WESTWATER RESOURCES ACQUISITION OF ALABAMA GRAPHITE

Transcription

1 WESTWATER RESOURCES ACQUISITION OF ALABAMA GRAPHITE Conference Call December 19 th, 2017 Christopher M. Jones Chief Executive Officer Westwater Resources (Nasdaq: WWR) Alabama Graphite Corp. (TSX.V: CSPG) (OTCQB:CSPGF) (FRANKFURT: 1AG) 1

2 CAUTIONARY STATEMENT This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as expects, estimates, projects, anticipates, believes, could, and other similar words. All statements addressing operating performance, events, or developments that Westwater Resources, Inc. ("WWR") expects will occur in the future, including but not limited to statements relating to (i) mineralization and other developments at our lithium and uranium projects, (ii) synergies between our uranium and lithium businesses, (iii) the timing, occurrence, rates and cost of production at the properties in the United States and Turkey, including statements regarding future growth pipeline, (iv) the cost of lithium and uranium production at the properties, (v) future prices and demand for lithium and uranium, (vi) capital resources, capitalization and ownership, including relationships with major shareholders, (vii) additions of reserves and resources and the occurrence, extent and results of any future exploration program, (viii) mineral resources and exploration results, which includes inferred resources (see Cautionary Note Regarding References to Resources and Reserves ), (ix) plans for capital management, revenue, cash generation and profits are forward-looking statements, and (x) the ability to close the Alabama Graphite transaction including the ability to control the costs of closing. Because they are forward-looking, they should be evaluated in light of important risk factors and uncertainties. These risk factors and uncertainties include, but are not limited to, (i) our ability to raise additional capital in the future and continue as a going concern, (ii) the spot price and longterm contract price of uranium and lithium, (iii) risks associated with our foreign operations, (iv) risks associated with WWR expanding its business into lithium, (v) competition from more experienced or better capitalized companies, (vi) operating conditions at our projects, (vii) government and tribal regulation of the uranium industry and the nuclear power industry, (viii) world-wide lithium and uranium supply and demand, (ix) maintaining sufficient financial assurance in the form of sufficiently collateralized surety instruments, (x) unanticipated geological, processing, regulatory and legal or other problems we may encounter, including in Turkey and in expanding into the lithium business, (xi) the ability of WWR to enter into and successfully close acquisitions or other material transactions such as the Alabama Graphite Corp. acquisition, (xii) the fact that NI and JORC Code reports describe various types of resources which are not recognized by the SEC, inferred resources are the lowest standard of resource allowed under NI standards and may not qualify as mineralized material under SEC staff positions, reserves are defined differently by the SEC and under NI standards (see Cautionary Note Regarding References to Resources and Reserves ), (xiii) timely receipt of recovery and other permits from regulatory agents, and (xiv) other factors which are more fully described in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and other filings with the SEC. Should one or more of these risks or uncertainties materialize, or should any of the underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on forward-looking statements. Except as required by law, WWR disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this presentation. 2

3 1. Acquisition Overview 2. Westwater Business Update 3. Appendices 3

4 1. Acquisition Overview 4

5 ACQUISITION HIGHLIGHTS Westwater Resources, Inc. s ( WWR or Westwater ) acquisition (the Acquisition ) of Alabama Graphite Corp. ( AGC ) creates a leading energy minerals developer The Acquisition is consistent with Westwater s vision and corporate strategy and is highlighted by: A strong strategic rationale for Westwater AGC s Coosa graphite project s robust economic profile Value creation for Westwater shareholders Timing Considerations The Acquisition is expected to close in Early Q In the interim, development work at Coosa will continue as will lithium exploration Westwater is also evaluating the recently improving uranium market conditions for opportunities to monetize non-core assets 5

