Ur-Energy(URG) - 2018 Q4 - Annual Report

Part I Business and Properties Ur-Energy is a US-based uranium mining company operating the Lost Creek ISR facility in Wyoming, focusing on uranium production and development projects - Ur-Energy is an exploration stage mining company engaged in uranium mining, recovery, and processing, with its primary operation being the Lost Creek Project in Wyoming, which started production in August 2013[20][26] - The company utilizes in-situ recovery (ISR) mining, a lower-cost method that involves injecting a lixiviant solution to dissolve uranium, which is then recovered and processed into yellowcake at the Lost Creek facility[31] - The Lost Creek processing plant has a nameplate capacity of two million pounds of U3O8 per year, with wellfields designed to produce approximately one million pounds annually. The excess capacity allows for maintenance flexibility and potential toll processing for other regional mines[36] - The company's main properties are in Wyoming, including 13 projects in the Great Divide Basin (e.g., Lost Creek Property) and the Shirley Basin and Lucky Mc sites. The total land portfolio in Wyoming exceeds 55,000 acres[38][41] Lost Creek Property Lost Creek is the flagship operating asset with 11.93 million pounds of U3O8 Measured and Indicated resources as of 2018 Lost Creek Property Mineral Resources (as of 2016 PEA) | Category | Avg Grade (% eU3O8) | Short Tons (x1000) | Pounds (x1000) | | :--- | :--- | :--- | :--- | | Measured | 0.048 | 8,316 | 8,028 | | Indicated | 0.044 | 5,942 | 5,223 | | Measured + Indicated | | 14,258 | 13,251 | | Inferred | 0.044 | 7,368 | 6,439 | Lost Creek Production Summary | Period | Pounds U3O8 Captured | Pounds U3O8 Packaged | Pounds U3O8 Shipped | | :--- | :--- | :--- | :--- | | 2018 | 302,164 | 286,358 | 287,873 | | 2017 | 254,012 | - | - | - As of December 31, 2018, total cumulative production from the Lost Creek Project (MU1 and MU2) amounted to 2,675,652 pounds U3O8[55] - The company is seeking regulatory approval to expand operations to the adjoining LC East Project. The Final Environmental Impact Statement (FEIS) was published in January 2019, with final permits anticipated later in 2019[62][190] Shirley Basin Project Shirley Basin is a key development asset with 8.8 million pounds of U3O8 Measured and Indicated resources, with permitting underway Shirley Basin Project Mineral Resources (as of 2015 PEA) | Category | Avg Grade (% eU3O8) | Short Tons (x1000) | Pounds (x1000) | | :--- | :--- | :--- | :--- | | Measured | 0.275 | 1,367 | 7,521 | | Indicated | 0.118 | 549 | 1,295 | | Measured + Indicated | 0.230 | 1,915 | 8,816 | - Permitting for the Shirley Basin Project is advancing, with applications for a permit to mine and a source material license under review by Wyoming state agencies (WDEQ and URP). Approvals are anticipated in 2019[30][191] - The Shirley Basin site includes one of the few remaining NRC-licensed facilities in the U.S. for byproduct waste disposal from other uranium mines, and it accepted deliveries under contract throughout 2018[86] Competition and Mineral Prices The uranium market is highly competitive with prices set by private contracts, remaining low through 2018 Uranium Price History (US$ per pound) | Date | Spot Price | Long-Term Price | | :--- | :--- | :--- | | Dec 31, 2016 | $20.25 | $30.00 | | Dec 31, 2017 | $23.75 | $31.00 | | Dec 31, 2018 | $27.75 | $32.00 | - The company faces significant competition from larger, more established companies, including state-owned or sponsored entities, which have greater financial and technical resources[99] Government Regulations Operations are subject to extensive federal, state, and local regulations, with Wyoming assuming NRC authority in 2018 - Operations are subject to comprehensive regulations from multiple authorities covering environmental protection, health and safety, waste disposal, and endangered species, which can cause delays and increase costs[101][103] - Effective September 30, 2018, Wyoming became an Agreement State, assuming regulatory