Correspondence 0001437749-23-009114 from URANIUM ENERGY CORP (UEC) (CIK 0001334933) (UEC)
URANIUM ENERGY CORP (UEC) (CIK 0001334933)
Date: April 3, 2023 · CIK: 0001334933 · Accession: 0001437749-23-009114
AI Filing Summary & Sentiment
File numbers found in text: 001-33706
Letter
Via EDGAR Correspondence Securities and Exchange Commission Division of Corporate Finance Office of Energy & Transportation Washington, D.C. 20549 Attention: Jennifer O’Brien, Staff Accountant and John Coleman, Mining Engineer
Dear Sirs/Mesdames:
Re:
Uranium Energy Corp.
Form 10-K for Fiscal Year Ended July 31, 2022
Form 10-Q for Fiscal Quarter Ended October 31, 2022
File No. 001-33706
Response to the SEC Comment Letter
We are writing as counsel to and on behalf of Uranium Energy Corp. (the “Company” or “UEC”) and in response to the recent comment letter (the “Comment Letter”), dated February 16, 2023, from the United States Securities and Exchange Commission (the “SEC”).
We are pleased to hereby provide the SEC with the Company’s responses to the Comment Letter, and please note that we have repeated below each of the comments/requests contained in the Comment Letter and responded in each instance in bold and immediately thereafter for, we hope and trust, the SEC’s ease of reference in review.
In this respect we note that we refer below to the Company’s updated and amended Form 10-K/A (the “Form 10-K/A”), together with each of the noted and updated Technical Report Summaries (each, a described “TRS”) in this matter, which are responsive to the SEC’s Comment Letter, and which the Company has now filed on EDGAR.
McMillan LLP | Royal Centre, 1055 W. Georgia St., Suite 1500, PO Box 11117, Vancouver, BC, Canada V6E 4N7 | t 604.689.9111 | f 604.685.7084
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Vancouver | Calgary | Toronto | Ottawa | Montréal | Hong Kong | mcmillan.ca
April 3, 2023
Page 2
SEC Comment Letter:
“Form 10-K for Fiscal Year Ended July 31, 2022
Item 2. Description of Properties, page 28
“1.
Please disclose the selected point of reference with your summary resource table as required by Item 1303 (b)(3)(v) of Regulation S-K, and clarify the commodity price used for the Yuty resource.”
Company Response:
In this respect the Company notes that its updated and now filed TRS for its Yuty Project confirms that the subject commodity price is $65 per pound which has now been added to the Yuty Project TRS in support at page 11-41 of this TRS.
In this respect the Company also notes that its updated and now filed TRS for its Anderson Project confirms that the subject commodity price is also $65 per pound which has now been added to the Anderson Project TRS in support at page 11-48 of this TRS.
SEC Comment Letter:
“2.
For each material property please include the location, accurate to within one mile, using an easily recognizable coordinate system as required by Item 1304 (b)(1)(i) of Regulation S-K.”
Company Response:
In this respect the Company notes the following exact page references in each previously filed and now updated and filed TRSs whereby the location of the Company’s requisite Project property interests have been identified using longitude and latitude.
In addition, the Company also notes that each of its updated and now filed TRSs for each of its Yuty Project and Wyoming Hub and Spoke Project have been revised and provide for the location of their respective Project property interests by way of longitude and latitude as well:
●
Anderson Project TRS:
In this respect the Company notes that the latitude and longitude of this Project location was already reported on page 8 of its filed TRS, and is included in the Form 10-K/A on page 191.
April 3, 2023
Page 3
●
Texas Hub and Spoke Project TRS:
In this respect the Company notes that the latitude and longitude of this Project location are included in the updated and now filed TRS in Section 3.1 on pages 3-6 to 3-8, and on pages 134, 139, 152, 163 and 173 of the Form 10-K/A, however, is now also compiled and summarized below for ease of review and confirmation:
Hobson
28.9447
-97.9887
Burke Hollow
28.2677
-97.5152
Goliad
28.8686
-97.3433
Palangana
27.6732
-98.3934
Salvo
28.2632
-97.7889.