6 ACQUISITION SUMMARY Structure Pursuant to a definitive arrangement agreement (the Arrangement Agreement ), Westwater will acquire AGC by way of a court-approved plan of arrangement Consideration Pursuant to the Arrangement Agreement, Westwater will acquire AGC in an all-share transaction AGC shareholders will receive 0.08 of a share of Westwater common stock for each AGC common share held (the Exchange Ratio) Based on the closing prices of each company's common shares on December 11, 2017, the Exchange Ratio represents a discount of approximately 2.3% to AGC shareholders, which is reflective of AGC s financial condition and need for interim financing Board Recommendations and Support Agreement AGC s Board of Directors unanimously recommends the transaction AGC directors and officers have signed support and voting agreements indicating their support for the Acquisition and their intention to vote in favor of the Acquisition Westwater s Board of Directors unanimously approved the Acquisition and recommends that Westwater shareholders vote in favor of the Acquisition Pro Forma Ownership Westwater shareholders will own approximately 70% of the combined entity and AGC shareholders will own approximately 30% of the combined entity Interim Financing In order to cure AGC s financial duress and fund AGC s near term cash requirements until closing, Westwater will provide AGC with up to US $2 million in financing in the form of a secured, convertible loan AGC Options & Warrants AGC stock options and common share purchase warrants that are owned by AGC directors and officers have been cancelled AGC s remaining outstanding stock options and common share purchase warrants shall be exchanged for economically equivalent stock options and common share purchase warrants of Westwater (based on the Exchange Ratio, with the same expiration) Deal Protection The Arrangement Agreement provides customary deal protection measures in favor of Westwater including : a non-solicitation covenant on the part of AGC, a right to match in favor of Westwater and entitlement for expense reimbursement in favor of Westwater for up to $1.5 million under certain circumstances Required Approvals & Closing Court-approved plan of arrangement Expected to require the approval of 66 2/3 of the votes cast by AGC and 50.1% of the votes cast by Westwater shareholders Closing of the Acquisition is expected to be in 2Q

7 WHY GRAPHITE? LITHIUM ION BATTERIES Graphite Matters! It takes 10 to 30 times more graphite than lithium to make a lithium-ion battery the minimum graphite purity required is 99.95% Cg Coated Spherical Purified Graphite (CSPG) is a critical input material for the anode in Lithium-ion batteries which can be processed from natural or synthetic graphite. CSPG sells for a significant premium to graphite flake concentrate with projected strong demand growth Each electric car contains 100 to 200+ pounds of CSPG Graphite is a critical strategic mineral; Although there are ~200 graphite applications, the one with the most significant and enduring future demand is lithium-ion batteries (graphite is used to manufacture the anode in a lithium-ion battery) 7

8 3 DRIVERS OF DEMAND FOR GRAPHITE 1. Transportation Batteries: to power electric vehicles; the electrification of automotive is evolving rapidly from niche to mainstream (significant growth) 2. Stationary/Commercial/Utility Grid-Storage Batteries: energy storage for electrical grid, commercial and residential buildings; solar, wind and for traditional power storage and peak shaving (exponential growth) 3. Consumer Electronics Batteries: smartphones, laptops, tablets, wearable electronics, power tools, and other battery-powered devices (moderate growth) 8

9 TRANSPORTATION : A KEY DEMAND DRIVER The ongoing global shift toward low- and zero-emission transportation alternatives will continue to drive graphite and lithium demand: United Kingdom and France have announced they will prohibit the sale of petrol and diesel vehicles by China, the largest new car market in the world, has mandated all auto manufacturers sell a minimum of 8% new energy vehicles which includes plug-in hybrid, battery electric, and fuel cell powered cars. Volvo vowed to cease production of the combustion engine, promising every vehicle the automaker produces after 2019 will have an electric motor. Governments around the world continue to incentivize electric vehicle ownership through corporate subsidies and tax-incentives for buyers. Notably, demand for the most lithium-intensive applications is expected to grow at the fastest rate. 2.5g 25g 35g 50g 37kg 51kg *Data sourced from 2016 CRU Lithium Market Outlook 9

10 BATTERIES ENABLING SOLAR & WIND Our belief is that large battery storage is an enabling technology for solar and wind power as it has the potential to greatly reduce the issue of intermittence associated with these important next generation technologies % 95% Battery Non- Battery Renewable Energy Growth ( ) 61% 39% Battery Non- Battery % Non- Battery Battery Wind: ~10% CAGR Solar: ~17% CAGR 70% Energy storage unlocks value in existing assets by increasing rates of utilization *Data sourced from Lux Research 10

