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ENERGY FUELS INC

For the period ended Sep 30, 2026. Filed Nov 4, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 4, 2026

UUUU$7.31+9.8%Stored close · as of Nov 9, 2026

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Table of Contents

FORM 10-Q

For the Quarter Ended September 30, 2026

INDEX

Page
PART I – FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)10
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS41
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK67
ITEM 4. CONTROLS AND PROCEDURES68
PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS70
ITEM 1A. RISK FACTORS70
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS70
ITEM 3. DEFAULTS UPON SENIOR SECURITIES70
ITEM 4. MINE SAFETY DISCLOSURE70
ITEM 5. OTHER INFORMATION70
ITEM 6. EXHIBITS71
SIGNATURES

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q and the exhibits attached hereto (the “Quarterly Report”) contain “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 Inc.’s (the “Company” or “Energy Fuels,” “we,” “us” or “our”): 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 the ramp-up of 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; development activities at our Bahia HMS and REE Project in Brazil (the “Bahia Project”); our reclamation activities at the Kwale HMS Project in Kenya (the “Kwale Project”); our development activities at the Vara Mada REE and HMS Project in Madagascar (the “Vara Mada Project,”) and our newly acquired REE project located in New South Wales, Australia (the “Dubbo Project”); any expectations regarding the Company’s metal and alloy capabilities through its Korean Metals Plant (“KMP”) located in South Korea, acquired through the Company’s acquisition of Australian Strategic Materials Limited (“ASM”) on August 28, 2026 (the “ASM Acquisition”); any expectation that the Company will expand its metal and alloy-making capacity, as planned, through an American Metals Plant (“AMP”); any expectation that the proposed acquisition of VAC Group B.V., Ara VAC TOPCO US LLC and their respective consolidated subsidiaries (collectively, “VAC”) from Ara Partners (the “VAC Acquisition”) for REE permanent magnet-making capabilities and magnetic solutions will be completed as planned or at all; any expectation that the Company’s fully integrated mine-to-magnet REE growth strategy will be realized; the potential earn-in of up to a 49% joint venture interest in the Donald REE and HMS Project in Australia (the “Donald Project”); plans related to the potential recovery of radioisotopes at the Mill for use in targeted alpha therapy (“TAT”) medical treatments; any plans related to the acquisition of additional uranium, uranium/vanadium, REE or HMS mineral properties; expectations with respect to the conditional U.S. Office of Strategic Capital (the “OSC”) loan commitment of up to $725 million of senior-secured debt with a 20-year tenor (the “OSC Conditional Loan”); 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; expectations regarding production levels, costs, margins and timing; historic and estimated Mineral Resources and Mineral Reserves; 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; 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; 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; 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 Quarterly Report 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, government corruption, military actions 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, financing, 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 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 and enforceable fiscal and stability arrangements and obtaining foreign government approvals on a timely basis or at all, including expropriation risks; risks associated with the need 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, political instability and/or potential corruption 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 supply of monazite and 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 to 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, alloys and REE magnet initiatives; and risks relating to the pro forma financial information of Energy Fuels (inclusive of ASM) and VAC (together, the “Combined Company”) as previously filed on Form 8-K not being indicative of the actual financial condition of the Combined Company. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements, including, without limitation, the following risks:

global economic risks, including the occurrence of unforeseen or catastrophic events, such as social and political unrest, wars or the emergence of a widespread health emergency, which could create operational, economic and financial disruptions for an indeterminate period of time that could materially impact our business, operations, personnel and financial condition;

global economic risks, including the imposition of tariffs and/or reciprocal tariffs that affect global markets, including: risks to the salability of our separated neodymium-praseodymium (“NdPr”), separated dysprosium (“Dy”), separated terbium (“Tb”), other REE oxides, and potentially other REE and REE-related value-added products (collectively, “REE products”), uranium, vanadium, heavy mineral concentrate (“HMC”) and HMS products including ilmenite, rutile and zircon (collectively, “HMS products”), and metals and alloys and, upon the closing of the VAC Acquisition as contemplated, REE magnets and other magnetic materials (collectively, our “Goods”) internationally; risks associated with the prices and availability of materials needed in the production of our Goods (our “Supply Chain Needs”); risks associated with the application and severity of tariff rates imposed on our Goods and Supply Chain Needs; risks of inflation; risks of escalation in global trade conflicts in jurisdictions where we operate; and risks associated with political uncertainty, any of which could materially impact our business, operations, personnel and financial condition;