●
Wyoming Hub and Spoke Project TRS:
In this respect the Company notes that the latitude and longitude of this Project location was not provided for in the filed TRS, however, the Company did provide legal locations (sections, townships and ranges) for all properties. Latitude and longitude are provided in the updated and now filed TRS in Section 3.1 on pages 3-7 to 3-11, and on pages 31, 38, 48, 56, 66, 75, 84, 92, 101, 110, 119 and 126 in the Form 10-K/A, and also compiled and summarized below for ease of review and confirmation:
Allemand-Ross
43.3101
-105.7787
Barge
43.2729
-105.5905
Charlie
43.8274
-106.0594
Christensen Ranch
43.7982
-106.0235
Clarkson Hill
42.6593
-106.7006
Irigaray
43.8683
-106.1186
Jab
42.2209
-108.0439
West Jab
42.2611
-108.1225
Ludeman
42.9119
-105.6277
Moore Ranch
43.5652
-105.8480
Nine Mile
42.9807
-106.3278
Red Rim
41.6502
-107.5755
Reno Creek
43.6796
-105.7226.
●
Yuty Project TRS:
In this respect the Company notes that the latitude and longitude of this Project location was not provided for in the filed TRS, however, is now included in the updated and now filed TRS on page 7, and included in the Form 10-K/A on page 184.
April 3, 2023
Page 4
SEC Comment Letter:
“3.
For each mineral resource disclosed in the individual property section of your filing please disclose the point of reference used, the metallurgical recovery factor, and the cut-off grade as required by Item 1304 (d)(1) of Regulation S-K. In addition please include the mineral price for Clarkson Hill and Anderson.”
Company Response:
In this respect the Company now identifies the exact page references in each filed TRS whereby the point of reference, the metallurgical recovery factor and the cut-off grade is disclosed, and the Company also notes, where applicable, where an updated and now TRS has been provided for and been updated wherein for each mineral resource, if necessary, they now disclose the point of reference used, the metallurgical recovery factor and the cut-off grade as required by Item 1304 (d)(1) of Regulation S-K (including the mineral price for the Clarkson Hill and Anderson Projects):
●
Anderson Project TRS:
In this respect the Company notes that this TRS provides for a 90% metallurgical recovery factor, added to the mineral resource table as notes, on pages 2-2 and 11-50 of this TRS, and on page 200 of the Form 10-K/A.
●
Texas Hub and Spoke Project:
In this respect the Company notes that the Form 10-K/A and this updated and now filed TRS provides for an 80% metallurgical recovery factor; now added to section 11.1.1 on page 11-4 and in Tables 11-5 and 11-6 on pages 11-7 and 11-8. Tables 11-5 and 11-6 of this TRS identify that the point of reference for the mineral resources in this Project is in-situ at the Project. Where a cut-off grade was applied to Project areas, it was 0.02% as already shown in Table 11-2 (page 11-3) of this TRS. Due to the nature of ISR uranium mining, grade thickness or GT is more useful than grade alone at evaluating mineralization.
The following is the text including discussion of recovery factor from Section 11.1.1:
“Based on the depths of mineralization, average grade, thickness and GT, it is the QP’s opinion that the mineral resources at the Project can be recoverable by ISR methods using a long-term uranium price of $40/lb. and an estimated recovery factor of 80% which is consistent with leach testing results (where applicable) and typical in uranium ISR projects. The cutoffs were determined separately for each project area with the unique aspects of each project area taken into consideration.”.
April 3, 2023
Page 5
●
Wyoming Hub and Spoke Project TRS:
The mineral price for Clarkson Hill has been added to page 133 of the Form 10-K/A. Clarkson Hill was evaluated in this TRS and the mineral price of $40/lb is listed in Section 11.1.1 on page 11-1.