11 INCREASED U.S. GEOGRAPHIC FOCUS + Coosa Project (AGC), Alabama 78.5 million tons grading 2.39% graphitic carbon (Cg) Largest Indicated Mineral Resource of flake graphite in the United States of America. COLUMBUS BASIN: Surface sampling indicated lithium at an average of 100 ppm, 21 of 348 samples were +200 ppm, and 392 ppm in one sample SAL RICA: 13,260 acres with good road and power access Previous sampling indicated lithium values ranging from ppm in brine over an area of approximately 36 square miles RAILROAD VALLEY: Acquired approximately 9,300 acres of federal placer mining claims in the Railroad Valley of Central Nevada in June 2017 Project covers an area where company-led reconnaissance sediment sampling returned lithium values as high as 366ppm Temrezli Project Turkey (U) Long life, low capital and operating cost project Pre-Feasibility completed February 2015: Average annual production of 800,000 pounds of uranium over 12 years FCF of greater than US$345M over life of mine 11

12 STRONG STRATEGIC RATIONALE The acquisition significantly increases Westwater s leverage to fast growing energy minerals end markets while simultaneously pulling forward revenue and cash flow opportunities. Alabama Graphite is the only pure play CSPG development company Project/development targets place it in the lowest cost quartile when compared to the world s producers Only battery-grade graphite project in the contiguous USA Current global production profile of critical graphite-based ingredient for use in lithium-ion batteries offers, perhaps necessitates, the opportunity to develop a domestic based source for this crucial input. Current production 100% controlled by China with an unsustainable environmental footprint, where it causes significant pollution due to poor mining practices and low environmental standards Battery manufacturers are beginning to be held accountable by consumers to source graphite in an environmentally responsible way The importance of U.S. security supply cannot be overstated. The rapidly expanding U.S. battery industry will require a secure, reliable U.S. source of CSPG 12

13 COOSA PROJECT Large, High Grade, and Low Cost Graphite Project Largest Indicated Mineral Resource of flake graphite in the United States of America The Coosa Graphite Project hosts an NI Indicated Mineral Resource Estimate of 78.5 million tons grading 2.39% graphitic carbon (Cg) in a historical graphite production district Most advanced battery-grade graphite project in the United States High carbon grade averaging 96.7% Cg across all flake sizes Primary and secondary processing plants to produce 5,500 tons (5,000 tonnes) of specialty high-purity graphite products annually, ramping up to 16,500 tons (15,000 tonnes) annually in year 7; subsequent capital expenditures to be funded through free cash flow Coosa s Preliminary Economic Assessment is summarized on the following slide Recently % Graphite purity achieved via proprietary, environmentally responsible and sustainable purification process; exceeding nuclear purity requirements (2017) 13

14 COOSA S STRONG FINANCIAL PROFILE A Preliminary Economic Assessment ( PEA ) completed by AGC in 2015, confirms the Coosa Graphite Project has attractive potential returns and the lowest initial capital investment (~$43 million) in the graphite developmental space. It contemplates producing 2 specialty graphite products: 1. CSPG for use in lithium-ion batteries 2. Purified Micronized Flake Graphite (PMG) for use in polymer, plastic and rubber composites, powder metallurgy, energy materials and friction materials among other applications. PMG can be a byproduct of CSPG manufacturing. Category CSPG (15 microns) >99.95% Carbon Selling Price PMG (5 micron >80%) >98% Carbon Selling Price Blended Selling Price for CSPG & PMG Life of Mine Blended OPEX for CSPG & PMG Price per Tonne Planned Production $9,000 75% $2,000 25% $7, % $1, % IRR & NPV Pre Tax Post Tax Payback 1.9 Years 2 Years IRR 40-50% 35-45% NPV(8%) $444M $320M NPV(10%) $329M $236M See last slide for cautionary notes on the Coosa Project PEA 14