responsibility from the NRC for uranium recovery facilities. This is expected to streamline licensing and potentially reduce costs[64] - The company must comply with various environmental laws, including RCRA for waste disposal, the SDWA for underground injection, CERCLA for liability, and the Clean Water Act for discharges[105][106][107][110] Risk Factors The company faces market volatility, operational hazards, extensive regulations, and financial risks including debt and potential PFIC classification - The U.S. uranium industry is challenged by high inventories and unrestricted imports from state-sponsored producers. In 2018, the company co-filed a Section 232 trade petition seeking a 25% domestic market quota, but the outcome is uncertain[120] - The company's properties do not contain proven or probable reserves under SEC Industry Guide 7, which increases the economic and technical risks of its production activities[129] - The business is subject to extensive and evolving environmental regulations (e.g., for sage-grouse protection, water restoration) that can be expensive, cause delays, and expose the company to litigation[126][127][134] - Restrictive covenants in the State Bond Loan agreement limit the ability to sell assets, including the Lost Creek Project. Failure to service this debt could lead to the loss of these key assets[132][133] - The company may be classified as a Passive Foreign Investment Company (PFIC), which could result in adverse U.S. federal income tax consequences for U.S. shareholders[153] Unresolved Staff Comments The company reports no unresolved staff comments - None[157] Legal Proceedings The company reports no legal proceedings - None[158] Mine Safety Disclosure The company's operations at Lost Creek are not subject to regulation by the Federal Mine Safety and Health Administration (MSHA) under the Mine Act - The Company's operations are not subject to regulation by the Federal Mine Safety and Health Administration ("MSHA")[159] Part II Market for Common Equity and Related Matters Ur-Energy's common shares trade on NYSE American and TSX, with no dividends paid, and underperformed market indexes - Common shares are listed on the NYSE American (URG) and Toronto Stock Exchange (URE). As of February 27, 2019, 159,729,403 common shares were outstanding[162][3] - The company has never paid dividends on its common shares and has no current plans to do so[164] Equity Compensation Plan Information (as of Dec 31, 2018) | Plan Category | Shares to be Issued Upon Exercise | Weighted-Average Exercise Price | Shares Remaining for Future Issuance | | :--- | :--- | :--- | :--- | | Approved by securityholders | 10,747,108 | $0.64 | 3,055,321 | Five-Year Cumulative Shareholder Return ($100 Investment) | | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Ur-Energy Inc. | $100 | $66 | $54 | $44 | $55 | $54 | | Peer Average | $100 | $86 | $45 | $45 | $52 | $42 | | Russell 3000 | $100 | $110 | $109 | $120 | $143 | $133 | | NYSE American Index | $100 | $101 | $89 | $95 | $110 | $94 | Selected Financial Data This section summarizes five years of financial data, showing $23.5 million revenue and $4.5 million net income in 2018 Selected Financial Data (in thousands of U.S. Dollars) | | 2018 | 2017 | 2016 | 2015 | 2014 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | $23,496 | $38,368 | $27,305 | $41,877 | $29,349 | | Net income (loss) | $4,534 | $76 | $(3,010) | $(795) | $(8,749) | | Basic EPS | $0.03 | $0.00 | $(0.02) | $(0.01) | $(0.07) | | Total assets | $100,363 | $88,364 | $89,940 | $95,757 | $104,451 | | Shareholders' equity | $51,847 | $38,781 | $36,232 | $32,501 | $32,101 | Management's Discussion and Analysis (MD&A) MD&A covers 2018 performance, including $23.5 million revenue, $4.5 million net income, and strategic responses to market conditions - In response to market conditions, the company and a co-petitioner filed a Section 232 trade action with the U.S. Department of Commerce, seeking a 25% quota for domestic uranium production to counter threats from state-subsidized