In this respect the Company notes that this updated and now filed TRS provides for an 80% metallurgical recovery factor, added to Section 11.1.1 on page 11-1 and Tables 11-4 and 11-5 on pages 11-6 and 11-7. Tables 11-4 and 11-5 of this TRS identify that the point of reference for the mineral resources in this Project is also in-situ at the Project. Where a cut-off grade was applied for specific Project areas it varied between 0.01% and 0.04% as already shown in Table 11-1 (page 11-2) of this TRS. Due to the nature of ISR uranium mining, grade thickness or GT is more useful than grade alone at evaluating mineralization.
The following is the text including discussion of recovery factor from 11.1.1:
“Based on the depths of mineralization, average grade, thickness and GT, it is the QP’s opinion that the mineral resources of the project areas can be recoverable by ISR methods using a long-term uranium price of $40/lb and an estimated recovery factor of 80% which is consistent with leach testing results (where applicable) and is typical in uranium ISR projects. The cutoffs were determined separately for each project area with the unique aspects of each project area taken into consideration.”.
●
Yuty Project TRS.
In this respect the Company notes that this TRS provides for a 70% metallurgical recovery factor, added to mineral resource table as notes, on pages 2-2 and 11-38 of this TRS, and on page 190 of the Form 10-K/A.
SEC Comment Letter:
“4.
We note you use a mineral resource uranium price of $65 per pound for certain properties, as compared to $40 per pound for other properties. Please expand your disclosure to explain the reasons for using $65 per pound price as required by Item 1302 (d)(2) of Regulation S-K.”
April 3, 2023
Page 6
Company Response:
In this respect the Company now identifies the exact page references in each filed TRS whereby the reasons for using a $65 per pound price as required by Item 1302 (d)(2) of Regulation S-K is disclosed and further notes, where applicable, where such disclosure is not necessary:
●
Anderson Project TRS:
In this respect the Company notes that no TRS revision is necessary in this regard. The determination of cut-off grade was based on a uranium price of US$65/lb U3O8 as set forth on page 11-48 of the TRS, and on page 200 of the Form 10-K/A.
●
Texas Hub and Spoke Project TRS:
In this respect the Company notes that no TRS revision is necessary in this regard as this TRS utilized a $40/lb price as set forth in section 11.1.1 on page 11-4 of the TRS.
●
Wyoming Hub and Spoke Project TRS:
In this respect the Company notes that no TRS revision is necessary in this regard as this TRS utilized a $40/lb price as set forth in section 11.1.1 on page 11-1 of the TRS.
●
Yuty Project TRS:
In this respect the Company notes that no TRS revision is necessary in this regard. The determination of cut-off grade was based on a uranium price of US$65/lb U3O8 as set forth on page 11-41 of the TRS, and on pages 189 and 190 of the Form 10-K/A.
SEC Comment Letter:
“5.
We note your disclosure of historical resources beginning on page 143 of your filing. Estimated quantities of historical resources are not defined under Item 1300 of Regulation S-K and therefore should be removed from your filing.”
Company Response:
In this respect the Company notes the historical resources beginning on page 143 of the Company’s prior Form 10-K filing are with reference to its Texas Hub and Spoke Project TRS, and also notes the applicability of this disclosure to the Company’s other TRS filings as follows:
●
Anderson Project TRS:
In this respect the Company notes that this updated and now filed TRS was revised in this regard deleting the previously stated historical resources as noted on page 5-15 of this TRS.
April 3, 2023
Page 7
●
Texas Hub and Spoke Project TRS:
In this respect the Company notes that Table 5-1 of this updated and now filed TRS on page 5-2 through 5-4 has been updated to remove the references to historical resource estimates.
●
Wyoming Hub and Spoke Project TRS:
In this respect the Company notes that no TRS revision is necessary in this regard as this Project has no indicated historical resources.
●
Yuty Project TRS:
In this respect the Company notes that no TRS revision is necessary in this regard as this Project has no indicated historical resources.
SEC Comment Letter:
“6.
Please revise to include a section that includes a description of internal controls with respect to exploration and mineral resource and reserve estimation efforts as required by Item 1305 of Regulation S-K.”
