WESTWATER RESOURCES, INC.
For the period ended Dec 31, 2024. Filed Mar 20, 2025.
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FY2024 · Filed Mar 20, 2025
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ITEM 2. PROPERTIES
KELLYTON GRAPHITE PLANT
The Kellyton Graphite Plant is located near Kellyton, Alabama and five miles northwest of Alexander City, Alabama. AGP executed a land lease with the Lake Martin Area Industrial Development Authority, providing AGP rights to approximately 70 acres to construct and operate the Kellyton Graphite Plant. Westwater plans to develop the Kellyton Graphite Plant in two phases (Phases I and II). Construction activities for Phase I of the Kellyton Graphite Plant began in the fourth quarter of 2021 and are expected to continue in 2025, subject to the Company securing the additional financing needed to complete construction. For more developments of construction items seeItem 1, Business.
A plan and design for Phase II is in place at a DFS. The future estimated costs to develop and anticipated production for each phase of the Kellyton Graphite Plant development is based on Westwater’s completed DFS, as optimized for Phase I, and for Phase II. The estimated economics for both Phase I and Phase II, assume that graphite concentrate will be purchased from a third-party rather than assuming any potential production from the Coosa Graphite Deposit.
Production Pilot Operations
The Company completed its pilot program in 2021 and produced approximately 13 metric tonnes of battery-grade graphite products. During the pilot scale program, graphite concentrates were purified and converted into advanced battery-grade graphite products. The majority of the pilot program was performed at contracted laboratories. The purified material was manufactured into our three products, purified micronized graphite, coated spherical purified graphite and delaminated expanded graphite. The results of the pilot program were used to inform the results of the Company’s DFS, and to provide samples to potential customers. The Company continued to operate its pilot program to produce additional product samples for potential customers as needed during 2023. As a result of the construction of the R&D Lab in 2023 and the new qualification line at the Kellyton Graphite Plant, the Company expects to perform its production for the qualification process on-site in the future.
Project Development Plan
Phase I: After testing and commissioning are completed, the Kellyton Graphite Plant is anticipated to have annual production capacity of approximately 12,500 mt of ULTRA-CSPG™ and 14,000 mt of SG Fines. Graphite concentrate feedstock is anticipated to be supplied from Syrah Resources Limited until at least 2028.
Phase II: Upon completion of Phase II, the Company anticipates annual production capacity of approximately 50,000 mt of ULTRA-CSPG™ and 56,000 mt of SG Fines.
COOSA GRAPHITE DEPOSIT
Through its acquisition of Alabama Graphite, Westwater gained lease rights to a graphite exploration project at the Coosa Graphite Deposit. The deposit is situated in east-central Alabama, approximately 50 miles southeast of the city of Birmingham and approximately 30 miles west of Kellyton, Alabama. The Coosa Graphite Deposit is located near Rockford, Alabama at 32 ° 54’ 30” North and 86 ° 24’ 00” West and is currently in the exploration stage.
General
The Coosa Graphite Deposit is situated in east-central Alabama, near the western end of Coosa County. The Coosa Graphite Deposit is located near the southwestern-most extent of the Alabama Graphite Belt.
The* *Property
The Coosa Graphite Deposit is comprised of a lease of privately owned mineral rights from a single landowner covering an overall area of approximately 41,965 acres (approximately 65.6 square miles). The various property parcels that comprise the lease are contiguous with each other, except for a few small and isolated parcels that are situated in the far southern part of the project area. The lease has a series of five-year terms (commencing August 1, 2012) that are not to exceed 70 years in total. Under the terms of the lease Alabama Graphite is required to make annual payments of $10,000 for the original lease in order to maintain its property rights. Alabama Graphite is obligated to pay the owner of the mineral estate a net smelter return royalty of 2.00% for any production and sale of graphite, vanadium and other minerals derived from the leased lands. There is a further obligation to pay a 0.50% net smelter return royalty, not to exceed $150,000, and make payments of $100,000 at the time of completion of a “bankable feasibility study” and an additional $150,000 upon completion of “full permitting” of the leased property. These payments are payable to an unaffiliated third-party and as of December 31, 2024, no royalty nor payments, other than the annual payment for property rights, were owed. Other than a temporary access permit that is renewed yearly, the Company does not hold any surface rights in the project area.