imports[180][181] - In 2018, the company sold 480,000 pounds of U3O8, of which 470,000 pounds were purchased at an average cost of $24.42/lb and sold into term contracts at an average price of $49.39/lb[187][216] - A public offering in September 2018 raised net proceeds of approximately $9.2 million, intended to enhance operational readiness and for general corporate purposes[199] - For 2019, the company expects to sell 500,000 pounds at an average price of $49/lb, fully covered by purchase contracts at an average cost of $26/lb, projecting a gross profit of ~$11.5 million[268] 2018 Results of Operations In 2018, the company captured 302,164 lbs U3O8, sold 480,000 lbs for $23.5 million revenue, and achieved $4.5 million net income 2018 Annual Production and Costs | Metric | Unit | 2018 Total | | :--- | :--- | :--- | | Pounds Captured | lb | 302,164 | | Cash Cost per Pound Captured | $/lb | $6.84 | | Pounds Drummed | lb | 286,358 | | Cash Cost per Pound Drummed | $/lb | $16.48 | 2018 Annual Sales and Gross Profit | Metric | Unit | 2018 Total | | :--- | :--- | :--- | | Pounds Sold | lb | 480,000 | | U3O8 Sales | $000 | $23,453 | | Average Price per Pound Sold | $/lb | $48.86 | | Average Cost per Pound Sold | $/lb | $24.76 | | U3O8 Gross Profit | $000 | $11,569 | | Gross Profit Margin | % | 49.3% | - The company monetized the present value of portions of a 2021 sales agreement for 165,000 lbs of U3O8, receiving proceeds of $3.5 million[238][436] Liquidity and Capital Resources Cash increased to $6.4 million at year-end 2018, supported by equity financing and a future sales contract monetization - Cash and cash equivalents increased to $6.4 million at year-end 2018 from $3.9 million at year-end 2017[256] - The company closed a $34.0 million State Bond Loan in 2013, with a remaining balance of $15.0 million as of December 31, 2018. The loan is secured by all assets at the Lost Creek Project[257] - In September 2018, a public offering of common shares and warrants raised net proceeds of $9.1 million[264] Quantitative and Qualitative Disclosures about Market Risk The company faces commodity price, interest rate, and currency risks, mitigated by fixed-price contracts and minimal foreign currency exposure - The company is subject to commodity price risk from fluctuating uranium prices. This is mitigated by using fixed-price or inflation-adjusted supply contracts[283] - Interest rate risk exists for cash equivalents and debt financing. A sensitivity analysis shows a +/- 100 basis point change in interest rates would have a $0.1 million impact on net loss for 2018[281][446] - Currency risk is considered low as the company maintains a balance of less than $0.2 million in foreign currency[282][445] Controls and Procedures Management concluded disclosure controls and internal control over financial reporting were effective as of December 31, 2018 - The CEO and CFO concluded that the Company's disclosure controls and procedures were effective as of December 31, 2018[305] - Management concluded that the Company maintained effective internal control over financial reporting as of December 31, 2018, based on the COSO framework. This was audited by PricewaterhouseCoopers LLP[308] Part III Directors, Executive Compensation, Security Ownership, and Principal Accountant Fees Information for Items 10-14, covering governance, compensation, and ownership, is incorporated by reference from the 2019 proxy statement - Information for Items 10, 11, 12, 13, and 14 is incorporated by reference from the registrant's definitive proxy statement for the 2019 Annual Meeting of Shareholders[4][315][317][318][319][320] - The company has adopted a Code of Ethics applicable to all employees, officers, and directors, which is available on its website[316] Part IV Exhibits, Financial Statement Schedules This section lists all exhibits filed with the Form 10-K, including agreements, bylaws, contracts, and certifications - This item contains the index to the Consolidated Financial Statements and a list of all exhibits filed with the report[323][324]