Company Response:
In this respect the Company notes that it has now included the following description of the internal controls it has with respect to exploration and mineral resource and reserve estimation efforts, as required by Item 1305 of Regulation, as follows beginning on page 30 of the Form 10-K/A:
“For Canadian and US exploration programs Quality Control and Quality Assurance (“QC/QA”) programs for geologic data collection and resource estimation are defined in each TRS along with protocols and procedures for data collection. To summarize, the QA/QC programs for exploration data are in place that cover four broad categories: geologic data collection, data verification, radiometric equivalent data and geochemical data. The controls in each of these broad categories serve to help the Company and its QP’s have confidence in the data and geologic interpretations that are being used in resource estimation.
April 3, 2023
Page 8
Geochemical data for Canadian exploration programs is supplied by the Geoanalytical Laboratory at the Saskatchewan Research Council (“SRC”). The quality management system at SRC, Geoanalytical Laboratories, operates in accordance with ISO/IEC 17025, General Requirements for the Competence of Testing and Calibration Laboratories; and is also compliant to ASB, Requirements and Guidance for Mineral Analysis Testing Laboratories. The management system and selected methods are accredited by the Standards Council of Canada. As part of the SRC’s commitment to continually assess the effectiveness of the services, all processes are subject to internal, second party and third-party audits. In addition to the lab controls on QA/QC, the Company submits duplicate samples and blank samples to the lab at a rate of approximately one in 20 samples each along with standard and a round robin pulp that are inserted at the lab, so that in a 20-sample batch there are 16 geochemistry samples for analysis. Failures of lab standards, blanks or duplicates are investigated and can result in re-assay of the samples to replace the original data in the database if necessary. Samples of mineralization at a rate of about 5% of the population are checked externally with a different accredited lab to help assure accuracy.
For U.S. exploration programs the preponderance of data utilized for resource and reserve estimates is generated from radiometric equivalent measurements made utilizing downhole geophysical logging techniques such as gamma-ray and prompt fission neutron (“PFN”) techniques. This technology has been employed in the exploration and development of sandstone uranium deposits in the U.S. since the 1950s. QA/QC of gamma-ray and PFN probes from each logging truck are required to maintain calibration by regular cross-chec
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CORRESP 1 filename1.htm uec20230330_corresp.htm Reply to the Attention of Thomas J. Deutsch Direct Line 604.691.7445 Direct Fax 604.893.2679 Email Address thomas.deutsch@mcmillan.ca Our File No. 57562V-297082-Transaction Documents Date April 3, 2023 Via EDGAR Correspondence Securities and Exchange Commission Division of Corporate Finance Office of Energy & Transportation Washington, D.C. 20549 Attention: Jennifer O’Brien, Staff Accountant and John Coleman, Mining Engineer Dear Sirs/Mesdames: Re: Uranium Energy Corp. Form 10-K for Fiscal Year Ended July 31, 2022 Form 10-Q for Fiscal Quarter Ended October 31, 2022 File No. 001-33706 Response to the SEC Comment Letter We are writing as counsel to and on behalf of Uranium Energy Corp. (the “Company” or “UEC”) and in response to the recent comment letter (the “Comment Letter”), dated February 16, 2023, from the United States Securities and Exchange Commission (the “SEC”). We are pleased to hereby provide the SEC with the Company’s responses to the Comment Letter, and please note that we have repeated below each of the comments/requests contained in the Comment Letter and responded in each instance in bold and immediately thereafter for, we hope and trust, the SEC’s ease of reference in review. In this respect we note that we refer below to the Company’s updated and amended Form 10-K/A (the “Form 10-K/A”), together with each of the noted and updated Technical Report Summaries (each, a described “TRS”) in this matter, which are responsive to the SEC’s Comment Letter, and which the Company has now filed on EDGAR. McMillan LLP | Royal Centre, 1055 W. Georgia St., Suite 1500, PO Box 11117, Vancouver, BC, Canada V6E 4N7 | t 604.689.9111 | f 604.685.7084 Lawyers | Patent & Trade-mark Agents | Avocats | Agents de brevets et de marques de commerce Vancouver | Calgary | Toronto | Ottawa | Montréal | Hong Kong | mcmillan.ca April 3, 2023 Page 2 SEC Comment Letter: “Form 10-K for Fiscal Year Ended July 31, 2022 Item 2. Description of Properties, page 28 “1. Please disclose the selected point of reference with your summary resource table as required by Item 1303 (b)(3)(v) of Regulation S-K, and clarify the commodity price used for the Yuty resource.” Company Response: In this respect the Company notes that its updated and now filed TRS for its Yuty Project confirms that the subject commodity price is $65 per pound which has now been added to the Yuty Project TRS in support at page 11-41 of this TRS. In this respect the Company also notes that its updated and now filed TRS for its Anderson Project confirms that the subject commodity price is also $65 per pound which has now been added to the Anderson Project TRS in support at page 11-48 of this TRS. SEC Comment Letter: “2. For each material property please include the location, accurate to within one mile, using an easily recognizable coordinate system as required by Item 1304 (b)(1)(i) of Regulation S-K.” Company Response: In this respect the Company notes the following exact page references in each previously filed and now updated and filed TRSs whereby the location of the Company’s requisite Project property interests have been identified using longitude and latitude. In addition, the Company also notes that each of its updated and now filed TRSs for each of its Yuty Project and Wyoming Hub and Spoke Project have been revised and provide for the location of their respective Project property interests by way of longitude and latitude as well: ● Anderson Project TRS: In this respect the Company notes that the latitude and longitude of this Project location was already reported on page 8 of its filed TRS, and is included in the Form 10-K/A on page 191. April 3, 2023 Page 3 ● Texas Hub and Spoke Project TRS: In this respect the Company notes that the latitude and longitude of this Project location are included in the updated and now filed TRS in Section 3.1 on pages 3-6 to 3-8, and on pages 134, 139, 152, 163 and 173 of the Form 10-K/A, however, is now also compiled and summarized below for ease of review and confirmation: Hobson 28.9447 -97.9887 Burke Hollow 28.2677 -97.5152 Goliad 28.8686 -97.3433 Palangana 27.6732 -98.3934 Salvo 28.2632 -97.7889. ● Wyoming Hub and Spoke Project TRS: In this respect the Company notes that the latitude and longitude of this Project location was not provided for in the filed TRS, however, the Company did provide legal locations (sections, townships and ranges) for all properties. Latitude and longitude are provided in the updated and now filed TRS in Section 3.1 on pages 3-7 to 3-11, and on pages 31, 38, 48, 56, 66, 75, 84, 92, 101, 110, 119 and 126 in the Form 10-K/A, and also compiled and summarized below for ease of review and confirmation: Allemand-Ross 43.3101 -105.7787 Barge 43.2729 -105.5905 Charlie 43.8274 -106.0594 Christensen Ranch 43.7982 -106.0235 Clarkson Hill 42.6593 -106.7006 Irigaray 43.8683 -106.1186 Jab 42.2209 -108.0439 West Jab 42.2611 -108.1225 Ludeman 42.9119 -105.6277 Moore Ranch 43.5652 -105.8480 Nine Mile 42.9807 -106.3278 Red Rim 41.6502 -107.5755 Reno Creek 43.6796 -105.7226. ● Yuty Project TRS: In this respect the Company notes that the latitude and longitude of this Project location was not provided for in the filed TRS, however, is now included in the updated and now filed TRS on page 7, and included in the Form 10-K/A on page 184. April 3, 2023 Page 4 SEC Comment Letter: “3. For each mineral resource disclosed in the individual property section of your filing please disclose the point of reference used, the metallurgical recovery factor, and the cut-off grade as required by Item 1304 (d)(1) of Regulation S-K. In addition please include the mineral price for Clarkson Hill and Anderson.” Company Response: In this respect the Company now identifies the exact page references in each filed TRS whereby the point of reference, the metallurgical recovery factor and the cut-off grade is disclosed, and the Company also notes, where applicable, where an updated and now TRS has been provided for and been updated wherein for each mineral resource, if necessary, they now disclose the point of reference used, the metallurgical recovery factor and the cut-off grade as required by Item 1304 (d)(1) of Regulation S-K (including the mineral price