15 CORPORATE SNAPSHOT Shares outstanding million Pro Forma Ownership Options/Warrants million 30% Westwater Shareholders Share Price US$ % Alabama Graphite Shareholders Market Capitalization US$31.5M Pro Forma Capitalization Table Cash and Equivalents (10/31/17) 2 US$6.1M Share Price ($US) (As of December 11, 2017) Pro Forma $1.14 $0.09 (4) $1.14 Liquidity ( 3 Mo. Avg.) Long-term Debt million shs/day US$0 Shares Outstanding Market Capitalization $31.5 $13.6 $44.7 Implied WWR Ownership 70% 1 Shares outstanding and prices are as of December 11, Does not include US$3.7 million in restricted cash. 3 Retired original US$8.0 million convertible loan: repaid US$5.5M on February 9, 2017 and US$2.5M on December 12, Please see relevant releases for those periods. 4 Converted at a CAD/USD FX rate of

16 US$ Millions US$ Millions VALUE CREATION FOR WESTWATER On numerous important metrics, the Acquisition represents compelling value Westwater believes the Acquisition is accretive to Westwater shareholders Value of Offer vs. AGC s Market Value Value of Offer vs. Coosa PEA NPV $23.7 $444.0 $13.3 $13.6 $15.5 $13.0 $ Value of Offer (Spot) Market Cap (Spot) Market Cap (20-Day VWAP) Market Cap (52- Week Low) AGC was experiencing financial duress 1 Market Cap (52- Week High) $13.3 Value of Offer (Spot) Coosa Project Pre-Tax PEA NPV (8%) WWR provided interim financing to AGC in the form of convertible, secured debt 1 1 Coosa Project Post-Tax PEA NPV (8%) 1. Based on December 11, 2017 close price converted to USD at an FX rate of CAD/USD 16

17 2. Westwater Business Update 17

18 LITHIUM S ROLE IN RENEWABLE ENERGY kt LCE (Lithium Carbonate Equivalent) Transportation Global LCE Demand CAGR 6.3% (Compounded Annual Growth Rate) Global Electric Vehicle sales projected to increase at CAGR of 22% through Transportation sector accounts for 23% of Greenhouse Gas emissions, accelerating demand for low emission alternatives kt LCE CAGR: 13% ( ) Energy Storage Need for energy storage expected to be driven by grid management, peak demand management and renewable energy applications. Global LCE demand of 1kt in 2015 expected to rise to over 23kt in CAGR: 11% ( ) Consumer Electronics Global LCE demand in 2015 was 26kt. Demand growth will be supported by smart phone, portable PC and tablet battery demand. CAGR: 3% ( ) *Data sourced from 2016 CRU Lithium Market Outlook 18

19 GWh GWh LI SUPPLY MUST RISE TO MEET LI DEMAND Supply must rise to meet demand: ~230 GWh of capacity additions are expected from battery facilities at a cost of ~US$10 billion. Newcomer Energy Absolute recently proposed building a battery factory that will be scaled up to 50 GWh by 2020 at a total investment of US$2.9 billion depending on demand to 2020 Global Li-ion Production Capacity (GWh) Li-ion Battery Capacity Expansions by 2020 (GWh) ~ GWh Worldwide Liion Production Capacity Capacity Additions 2020 GWh Worldwide Liion Planned Production Capacity 0 *Data sourced from Benchmark Minerals Intelligence, Lux Research, and Bloomberg. 19

20 LITHIUM CARBONATE PRICE HISTORY $10, Lithium Carbonate Price per Metric Ton $7, $5, $2, $ Our targeted production cost basis of $4,500/MT has potential to yield considerable margin as Lithium prices continue to trend upward. *Data sourced from Metalary 20

21 LITHIUM PRODUCTION There are four main ways to mine lithium: Brine Evaporated from salt brines; most common method Low Opex Elongated process; 18-month evaporation time High start-up costs Mechanical Brine Extraction Not capital intensive >90% lithium recovery rate Most environmentally friendly Not yet proven viable on a commercial scale Spodumene Mined spodumene is crushed to leach lithium ore Higher Opex Shorter production timeline Low start-up costs Clay Similar process to spodumene Low start-up costs Not yet proven viable on a commercial scale 21

