ENERGY FUELS INC

This Form 8-K contains “forward-looking statements” and “forward-looking information” within the meaning of applicable United States (“U.S.”) and Canadian securities laws (collectively, “forward-looking statements”), which may include, but are not limited to, statements with respect to Energy Fuels’: anticipated results and progress of our operations in future periods; planned exploration, development and operation of our mineral properties; plans related to our business, including continued uranium production and the expansion of our rare earth element (“REE”) and heavy mineral sands (“HMS”) initiatives; our continued development of capabilities for the commercial separation of REEs at our White Mesa Mill (the “White Mesa Mill” or the “Mill”) in Utah, U.S.; development activities at our Bahia HMS and REE Project in Brazil (the “Bahia Project”); our reclamation activities at our Kwale HMS Project in Kenya (the “Kwale Project”); development activities at our Vara Mada REE and HMS Project in Madagascar (the “Vara Mada Project”) and our newly acquired REE project located in New South Wales (“NSW”), Australia (the “Dubbo Project”); any expectations regarding the Company’s metal and alloy capabilities through its newly acquired Korean Metals Plant located in South Korea (“KMP”); any expectation that the Company will expand its metal and alloy-making capacity, as planned, through an American Metals Plant (“AMP”); any expectations with respect to the Company’s ability to successfully integrate its new metal and alloy capabilities and, on the assumption the VAC Acquisition completes, its new magnet-making capabilities, into its existing business, including any expectations as to future profitability or the potential for added margins resulting from further vertical integration; any expectation that the ASM Acquisition and/or pending VAC Acquisition will move the Company closer to offering a resilient full REE supply chain through a fully integrated mine-to-magnet rare earth business or platform; any expectation that the proposed acquisition of VAC will be completed as planned or at all; any expectation that the Company’s growth strategy will be realized; any expectation pertaining to the potential earn-in of up to a 49% joint venture interest in the Donald REE and HMS Project in Australia (the “Donald Project”); any expectation that positive final investment decisions (“FID” or “FIDs”) will be made for the Vara Mada Project, Donald Project, Dubbo Project and/or Bahia Project, or that any such projects will be developed or developed as planned; any expectations regarding the Company’s ability to acquire other feed sources for REE recoveries as may be needed to meet its production expectations; plans related to the potential recovery of radioisotopes at the Mill for use in targeted alpha therapy (“TAT”) medical treatments; any expectation that the planned expansions at the Mill to enable the large-scale production of separated light and heavy REE oxides will be completed as expected, or at all; any plans related to the acquisition of additional uranium, uranium/vanadium, REE or HMS mineral properties; any expectations with respect to the conditional U.S. Office of Strategic Capital loan commitment of up to $725 million of senior-secured debt with a 20-year tenor (the “OSC Conditional Loan”), as previously reported in the VAC Announcing 8-K; any expectations regarding production levels, costs, margins and timing; historic and estimated mineral resources and mineral reserves, as defined in 7 CFR Subparts 220.1300 and 228.601(b)(96) (collectively, “S-K 1300”) and in Canadian National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) (together, “Mineral Resources and Mineral Reserves”); the application, maintenance and renewal of material rights, licenses and permits; any expectations regarding political or government stability and regulatory conditions in jurisdictions in which we operate; any expectations regarding the formalization of fiscal and other terms applicable to the Vara Mada Project with the Government of Madagascar through an investment agreement, amendments to existing laws or other mechanisms on a timely basis or at all; and any expectations regarding the outcome(s) of any pending or future litigation, disputes and/or allegations. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management.

Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, schedules, assumptions, future events or performance (often, but not always, identified by words or phrases such as "expects," "does not expect," "is expected," "is likely," "budgets," "scheduled," "forecasts," "intends," "anticipates," "does not anticipate," "continues," "plans," "estimates," "believes," or similar expressions or variations of such words and phrases, or statements that certain actions, events or results "may," "could," "would" "might," or "will" be taken, occur or be achieved) are not statements of historical fact and are forward-looking statements.

Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and involve known and unknown risks and uncertainties. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, no assurance can be given that such expectations will prove to be correct, and forward-looking statements included in, or incorporated by reference into, this Form 8-K should not be unduly relied upon.

Readers are cautioned that it would be unreasonable to rely on any forward-looking statements as creating any legal rights, that such forward-looking statements are not guarantees of future performance and involve known and unknown risks and uncertainties, and that actual results are likely to differ, and may differ materially, and objectives, plans and strategies may differ or change, from those expressed or implied by the forward-looking statements as a result of various factors. Such risks and uncertainties include, but are not limited to: global economic risks, including the occurrence of pandemics or other widespread health emergencies, political unrest or wars, or the imposition of tariffs or other trade restrictions that affect global markets; cybersecurity risks associated with critical and other highly sensitive minerals of international interest; litigation risks; risks associated with the restart, ramp-up and operation of our uranium, uranium/vanadium and REE and HMS mines and processing facilities; risks associated with our commercial production of separated REE oxides and the planned expansion of such production; risks associated with the exploration, permitting and development of the Vara Mada Project, the Donald Project, the Dubbo Project and/or the Bahia Project, in addition to the Company’s existing undeveloped uranium projects; risks associated with the reclamation and pending closure of the Kwale Project; risks associated with the KMP and planned AMP; risks associated with the potential recovery of radioisotopes for use in the Company’s TAT initiatives; risks associated with successfully completing and integrating business and mineral acquisitions; risks associated with joint ventures; international risks, including geopolitical and country risks; risks associated with negotiating and maintaining satisfactory fiscal and stability arrangements and obtaining foreign government approvals on a timely basis or at all, including expropriation risks; risks associated with the failure of the Government of Madagascar to formalize suitable fiscal and other terms applicable to the Vara Mada Project through an investment agreement, amendments to existing laws or other mechanisms, on a timely basis or at all; risks related to the Vara Mada Project associated with social unrest and political instability in Madagascar; risks associated with increased regulatory requirements applicable to our operations, including in new international jurisdictions; risks generally encountered in the exploration, development, operation, closure and reclamation of mineral properties and processing and recovery facilities; risks associated with the REE activities and the Company being able to obtain adequate supplies of monazite and/or mixed rare earth carbonate (“MREC”) feed materials for its existing and planned operations; risks associated with integrating and realizing benefits, including anticipated synergies from the ASM Acquisition and pending VAC Acquisition; risks associated with taxes in certain ASM and VAC operating jurisdictions; risks related with the results of operations which are affected by the market prices of REEs, HMS, uranium and vanadium; risks that some of the Company’s mineral properties may never be put into a state of production; risks that the Company will need to continuously add to its Mineral Reserve and Mineral Resource base and/or expand its uranium recycling program, which includes the processing of uranium from uranium‑bearing materials not derived from natural or native ores (“Alternate Feed Materials”); risks associated with new metals and alloys initiatives; risks associated with anticipated new magnets initiatives; risks associated with the ability to attract, develop and retain qualified management, Board members, skilled miners and other key personnel critical to the success of our business; and risks relating to the pro forma financial information of Energy Fuels (inclusive of ASM) and VAC not being indicative of the actual financial condition of the Combined Company.

The following information pertains to the outlook and conditions currently known to the Company that could have a material impact on its financial condition. Other factors may arise in the future that are currently not foreseen by management of the Company that may present additional risks, including risks that the Company currently believes are immaterial. Current and prospective shareholders of the Company should carefully consider these risk factors in conjunction with the risk factors contained in the FY25 Form 10-K, the Q1 Form 10-Q and the Q2 Form 10-Q when making investment decisions.

Our failure to successfully address any of the risks and uncertainties described below could have a material adverse effect on our business, financial condition and/or results of operations, and the trading price of our common shares (the "Common Shares") and CHESS Depositary Interests ("CDIs") may fluctuate widely. We cannot assure you that we have or will successfully or fully address these risks or other unknown risks that may affect our business.