Accessibility* *
Access to the Coosa Graphite Deposit is currently good. The general area of the Coosa Graphite Deposit is accessible from local and regional population centers via a network of paved federal, state and county two-lane highways. Various parts of the project lands are traversed by numerous partially maintained dirt and gravel logging roads.
History* *
The Coosa Graphite Deposit is situated near the southwestern end of the Alabama Graphite Belt, which is a northeast-trending group of graphite deposits and occurrences that are situated in the central and eastern parts of the state. The initial attempt to produce graphite mineralization in the Alabama Graphite Belt commenced in 1888, with efforts focusing upon prospects located to the northeast of the region of the Coosa Graphite Deposit. The first commercial production of graphite from deposits in the Alabama Graphite Belt was in 1899 and limited activities continued at least into the 1940s. Within the lands that comprise the Coosa Graphite Deposit, graphite production was carried out at the Fixico mine, which operated intermittently between 1902 and 1908. Other graphite prospects in the project area were evaluated but no efforts were made to mine any other prospects in the project area. Alabama Graphite acquired property rights that comprise the Coosa Graphite Deposit and carried out trenching and drilling programs and completed an aerial geophysical survey of a portion of the project area between 2012 and 2015.
Project* *Geology
The Coosa Graphite Deposit is located at the southern-most end of the Appalachian mountain range in east-central Alabama. Within the Appalachian Mountains a group of Precambrian to Paleozoic age metamorphic rocks host scattered graphite deposits, in an area known as the Alabama Graphite Belt. At the Coosa Graphite Deposit, graphite mineralization, sometimes associated with vanadium mineralization, is hosted within the Higgins Ferry Group, which is comprised of coarse to fine-grained biotite-feldspar-quartz gneiss, various quartz-muscovite and quartz-muscovite-graphite schist, quartzite and altered mafic rocks. The rocks of the Higgins Ferry Group are thought to be Precambrian to Paleozoic in age. In the project area, graphite (and vanadium) mineralization is hosted in a series of quartz-muscovite-biotite-graphite and quartz-graphite schists that are generally medium to coarse grained, and are moderately foliated and somewhat contorted. The graphitic schist units are occasionally cut by pegmatites, which are unmineralized with respect to graphite and vanadium. Graphite grades in the quartz-muscovite-biotite-graphite schist are generally one percent graphite or less, while graphite grades in the quartz-graphite schist commonly exceed one percent. The graphitic schists are moderately to strongly weathered to depths that may extend 10s of feet to occasionally more than 100 feet, and can generally be considered to be surface minable.
Project* *Activities
Prior to its acquisition by Westwater, Alabama Graphite carried out several exploration programs to identify and partially define the potential extent and magnitude of graphite mineralization at the Coosa Graphite Deposit, including core and sonic drilling, trenching and sampling, and an airborne geophysical survey. As a result of this exploration, a near-surface graphite deposit was partially defined in the central portion of the project area.
Permitting* *Status
The Company holds an exploration license from the State of Alabama for the Coosa Graphite Deposit, and is currently reviewing local, state, and federal permits for future development.
Mineral Resources
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 with an effective date of December 11, 2023, and filed by the Company on Form 8-K with the SEC on December 13, 2023. SLR qualifies as a Qualified Person as defined under Item 1302 of Regulation S-K.
This TRS was prepared to add an economic analysis to the previously completed TRS by SLR, with an effective date of November 30, 2022 (the “2022 TRS”). The Mineral Resource estimate reported in the 2022 TRS remains unchanged. The Mineral Resource estimate in the 2022 TRS is based on 205 drill holes totaling 39,434 ft. Based on a 1.98% graphitic carbon (Cg) cut-off grade Indicated Mineral Resources total 26.0 million short tons (Mst) at an average grade of 2.89% Cg for a total of 754,000 short tons (st) Cg. Inferred Mineral Resources are estimated as 97.0 Mst at an average grade of 3.08% Cg for a total of 3.0 Mst Cg.