risks associated with Mineral Reserve and Mineral Resource estimates, including risks of errors in or changes to assumptions or methodologies to estimate disclosure rules and regulations;

risks associated with estimating mineral extraction and recovery (“E&R”), forecasting future price levels necessary to support mineral E&R, and our ability to increase mineral E&R in response to changes in market conditions;

uncertainties and liabilities inherent to conventional mineral E&R and/or in situ recovery (“ISR”);

risks associated with commercial production of our REE products at the Mill or elsewhere or Goods, including risks that we may not be able to: produce REE products or Goods that meet commercial specifications at commercial levels or at all, or at acceptable cost levels; secure adequate supplies of uranium and REE-bearing ores in the future at satisfactory costs; sell our REE products and Goods at acceptable prices; address legal and regulatory challenges and delays; and adapt to technological or market changes that could impact the REE industry or our competitive position;

risks that: the Company has not successfully developed, or is not able to successfully develop, the technology it believes is required to produce Dy, Tb, samarium (“Sm”), europium (“Eu”), gadolinium (“Gd”), lutetium (“Lu”) and/or yttrium (“Y”) at scale at the Mill; the Company does not have, or is not able to develop, the technical knowhow to design, construct and commission expansions of its existing infrastructure, including expansions of its Phase 1 REE separation circuit and development of its proposed Phase 2 REE separation circuit, to produce such REEs from monazite and potentially MREC within expected timeframes; or appropriate market conditions will not prevail;

risks associated with changes to federal/national, state/provincial and/or local administrations that could negatively impact our business;

risks associated with mining and processing generally, including geological, technical and processing problems, such as unanticipated metallurgical difficulties; less-than-expected recoveries; ground control problems; process upsets and equipment malfunctions; tailings, dam or other facility instability or failure; and other mining, processing and/or reclamation upsets;

risks associated with high grades mined or increased mining rates achieved at certain operations not persisting for expected durations or at all;

risks that drilling program results will not significantly increase mineable uranium resources, confirm additional high-grade zones of mineralization, or result in lower mining or milling costs;

risks associated with the depletion of existing Mineral Resources through extraction without comparable replacements;

risks associated with labor costs, labor disturbances and the unavailability of skilled labor;

risks associated with the availability and/or fluctuations in the costs of raw materials and consumables used in our production;

risks and costs associated with environmental compliance and permitting, including those created by changes in environmental legislation and regulation, changes in regulatory attitudes and approaches, and delays in obtaining permits and licenses;

risks associated with increased regulatory requirements applicable to our operations;

risks associated with our dependence on third parties in the provision of transportation and other critical services;

risks associated with defects in title to our mineral properties, or our ability to obtain, extend or renew land tenure, including mineral leases and surface use agreements, and to negotiate access rights on favorable terms or at all;

risks associated with potential information security incidents, including cybersecurity breaches;

risks that we may compromise or lose proprietary technology or intellectual property resulting in a loss of competitive position and/or the value of our intangible and other assets;

risks associated with our ability to attract, develop and retain qualified management, Board members, skilled miners and other key personnel critical to the success of our business;

competition for capital, mineral properties and skilled personnel;

the adequacy and cost of retaining insurance coverage and uncertainty regarding reclamation and decommissioning liabilities, including the adequacy of political risk insurance to cover losses arising from potential expropriation, delays in approvals, or failure to achieve suitable fiscal or stability arrangements;

the ability of bonding companies to require increases in collateral required to secure reclamation obligations;

the potential for, and outcome of, litigation, disputes or allegations and other legal proceedings, including potential injunctions;

risks associated with our ability to meet obligations owed to creditors and access additional credit facilities on favorable terms or at all;

risks associated with mergers and acquisitions, including failure to complete transactions, to successfully integrate acquired assets or operations (including the retention of critical technical expertise), or to accurately assess value and risk;

risks associated with the Vara Mada Project, including risks related to fiscal terms, permitting, social license, political instability, government actions or inactions, expropriation, community unrest, challenges by special interest groups, and delays or inability to formalize or maintain suitable agreements with the Government of Madagascar;

risks associated with reclamation of the Kwale Project, including the long-term stability of reclamation activities and reclaimed structures;

