518) Asset retirement obligation (1,923,330) Lease liability (519,827) Total net assets acquired $ 217,007,101 The Company assumed an obligation of Consolidated Uranium pursuant to the acquisition of the Ben Lomond project in 2022, to make a payment of $1,050,000 to Mega Uranium Inc. if the future monthly average uranium spot price of uranium exceeds US$100 per pound. This contingent liability was fair valued on December 5, 2023 at $608,518 using a Monte Carlo Simulation model and included in accounts payable and accrued liabilities. The fair value of the contingent liability increased to $771,848 on December 31, 2023. The assumptions used in the Monte Carlo Simulation model were as follows: December 31, 2023 December 5, 2023 Expected uranium price volatility 7.67% 7.72% Expected life (years) 18.4 18.5 Risk free interest rate 3.44% 3.96% Credit spread 21.81% 22.22% Uranium price on valuation date (US$ per pound) $ 91.00 $ 81.45 Contingent payment trigger price (US$ per pound) $ 100.00 $ 100.00 Also included in accounts payable and accrued liabilities is a deferred payment obligation of $1,031,025 due and payable to Energy Fuels Inc. related to Consolidated Uranium’s acquisition of the Tony M, Daneros and RIM mines in Utah. The results of the Company for the year to December 31, 2023 include the results of Consolidated Uranium from December 5, 2023 to December 31, 2023. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 16 7. MARKETABLE SECURITES The carrying value of marketable securities is based on the estimated fair value of the common shares and warrants, respectively determined using published closing share prices and the Black-Scholes option pricing model. Subscription receipts are valued at cost. Subscription Receipts Common Shares Warrants Total Balance, January 1, 2022 $ - $ 9,314,985 $ - $ 9,314,985 Change in fair value recorded in Other comprehensive income - (3,540,368) - (3,540,368) Balance, January 1, 2023 $ - $ 5,774,617 $ - $ 5,774,617 Acquired during the period 2,000,000 1,581,137 418,868 4,000,005 Acquired as part of the Merger (Note 6) - 7,787,750 - 7,787,750 Re-allocated to Consolidated Uranium acquisition cost - (1,836,000) - (1,836,000) Change in fair value recorded in Other comprehensive income - 1,391,042 (81,724) 1,309,318 Balance, December 31, 2023 $ 2,000,000 $ 14,698,546 $ 337,144 $ 17,035,690 On December 31, 2023, marketable securities consisted of the following securities: Subscription Receipts Common Shares Warrants 92 Energy Ltd. - 10,755,000 - Latitude Uranium Inc. - 5,907,600 2,857,150 NexGen - 279,791 - Premier American Uranium Inc. - 3,910,424 - Atha Energy Corp. 2,000,000 - - As at December 31, 2023 the Company’s shareholding in 92 Energy Ltd. (“92 Energy”) represented 10.1% of the outstanding capital of 92 Energy. The Company held 900,000 Consolidated Uranium shares before completing the Merger (Note 6). On February 22, 2022, Consolidated Uranium completed a transaction pursuant to which it transferred its Moran Lake Project and associated liabilities to Latitude Uranium Inc. (previously Labrador Uranium Inc. “Latitude Uranium”), which trades on the Canadian Securities Exchange, in exchange for 16,000,000 common shares of Latitude Uranium. Consolidated Uranium subsequently distributed the 16,000,000 common shares of Latitude Uranium to its shareholders and the Company received 193,300 Latitude Uranium common shares. On April 5, 2023, the Company subscribed for 5,714,300 subscription receipts of Latitude Uranium (“Latitude Subscription Receipts”) at a price of $0.35 per Latitude Subscription Receipt for total consideration of $2,000,005. On June 19, 2023, in connection with completion of Latitude Uranium’s acquisition of a 100% interest in the Angilak Uranium Project in Nunavut Territory from ValOre Metals Corp., the Latitude Subscription Receipts were converted into one unit of Latitude Uranium, consisting of one common share of Latitude Uranium and one-half of one common share purchase warrant, exercisable at a price of $0.50 at any time on or before April 5, 2026. Prior to the Merger, on November 27, 2023, Consolidated Uranium completed a transaction pursuant to which it transferred ownership of eight U.S. Department of Energy leases and certain patented claims located in Colorado to Premier American Uranium Inc. (“Premier American Uranium“) in exchange for 7,753,572 common shares of Premier American Uranium. Consolidated Uranium subsequently distributed 3,876,786 common shares of Premier American Uranium to its shareholders (and retained the remainder) and the Company received 33,638 Premier American Uranium common shares pursuant to this distribution prior to the Merger. Premier American Uranium subsequently listed on the TSXV. Through the Merger, the Company acquired 279,791 shares of NexGen and 3,876,786 shares of Premier American Uranium retained by Consolidated Uranium (Note 6). As at December 31, 2023 the Company’s shareholding in Premier American Uranium represents 24.8% of the outstanding common shares of Premier American Uranium. When taking into account the 12,000 compressed shares of Premier American Uranium issued and outstanding, each of which is convertible into 1,000 Premier American Uranium common shares, the Company has beneficial ownership and control and direction over 14.1% of Premier American Uranium. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 17 7. MARKETABLE SECURITES (continued) On December 28, 2023, the Company subscribed to 2,000,000 subscription receipts of Atha Energy Corp. (“Atha Energy”) (the “Atha Subscription Receipts”) at a price of $1.00 per Atha Subscription Receipt. Each Atha Subscription Receipt entitles the Company to receive one common share of Atha Energy upon the satisfaction of certain escrow release conditions, including the receipt of all necessary approvals relating to Atha Energy’s proposed acquisition of Latitude Uranium announced on December 7, 2023. The following assumptions were used to estimate the fair value of the Latitude Uranium warrants: December 31, 2023 June 19, 2023 Expected stock price volatility 114.23% 104.42% Expected life of warrants (years) 2.3 2.8 Risk free interest rate 3.67% 4.20% Expected dividend yield 0% 0% Latitude Uranium share price $ 0.25 $ 0.29 Exercise price $ 0.50 $ 0.50 Fair value per warrant $ 0.12 $ 0.15 8. PROPERTY AND EQUIPMENT The following is a summary of the carrying values of property and equipment: Land and buildings Vehicles and equipment Right-of-use asset Leasehold improve- ments Furniture Total Cost Balance, January 1, 2022 $ - $ 106,704 $ - $ - $ - $ 106,704 Additions - - - - - - Balance, December 31, 2022 $ - $ 106,704 $ - $ - $ - $ 106,704 Acquired as part of the Merger 12,554,433 1,795,868 497,263 125,848 28,487 15,001,899 Foreign exchange movement (326,365) (42,416) - - - (368,781) Balance, December 31, 2023 $12,228,068 $ 1,860,156 $ 497,263 $ 125,848 $ 28,487 $ 14,739,822 Accumulated depreciation Balance, January 1, 2022 $ - $ 40,155 $ - $ - $ - $ 40,155 Depreciation - 17,622 - - - 17,622 Balance, December 31, 2022 $ - $ 57,777 $ - $ - $ - $ 57,777 Depreciation - 32,214 8,553 2,161 489 43,417 Balance, December 31, 2023 $ - $ 89,991 $ 8,553 $ 2,161 $ 489 $ 101,194 Net book value: Balance, December 31, 2022 $ - $ 48,927 $ - $ - $ - $ 48,927 Balance, December 31, 2023 $12,228,068 $ 1,770,165 $ 488,710 $ 123,687 $ 27,998 $ 14,638,628 ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 18 9. EXPLORATION AND EVALUATION ASSETS The following is a summary of the carrying value of the acquisition costs and expenditures on the Company’s exploration and evaluation assets: Note December 31, 2023 December 31, 2022 Acquisition costs: Acquisition costs, opening $ 35,290,505 $ 35,322,962 Additions 9(a) 167,988 10,249 Acquired as part of the Merger 6 195,245,636 - Dispositions and derecognition 9(b) (18,985) (42,706) Foreign exchange movement (3,260,191) - Acquisition costs, closing $ 227,424,953 $ 35,290,505 Exploration and evaluation costs: Exploration costs, opening $ 35,875,125 $ 25,632,628 Additions: Drilling 4,305,836 4,480,515 Geological and geophysical 2,816,357 1,593,079 Camp costs 1,501,728 705,447 Share-based compensation 15 1,518,015 1,831,449 Labour and wages 1,181,557 836,965 Extension of claim deposits/(refunds) (292,083) 470,021 Geochemistry and assays 130,962 190,177 Travel and other 407,313 177,524 Engineering 118,618 - Disposal and derecognition of assets 9(b) (232,043) (42,680) Total exploration and evaluation in the period $ 11,456,260 $ 10,242,497 Exploration and evaluation, closing $ 47,331,385 $ 35,875,125 Total costs, closing $ 274,756,338 $ 71,165,630 All claims are subject to minimum expenditure commitments. The Company expects to incur the minimum expenditures to maintain the claims. (a) Additions In the year ended December 31, 2023, the Company spent $4,658 to stake several property extensions and two new properties, Ward Creek and Ledge, adding approximately 6,281 hectares of mineral tenure in the Eastern Athabasca. The fair value of the contingent liability related to the acquisition of the Ben Lomond property (Note 6) increased by $163,330 between December 5, 2023 and December 31, 2023 and the increase in value has been recognized as an increase in the acquisition cost of Ben Lomond. In the year ended December 31, 2022, the Company spent $10,249 to re-stake a portion of the Cable project, stake several property extensions and one new property, Rapid River, adding approximately 14,817 hectares of mineral tenure in the Eastern Athabasca. (b) Derecognitions The Company decided in 2023 to let the claims underlying the Whitewater property lapse and a loss on disposal of $251,028 was recognized on lapsing of the claims. In September 2022, the Company lapsed all the mineral claims underlying the Cable (a portion of the Cable claims were re-staked in December 2022), Eagle, Horizon, and Whitewater East properties, as well of one of the five Whitewater mineral claims. These claims were lapsed pursuant to the Company’s ongoing property portfolio evaluation process and a loss on disposal of $85,386 was recognized on the lapsing of the claims. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 19 10. ENVIRONMENTAL BONDS AND ASSET RETIREMENT OBLIGATIONS Environmental bonds have been posted with regulatory authorities in Utah, Unites States and Queensland, Australia to secure asset retirement obligations, as well as the reclamation related to recently reclaimed and future exploration work. December 31, 2023 Opening balance, start of period $ - Acquired as part of the Merger 2,594,281 Foreign exchange movement (52,234) Balance, December 31, 2023 $ 2,542,047 A provision for environmental rehabilitation was assumed during the Merger in respect of the Tony M, Daneros and Rim mineral properties in Utah, United States and the Ben Lomond property in Queensland, Australia. The provision is based on the applicable regulatory body’s estimates of projected reclamation costs. The asset retirement obligation is estimated at an undiscounted amount in current year dollars of $1,876,245 to be incurred when reclamation activities are estimated to commence over a period of 8 to 9 years escalated by expected inflation and discounted using risk-free rates varying from 4.20% to 4.32%. December 31, 2023 Opening balance, start of period $ - Assumed as part of the Merger 1,923,330 Accretion 5,732 Foreign exchange movement (33,590) Balance, December 31, 2023 $ 1,895,472 11. LEASE LIABILITIES The Company assumed an office lease entered into by Consolidated Uranium on January 1, 2023, for lease payments of $13,000 per month until December 