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WESTWATER RESOURCES INC

For the period ended Dec 31, 2023. Filed Mar 19, 2024.

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FY2023 · Filed Mar 19, 2024

WWR$0.39+2.8%Stored close · as of Nov 6, 2026
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Contents

SUMMARY OF RECENT DEVELOPMENTS

Increase in Phase I Planned Production

As of the filing of this Annual Report on From 10-K, Westwater has completed a debottlenecking study with its third-party engineering firm resulting in a 67% year-over-year increase in anticipated CSPG production for Phase I of the Kellyton Graphite Plant. As a result of this study, Westwater now anticipates CSPG production of 12,500 mt per year for Phase I of the Kellyton Graphite Plant. Total estimated construction costs related to Phase I of the Kellyton Graphite Plant remain at approximately $271 million.

Customer Engagement Update

On February 4, 2024, the Company entered into a Products Procurement Agreement (“Procurement Agreement”) with SK On. Pursuant to the terms of the Procurement Agreement, Westwater will supply CSPG natural graphite anode products from its Kellyton Graphite Plant to SK On battery plants located within the U.S. Under the terms of the Procurement Agreement, SK On will be obligated to purchase, on an annual basis, a quantity of Product equal to a percentage of the forecasted volume required by SK On (the “Minimum Purchase Amount”), provided that the Minimum Purchase Amount may be increased from time to time by the mutual agreement of the parties. The forecasted volume required by SK On in the final year of the Procurement Agreement is 10,000 mt of CSPG. The Procurement Agreement is the result of Westwater and SK On’s collaboration during the year pursuant to the JDA that was executed in the first quarter of 2023.

Additionally, Westwater has signed general terms and conditions for a supply agreement with a North American automobile manufacturer and is negotiating a possible off-take agreement with this company.

Westwater continues to engage with these and other potential customers by providing samples of CSPG produced by the Company for testing and evaluation, hosting site tours of the Kellyton Graphite Plant, and having technical product development and commercial discussions. Feedback from certain potential customers indicates that Westwater’s material meets their initial specifications, and has resulted in the Company providing additional, or in some cases, larger product samples to these potential customers.

Kellyton Graphite Plant – Construction Update

Construction activities in 2023 consisted of receipt of additional long-lead equipment components, completing the construction of five of six primary plant buildings, and installation of overhead cranes, internal steel, and certain milling and shaping equipment. Westwater has constructed and is currently operating its R&D Lab. The R&D Lab allows Westwater to continue product development and optimization with potential customers, and to perform additional quality control tests. It also affords greater flexibility to optimize future samples in accordance with customer specifications.

Since inception of the project, and inclusive of liabilities as of December 31, 2023, the Company has incurred costs of approximately $119.2 million related to construction activities for Phase I of the Kellyton Graphite Plant. While the Company continued construction activities related to Phase I of the Kellyton Graphite Plant during 2023, Westwater has reduced the level of construction activity from anticipated levels, including adjusting the timing of future work, until receipt of the additional funding needed to complete construction of Phase I of the Kellyton Graphite Plant. Reducing the level of construction activity until financing is secured is expected to impact the overall schedule to complete Phase I of the Kellyton Graphite Plant. The Company expects to provide an update on construction timing once, and if, the additional funding is secured.

Construction Financing Update

Westwater is currently engaged in discussions with several entities related to the financing of the Kellyton Graphite Plant. Issues in the market regarding the availability of critical minerals for battery products and the need for domestically sourced critical minerals, particularly in light of current geopolitical conditions, have helped create increased interest in the Kellyton Graphite Plant by these potential financing sources. Management believes that the execution of commercial agreements to sell some portion of its anticipated CSPG production, including the Procurement Agreement with SK On, will be a condition precedent to securing the financing needed to complete construction of Phase I of the Kellyton Graphite Plant. Even with the execution of commercial agreements to sell some portion of the Company’s anticipated CSPG production, no assurance can be given that additional financing will be available, or in amounts sufficient to meet its needs, or on terms acceptable to the Company.

Through its wholly owned subsidiary, Alabama Graphite, Westwater holds mineral rights across 41,965 acres of the Alabama graphite belt in Coosa County, Alabama. During the fourth quarter of 2023, Westwater completed an IA for

the Coosa Graphite Deposit. The IA was completed as a TRS disclosing Mineral Resources, including an economic analysis, for the Coosa Deposit, in accordance with S-K 1300. The TRS was completed on behalf of Westwater by SLR International Corporation SLR with an effective date of December 11, 2023, and filed with the SEC on Form 8-K on December 13, 2023. For further information regarding this IA and the Coosa Graphite Deposit, refer to* Item 2, Properties*.

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