Supplementary Scheme Booklet

AUSTRALIAN STRATEGIC MATERIALS
LIMITED

ACN 168 368 401

Supplementary Scheme Booklet

For a scheme of arrangement in relation to the proposed acquisition of all the fully paid ordinary shares in Australian Strategic Materials Limited ACN 168 368 401 by EFR Critical Materials Pty Ltd ACN 696 983 614, a wholly owned subsidiary of Energy Fuels Inc., and a related option scheme of arrangement.

VOTE IN FAVOUR

The Independent Expert continues to conclude that the Share Scheme is in the best interests of ASM Shareholders and the Option Scheme is in the best interests of ASM Optionholders, in each case in the absence of a Superior Proposal.

The ASM Directors unanimously recommend that ASM Shareholders vote in favour of the Share Scheme and ASM Optionholders vote in favour of the Option Scheme, in each case in the absence of a Superior Proposal and subject to the Independent Expert continuing to conclude that the relevant Scheme is in the best interests of the relevant ASM Securityholders.

Legal Adviser	Financial Adviser

Important information

Scheme Booklet

CONTENTS

Letter from the Chair of ASM

Dear ASM Securityholder,

On behalf of the ASM Board, I am pleased to provide you with this Supplementary Scheme Booklet, which supplements, and should be read together with, the Scheme Booklet dated 18 May 2026 that was previously sent to you. This Supplementary Scheme Booklet contains important additional information regarding developments since the dispatch of the Scheme Booklet and their implications for ASM Securityholders and the Schemes.

This Supplementary Scheme Booklet contains information regarding the following matters:

• the updated timetable for the Schemes - as detailed in the 'Important dates and times - Revised timetable' section;

• an update regarding a definitive agreement entered into by Energy Fuels for the proposed acquisition of 100% of Ara VAC Dutch TopCo, Ara VAC US TopCo, and their respective consolidated subsidiaries, including Vacuumschmelze GmbH & Co. KG (collectively, VAC) (the VAC Merger) - as detailed in section 4;

• an update regarding a conditional US$725 million financing commitment received by Energy Fuels from the U.S. Office of Strategic Capital (OSC) (the Conditional OSC Financing) – as detailed in section 5.2;

• an update regarding a US$250 million senior secured term loan facility commitment received from Goldman Sachs Bank USA (the Senior Secured Term Loan Facility) - as detailed in section 5.3;

• an update regarding risks relating to Energy Fuels, ASM and VAC, as an enlarged combined company (the Enlarged Combined Company) - as detailed in section 6;

• the pro forma historical financial information of the Enlarged Combined Company - as detailed in section 7;

• other additional, supplementary information - as detailed in section 8; and

• the replacement report from the Independent Expert – as attached to this Supplementary Scheme Booklet in Annex 1, which continues to confirm the Schemes remain fair and reasonable and in the best interests of ASM Shareholders and ASM Optionholders having regard to, among other things,  the Conditional OSC Financing, the VAC Merger, and movements in the Energy Fuels share price since the date of the Independent Expert’s Report (Replacement Independent Expert’s Report).

The VAC Merger, the Conditional OSC Financing and the Senior Secured Term Loan Facility (together, the Energy Fuels Updates) each remain subject to various conditions and approvals that are not assured and may take considerable time to satisfy. There can be no certainty that these conditions will be met; if they are not, these transactions will not close.

ASM Securityholders should note that the information about VAC and the VAC Merger contained in section 4 of this Supplementary Scheme Booklet is provided on the basis that if the Scheme and the VAC Merger are both implemented, ASM will become a part of a more diversified business than that contemplated in the Scheme Booklet. For that reason, the ASM Board considered it important to provide ASM Securityholders with information about VAC in advance of the Scheme Meetings that was comparable in detail to the information published by Energy Fuels to its own shareholders.

If approved by ASM Shareholders and the Court, implementation of the Share Scheme is expected to occur well in advance of the matters referenced in the Energy Fuels Updates, some or all of which may never occur. Notwithstanding this, the Energy Fuels Updates represent a clear and deliberate strategic pathway which, if successfully executed, are intended to deliver significant benefits to Energy Fuels and, in turn, to ASM Shareholders who receive Energy Fuels Securities under the Share Scheme. 

I encourage you to read this Supplementary Scheme Booklet, together with the Scheme Booklet and the Replacement Independent Expert's Report, carefully and in full. The Scheme Booklet contains important information on the Combined Company at the time of implementation of the Share Scheme. This Supplementary Scheme Booklet provides additional information in relation to Energy Fuels in the event that the Energy Fuels Updates are completed as intended.