22 GLOBAL PRODUCTION - LITHIUM USA <1% Portugal 1% China 6% Brazil 1% Chile 33% Argentina 16% Zimbabwe 3% Australia 40% *Data sourced from U.S. Geological Survey, Mineral Commodity Summaries **Based on 2016 global lithium mine production of ~36,000 metric tons. 22

23 WESTWATER LITHIUM PROJECTS Sal Rica Geophysics complete COLUMBUS BASIN: Expanded to >14,000 acres; good highway, power access and ample groundwater. Water rights application underway in Nevada Surface sampling indicated lithium at an average of 100 ppm, 21 of 348 samples were +200 ppm, and 392 ppm in one sample Columbus Basin Project Exploration underway Railroad Valley Project Evaluation underway SAL RICA: 13,260 acres with good road and power access Previous sampling indicated lithium values ranging from ppm in brine over an area of approximately 36 square miles Exploration planning underway RAILROAD VALLEY: Acquired approximately 9,300 acres of federal placer mining claims in the Railroad Valley of Central Nevada in June 2017 Project covers an area where company-led reconnaissance sediment sampling returned lithium values as high as 366ppm 23

24 US$ / lb U3O8 URANIUM: STILL A STRATEGIC FOCUS WHY URANIUM? Nuclear power represents only electrical base load solution for global electric power growth driven by economic expansion and a focus on carbon reduction The global nuclear fleet is expected to grow more than 35% over the next 10 years China, India, Russia and Korea are building or have ordered 130 new reactors $80.00 $70.00 $60.00 $50.00 $40.00 $30.00 $20.00 $10.00 $ Jan-11 3-Jan-12 3-Jan-13 3-Jan-14 3-Jan-15 3-Jan-16 3-Jan-17 *Data sourced from The Ux Consulting Company, August 2017 Recent production cuts by Cameco and Kazataprom Term Spot TEMREZLI PROJECT Long life, low capital and operating cost project Pre-Feasibility completed February 2015: Average annual production of 800,000 pounds of uranium over 12 years Average cash operating costs of US$16.89/ lb U3O8 FCF of greater than US$345M over life of mine 24

25 EXPERIENCE MATTERS DEMONSTRATED HISTORY BY MANAGEMENT Energy minerals exploration and development is a process that requires discipline and diligent capital stewardship: Restructured and recapitalized Company over the past several years, repositioning Westwater as a broad, diversified energy minerals company. Experienced management team with a demonstrated history of developing numerous mineral properties through production. Demonstrated ability to raise capital. Proactive M&A program which helped reposition WWR s uranium asset base around low-cost assets, selling none-core uranium properties for capital which was redeployed to cost effectively expand resource base into lithium in Reduced total expenses by 70% over the last 4 years. Cost-effectively expanded into lithium during mid Staked and expanded Columbus Basin and Railroad Valley lithium projects in Nevada. Purchased Sal Rica project for in Utah for $50,000, stock and 2% NSR2. 25

26 WESTWATER VALUE PROPOSITION Expanding leverage to green energy minerals Acquisition of AGC in progress Increasing our exposure to the robust energy storage sector with the Coosa Project in Alabama Exposure to robust lithium sector with the Columbus Basin and Railroad Valley projects in Nevada, and the Sal Rica Project in Utah Leverage to rising uranium price with the low-cost Temrezli Project in Turkey and one of the largest uranium mineralization bases in the U.S. with two licensed uranium processing facilities in Texas Debt free and expected to be funded well into 2018 Monetizing non-core assets News catalysts expected from battery graphite development and lithium exploration businesses AGC transaction expected to close in early Q Graphite pilot plant and product development work expected throughout 2018 Lithium exploration plans 26

