| PART I – FINANCIAL INFORMATION | 5 | |
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| Item 1. | Financial Statements | 5 |
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| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 32 |
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| Item 3. | Quantitative and Qualitative Disclosure About Market Risk | 41 |
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| Item 4. | Controls and Procedures | 42 |
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| PART II – OTHER INFORMATION | 44 | |
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| Item 1. | Legal Proceedings | 44 |
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| Item 1A. | Risk Factors | 44 |
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| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 44 |
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| Item 3. | Defaults Upon Senior Securities | 44 |
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| Item 4. | Mine Safety Disclosures | 44 |
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| Item 5. | Other Information | 44 |
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| Item 6. | Exhibits | 45 |
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| SIGNATURES | 46 | |
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CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
We make statements in this Quarterly Report on Form 10-Q (the “Quarterly Report”) that are forward-looking statements within the meaning of the federal securities laws. The words “believe,” “estimate,” “expect,” “anticipate,” “intend,” “plan,” “seek,” “may,” and similar expressions or statements regarding future periods are intended to identify forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause our actual results, performance or achievements, or industry results, to differ materially from any predictions of future results, performance or achievements that we express or imply in this Quarterly Report or in the information incorporated by reference into this Quarterly Report.
The forward-looking statements included in this Quarterly Report are based upon our current expectations, plans, estimates, assumptions and beliefs that involve numerous risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, taking into account the information currently available to us, we cannot guarantee future transactions, results, performance, achievements or outcomes, and our actual results and performance could differ materially from those set forth in any forward-looking statements. The cautionary statements set forth in this Quarterly Report identify important factors which you should consider in evaluating our forward-looking statements. These factors include, without limitation:
| ● | We are an early-stage company with limited to no operating history upon which investors can evaluate our future prospects. |
| ● | We may be dependent on additional financing to conduct our business plan. |
| ● | We have not generated profits or revenues and do not expect to do so in the near term. |
| ● | Volatility in uranium prices may adversely affect the economic viability of the Aurora Uranium Project and increase investor dilution. |
| ● | Our business is subject to risks inherent in mineral exploration and development activities. |
| ● | We and our target customers operate in a politically sensitive environment, and public perception of nuclear energy can affect us and our target customers. |
| ● | Intense competition in the mining and SMR markets could limit our ability to capture and retain market share. |
| ● | Public acceptance of nuclear energy and competition from other energy sources is unknown. |
| ● | Unfavorable media coverage of mining or nuclear energy could negatively affect our business. |
| ● | Mining operations involve a high degree of risk. |
| ● | The Aurora Uranium Project is in the exploration stage, and there is no assurance that we can establish the existence of any mineral reserve in commercially exploitable quantities. Until then, we cannot earn any revenues from the Aurora Uranium Project, and our business could fail. |
| ● | Mining and mineral exploration are inherently dangerous and subject to conditions or events beyond our control, which could have a material adverse effect on our business and plans. |
| ● | Mining presents potential health risks, and payment of any liabilities arising from these health risks may adversely impact us. |
| ● | The cost of electricity generated from nuclear sources may not be cost competitive with other electricity generation sources in some markets, which could materially and adversely affect our business. |
| ● | Loss of government incentives to use nuclear power may have an adverse impact on the market for SMRs. |
| ● | The market for SMRs generating nuclear power is not yet established and may not achieve the growth potential we expect or may grow more slowly than expected. |
| ● | Our licensed SMR technology is at an early stage, may never achieve commercial viability, and loss of the license would terminate our ability to pursue this business. |
| ● | We depend entirely on a single license for our SMR technology platform. |
| ● | Our SMR development remains conceptual and faces significant technical risk. |
| ● | We lack the manufacturing infrastructure to scale any future SMR prototype, and early production efforts may cause significant cost overruns and delays. |
| ● | Our directors and executive management team may have conflicts of interest. |
| ● | The loss of key personnel, an inability to attract and retain additional personnel, or difficulties integrating new members of our management team could affect our ability to successfully grow our business. |
| ● | If demand for our uranium resources does not develop as expected, our projected revenues and profits will be adversely affected. |
| ● | Russia’s invasion of Ukraine is severely and unpredictably impacting global energy markets and supply chains, and rising concerns over a second severe nuclear accident in Ukraine could seriously hurt public reception to nuclear energy. |
| ● | Developments related to the ongoing wars between Russia and Ukraine, conflicts in the Middle East, economic instability in Venezuela, and the global response thereto, could adversely affect our business, financial condition and results of operations. |
A number of additional factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. For more information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the “Risk Factors” section of our Registration Statement on Form S-1 initially filed with the Securities and Exchange Commission (the “SEC”) on March 19, 2026 (File No. 333-294464) (the “Registration Statement”) and declared effective by the SEC on April 24, 2026 (the “Effective Date”) and the “Risk Factors” section of this Quarterly Report. Our securities filings can be accessed on the EDGAR section of the SEC’s website at www.sec.gov.
You are cautioned not to place undue reliance on any forward-looking statements included in this Quarterly Report. All forward-looking statements are made as of the date of this Quarterly Report, and the risk that actual results will differ materially from the expectations expressed in this Quarterly Report will increase with the passage of time. Except as otherwise required by the federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements after the date of this Quarterly Report, whether as a result of new information, future events, changed circumstances or any other reason. In light of the significant uncertainties inherent in the forward-looking statements included in this Quarterly Report, the inclusion of such forward-looking statements should not be regarded as a representation by us or any other person that the objectives and plans set forth in this Quarterly Report will be achieved.