Replacement Independent Expert's Report

In light of the new information (including the Energy Fuels Updates), the Independent Expert has provided a Replacement Independent Expert's Report, which replaces the Independent Expert's Report included in Annex 1 to the Scheme Booklet. The Independent Expert continues to conclude that:

• the Share Scheme is fair and reasonable and in the best interests of ASM Shareholders; and

• the Option Scheme is fair and reasonable and in the best interests of ASM Optionholders,

in each case, in the absence of a Superior Proposal.

The Independent Expert has prepared and issued the Replacement Independent Expert's Report to ensure that ASM Securityholders have access to a single, consolidated report that contains the Independent Expert's assessment of the Schemes in the context of the matters referred to in the Energy Fuels Updates. To assist ASM Securityholders, the Independent Expert has also prepared a letter that summarises the changes reflected in the Replacement Independent Expert's Report relative to the original Independent Expert's Report dated 12 May 2026 (Summary Letter). A copy of the Summary Letter and the Replacement Independent Expert's Report are set out in Annex 1.

No change to ASM Directors' Recommendation

After careful consideration of the Energy Fuels Updates and the additional information in this Supplementary Scheme Booklet, the ASM Directors continue to unanimously recommend that:

• ASM Shareholders vote in favour of the Share Scheme; and

• ASM Optionholders vote in favour of the Option Scheme,

in each case in the absence of a Superior Proposal and subject to the Independent Expert continuing to conclude that the Schemes are in the best interests of ASM Securityholders.

Subject to those same qualifications, each ASM Director intends to vote, or procure the voting of, all Director ASM Shares and Director ASM Options in favour of the relevant Scheme, which represents 13.91% of the total ASM Shares on issue and 5.93% of the total ASM Options on issue as at 30 June 2026.¹

When considering the ASM Directors' recommendations and voting intentions, ASM Shareholders should have regard to the interests of ASM Directors in the outcome of the Schemes, the details of which are described in the Letter from the Chair of ASM, and sections 10.2, 10.3 and 10.4 of the Scheme Booklet, as supplemented by section 8.4 of this Supplementary Scheme Booklet.

^{_______________________________________________
1}  In relation to the unanimous recommendation of the ASM Directors, ASM Securityholders should have regard to the interests of Rowena Smith, Managing Director and Chief Executive Officer, in the outcome of the Schemes, which may differ from those of other ASM Securityholders, as further described in section 10.3(c) of the Scheme Booklet and the Letter from the Chair of ASM in the Scheme Booklet. Information regarding the ASM Directors' interests in ASM Securities more broadly is set out in section 10.2 of the Scheme Booklet.

The reasons for the Directors' unanimous recommendation are set out in section 1.1 of the Scheme Booklet, as supplemented by section 1 of this Supplementary Scheme Booklet. There are reasons you might consider voting against the Schemes, which are set out in section 1.2 of the Scheme Booklet, as supplemented by section 1.2 of this Supplementary Scheme Booklet.

The Scheme Booklet also outlines the risk factors relating to the implementation of the Schemes, the Combined Company and Energy Fuels Shares (as set out in sections 8.2, 8.3 and 8.4 of the Scheme Booklet) which should be read in conjunction with the risks relating to the ASM Group if the Schemes are not implemented (as set out in section 8.5 of the Scheme Booklet). Those risk factors should be read with, and are supplemented by, the additional risks set out in section 6 of this Supplementary Scheme Booklet.

Revised timetable for the Schemes

The original date for the Scheme Meetings has been postponed. The Share Scheme Meeting will now be held at 11.30am (AWST) on Wednesday, 12 August 2026 at Dexus Place Perth, Level M, 240 St Georges Terrace, Perth WA 6000. The Option Scheme Meeting will now be held at the later of 12.00pm (AWST) on Wednesday, 12 August 2026 and the conclusion or adjournment of the Share Scheme Meeting, at the same location.

Please refer to the Important dates and times - Revised timetable section of this Supplementary Scheme Booklet for more details.

Voting at the Scheme Meetings

ASM Securityholders who have already submitted a valid proxy form and do not wish to change their vote do not need to take any action.

ASM Securityholders who have already submitted a proxy form and wish to change their vote may do so:

• by lodging a replacement proxy form either:

• online at https://investor.automic.com.au/#/loginsah; or

• by email to meetings@automicgroup.com.au;

• by fax to +61 2 8583 3040;

• by post to Automic GPO Box 5193 Sydney NSW 2001; or

• in person at Automic Level 5, 126 Phillip Street, Sydney NSW 2000.