31, 2027. The discount rate applied to the lease was 10%. The lease liability assumed during the Merger was $519,827. December 31, 2023 Opening balance, start of period $ - Assumed as part of the Merger 519,827 Interest expense 3,642 Payments (10,903) Balance, December 31, 2023 $ 512,566 Less: Current portion (109,680) Long-term lease liability $ 402,886 ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 20 12. COMMITMENTS Flow-through funding commitments The Company has raised funds through the issuance of flow-through shares. Based on Canadian tax law, the Company is required to spend this amount on eligible exploration expenditures by December 31 of the year following the year in which the shares were issued. The premium received for a flow-through share, which is the price received for the share in excess of the market price of the share, is recorded as a flow-through share premium liability. This liability is subsequently reduced when the required exploration expenditures are made, on a pro rata basis, and accordingly, a recovery of flow-through premium is then recorded as a reduction in the deferred tax expense to the extent that deferred income tax assets are available. The Company issued flow-through shares on December 6, 2022 for proceeds of $5,029,000 (Note 15) and subsequently incurred $5,029,000 in eligible exploration expenditures in the period to December 31, 2023, fulfilling the Company’s obligation to spend the funds raised on eligible exploration expenditures. As the commitment is fully satisfied, the remaining balance of the flow-through premium liability was derecognized. The flow-through share premium liability for the years ended December 31, is comprised of: December 31, 2023 December 31, 2022 Balance, opening $ 2,068,785 $ - Liability incurred on flow-through shares issued - 2,115,000 Settlement of flow-through share liability on expenditures (2,068,785) (46,215) Balance, closing $ - $ 2,068,785 Contingent payment obligations The Company assumed Consolidated Uranium’s obligation to make a contingent payment of $500,000 related to the acquisition of the West Newcastle Range, Teddy Mountain and Ardmore East projects, if either of the following milestones are met within eight years: • a National Instrument 43-101 compliant mineral resource estimate for the West Newcastle Range and Teddy Mountain projects is prepared where the mineral resource estimate is greater than or equal to 6.0 million pounds of U₃O₈; or • with respect to the Ardmore East project the mineral resources estimate is greater than or equal to 6.0 million pounds of U₃O₈ equivalent. Royalties In addition to applicable federal, provincial/state and municipal severance taxes, duties and royalties, the Company’s exploration and evaluation properties are subject to certain royalties, which may nor not be payable in future, depending on whether revenue is derived from the claims or leases to which these royalties are applicable. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 21 13. CONVERTIBLE DEBENTURES 2020 Debentures On August 18, 2020, IsoEnergy entered into an agreement with Queen’s Road Capital Investment Ltd. (“QRC”) for a US$6 million private placement of unsecured convertible debentures (the “2020 Debentures”). The 2020 Debentures carry a coupon (“Interest”) of 8.5% per annum, of which 6% is payable in cash and 2.5% payable in common shares of the Company, over a 5-year term. The coupon on the 2020 Debentures can be reduced to 7.5% per annum on the public dissemination by the Company of an economically positive preliminary economic assessment study, at which point the cash component of the Interest will be reduced to 5% per annum. The principal amount of the 2020 Debentures (converted into Canadian dollars) is convertible into common shares of the Company at QRC’s option at a conversion price (the “Conversion Price”) of $0.88 per share, up to a maximum (the “Maximum Conversion Shares”) of 9,206,311 common shares. The Company received gross proceeds of $7,902,000 (US$6,000,000) on issuance of the 2020 Debentures. In the year ended December 31, 2023, the Company incurred interest expense of $688,360 (2022: $663,822) on the 2020 Debentures, of which $476,390 was settled in cash (2022: $475,827) and the remainder with the issue of 61,700 common shares of the Company (2022: 63,890). 2022 Debentures On December 6, 2022, IsoEnergy entered into an agreement with QRC for a US$4 million private placement of unsecured convertible debentures (the “2022 Debentures” and together with the 2020 Debentures, the “Debentures”). The 2022 Debentures carry Interest at 10% per annum, of which 7.5% is payable in cash and 2.5% payable in common shares of the Company, over a 5-year term. The principal amount of the 2022 Debentures (converted into Canadian dollars) is convertible into common shares of the Company at the holder’s option at a Conversion Price of $4.33 per share, up to 1,464,281 Maximum Conversion Shares. The Company received gross proceeds of $5,459,600 (US$4,000,000) on issuance of the 2022 Debentures. A 3% establishment fee of $163,788 (US$120,000) was paid to QRC in cash on closing. The fair value of the 2022 Debentures on issuance date was determined to be $5,295,812. In the year ended December 31, 2023, the Company incurred interest expense of $539,891 (2022: $37,787) on the 2022 Debentures, of which $396,993 (2022: $28,201) was settled in cash and the remainder with the issue of 41,133 (2022: 3,168) common shares of the Company. General terms of the Debentures Interest is payable semi-annually on June 30 and December 31, and common shares of the Company issued as partial payment of Interest are, subject to TSXV approval, issuable at a price equal to the 20-day volume-weighted average trading price (“VWAP”) of the Company’s common shares on the