for the Clarkson Hill and Anderson Projects): ● Anderson Project TRS: In this respect the Company notes that this TRS provides for a 90% metallurgical recovery factor, added to the mineral resource table as notes, on pages 2-2 and 11-50 of this TRS, and on page 200 of the Form 10-K/A. ● Texas Hub and Spoke Project: In this respect the Company notes that the Form 10-K/A and this updated and now filed TRS provides for an 80% metallurgical recovery factor; now added to section 11.1.1 on page 11-4 and in Tables 11-5 and 11-6 on pages 11-7 and 11-8. Tables 11-5 and 11-6 of this TRS identify that the point of reference for the mineral resources in this Project is in-situ at the Project. Where a cut-off grade was applied to Project areas, it was 0.02% as already shown in Table 11-2 (page 11-3) of this TRS. Due to the nature of ISR uranium mining, grade thickness or GT is more useful than grade alone at evaluating mineralization. The following is the text including discussion of recovery factor from Section 11.1.1: “Based on the depths of mineralization, average grade, thickness and GT, it is the QP’s opinion that the mineral resources at the Project can be recoverable by ISR methods using a long-term uranium price of $40/lb. and an estimated recovery factor of 80% which is consistent with leach testing results (where applicable) and typical in uranium ISR projects. The cutoffs were determined separately for each project area with the unique aspects of each project area taken into consideration.”. April 3, 2023 Page 5 ● Wyoming Hub and Spoke Project TRS: The mineral price for Clarkson Hill has been added to page 133 of the Form 10-K/A. Clarkson Hill was evaluated in this TRS and the mineral price of $40/lb is listed in Section 11.1.1 on page 11-1. In this respect the Company notes that this updated and now filed TRS provides for an 80% metallurgical recovery factor, added to Section 11.1.1 on page 11-1 and Tables 11-4 and 11-5 on pages 11-6 and 11-7. Tables 11-4 and 11-5 of this TRS identify that the point of reference for the mineral resources in this Project is also in-situ at the Project. Where a cut-off grade was applied for specific Project areas it varied between 0.01% and 0.04% as already shown in Table 11-1 (page 11-2) of this TRS. Due to the nature of ISR uranium mining, grade thickness or GT is more useful than grade alone at evaluating mineralization. The following is the text including discussion of recovery factor from 11.1.1: “Based on the depths of mineralization, average grade, thickness and GT, it is the QP’s opinion that the mineral resources of the project areas can be recoverable by ISR methods using a long-term uranium price of $40/lb and an estimated recovery factor of 80% which is consistent with leach testing results (where applicable) and is typical in uranium ISR projects. The cutoffs were determined separately for each project area with the unique aspects of each project area taken into consideration.”. ● Yuty Project TRS. In this respect the Company notes that this TRS provides for a 70% metallurgical recovery factor, added to mineral resource table as notes, on pages 2-2 and 11-38 of this TRS, and on page 190 of the Form 10-K/A. SEC Comment Letter: “4. We note you use a mineral resource uranium price of $65 per pound for certain properties, as compared to $40 per pound for other properties. Please expand your disclosure to explain the reasons for using $65 per pound price as required by Item 1302 (d)(2) of Regulation S-K.” April 3, 2023 Page 6 Company Response: In this respect the Company now identifies the exact page references in each filed TRS whereby the reasons for using a $65 per pound price as required by Item 1302 (d)(2) of Regulation S-K is disclosed and further notes, where applicable, where such disclosure is not necessary: ● Anderson Project TRS: In this respect the Company notes that no TRS revision is necessary in this regard. The determination of cut-off grade was based on a uranium price of US$65/lb U3O8 as set forth on page 11-48 of the TRS, and on page 200 of the Form 10-K/A. ● Texas Hub and Spoke Project TRS: In this respect the Company notes that no TRS revision is necessary in this regard as this TRS utilized a $40/lb price as set forth in section 11.1.1 on page 11-4 of the TRS. ● Wyoming Hub and Spoke Project TRS: In this respect the Company notes that no TRS revision is necessary in this regard as this TRS utilized a $40/lb price as set forth in section 11.1.1 on page 11-1 of the TRS. ● Yuty Project TRS: In this respect the Company