ASM Securityholders who have not yet lodged a proxy form may complete and submit the proxy form for the relevant Scheme Meeting that accompanied the Scheme Booklet or can request a replacement proxy form from the ASM Registry by calling the ASM Registry on 1300 824 174 (within Australia) or +61 2 8072 1480 (outside Australia) between 8:30am and 7:00pm (Sydney time) Monday to Friday (excluding public holidays) or by emailing hello@automicgroup.com.au. Alternatively, ASM Securityholders registered as a member of Automic's investor portal can download a personalised replacement proxy form from Automic's investor portal at https://portal.automic.com.au/investor/home.

As a reminder, ASM Shareholders who have not yet lodged a proxy form, or who wish to change their vote, should ensure they submit the proxy form for the Share Scheme Meeting, and ASM Optionholders who have not yet lodged a proxy form, or who wish to change their vote, should ensure they submit the proxy form for the Option Scheme Meeting.

ASM Securityholders are encouraged to lodge proxy forms online where possible, given postal delays and the upcoming proxy deadline for the Share Scheme Meeting (at 11.30am (AWST) on Monday, 10 August 2026) and the upcoming proxy deadline for the Option Scheme Meeting (at 12.00pm (AWST) on Monday, 10 August 2026).

Further details of the Scheme Meetings, including the time, venue and instructions on how to vote, are set out in section 3 of this Supplementary Scheme Booklet.

Election Forms

Eligible ASM Shareholders who have already submitted a valid Election Form and do not wish to change their Election, do not need to take any further action in relation to making an Election. Any valid Election Form or Election already submitted will remain valid unless withdrawn before the Election Date.

Eligible ASM Shareholders may make an Election by submitting an Election via the Automic Investor Portal at https://portal.automic.com.au/investor/home or by lodging an Election Form with the ASM Registry. Eligible ASM Shareholders may withdraw an Election by lodging an Election Withdrawal Form with the ASM Registry. Further information about making an Election is set out in section 3.2 of this Supplementary Scheme Booklet.

Further information

If you have any questions about the Schemes, the Scheme Booklet or this Supplementary Scheme Booklet, please contact the ASM Scheme information line on 1300 644 587 (within Australia) and +61 2 9000 7018 (outside Australia) between 8.00am and 5.00pm, Monday to Friday (Sydney time), excluding national public holidays.

Yours sincerely,

/s/ Ian Gandel

Ian Gandel

Non-Executive Chairman

Australian Strategic Materials Limited

Important dates and times - Revised timetable

This "Important dates and times - Revised timetable" section of this Supplementary Scheme Booklet replaces the "Important dates and times" section of the Scheme Booklet.

Key events and the expected timing in relation to the approval and implementation of the Schemes are set out in the table below.

Notes

(1) All times and dates in the above timetable are references to the time and date in Perth, Australia, unless otherwise stated. All times and dates may be subject to change.

(2) Certain times and dates are conditional on the approval of the Schemes by ASM Securityholders and by the Court and satisfaction or waiver (where capable of waiver) of the other conditions to implementation of the Schemes.

(3) The Option Scheme is conditional on the Share Scheme proceeding; however, the Share Scheme is not conditional on the Option Scheme proceeding.

(4) Any changes will be announced by ASM to ASX.

(5) Due to the time zone differences between the U.S. and Australia, certain actions relating to the implementation of the Schemes may occur on Thursday, 27 August 2026 during U.S. business hours so as to enable implementation to occur on Friday, 28 August 2026 during Australian business hours.

1. ADDITIONAL KEY CONSIDERATIONS RELEVANT TO YOUR VOTE

These considerations should be read in conjunction with those set out in section 1 of the Scheme Booklet.

1.1 Why you should vote in favour of the Schemes

(a) The ASM Board continues to unanimously recommend that ASM Securityholders vote in favour of the Schemes

After careful consideration of the Energy Fuels Updates and the other information contained in this Supplementary Scheme Booklet, and having regard to the advantages and disadvantages of the Schemes and the alternative options available to ASM, the ASM Directors continue to unanimously recommend that ASM Shareholders vote in favour of the Share Scheme and ASM Optionholders vote in favour of the Option Scheme, in each case in the absence of a Superior Proposal and subject to the Independent Expert continuing to conclude that the relevant Scheme is in the best interests of the relevant ASM Securityholders.

In reaching and maintaining this unanimous recommendation, the ASM Directors have considered, among other things, the matters set out in the Scheme Booklet and this Supplementary Scheme Booklet, including the merits and strategic rationale of the Schemes, the merits of continuing to operate ASM as a standalone entity, the likelihood of a Superior Proposal emerging in the future, the Energy Fuels Updates and the Replacement Independent Expert's Report.