risks associated with the KMP, including risks related to: adequate sources of feedstock, raw materials and other production inputs; the ability to produce the REE metals and alloys required for the Company’s integrated operations on a timely, cost-effective and commercial basis; actions or inactions by the South Korean government affecting permitting and the ability to successfully integrate; and risks associated with an AMP, including risks associated with the Company’s ability to expand its metal and alloy-making capacity, as planned, within the U.S. on fiscally favorable terms, or at all;

risks associated with the Dubbo Project, including risks that the project may not materialize into a long-term secure resource of REEs and other critical minerals;

risks associated with conducting business in foreign countries, including human rights-related risks and foreign corrupt practices-related risk;

risks associated with actions or inactions by Brazilian federal or state government affecting permitting or land use at the Bahia Project;

risks associated with fluctuations in price levels for HMS products, including ilmenite, rutile and zircon;

risks posed by fluctuations in share prices, exchange rates, interest rates, general economic conditions and the absence of dividends;

risks inherent in forecasts of future uranium, vanadium, REE, HMS and other commodity prices;

market prices for our REE products, HMS products and Goods being cyclical and substantially variable;

risks associated with uranium, vanadium, REE and HMS product sales being required to be made at spot prices;

risks associated with fulfilling sales commitments from inventories or production or through spot purchases at unfavorable prices;

risks associated with asset impairments due to market conditions or limited access to capital;

risks associated with raising debt financing and the ability to repay indebtedness, including risks related to convertible notes and related transactions;

risks associated with the conditional OSC loan commitment and other government grants, loans, incentives or financial support that the Company has received, applied for or may seek, including risks that the Company will not satisfy applicable conditions; that such financing or support will not be finalized, funded or available when expected or at all; that the amount, timing or terms of such financing or support may differ from those anticipated; that conditions, requirements or approvals associated with such financing or support could delay or adversely affect the timing, development, construction or completion of affected projects; that governmental administrations, policies, priorities, programs, funding availability or other actions or inactions may modify, delay, challenge, reduce, terminate or otherwise impair such financing or support; and that any delay, reduction or unavailability of such financing or support could require the Company to seek alternative financing or delay, modify or not pursue affected projects;

risks associated with the proposed acquisition of VAC, including risks that the transaction may not close;

risks associated with obtaining project debt financing for the Company’s Donald Project, including that the debt financing will not be obtained as targeted or at all, and if obtained, that the Company will not meet necessary loan conditions and requirements;

risks associated with the $250 million term loan financing commitment from Goldman Sachs, including a failure of the Company to meet necessary loan conditions and requirements;

risks associated with public or political opposition to nuclear energy or uranium extraction;

risks associated with governmental actions, laws, regulations and policies affecting uranium, REE, HMS and other mineral E&R activities and Goods;

risks related to stock price volatility, dilution from equity issuances (including under the ATM program), and the ability to maintain the Company’s Common Share listings on the NYSE American and the Toronto Stock Exchange (“TSX”) and its CHESS Depositary Interests (“CDI”) listing on the ASX Limited (“ASX”);

risks related to accounting for equity investments resulting in volatility in reported financial results;

risks related to material weaknesses in internal controls over financial reporting;

risks related to amendments to mining laws, mineral withdrawals, land exchanges or similar actions affecting our properties;

risks related to the potential recovery of radioisotopes at the Mill for use in TAT initiatives;

risks that the Company will not acquire its planned joint venture interest in the Donald Project, and that the Donald Project, Vara Mada Project, Dubbo Project and/or the Bahia Project will not reach positive FID; and

upon closing of the VAC Acquisition as contemplated, risks that: raw materials necessary for making REE magnets may not be readily available or available at reasonable costs; the equipment required for the production of REE magnets may not be readily available at reasonable costs and on a timely basis; the Company may not be able to make REE magnets on a cost-effective basis or sell magnets to end-users at reasonable commercial prices that generate sufficient margins for the Company; the Company may not be successful in winning new magnet-making contracts; demand for REE magnets may not meet expectations; the Company may face increased competition; and markets may be negatively impacted by geopolitical forces or foreign or domestic government actions.