TSXV on the twenty days prior to the date such Interest is due. On the conversion of any portion of the principal amount of the Debentures, if the number of common shares to be issued on such conversion, taking into account all common shares issued in respect of all prior conversions of such Debentures, would result in the common shares to be issued exceeding the Maximum Conversion Shares for such Debentures, on conversion QRC shall be entitled to receive a payment (an “Exchange Rate Fee”) equal to the number of common shares that are not issued as a result of exceeding the Maximum Conversion Shares, multiplied by the 20-day VWAP. IsoEnergy can elect to pay any such Exchange Rate Fee in cash or, subject to the TSXV approval, in common shares of the Company. The Company will be entitled, on or after the third anniversary of the date of issuance of such Debentures, at any time the 20-day VWAP of the Company’s shares listed on the TSXV exceeds 130% of the applicable Conversion Price, to redeem such Debentures at par plus accrued and unpaid Interest. Upon completion of a change of control (which also requires in the case of the holders’ right to redeem the Debentures, a change in the Chief Executive Officer of the Company), the holders of the Debentures or the Company may require the Company to purchase or the holders to redeem, as the case may be, any outstanding Debentures in cash at: (i) on or prior to August 18, 2023 for the 2020 Debentures and on or prior to December 6, 2025 for the 2022 Debentures, 130% of the principal amount; and (ii) at any time thereafter, 115% of the principal amount, in each case plus accrued but unpaid interest, if any. In addition, upon the public announcement of a change of control that is supported by the Board of Directors, the Company may require the holders of the Debentures to convert the Debentures into common shares at the Conversion Price provided the consideration payable upon the change of control exceeds the Conversion Price and is payable in cash. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 22 13. CONVERTIBLE DEBENTURES (continued) The Company revalues the Debentures to fair value at the end of each reporting period with the change in the period related to credit risk recorded in Other Comprehensive Income or Loss (“OCI”) and other changes in fair value in the period recorded in the income or loss for the period. Year ended December 31, 2023 2022 Debentures 2020 Debentures Total Fair value, start of period $ 5,136,560 $ 22,269,401 $ 27,405,961 Change in fair value in the period included in profit and loss 644,999 9,123,832 9,768,831 Change in fair value in the period included in OCI 102,649 170,800 273,449 Fair value, end of period $ 5,884,208 $ 31,564,033 $ 37,448,241 Year ended December 31, 2022 2022 Debentures 2020 Debentures Total Fair value, balance, start of period $ - $ 25,101,132 $ 25,101,132 Fair value on issuance 5,295,812 - 5,295,812 Change in fair value in the period included in profit and loss (163,006) (2,758,800) (2,921,806) Change in fair value in the period included in OCI 3,754 (72,931) (69,177) Fair value, end of period $ 5,136,560 $ 22,269,401 $ 27,405,961 The following assumptions were used to estimate the fair value of the Debentures: 2022 Debentures 2020 Debentures December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 Expected stock price volatility 53.00% 52.80% 53.00% 52.80% Expected life (years) 3.9 4.9 1.6 2.6 Risk free interest rate 3.61% 3.76% 3.44% 4.27% Expected dividend yield 0.00% 0.00% 0.00% 0.00% Credit spread 21.81% 23.85% 21.81% 23.85% Underlying share price of the Company $ 3.69 $ 2.91 $ 3.69 $ 2.91 Conversion price $ 4.33 $ 4.33 $ 0.88 $ 0.88 Exchange rate (C$:US$) 1.3243 1.3554 1.3243 1.3554 ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 23 14. INCOME TAXES A reconciliation of income taxes at statutory rates with the reported income taxes is as follows: December 31, 2023 December 31, 2022 Loss from operations $ (20,540,683) $ (8,399,405) Statutory rate 27% 27% Expected tax recovery $ (5,545,984) $ (2,267,839) Permanent differences: Share-based compensation 1,722,133 2,045,385 Convertible debt 2,637,584 (788,888) Other 85,520 3,143 Release of flow-through share premium liability (note 12) (2,068,785) (46,215) Flow-through renunciation 1,328,160 29,670 Unrecognized deferred tax assets (10,771) - Income tax (recovery) expense $ (1,852,143) $ (1,024,744) The tax effects of temporary differences between amounts recorded in the Company's accounts and the corresponding amounts as calculated for income tax purposes gives rise to the following deferred tax assets and liabilities: December 31, 2023 December 31, 2022 Tax loss carry forwards $ 6,241,436 $ 5,013,950 Financing costs 303,471 208,277 Exploration and evaluation assets (7,142,964) (5,866,765) Marketable securities (302,767) (301,253) Property and equipment 86,637 78,882 Deferred tax liabilities $ (814,187) $ (866,909) As at December 31, 2023, no deferred tax assets are recognized on the following temporary differences as it is not probable that sufficient future taxable profit will be available to realize such assets: December 31, 2023 Canadian tax loss carry forwards $ 286,553 Australian tax loss carry forwards 941,236 US tax loss carry forwards 35,870,094 Marketable securities (621,092) Property and equipment (504,601) Capital lease obligations 512,567 Financing costs 1,154,552 Asset retirement obligation 5,676 ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 24 14. INCOME TAXES (continued) Movement in the Company’s deferred tax balance in the year is as follows: December 31, 2023 Opening Balance Recognized in Income Tax Expense Recognized in Shareholders Equity Recognized in Other Comprehensive Income Closing Balance Deferred tax assets: Tax loss carry forwards $ 5,013,950 $ 1,227,486 $ - $ - $ 6,241,436 Financing costs 208,277 (175,684) 270,878 - 303,471 Deferred tax liabilities: Exploration and evaluation assets (5,866,765) (1,276,199) - - (7,142,964) Marketable securities (301,253) - - (1,514) (302,767) Equipment 78,882 7,755 - - 86,637 $ (866,909) $ (216,642) $ 270,878 $ (1,514) $ (814,187) December 31, 2022 Opening Balance Recognized in Income Tax Expense Recognized in Shareholders Equity Recognized in Other Comprehensive Income Closing Balance Deferred tax assets: Tax loss carry forwards $ 3,857,193 $ 1,156,757 $ - $ - $ 5,013,950 Financing costs 168,318 (171,403) 211,362 - 208,277 Deferred tax liabilities: Exploration and evaluation assets (5,855,183) (11,582) - - (5,866,765) Marketable securities (779,203) - - 477,950 (301,253) Equipment 74,125 4,757 - - 78,882 $ (2,534,750) $ 978,529 $ 211,362 $ 477,950 $ (866,909) In 2023, a further $2,068,785 income tax recovery was recognized on the settlement of flow-through share liability on expenditures (2022: $46,215), for a total deferred tax recovery of $1,852,143 in the consolidated statement of profit (loss). The Company has non-capital and other losses of $22,936,710 (2022 - $18,390,466) which expire in 2035-2043. Tax attributes are subject to review, and potential adjustment, by tax authorities. In 2016 IsoEnergy acquired exploration and evaluation assets from NexGen. At the time of acquisition from NexGen the net book value was $22,773,810, as recorded in NexGen’s financial statements immediately prior to the transfer, compared to the consideration paid by the Company of $29,000,000. The difference has not been recognized as a deferred tax liability pursuant to the “initial recognition exemption” under IFRS 12 - Income Taxes. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 25 15. SHARE CAPITAL Authorized Capital - Unlimited number of common shares with no par value. Issued For the year ended December 31, 2023 (a) During the year ended December 31, 2023, the Company issued: • 1,862,166 common shares on the exercise of stock options for proceeds of $1,571,805. As a result of the exercises, $1,089,698 was reclassified from reserves to share capital; • 246,622 common shares on the exercise of warrants for proceeds of $478,244. As a result of the exercises, $490,110 was reclassified from reserves to share capital. • 102,833 common shares to QRC to settle $334,827 of interest expense on the Debentures (see Note 13) (b) On December 5, 2023, the Company issued 52,164,727 common shares at $3.92 per share for a total of $204,485,730 in connection with the Merger (Note 6). (c) On December 5, 2023, concurrently with the completion of the Merger, the Company issued 8,134,500 common shares at a price of $4.50 per share for gross proceeds of $36,605,250. This financing was initially closed in escrow on October 19, 2023, with the Company issuing 8,134,500 subscription receipts each entitling the holder to one common share of the Company on the completion of the Merger. Share issuance cost was $732,375, net of tax of $270,878. For the year ended December 31, 2022 (a) During the year ended December 31, 2022 the Company issued 67,058 common shares to QRC to settle $207,540 of interest expense on the Debentures (see Note 13). (b) During the year ended December 31, 2022, the Company issued 1,074,500 common shares on the exercise of stock options for proceeds of $719,891. As a result of the exercises, $470,421 was reclassified from reserves to share capital. (c) On December 6, 2022, the Company issued the following common shares: • 1,801,802 common shares to NexGen, at a price of $3.33 per share for gross proceeds of $6,000,001. • 600,000 common shares at a price of $3.33 per share for gross proceeds of $1,998,000. • 940,000 flow-through common shares, at a price of $5.35 per share for gross proceeds of $5,029,000. Share issuance costs were $571,459, net of tax of $211,362. Stock Options Pursuant to the Company’s stock option plan, directors may, from time to time, authorize the issuance of options to directors, officers, employees and consultants of the Company, enabling them to acquire up to 10% of the issued and outstanding common shares of the Company. The options can be granted for a maximum term of 10 years and are subject to vesting provisions as determined by the Board of Directors of the Company. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 26 15. SHARE CAPITAL (continued) Stock option transactions and the number of stock options outstanding on the dates set forth below are summarized as follows: Number of options Weighted average exercise price per share Outstanding January 1, 2022 8,166,667 $ 2.17 Granted 3,572,500 3.51 Cancelled (301,667) 3.39 Expired (6,667) 3.99 Exercised (1,074,500) 0.67 Outstanding December 31, 2022 10,356,333 $ 2.75 Granted 4,467,500 $ 3.50 Replacement options granted to Consolidated Uranium option holders 3,273,898 3.48 Cancelled (280,000) 3.21 Expired (183,334) 3.99 Exercised (1,862,166) 0.84 Outstanding, December 31, 2023 15,772,231 $ 3.32 Number of options exercisable $ 11,762,232 $ 3.25 As at December 31, 2023, the Company has stock options outstanding and exercisable as follows: Range of exercise prices Number of options Weighted average exercise price Number of options exercisable Weighted average exercise price Weighted average remaining contractual life (years) $0.38 - $2.61 3,189,366 $ 1.61 2,341,033 $ 1.24 2.7 $2.62 - $3.11 2,839,336 2.92 2,278,503 2.91 3.0 $3.12 - $3.81 3,286,750 3.44 2,281,750 3.42 3.8 $3.82 - $4.12 2,370,000 3.99 2,370,000 3.99 2.8 $4.13 - $4.54 2,649,571 4.14 1,187,071 4.15 4.5 $4.55 - $5.10 1,437,208 5.00 1,303,875 5.00 2.8 15,772,231 $ 3.32 11,762,232 $ 3.25 3.3 In general, options granted vest 1/3 on the grant date and 1/3 each year thereafter. The replacement options issued to Consolidated Uranium option holders were all vested on the date of issuance. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 27 15. SHARE CAPITAL (continued) The Company uses the Black-Scholes option pricing model to calculate the fair value of granted stock options. The model requires management to make estimates, which are subjective and may not be representative of actual results. Changes in assumptions can materially affect fair value estimates. The following weighted average assumptions were used to estimate the grant date fair values for the years ended December 31, 2023 and 2022: December 31, 20231 December 31, 2022 Expected stock price volatility 65.17% 92.00% Expected life of options (years) 5.0 5.0 Risk free interest rate 3.58% 2.99% Expected dividend yield 0% 0% Weighted average exercise price $ 3.50 $ 3.51 Weighted average fair value per option granted $ 1.99 $ 2.52 Note 1: Excludes the replacement options granted to Consolidated Uranium option holders. Refer Note 6 for the weighted average assumptions used to estimate the fair value of the replacement options. The Company has share-based compensation related to options that vested or forfeited in the period. Share-based compensation for the years ended December 31 are as follows: December 31, 2023 December 31, 2022 Capitalized to exploration and evaluation assets $ 1,518,015 $ 1,831,449 Expensed to the statement of loss and comprehensive loss 6,378,269 7,575,501 $ 7,896,284 $ 9,406,950 Warrants The Company assumed Consolidated Uranium’s warrant obligations during the Merger and reserved 1,489,731 common shares for issuance on the exercise of these warrants. Warrant transactions and the number of warrants outstanding on the dates set forth below are summarized as follows: Number of underlying shares Weighted average exercise price per share Outstanding January 1, 2022 and January 1, 2023 - $ - Consolidated Uranium warrants assumed 1,489,731 2.97 Expired (136,500) 2.20 Exercised (246,622) 1.94 Outstanding, December 31, 2023 1,106,609 $ 3.30 The 1,106,609 warrants outstanding on December 31, 2023 expires on March 4, 2024 and are exercisable at $3.30 per underlying IsoEnergy share. The Company uses the Black-Scholes option pricing model to calculate the fair value of warrants. The model requires management to make estimates, which are subjective and may not be representative of actual results. Changes in assumptions can materially affect fair value estimates. Refer to Note 6 for the weighted average assumptions used to estimate the fair values of the warrant obligations assumed from Consolidated Uranium. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 28 16. RELATED PARTY TRANSACTIONS NexGen is a related party of the Company due to its ownership in the Company and the overlapping members of the Board of Directors between NexGen and the Company. Certain of the Company’s key management personnel and directors are also directors and/or executives of Latitude Uranium, Premier American Uranium and Green Shift Commodities Ltd. (“Green Shift”), which are also related parties. Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consists of executive and non-executive members of the Company’s Board of Directors and corporate officers. Remuneration attributed to key management personnel is summarized as follows: Year ended December 31, 2023 Short term compensation Share-based compensation Total Expensed to the statement of income (loss) and comprehensive income (loss) $ 1,070,098 $ 5,313,954 $ 6,384,052 Capitalized to exploration and evaluation assets 332,133 588,999 921,132 $ 1,402,231 $ 5,902,953 $ 7,305,184 Year ended December 31, 2022 Short term compensation Share-based compensation Total Expensed to the statement of income (loss) and comprehensive income (loss) $ 826,159 $ 6,521,678 $ 7,347,837 Capitalized to exploration and evaluation assets 231,184 384,403 615,587 $ 1,057,343 $ 6,906,081 $ 7,963,424 As of December 31, 2023: • $52,891 (2022: $17,317) was included in accounts payable and accrued liabilities owing to related companies and directors and officers; and • $51,899 (2022: Nil) due from related companies was included in accounts receivable. During the year ended December 31, 2023, the Company: • reimbursed NexGen $28,997 (2022: $26,710) for use of NexGen’s office space; and • received $7,044 (2022: Nil) from Latitude Uranium and Green Shift for equipment rentals and as reimbursement for office expenses and salaries. On December 5, 2023, NexGen’s shareholding in the Company was diluted from 49.3% to 33.6% as a result of the completion of the Merger and NexGen concurrently acquired 3,333,350 of the 8,134,500 common shares of the Company issued pursuant to a private placement to maintain its post-Merger pro-rata interest (Note 15). On December 6, 2022, NexGen acquired 1,801,802 common shares of the Company pursuant to a private placement to maintain its pro-rata interest (Note 15). On February 28, 2022, the former Chief Financial Officer resigned and was paid $175,997 in accordance with the terms of her employment contract. This is excluded from the table above for the year ended December 31, 2022. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 29 17. CAPITAL MANAGEMENT The Company manages its capital structure, defined as total equity plus debt, and adjusts it, based on the funds available to the Company, in order to support the acquisition, exploration and evaluation of assets. The Board of Directors does not impose quantitative return on capital criteria for management, but rather relies on the expertise of the Company’s management to sustain the future development of the business. In the management of capital, the Company considers all types of equity and is dependent on third party financing, whether through debt, equity, or other means. Although the Company has been successful in raising funds to date, there is no assurance that the Company will be successful in obtaining required financing in the future or that such financing will be available on terms acceptable to the Company. The properties in which the Company currently has an interest are in the exploration and development stage. As such the Company, has historically relied on the equity markets to fund its activities. The Company will continue to assess new properties and seek to acquire an interest in additional properties if it determines that there is sufficient geologic or economic potential and if it has adequate financial resources to do so. Management reviews its capital management approach on an on-going basis and believes that this approach, given the relative size of the Company, is reasonable. The Company is not subject to externally imposed capital requirements. There were no changes in the Company’s approach to capital management during the period. 18. FINANCIAL INSTRUMENTS The Company’s financial instruments consist of cash, accounts receivable, marketable securities, accounts payable, accrued liabilities, lease liability and convertible debentures. Fair Value Measurement The Company classifies the fair value of financial instruments according to the following hierarchy based on the amount of observable inputs used to value the instrument: • Level 1 – quoted prices in active markets for identical assets or liabilities. • Level 2 – inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). • Level 3 – inputs for the asset or liability that are not based on observable market data. The fair values of the Company’s cash and cash equivalents, accounts receivable and accounts payable and accrued liabilities approximate their carrying value, due to their short-term maturities or liquidity. The Debentures are re-measured at fair value at each reporting date with any change in fair value recognized in profit or loss, except the change in fair value that is attributable to change in credit risk is presented in other comprehensive income (loss) (Note 13). The Debentures are classified as Level 2. The marketable securities are re-measured at fair value at each reporting date with any change in fair value recognized in other comprehensive income (loss) (Note 7). The marketable securities are Level 1 and Level 2. Financial instrument risk exposure As at December 31, 2023, the Company’s financial instrument risk exposure and the impact thereof on the Company’s financial instruments are summarized below: (a) Credit Risk Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. As at December 31, 2023, the Company has cash on deposit with large Canadian banks. Credit risk is concentrated as a significant amount of the Company’s cash and cash equivalents is held at one financial institution. Management believes the risk of loss to be remote. The Company’s accounts receivable mostly consists of input tax credits receivable from the Governments of Canada, Australia and Argentina and interest accrued on cash equivalents. Accordingly, the Company does not believe it is subject to significant credit risk. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 30 18. FINANCIAL INSTRUMENTS (continued) (b) Liquidity Risk Liquidity risk is the risk that an entity will encounter difficulty in raising funds to meet its obligations under financial instruments. The Company manages liquidity risk by maintaining sufficient cash balances. Liquidity requirements are managed based on expected cash flows to ensure that there is sufficient capital to meet short-term obligations. As at December 31, 2023, the Company had a working capital balance of $51,644,330, including cash of $37,033,250. (c) Market Risk Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates and commodity and equity prices. (i) Interest Rate Risk Interest rate risk is the risk that the future cash flows from a financial instrument will fluctuate due to changes in market interest rates. The Company holds its cash in bank accounts that earn variable interest rates. Due to the short-term nature of these financial instruments, fluctuations in market rates do not have a significant impact on the estimated fair value of the Company’s cash and cash equivalent balances as of December 31, 2023. The interest on the Debentures is fixed and not subject to market fluctuations. (ii) Foreign Currency Risk The functional currency of the Company is the Canadian dollar. Certain of the Company’s subsidiaries use the US dollar and Australian dollar as functional currencies. The Company is affected by currency transaction risk and currency translation risk. Consequently, fluctuations of the Canadian dollar in relation to other currencies impact the fair value of financial assets, liabilities and operating results. Financial assets and liabilities subject to currency translation risk primarily include US dollar and Australian dollar denominated cash, US dollar and Australian dollar accounts receivable, US dollar and Australian dollar accounts payable and accrued liabilities, the Debentures and Australian dollar denominated marketable securities. The Company maintains Canadian, US and Australian dollar bank accounts. The Company is exposed to foreign exchange risk on its US dollar denominated Debentures. At its respective maturity dates, the principal amounts of the Debentures are due in full, and prior to then at a premium upon the occurrence of certain events, including a change of control. The Company holds sufficient US dollars to make all cash interest payments due under the Debentures until maturity but not to pay the principal amount. Accordingly, the Company is subject to risks associated with fluctuations in the Canadian/US dollar exchange rate that may make the Debentures more costly to repay. A 5% change in