27 3. Appendix 27

28 OUR TEAM: TENURED LEADERS IN ENERGY MINERALS DEVELOPMENT Christopher M. Jones, President, CEO and Interim Chairman Jeffrey L. Vigil, VP Finance and CFO Dain A. McCoig, VP, South Texas Operations Matthew J. Hartmann Director, Technical Services Cevat Er General Manager - Turkey John W. Lawrence, General Counsel and Corporate Secretary Joined in March 2013; more than 35 years of industry experience; licensed Professional Engineer (US and Canada) B.S. in Mining Engineering from South Dakota School of Mines and an MBA from Colorado State University Joined in June 2013; more than 40 years of financial experience, including 25 years of mining background with 10 years in the uranium sector B.S. in Accounting from the University of Wyoming; licensed CPA Joined in 2004; experienced in all phases of ISR development and production; licensed Professional Engineer in Texas Managed design and construction of Rosita Facility in Texas B.S. in Mechanical Engineering from Colorado School of Mines Joined in 2012; more than 15 years of industry experience; Licensed Professional Geologist; Qualified Person in Australia and Canada B.A Geological Sciences from Ohio State, M.Sc. in Mining Engineering and Management from South Dakota School of Mines Joined in Founder of SRK Ankara, with 30 years of Turkish mining and environmental experience M.Sc. from University of Arizona, and B.S. Geological Engineering Joined in 2012; more than 30 years of experience in law and licensing across nuclear fuel cycle B.S. in Nuclear Engineering from Purdue University and a J.D. from Catholic University, Columbus School of Law 28

29 CAUTIONARY NOTE REGARDING REFERENCES TO RESOURCES AND RESERVES WWR discloses mineral resources, including inferred resources, pursuant to the Canadian Institute of Mining, Metallurgy and Petroleum Standards (CIM Standards) for reporting mineral resources and reserves, and Canadian National Instrument (NI ). In the instance of the Temrezli Project in Turkey, mineral resources are reported within the context of the 2012 edition of the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code). Investors are cautioned that the requirements and terminology of NI , the CIM Standards, and the JORC Code differ significantly from the requirements and terminology of the SEC set forth in the SEC s Industry Guide 7 ( SEC Industry Guide 7 ). Accordingly, the Company s disclosures regarding mineralization may not be comparable to similar information disclosed by the Company in the reports it files with the SEC. Without limiting the foregoing, while the terms mineral resources, inferred resources, indicated resources and measured mineral resources are recognized and required by NI and the CIM Standards, they are not recognized by the SEC and are not permitted to be used in documents filed with the SEC by companies subject to SEC Industry Guide 7. Mineral resources which are not mineral reserves do not have demonstrated economic viability, and investors are cautioned not to assume that all or any part of a mineral resource will ever be converted into reserves. Further, inferred resources have a great amount of uncertainty as to their existence and as to whether they can be mined legally or economically. It cannot be assumed that all or any part of the inferred resources will ever be upgraded to a higher resource category. Under Canadian rules, estimates of inferred mineral resources may not form the basis of a feasibility study or pre-feasibility study, except in rare cases. The SEC normally only permits issuers to report mineralization that does not constitute SEC Industry Guide 7 compliant reserves as in-place tonnage and grade without reference to unit amounts. In addition, the NI , CIM Standards and the JORC Code definition of a reserve differ from the definition in SEC Industry Guide 7. In SEC Industry Guide 7, a mineral reserve is defined as a part of a mineral deposit which could be economically and legally extracted or produced at the time the mineral reserve determination is made, and a final or bankable feasibility study is required to report reserves. The three-year historical price (or in certain circumstances, a contract price) is used in any reserve or cash flow analysis of designated reserves and the primary environmental analysis or report must be filed with the appropriate governmental authority.wwri discloses non-reserve mineralized material that is considered too speculative geologically to be categorized as reserves under SEC Industry Guide 7. Estimates of non-reserve mineralized material are subject to further exploration and development, are subject to many risks and highly speculative, and may not be converted to future reserves of WWR. Investors are cautioned not to assume that all or any part of such non-reserve mineralized material exists, or is economically or legally extractible. Mineralized material that are not reserves do not have any demonstrated economic viability. 29