notes that no TRS revision is necessary in this regard. The determination of cut-off grade was based on a uranium price of US$65/lb U3O8 as set forth on page 11-41 of the TRS, and on pages 189 and 190 of the Form 10-K/A. SEC Comment Letter: “5. We note your disclosure of historical resources beginning on page 143 of your filing. Estimated quantities of historical resources are not defined under Item 1300 of Regulation S-K and therefore should be removed from your filing.” Company Response: In this respect the Company notes the historical resources beginning on page 143 of the Company’s prior Form 10-K filing are with reference to its Texas Hub and Spoke Project TRS, and also notes the applicability of this disclosure to the Company’s other TRS filings as follows: ● Anderson Project TRS: In this respect the Company notes that this updated and now filed TRS was revised in this regard deleting the previously stated historical resources as noted on page 5-15 of this TRS. April 3, 2023 Page 7 ● Texas Hub and Spoke Project TRS: In this respect the Company notes that Table 5-1 of this updated and now filed TRS on page 5-2 through 5-4 has been updated to remove the references to historical resource estimates. ● Wyoming Hub and Spoke Project TRS: In this respect the Company notes that no TRS revision is necessary in this regard as this Project has no indicated historical resources. ● Yuty Project TRS: In this respect the Company notes that no TRS revision is necessary in this regard as this Project has no indicated historical resources. SEC Comment Letter: “6. Please revise to include a section that includes a description of internal controls with respect to exploration and mineral resource and reserve estimation efforts as required by Item 1305 of Regulation S-K.” Company Response: In this respect the Company notes that it has now included the following description of the internal controls it has with respect to exploration and mineral resource and reserve estimation efforts, as required by Item 1305 of Regulation, as follows beginning on page 30 of the Form 10-K/A: “For Canadian and US exploration programs Quality Control and Quality Assurance (“QC/QA”) programs for geologic data collection and resource estimation are defined in each TRS along with protocols and procedures for data collection. To summarize, the QA/QC programs for exploration data are in place that cover four broad categories: geologic data collection, data verification, radiometric equivalent data and geochemical data. The controls in each of these broad categories serve to help the Company and its QP’s have confidence in the data and geologic interpretations that are being used in resource estimation. April 3, 2023 Page 8 Geochemical data for Canadian exploration programs is supplied by the Geoanalytical Laboratory at the Saskatchewan Research Council (“SRC”). The quality management system at SRC, Geoanalytical Laboratories, operates in accordance with ISO/IEC 17025, General Requirements for the Competence of Testing and Calibration Laboratories; and is also compliant to ASB, Requirements and Guidance for Mineral Analysis Testing Laboratories. The management system and selected methods are accredited by the Standards Council of Canada. As part of the SRC’s commitment to continually assess the effectiveness of the services, all processes are subject to internal, second party and third-party audits. In addition to the lab controls on QA/QC, the Company submits duplicate samples and blank samples to the lab at a rate of approximately one in 20 samples each along with standard and a round robin pulp that are inserted at the lab, so that in a 20-sample batch there are 16 geochemistry samples for analysis. Failures of lab standards, blanks or duplicates are investigated and can result in re-assay of the samples to replace the original data in the database if necessary. Samples of mineralization at a rate of about 5% of the population are checked externally with a different accredited lab to help assure accuracy. For U.S. exploration programs the preponderance of data utilized for resource and reserve estimates is generated from radiometric equivalent measurements made utilizing downhole geophysical logging techniques such as gamma-ray and prompt fission neutron (“PFN”) techniques. This technology has been employed in the exploration and development of sandstone uranium deposits in the U.S. since the 1950s. QA/QC of gamma-ray and PFN probes from each logging truck are required to maintain calibration by regular cross-chec