Such forward-looking statements are based on a number of assumptions made by management as of the date such statements are made, many of which are inherently uncertain and may prove to be incorrect, including, but not limited to, assumptions: that there is no material deterioration in general business, economic or market conditions; that interest rates and foreign exchange rates do not fluctuate materially beyond current expectations; that the supply of, demand for, deliveries of, and the level and volatility of prices for our Goods develop as anticipated; that commodity prices required to reach, sustain or increase expected or forecasted production levels are realized; that our production of separated REE oxides or other proposed REE activities, our HMS production, our production of Goods, our proposed radioisotope program, our planned construction of an AMP (market conditions warranting) or other potential production activities will be technically and commercially successful; that there are no material mining, processing, manufacturing and/or reclamation upsets; that we receive required regulatory and governmental approvals on a timely basis; that material licenses and permits are renewed as required; that financing is available on acceptable terms; and that the Company is able to maintain constructive relationships with employees, directors, contractors, business partners, joint venture partners, regulators and governments of the jurisdiction in which we operate.

This list of assumptions is not exhaustive. Some of the important risks and uncertainties that could cause actual results to differ materially from those expressed or implied by forward-looking statements are described elsewhere in the Quarterly Report, including under Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and in our most recent Annual Report on Form 10-K. Forward-looking statements speak only as of the date made, and we disclaim any obligation to update or revise them except as required by applicable law.

Statements relating to “Mineral Resources” or “Mineral Reserves” are deemed to be forward-looking statements, as they involve implied assessments that such Mineral Resources or Mineral Reserves may be economically extracted in the future.

Market, Industry and Other Data

This Quarterly Report contains estimates, projections and other information concerning our industry, our business and the markets for our products. Information based on estimates, forecasts, projections, market research or similar methodologies is inherently subject to uncertainties, and actual events or circumstances may differ materially from events and circumstances that are assumed in this information. Unless otherwise expressly stated, we obtained this industry, business, market and other data from our own internal estimates and research, as well as from reports, research surveys, studies and similar data prepared by market research firms and other third parties, industry and general publications, government data, and similar reputable sources.

We qualify all forward-looking statements contained in this Quarterly Report by the foregoing cautionary statements.

CAUTIONARY NOTE TO INVESTORS CONCERNING

DISCLOSURE OF MINERAL RESOURCES AND RESERVES

We are a U.S. domestic issuer for United States Securities and Exchange Commission (the “SEC”) reporting purposes, a majority of our outstanding voting securities are held by U.S. residents, we are required to report our financial results in accordance with generally accepted accounting principles in the U.S. (“U.S. GAAP”) and our primary trading market is the NYSE American. However, because we are also listed on the TSX and are a reporting issuer in Canada, this Quarterly Report also contains or incorporates by reference certain disclosure that satisfies the additional requirements of Canadian securities laws that differ from the requirements of U.S. securities laws.

All mineral estimates constituting mining operations that are material to our business or financial condition included in this Quarterly Report, and in the documents incorporated by reference herein, have been prepared in accordance with both 17 CFR Subparts 220.1300 and 229.601(b)(96) (collectively, “S-K 1300”), the SEC’s mining disclosure framework, and Canadian National Instrument 43-101 -Standards of Disclosure for Mineral Projects (“NI 43-101”), a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. Furthermore, all mineral estimates constituting mining operations included in this Quarterly Report are supported by feasibility studies, pre-feasibility studies or initial assessments prepared in accordance with both the requirements of S-K 1300 and NI 43-101. S-K 1300 and NI 43-101 both provide for the disclosure of: (i) “Inferred Mineral Resources,” which investors should understand have the lowest level of geological confidence of all mineral resources and thus may not be considered when assessing the economic viability of a mining project and may not be converted to a Mineral Reserve; (ii) “Indicated Mineral Resources,” which investors should understand have a lower level of confidence than that of a “Measured Mineral Resource” and thus may be converted only to a “Probable Mineral Reserve”; and (iii) “Measured Mineral Resources,” which investors should understand have sufficient geological certainty to be converted to a “Proven Mineral Reserve” or to a “Probable Mineral Reserve.”Investors are cautioned not to assume that all or any part of Measured or Indicated Mineral Resources will ever be converted into Mineral Reserves as defined by S-K 1300 or NI 43-101. Investors are cautioned not to assume that all or any part of an Inferred Mineral Resource exists or is economically or legally mineable, or that an Inferred Mineral Resource will ever be upgraded to a higher category.

For purposes of S-K 1300 and NI 43-101, as of September 30, 2026, the Company is classified as a production stage issuer because it is engaged in the material extraction of Mineral Reserves on at least one material property.

All mineral disclosure contained or incorporated by reference into this Quarterly Report has been prepared in accordance with the definitions of both S-K 1300 and NI 43-101.

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