Subject to the same qualifications, each ASM Director intends to vote, or procure the voting of, all Director ASM Shares and Director ASM Options in favour of the relevant Scheme. The interests of the ASM Directors in ASM Securities are set out in section 10.2 of the Scheme Booklet, as supplemented by this Supplementary Scheme Booklet (in particular in section 8.4).

In relation to the unanimous recommendation of the ASM Directors, ASM Securityholders should have regard to the interests of Rowena Smith, Managing Director and Chief Executive Officer, in the outcome of the Schemes, which may differ from those of other ASM Securityholders, as further described in section 10.3(c) and the Letter from the Chair of ASM in the Scheme Booklet, and as supplemented by this Supplementary Scheme Booklet in section 8.4.

Whilst the ASM Directors acknowledge that there may be reasons to vote against the Schemes, including those set out in section 1.2 of the Scheme Booklet and section 1.2 of this Supplementary Scheme Booklet, they continue to believe that the advantages of the Schemes outweigh the potential disadvantages and that the Schemes have the potential to realise greater benefits to ASM Securityholders than any other alternative currently available, including ASM continuing as a standalone entity.

(b) The Independent Expert continues to conclude that the Schemes are in the best interests of ASM Securityholders

The Independent Expert has provided the Replacement Independent Expert's Report in light of the Energy Fuels Updates and the other information contained in this Supplementary Scheme Booklet. The Independent Expert continues to conclude that the Share Scheme is fair and reasonable and in the best interests of ASM Shareholders, and that the Option Scheme is fair and reasonable and in the best interests of ASM Optionholders, in each case in the absence of a Superior Proposal.

In the Scheme Booklet, the Independent Expert concluded that the Schemes were fair and reasonable and in the best interests of ASM Securityholders, in the absence of a Superior Proposal. The Replacement Independent Expert's Report replaces the Independent Expert's Report included in Annex 1 to the Scheme Booklet and maintains that conclusion after considering the relevant developments since the Scheme Booklet was dispatched.

ASM Securityholders should have regard to the Replacement Independent Expert's Report (rather than the Independent Expert's Report in the Scheme Booklet) when considering their vote on the Schemes. ASM Securityholders should also have regard to the Summary Letter that accompanies the Replacement Independent Expert's Report, which summarises the changes reflected in the Replacement Independent Expert's Report relative to the Independent Expert's Report in the Scheme Booklet.

The reasons why the Independent Expert reached and maintained its conclusions are set out in the Replacement Independent Expert's Report included in Annex 1 to this Supplementary Scheme Booklet. The ASM Directors encourage ASM Securityholders to read the Replacement Independent Expert's Report carefully and in full, including the assumptions, qualifications and risks set out in that report.

(c) The Share Scheme Consideration continues to imply an offer price that represents a premium to ASM's pre-announcement share price

Based on the closing price of Energy Fuels Shares on 30 June 2026,² the Share Scheme Consideration (which comprises both the Scrip Consideration and the Cash Consideration) implies an offer price of approximately A$1.249 per ASM Share. This represents a premium of:

• 72% to ASM's last closing share price prior to the Announcement Date of A$0.725; and

• 82% to ASM's 30-day VWAP prior to the Announcement Date of approximately A$0.687.

ASM Securityholders should note that the implied value of the Scrip Consideration will vary with the market price of Energy Fuels Shares and movements in the AUD:US$ exchange rate. Accordingly, the implied value of the Share Scheme Consideration at implementation may be higher or lower than the implied value described above.

(d) Recent Energy Fuels developments may enhance the strategic value of the Enlarged Combined Company

On 18 June 2026 (Eastern Time), Energy Fuels announced that it had received a conditional US$725 million financing commitment from the OSC under a commitment agreement, which it believes will help accelerate Energy Fuels’ growth and development. Information about the Conditional OSC Financing is set out in section 5.2 of this Supplementary Scheme Booklet.

On 23 June 2026 (Eastern Time), Energy Fuels entered into a Merger Agreement to acquire 100% of VAC. If the VAC Merger completes, Energy Fuels anticipates that the entities that comprise VAC would become subsidiaries of Energy Fuels and the assets and operations of VAC would form part of the Enlarged Combined Company in which ASM Shareholders (if the Share Scheme is implemented) would hold securities. Further information about VAC and the VAC Merger is set out in section 4 of this Supplementary Scheme Booklet.

Energy Fuels has also entered into a commitment letter for the Senior Secured Term Loan Facility for US$250 million, and currently anticipates that it will use some or all of the proceeds from the borrowings of the Senior Secured Term Loan Facility, together with cash on hand, to consummate the VAC Merger. Further information about the Senior Secured Term Loan Facility is set out in section 5.3.