the US dollar exchange rate can result in a net increase or decrease in the Company’s US dollar- based cash, accounts payable and accrued liabilities, accounts receivable and debt of $1,811,875 that would flow through the consolidated statement of loss and comprehensive income (loss). The Company is also exposed to foreign exchange risk on its Australian dollar denominated cash, accounts payable and accrued liabilities, accounts receivable and investment in 92 Energy. Accordingly, the Company is subject to risks associated with fluctuations in the Canadian/Australian dollar exchange rate that may impact on its operating results. A 5% change is the Australian dollar can increase or decrease the value of the Company’s Australian dollar-based cash, accounts payable and accrued liabilities, accounts receivable and marketable securities by $235,712 that would flow through other comprehensive income (loss). (iii) Price Risk The Company is exposed to price risk with respect to commodity and equity prices. Equity price risk is defined as the potential adverse impact of movements in individual equity prices or general movements in the level of the stock market on the Company’s financial performance. Commodity price risk is defined as the potential adverse impact of commodity price movements and volatilities on financial performance and economic value. Future declines in commodity prices may impact the valuation of long-lived assets. The Company closely monitors the commodity prices of uranium, individual equity movements, and the stock market. The Company holds marketable securities which are subject to equity price risk. ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 31 19. SEGMENT INFORMATION The Company has one operating segment, being the acquisition, exploration and development of uranium properties. The Company’s non-current assets are in four countries: Canada, the United States, Australia and Argentina, with the corporate office in Canada. Segmented disclosure and Company-wide information is as follows. Year ended December 31, 2023 Canada United States Australia Argentina Total Current assets $ 54,870,978 $ 121,165 $ 204,483 $ 64,583 $ 55,261,209 Property and equipment 821,393 13,734,657 - 82,578 14,638,628 Exploration and evaluation assets 117,493,997 124,891,434 24,828,886 7,542,021 274,756,338 Other non-current assets - 2,126,562 415,485 - 2,542,047 Total assets $ 173,186,368 $ 140,873,818 $ 25,448,854 $ 7,689,182 $ 347,198,222 Total liabilities $ 41,975,945 $ 1,447,617 $ 733,368 $ 20,735 $ 44,177,665 Year ended December 31, 2022 Canada Current assets $ 25,900,745 Property and equipment 48,927 Exploration and evaluation assets 71,165,630 Total assets $ 97,115,302 Total liabilities $ 30,894,612 Year ended December 31, 2023 Canada United States Australia Argentina Total Share-based compensation $ 6,378,269 $ - $ - $ - $ 6,378,269 Administrative salaries, contractor and director fees 1,606,388 5,154 9,852 - 1,621,394 Investor relations 540,230 - - - 540,230 Office and administrative 233,529 1,983 1,255 29,893 266,660 Professional and consultant fees 741,111 - 2,483 - 743,594 Travel 151,641 - 2,158 - 153,799 Public company costs 311,627 - - - 311,627 Total general and administrative expenditure $ 9,962,795 $ 7,137 $ 15,748 $ 29,893 $ 10,015,573 Year ended December 31, 2022 Canada Share-based compensation $ 7,575,501 Administrative salaries, contractor and director fees 1,412,472 Investor relations 471,317 Office and administrative 215,766 Professional and consultant fees 697,236 Travel 111,853 Public company costs 230,640 Total general and administrative expenditure $ 10,714,785 ISOENERGY LTD. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Expressed in Canadian Dollars) FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 32 20. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS There was no cash paid for income tax in the years ended December 31, 2023 and 2022. Non-cash transactions in the years ended December 31, 2023 and 2022 included: (a) The Company issued 52,164,727 shares in connection with the Merger on December 5, 2023 (Note 6). Cash acquired during the transaction is disclosed net of transaction costs. (b) A non-cash transaction of $1,518,015 (2022: $1,831,449) related to share-based payments was included in exploration and evaluation assets (Note 15). (c) Additions to exploration and evaluation assets are presented net of a non-cash increase in accounts payable of $116,747 (2022: a non-cash decrease of $247,623) and depreciation of $28,191 (2022: $17,622) directly related to exploration and evaluation assets. (d) Acquisitions of exploration and evaluation assets are presented net of a non-cash increase in accounts payable of $163,330 (2022: Nil) (e) The Company issued 102,833 shares valued at $334,827 (2022: 67,058 shares valued at $207,540) to settle a portion of the interest owing on the Debentures (see Note 13). 21. SUBSEQUENT EVENTS Flow Through Financing On February 9, 2024, the Company closed a brokered “bought deal” private placement of 3,680,000 “flow through” common shares at a price of $6.25 per share for gross proceeds of $23 million. The underwriters of the private placement were paid a cash commission equal to 6.0% of the gross proceeds of the financing. The proceeds from the flow-through financing are required to be spent on eligible exploration expenditures by December 31, 2025 and the Company is expected to renounce the full amount of the gross proceeds of the financing to the subscribers of the flow-through shares no later than December 31, 2024. Option and Warrant Exercises Subsequent to December 31, 2023, 526,695 common shares were issued on the exercise of stock options for proceeds of $1,449,776 and 891,752 common shares were issued on the exercise of warrants for proceeds of $2,942,782.