SCHEDULE: Uranium Energy Corp. Boosts Anfield Energy Stake to 36.8%

Uranium Energy Corp. and its subsidiary UEC Energy Corp. have significantly increased their beneficial ownership in Anfield Energy Inc. to 36.8% through a series of transactions.

Summary

• Uranium Energy Corp. (UEC) and its wholly-owned subsidiary, UEC Energy Corp., now beneficially own 7,159,377 Common Shares of Anfield Energy Inc., representing 36.8% of the class.
• This ownership includes 4,978,877 currently held Common Shares, 1,283,639 shares acquirable via warrants within 60 days, and 896,861 shares acquirable via subscription receipts within 60 days.
• The 36.8% figure is based on 17,288,115 outstanding Common Shares of Anfield Energy Inc. as of January 12, 2026, plus the shares acquirable by UEC within 60 days.
• Acquisitions include a debt settlement in 2022, a subscription agreement in January 2025, a private agreement in June 2025, and the recent acquisition of subscription receipts in January 2026.
• Anfield Energy Inc. completed a 1-for-75 share consolidation on August 1, 2025.
• The latest acquisition of subscription receipts is contingent on TSX-V approval and disinterested shareholder approval for UEC to become a "Control Person" of Anfield Energy Inc.

Sentiment

Score: 6

Explanation: The filing indicates a significant and increasing strategic investment by Uranium Energy Corp. in Anfield Energy Inc., suggesting confidence and potential future influence. The contingent nature of the latest acquisition and 'Control Person' status introduces some uncertainty, preventing a higher score.

Positives

• Uranium Energy Corp. has secured a significant strategic stake of 36.8% in Anfield Energy Inc., indicating a strong commitment and potential for increased influence.
• An Indemnification Support Agreement grants Uranium Energy Corp. board designation rights proportionate to its ownership (minimum one director) and customary anti-dilution/top-up rights, protecting its investment and influence.

Negatives

• The latest acquisition of subscription receipts and Uranium Energy Corp.'s potential "Control Person" status are contingent on TSX-V approval and disinterested shareholder approval, which introduces a degree of uncertainty regarding the full realization of the investment.

Risks

• Failure to obtain TSX-V approval for UEC Energy Corp.'s participation in the January 2026 Offering.
• Failure to obtain disinterested shareholder approval for Uranium Energy Corp. to be designated a "Control Person" of Anfield Energy Inc. at the Special Meeting anticipated on or about February 27, 2026.
• The Escrow Release Conditions for the subscription receipts must be satisfied by March 31, 2026, or a later specified date, posing a deadline risk for the conversion of receipts to shares.

Future Outlook

The Reporting Persons intend to continuously review their investment in Anfield Energy Inc., considering various factors such as business performance, market conditions, and other opportunities. Future actions may include further acquisitions or dispositions of shares, or the exercise of convertible securities. They may also consider extraordinary corporate transactions, changes in management or board, adjustments to capitalization or dividend policy, or other significant changes to Anfield's business or corporate structure, although no such plans are currently definitive.

Management Comments

• The Reporting Persons intend to review their investment in the Issuer on a continuing basis taking into consideration various factors, including the Issuer's business, financial condition, results of operations and prospects, general economic and industry conditions, the securities markets in general and those for Common Shares of the Issuer, in particular, as well as other developments and other investment opportunities.
• Based upon such review, the Reporting Persons will take such actions in the future as the Reporting Persons may deem appropriate in light of the circumstances existing from time to time, which may include further acquisitions of Common Shares of the Issuer or disposal of some or all of the Common Shares of the Issuer owned by the Reporting Persons or otherwise acquired by the Reporting Persons, either in the open market or in privately negotiated transactions.
• Except to the extent that the foregoing may be deemed to be a plan or proposal, the Reporting Persons do not currently have any plans or proposals that relate to or would result in any of the actions specified in clause (a) through (j) of this Item 4 of Schedule 13D.

Industry Context

This filing highlights a strategic move by a major uranium mining and exploration company, Uranium Energy Corp., to significantly increase its stake in another uranium sector player, Anfield Energy Inc. This could indicate a broader trend of consolidation or strategic partnerships within the uranium industry, potentially driven by market outlooks for uranium demand and pricing.

Corporate Governance

Related Party Transactions

• Debt settlement agreement and property swap agreement between Uranium Energy Corp. and Anfield Energy Inc. on April 19, 2022, to settle $18,342,000 in indebtedness.
• Subscription agreement between Uranium Energy Corp. and Anfield Energy Inc. on January 15, 2025, for 107,142,857 Common Shares.
• Agreement to issue 896,861 subscription receipts to UEC Energy Corp. (a wholly-owned subsidiary of Uranium Energy Corp.) on January 12, 2026.

Stakeholder Impact

• Shareholders of Anfield Energy Inc.: Increased influence and potential strategic direction from a major shareholder (Uranium Energy Corp.). The requirement for disinterested shareholder approval for "Control Person" status offers a safeguard for minority shareholders.
• Shareholders of Uranium Energy Corp.: Increased exposure to Anfield Energy Inc.'s performance and strategic assets, potentially enhancing Uranium Energy Corp.'s overall market position in the uranium sector.

Next Steps

• Anfield Energy Inc. to seek TSX-V approval for UEC Energy Corp.'s participation in the January 2026 Offering.
• Anfield Energy Inc. to hold a Special Meeting on or about February 27, 2026, for disinterested shareholder approval of Uranium Energy Corp. as a "Control Person."
• Satisfaction of Escrow Release Conditions for the subscription receipts by March 31, 2026.
• Uranium Energy Corp. will continue to review its investment and may take further actions regarding its stake in Anfield Energy Inc.

Key Dates

Keywords

Uranium Energy Corp., Anfield Energy Inc., Schedule 13D, Beneficial Ownership, Uranium Mining, Exploration, Warrants, Subscription Receipts, Share Consolidation, Corporate Governance, Strategic Investment, TSX Venture Exchange, Control Person