Having regard to the Energy Fuels Updates, ASM Shareholders may view the opportunity to hold an interest in the Enlarged Combined Company (if the Share Scheme is implemented) as presenting additional benefits to those offered by holding securities in a combination of ASM and Energy Fuels alone, as described in section 1.1(c) of the Scheme Booklet. 

1.2 Why you may consider voting against the Schemes

(a) The value of the Scrip Consideration remains subject to Energy Fuels Share price volatility

A significant component of the Share Scheme Consideration is comprised of Energy Fuels Shares. As a result, the value ultimately received by ASM Shareholders who receive the Scrip Consideration will depend on the market price of Energy Fuels Shares at and following implementation of the Share Scheme.

Since announcement of the Schemes, the market price of Energy Fuels Shares has been subject to volatility and may continue to fluctuate as a result of changes in market conditions, commodity prices, investor sentiment, regulatory developments, financing activities and Energy Fuels' operational performance. In addition, the announcement of the VAC Merger and associated financing arrangements may contribute to further share price volatility as investors assess the benefits, risks and integration challenges associated with those transactions. Accordingly, the value of the Scrip Consideration at Implementation, and the future value of the Scrip Consideration received by ASM Shareholders, may be lower than implied values referenced in the Scheme Booklet or this Supplementary Scheme Booklet.

(b) The VAC Merger introduces new risks and uncertainties for the Enlarged Combined Company

As set out in section 4 of this Supplementary Scheme Booklet, the proposed VAC Merger would significantly expand the scale, geographic footprint and operational complexity of the Enlarged Combined Company.

Sections 6.2 and 6.3 of this Supplementary Scheme Booklet also summarise additional risks that Energy Fuels has identified the VAC Merger may introduce for ASM Shareholders and were not contemplated at the time the Scheme Booklet was prepared. These risks include:

• the risk that the conditions to completion of the VAC Merger are not satisfied or that completion is delayed;

• integration risks associated with combining the operations, systems, personnel and cultures of Energy Fuels, ASM and VAC; and

• the possibility that anticipated synergies, strategic benefits or financial returns anticipated by Energy Fuels in connection with the VAC Merger are not achieved, or take longer than expected to be realised.

ASM Securityholders who prefer exposure to the original Energy Fuels and ASM combination, without the additional integration and execution risks associated with the VAC Merger, may consider these factors a reason to vote against the Schemes.

(c) The VAC Merger will result in dilution for Energy Fuels Shareholders

As consideration for the VAC Merger, Energy Fuels has agreed to issue approximately 65.9 million Energy Fuels Shares (subject to adjustment in certain circumstances) and may issue additional preferred shares depending on the terms of the transaction and Energy Fuels' common share price at closing. As a result, existing Energy Fuels shareholders, including ASM Shareholders who receive Energy Fuels Shares under the Share Scheme, will own a smaller percentage of the post-implementation Energy Fuels company than they otherwise would have owned had the VAC Merger not proceeded.

The issuance of a substantial number of new Energy Fuels Shares may also place downward pressure on the market price of Energy Fuels Shares and reduce the economic interest of existing Energy Fuels Shareholders in the future earnings, assets and cash flows of the Enlarged Combined Company. In addition, VAC securityholders will become significant shareholders of the Enlarged Combined Company and may have interests that differ from those of ASM Shareholders.

ASM Securityholders who are concerned about the dilutive impact of the VAC Merger, or who do not consider the expected benefits of the transaction sufficient to offset that dilution, may view this as a reason to vote against the Schemes.

2. FREQUENTLY ASKED QUESTIONS

This section 2 answers some frequently asked questions relating to the Schemes and the circumstances that have occurred following the dispatch of the Scheme Booklet to ASM Securityholders.

This section 2 is not intended to address all relevant issues for ASM Securityholders and should be read together with all other parts of this Supplementary Scheme Booklet, as well as the frequently asked questions set out in section 2 of the Scheme Booklet.

3. SCHEME MEETINGS

3.1 What should you do?

(a) Step 1 - Read this Supplementary Scheme Booklet

You should carefully read this Supplementary Scheme Booklet, together with the Scheme Booklet, in their entirety before deciding whether to vote in favour of the Schemes.

If you have any questions, please contact the ASM Scheme information line on 1300 644 587 (within Australia) and +61 2 9000 7018 (outside Australia) between 8.00am and 5.00pm, Monday to Friday (Sydney time), excluding national public holidays.

If you are in any doubt as to what you should do, please consult your legal, financial, tax or other professional adviser without delay.

(b) Step 2 - Vote on the Schemes

(i) Your vote is important

For the Schemes to proceed, it is necessary that a sufficient number of ASM Shareholders or ASM Optionholders vote in favour of the Share Scheme or Option Scheme at the Scheme Meetings.