The TRS was prepared in accordance with the regulations set forth in S-K 1300 with the objective of disclosing the Mineral Resources at the Coosa Deposit, with an economic analysis. Based on the density of drilling, continuity of
geology and mineralization, testing, and data verification, the Mineral Resource estimates meet the criteria for Indicated or Inferred Mineral Resources as summarized in the TRS.
Estimated Mineral Resources, as initially reporting in the 2022 TRS, are summarized in the following table for Indicated and Inferred Mineral Resources, respectively, at a 1.98% Cg cut-off grade. Mineral Resources were estimated separately for each mineralized horizon. Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability. However, considerations of reasonable prospects for economic extraction were applied to the Mineral Resource calculations within the TRS.
| | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| · · Mineral Resources as of December 31, 2022 (1)(2)(3)(4)(5)(6)(7)(8)(9) | ||||||||||||
| | | Redox | | Tonnage | | Grade Cg | | Contained Cg | | Contained Cg | | Recovery |
| Classification | | Boundary | | (Mst) | | (%) | | (Mlb) | | (000 st) | | (%) |
| | | Oxide | | 9 | | 2.96 | | 555 | | 278 | | |
| Indicated | | Transition | | 2 | | 2.81 | | 88 | | 44 | | |
| | | Reduced | | 15 | | 2.85 | | 866 | | 433 | | |
| Total Indicated | | | | 26 | | 2.89 | | 1,509 | | 755 | | 87.4 |
| | | Oxide | | 15 | | 3.07 | | 951 | | 475 | | |
| Inferred | | Transition | | 4 | | 3.13 | | 254 | | 127 | | |
| | | Reduced | | 78 | | 3.08 | | 4,792 | | 2,396 | | |
| Total Inferred | | | | 97 | | 3.08 | | 5,997 | | 2,998 | | 87.4 |
| | | |
|---|---|---|
| (1) | | The S-K 1300 definitions were followed for mineral resources |
| (2) | | Mineral resources are constrained within a Whittle pit shell using a cut-off grade of 1.98% Cg. |
| (3) | | Mineral resources are estimated using a long-term graphite price of US$1,100/st. |
| (4) | | Bulk density ranges from 1.68 t/m3 to 3.03 t/m3 (0.05 st/ft3 to 0.09 st/ft3). |
| (5) | | Mining dilution equals 5.0%. |
| (6) | | Mineral resources are not mineral reserves and do not have demonstrated economic viability. |
| (7) | | Numbers may not sum due to rounding. |
| (8) | | Mineral Resources are 100% attributable to Westwater. |
| (9) | | The point of reference for mineral resources is in-situ. |
The estimated base case economics in the IA is based on Indicated (11%) and Inferred (89%) Mineral Resources. An economic analysis was prepared with a base case using Indicated and Inferred Mineral Resources (the former being 11% of the total and the latter being 89% of the total) which shows positive economics. The economic analysis contained in the IA is preliminary in nature and is based, in part, on Inferred Mineral Resources that are considered too speculative geologically to have modifying factors applied to them that would enable them to be categorized as Mineral Reserves. There is no certainty that economic forecasts on which the IA is based will be realized. The following table presents a summary of results for the estimated base case.
| | | | | | | |
|---|---|---|---|---|---|---|
| Preliminary Economic Analysis - Base Case | ||||||
| | Item | | Unit | | Value | |
| | Cg Price | | $/st | | 988 | |
| | Cg Concentrate Sales | | Mst | | 2.26 | |
| | Total Gross Revenue | | US$ M | | 2,254 | |
| | Total Operating Costs | | US$ M | | (1,204) | |
| | Operating Margin | | US$ M | | 1,050 | |
| | Development Capital | | US$ M | | (152) | |
| | Sustaining Capital | | US$ M | | (142) | |
| | Final Closure/Reclamation | | US$ M | | (43) | |
| | Total Capital | | US$ M | | -336 | |
| | | | | | | |
| | Pre-tax Free Cash Flow | | US$ M | | 714.1 | |
| | Pre-tax NPV @ 8% discount rate | | US$ M | | 229.2 | |
| | Pre-tax IRR | | % | | 26.7 | |
| | After-tax Free Cash Flow | | US$ M | | 608.2 | |
| | After-tax NPV @ 8% | | US$ M | | 190.2 | |
| | After-tax IRR | | % | | 24.2 | |
Only 7 million tons or 11% of the 72.7 million tons in the estimated base case are Indicated Mineral Resources. As a result, the Qualified Person determined that a stand-alone alternative case with only Indicated Mineral Resource tonnage is not economic using the assumptions and inputs outlined in the estimated base case.