30 COMPETENT PERSON STATEMENTS DISCLOSURE REGARDING FOREIGN RESERVES & RESOURCES Technical information in this release was reviewed by Matthew J. Hartmann, M.Sc., P.G., Director Technical Services of Westwater Resources, Inc., and Registered Member of the Society for Mining, Metallurgy & Exploration ( RM). He is a Qualified Person as defined by Canadian National Instrument , and a Competent Person as defined in the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code). Mr. Hartmann has approved the technical information disclosed, and the form and context in which it appears. Information in this presentation which relates to the Temrezli, Turkey Project s Mineral Resources and Exploration Results is based on information compiled by Mr. Dmitry Pertel and Mr. Robert Annett, who are Members of the Australian Institute of Geosciences ( AIG ). Mr. Pertel is employed by CSA Global Pty Ltd and Mr. Annett was a non-executive Director of Anatolia Energy Ltd prior to its acquisition by Westwater Resources, Inc. Mr. Pertel and Mr. Annett each have over 20 years of exploration and mining experience in a variety of mineral deposit styles, and have sufficient experience which is relevant to the style of mineralization and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the Australasian Code for reporting of Exploration Results, Mineral Resources and Ore Reserves. Mr. Pertel and Mr. Annett consent to inclusion in this presentation of the matters based on their information in the form and context in which it appears. ESTIMATES OF RESOURCES / RESERVES WWR wishes to confirm that the information reported in relation to the WWR Mineral Resources, exclusive of the Temrezli, Turkey uranium project, are on the basis of a foreign estimates (Foreign Estimate) and as such are not reported in accordance with the JORC Code. The following additional information is provided in accordance with Listing Rule The information provided in relation to Foreign Estimates was extracted fromwwri s website and various filings with the SEC (USA). WWRI discloses Mineral Resources (exclusive of the Temrezli, Turkey uranium project), including inferred resources, pursuant to the CIM Standards and Canadian National Instrument NI WWR believes that the categories of mineralization reported are similar to the JORC Code (2012) classification. The Foreign Estimates in their current form are considered to be accurate representations of the available data, and are the most recent Resource Statements by WWR. WWR considers the Foreign Estimates to be material to WWR. WWR also believes that the Foreign Estimates are relevant to shareholders as they provide an indication of the current estimated mineralization under the control of WWR. WWR believes that the Foreign Estimates are sufficiently reliable and consistent with estimation methodologies commonly used at the time of their estimation. WWR reported the Foreign Estimates and has been involved in the evaluation of these deposits. WWR has significant experience in uranium exploration and the production of uranium from its uranium assets the United States, and files all necessary information relating to their activities with the governing authorities (SEC). Information relating to the key assumptions, mining and processing parameters, and methods used to prepare the Foreign Estimates are documented in a number of historic NI reports held by URI, and various filings with the SEC. Cautionary Statement The foreign estimates of mineral resources and reserves in this presentation are not reported in accordance with the Australasian JORC Code. A competent person has not done sufficient work to classify the foreign estimates as mineral resources or ore reserves in accordance with the JORC Code but WWR notes the close similarity of the Canadian NI and JORC classification systems. It is uncertain that following evaluation and/or further exploration work that the foreign estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code. This will require new estimates and future reporting under JORC (2012).

31 PEA CAUTIONARY STATEMENT The material scientific and technical information in respect of Alabama Graphite s Coosa Project in the presentation is based upon information contained in the technical report dated November 30 th, Readers are encouraged to read the PEA, which is available under the Company's profile on SEDAR, for detailed information concerning the Coosa Project. All disclosure contained in this presentation regarding the resource estimate and economic analysis on the property is fully qualified by the full disclosure contained in the PEA. Readers are cautioned that mineral resources are not mineral reserves and do not have demonstrated economic viability. The PEA is preliminary in nature. There is no certainty that the PEA will be realized, and it includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves. Although the PEA contemplates an initial development and construction period beginning in year one, with startup of commercial production in year two, commencement of development and construction remains dependent on Alabama Graphite making a development decision, which would be dependent on a number of factors, including but not limited to expectations regarding market prices, the US Canadian dollar exchange rate, and the availability of development capital. Additionally, a production decision which is made without a feasibility study of mineral reserves demonstrating economic and technical viability carries additional potential risks which include, but are not limited to, the risk that additional detailed work may be necessary with respect to mine design and mining schedules, and process plant designs, and the noted inherent risks. 31