(ii) Who is entitled to vote?

ASM Shareholders registered on the ASM Share Register and ASM Optionholders registered on the ASM Option Register at 7.00pm (Sydney time) on Monday, 10 August 2026 will be entitled to vote on the Schemes.

(iii) Details of the Scheme Meetings

The Scheme Meetings to approve the Schemes will be held as in person meetings, and ASM Securityholders or their proxies, attorneys or corporate representatives can attend the Scheme Meetings in person and vote.

The Share Scheme Meeting is scheduled to be held at 11.30am (AWST) on Wednesday, 12 August 2026.

Further information about attending the Share Scheme Meeting can be found in the Notice of Share Scheme Meeting set out in Annex 7 to the Scheme Booklet, as supplemented by this Supplementary Scheme Booklet.

The Option Scheme Meeting is scheduled to be held at the later of 12.00pm (AWST) on Wednesday, 12 August 2026 and the conclusion or adjournment of the Share Scheme Meeting.

Further information about attending the Option Scheme Meeting can be found in the Notice of Option Scheme Meeting set out in Annex 8 to the Scheme Booklet, as supplemented by this Supplementary Scheme Booklet.

(iv) How to vote?

ASM Securityholders may vote:

• in person, by attending the Scheme Meetings in person at Dexus Place Perth, Level M, 240 St Georges Terrace, Perth WA 6000 on Wednesday, 12 August 2026;

• by proxy, by lodging a proxy form for the relevant Scheme Meeting that accompanied the Scheme Booklet, or a replacement proxy form, in one of the following ways (electronic lodgement is recommended where possible, given postal delays and the upcoming proxy deadlines):

– online - lodge the proxy form online at: https://investor.automic.com.au/#/loginsah. Click on 'View Meetings' - 'Vote'. To use the online lodgement facility, ASM Securityholders will need their holder number (Securityholder Reference Number (SRN) or Holder Identification Number (HIN)) as shown on the front of the proxy form. For further information on the online proxy lodgement process please see the 'Online Proxy Lodgement Guide' available at https://info.automicgroup.com.au/hubfs/collateral/Online-Proxy-Lodgment-web.pdf;

– by email - email your proxy form to: meetings@automicgroup.com.au;

– by fax - fax your proxy form to: +61 2 8583 3040;

– by post - post your completed proxy form to: Automic GPO, Box 5193 Sydney NSW 2001; or

– in person - deliver to: Automic Level 5, 126 Phillip Street, Sydney NSW 2000.

• by attorney, if you appoint an attorney to attend and vote at the Scheme Meetings in person on your behalf, the power of attorney (or a certified copy) must be received by the ASM Registry by 11.30am (AWST) on Monday, 10 August 2026 for ASM Shareholders and by 12.00pm (AWST) on Monday, 10 August 2026 for ASM Optionholders, unless the power of attorney has previously been lodged with the ASM Registry; or

• by corporate representative, a body corporate who is an ASM Shareholder, ASM Optionholder or proxy must appoint an individual as its corporate representative to attend and vote at the Scheme Meetings in person and on its behalf. If you are a corporate representative, you will need to provide evidence of your appointment as a corporate representative with the ASM Registry prior to the Scheme Meetings or have previously provided ASM with evidence of your appointment.

For an appointment of a proxy for the Scheme Meetings to be effective, the proxy's appointment (and if the appointment is signed by the appointer's attorney - the authority under which the appointment was signed (e.g. a power of attorney) or a certified copy of it), must be received by ASM at least 48 hours before the start of the Scheme Meetings (i.e. by 11.30am (AWST) on Monday, 10 August 2026 for ASM Shareholders and by 12.00pm (AWST) on Monday, 10 August 2026 for ASM Optionholders). Proxy appointments received after this time will be invalid for the meeting.

ASM Securityholders who have already submitted a valid proxy form and do not wish to change their vote do not need to take any action.

ASM Securityholders who have already directed their proxy how to vote at the Scheme Meetings may change that direction by:

• lodging a replacement proxy form online at https://investor.automic.com.au/#/loginsah; or

• submitting a replacement proxy form:

– by email, to meetings@automicgroup.com.au;

– by fax, to +61 2 8583 3040;

– by post, to Automic GPO Box 5193 Sydney NSW 2001; or

– in person, at Automic Level 5, 126 Phillip Street, Sydney NSW 2000

Electronic lodgement is recommended where possible, given postal delays and the upcoming proxy deadlines.