The above estimated base case economics in the IA was based on the following key assumptions:
Revenue
| ● | Mineralized Material Inventory used for life of mine (LOM) planning: 72.7 Mst at 3.21% Cg with 2.33 Mst of contained Cg (65.9 million tonnes at 3.21% Cg with 2.11 million tonnes contained Cg), 100% attributable to Westwater |
| ● | An average of 9,100 st (8,200 tonnes) mill feed per day mining from open pit for 4 Mst (3 million tonnes) per year |
| ● | Mill recovery averaging 92%. |
| ● | 95% C concentrate grade at 100% payable |
| ● | Average annual Cg concentrate sales: 103,000 stpa (93,000 tonnes per year) |
| ● | Graphite price (CIF Kellyton Graphite Plant): US$998/st ($1,100/tonne) |
| ● | Transport to Kellyton Graphite Plant (CIF): $10.69/st ($11.90/tonne) |
Costs
| ● | Pre-production period: 24 months |
| ● | Mine life: 22 years |
| ● | Life of mine production plan as summarized in the TRS |
| ● | Mine life capital totals $293 million, including $142 million of sustaining capital |
| ● | Final end of mine reclamation and closure costs: $43 million |
| ● | Average operating cost over the mine life is $15.41/st milled ($16.99/tonne milled) |
Taxation and Royalties
| ● | Royalties: Merchant 0.5% NSR up to a maximum of $150,000; Lessor 2% NSR |
| ● | Coosa County Severance Tax: $5/st concentrate ($5.51/tonne) |
| ● | 10 year Modified Accelerated Cost Recovery System (MACRS) depreciation method was used with total allowance of $286.3 million taken during the LOM |
| ● | Percentage depletion method (14% for graphite) was used with total allowance of $305.4 million taken during the LOM |
| ● | Loss Carry Forwards – Income tax losses may be carried forward indefinitely but may not be used for prior tax years |
| ● | Federal tax rate of 21%, Alabama state income tax rate of 6.5% |
The capital and operating cost estimates are based on factored costs from other operations, the Qualified Person’s judgment, and analogy. The change in the cost basis for this TRS, due to the proposed increase in Cg production rates and the requirement for cost escalation, makes the accuracy, in the Qualified Person’s opinion, an American Association of Cost Engineers (AACE) International Class 5 cost estimate with an accuracy range of -20% to -50% to +30% to +100%..
Internal Control
The Company’s internal controls are designed to provide reasonable assurance that information and processes utilized assessing its indicated and inferred mineral resources are reasonable and reliable estimates aligned with industry best practices and reporting regulations. Quality assurance (QA) consists of evidence to demonstrate that the assay data has precision and accuracy within generally accepted limits for the sampling and analytical method(s) used in order to have confidence in a resource estimate. Quality control (QC) consists of procedures used to ensure that an adequate level of quality is maintained in the process of collecting, preparing, and assaying the exploration drilling samples. In general, QA/QC programs are designed to prevent or detect contamination and allow assaying (analytical), precision (repeatability), and accuracy to be quantified. In addition, a QA/QC program can disclose the overall sampling-assaying variability of the sampling method itself. Our quality assurance and control protocols over sampling and assaying of drill hole samples include insertion of certified reference materials, blanks and duplicates, as well as selective sample validation at secondary laboratories. As indicated within the TRS, the Qualified Person has determined that the Company’s QA/QC programs meet current industry standard practice and the assay results within the database are suitable for use in a Mineral Resource estimate.
Management also assesses risks inherent in mineral resource estimates, such as the accuracy of geophysical data that is used to support mine planning, identify hazards and inform operations of the presence of mineable deposits. For further information on risks regarding mining and exploration activity seeItem 1A, Risk Factors above.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.