ASM Securityholders can request a replacement proxy form from the ASM Registry by calling the ASM Registry on 1300 824 174 (within Australia) or +61 2 8072 1480 (outside Australia) between 8:30am and 7:00pm (Sydney time) Monday to Friday (excluding public holidays) or by emailing hello@automicgroup.com.au.

As a reminder, ASM Shareholders who have not yet lodged a proxy form, or who wish to change their vote, should ensure they submit the proxy form for the Share Scheme Meeting, and ASM Optionholders who have not yet lodged a proxy form, or who wish to change their vote, should ensure they submit the proxy form for the Option Scheme Meeting.

(v) How to ask questions

ASM Securityholders can ask questions relevant to the Schemes in person at the Scheme Meetings or before the Scheme Meetings by submitting questions in writing to the Company Secretary at info@asm-au.com by Monday, 10 August 2026.

The ASM Board will endeavour to respond to as many ASM Securityholder questions as possible during the Scheme Meetings. Please note that there may still not be sufficient time available at the Scheme Meetings to address all questions raised and individual responses will not be sent to ASM Securityholders.

3.2 Elections for Scrip Consideration

Eligible ASM Shareholders may make an Election to receive New Energy Fuels Shares as the Scrip Consideration, rather than receive New Energy Fuels CDIs by default. The revised Election Date is 5.00pm (AWST) on Wednesday, 19 August 2026.

If you do not make a valid Election, you will receive New Energy Fuels CDIs by default, unless you are an Ineligible Foreign Shareholder or the Sale Facility otherwise applies to you. Eligible ASM Shareholders who have submitted a valid Election and do not wish to change their Election do not need to take any action.

To make an Election, submit an Election via the Automic Investor Portal at https://portal.automic.com.au/investor/home or request and lodge an Election Form with the ASM Registry. To withdraw a previous Election, request and lodge an Election Withdrawal Form with the ASM Registry. Election Forms and Election Withdrawal Forms must be received by the ASM Registry by no later than 5.00pm (AWST) on Wednesday, 19 August 2026.

Any valid Election Form or Election submitted before the date of this Supplementary Scheme Booklet will remain valid unless withdrawn before the Election Date.

ASM Shareholders can request an Election Form or Election Withdrawal Form from the ASM Registry by calling 1300 824 174 (within Australia) or +61 2 8072 1480 (outside Australia) between 8.30am and 7.00pm (Sydney time) Monday to Friday (excluding public holidays) or by emailing corporate.actions@automicgroup.com.au.

4. INFORMATION ABOUT VAC

4.1 Introduction

The supplementary information contained in this section 4 has been prepared by Energy Fuels. The supplementary information concerning VAC, Energy Fuels and Energy Fuels BidCo and the intentions, views and opinions contained in this section 4 are the responsibility of Energy Fuels. ASM and its officers and advisers do not assume any responsibility for the accuracy or completeness of this information.

This section 4 contains information in relation to VAC in the event that the VAC Merger completes. The VAC Merger is not conditional upon completion of the Share Scheme or the Option Scheme. When considering how to vote on the Schemes, ASM Securityholders should have regard to both the case where the VAC Merger completes and where the VAC Merger does not complete. If the VAC Merger completes, it is planned that the entities that comprise VAC would become subsidiaries of Energy Fuels and the assets and operations of VAC would form part of the Enlarged Combined Company in which ASM Shareholders (if the Share Scheme is implemented) would hold securities.

Certain statements in this section 4 may constitute forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from those expressed or implied. The information contained in this section 4 is supplementary to the Scheme Booklet and does not replace the Scheme Booklet. ASM Securityholders should read the Supplementary Scheme Booklet and the Scheme Booklet carefully and in full.

4.2 Overview of the Merger Agreement

On 23 June 2026 (Eastern Time), Energy Fuels entered into an agreement and plan of merger (the Merger Agreement) pursuant to which it will acquire 100% of Ara VAC Dutch TopCo, Ara VAC US TopCo, and their respective consolidated subsidiaries, including Vacuumschmelze GmbH & Co. KG.

The aggregate purchase price paid by Energy Fuels (which represented total consideration of approximately US$1.9 billion based on Energy Fuels' closing share price of US$16.12 as at 22 June 2026 (Eastern Time)) will consist of the VAC Merger Consideration, which comprises:

• the VAC Merger Cash Consideration, being US$718 million in cash;

• the VAC Merger Share Consideration, being 65,853,000 Energy Fuels Shares (provided that the maximum number of common shares that will be issued shall not exceed the maximum number of common shares that may be issued without obtaining the approval of Energy Fuels' shareholders under applicable Canadian securities laws); and

• the VAC Merger Preferred Share Consideration, being preferred shares of Energy Fuels, if any.

The VAC Merger Preferred Share Consideration may be issued in either or both of the following circumstances:

• to the extent the number of common shares constituting the VAC Merger Share Consideration is reduced to comply with the maximum issuance limit described above, preferred shares will be issued in replacement of any common shares so removed; and

• if the volume-weighted average price of Energy Fuels' common shares in the twenty consecutive trading day period that ends on (and includes) the second trading day immediately prior to Closing is below a specified reference price of US$20.93 per common share, additional preferred shares will be issued to provide a value top-up to the Ara Parties, in an amount not to exceed US$135,000,000 in value.

The VAC Merger Preferred Share Consideration, if any, will be issued on the terms set forth in the Preferred Shares Instrument attached to the Merger Agreement, as such terms may be modified by the mutual agreement of the Ara Parties and the Parent Parties.

The VAC Merger Cash Consideration is subject to certain adjustments, including for the repayment of specified indebtedness of the Acquired Companies, reductions to account for unpaid transaction expenses and notified leakage, an increase by the amount of any negative leakage, subject to the cap set forth in the Merger Agreement, and an increase by the amount of any permitted financing provided by the Ara Parties or their affiliates to the Acquired Companies that remains outstanding as of immediately prior to the Closing, subject to the cap set forth in the Merger Agreement, in each case as provided in the Merger Agreement. An amount of US$12,500,000 otherwise payable at closing of the VAC Merger (Closing) will be deposited into an escrow account under an escrow agreement to be entered into at Closing (the Escrow Agreement) to secure certain post-Closing obligations of the Ara Parties under the Merger Agreement, with any remaining amounts to be released in accordance with the terms of the Merger Agreement and the Escrow Agreement.

(a) Conditions to the VAC Merger

Completion of the VAC Merger is subject to the satisfaction or waiver (to the extent permitted) of certain conditions, including:

• the expiration or termination of the waiting periods (and any extensions thereof) applicable to the VAC Merger under the HSR Act, and receipt of certain other regulatory approvals specified in the Merger Agreement;

• the conditional approval for listing on the NYSE American (subject only to official notice of issuance) and the TSX (subject only to customary post-closing filing requirements) of the VAC Merger Share Consideration issuable in accordance with the Merger Agreement;

• Energy Fuels having taken all actions necessary to issue and having duly authorised any VAC Merger Preferred Share Consideration issuable in accordance with the Merger Agreement;

• the absence of any governmental order or applicable law enjoining or otherwise prohibiting the VAC Merger;

• Energy Fuels having executed and delivered to the Ara EF Share Recipients the Investors' Rights Agreement, substantially in the form attached to the Merger Agreement;

• the absence of a continuing material adverse effect with respect to Energy Fuels and its material subsidiaries, taken as a whole, or the Acquired Companies, taken as a whole; and

• other customary conditions specified in the Merger Agreement.

(b) Representations and Warranties

The Merger Agreement contains customary representations and warranties from each of the Ara Parties and the Parent Parties, including representations and warranties from the Acquired Companies regarding, among other things, organisation and standing, capitalisation, authority, regulatory approvals and consents, financial statements, absence of certain developments, litigation and governmental orders, compliance with applicable laws, material contracts, real property, environmental matters, employee benefit plans and labour matters, taxes, intellectual property (including cybersecurity and data protection), insurance and no brokers.

(c) Covenants

The Acquired Companies are obligated to use commercially reasonable efforts to conduct the business of the Acquired Companies in all material respects in the ordinary course prior to Closing and not to engage in specified actions without Energy Fuels' prior consent. Energy Fuels has agreed to customary covenants related to post-Closing employee matters, indemnification and insurance for directors and officers, obtaining stock-exchange approvals for the listing of the VAC Merger Share Consideration on NYSE American and the TSX, arranging and cooperating with respect to debt financing (with no financing condition to Closing), and undertaking pre-Closing funding steps to facilitate the consideration structure.

Energy Fuels and the Ara Parties are required to use reasonable efforts to take all actions necessary to consummate the VAC Merger, including making required filings and notices under the HSR Act and other applicable regulatory regimes and cooperating in seeking required approval.

(d) Termination

The Merger Agreement also contains specified termination rights, including the right of either Energy Fuels or the Acquired Companies to terminate the Merger Agreement if:

• the VAC Merger is not consummated by 22 March 2027 (as may be extended by mutual written agreement of Energy Fuels and the Acquired Companies), subject to an automatic extension if, as of that date, the only unsatisfied conditions relate to specified regulatory approvals and related waiting periods, in which case the outside date extends until 22 June 2027,

• there is a breach by the other party of its representations, warranties or covenants that would give rise to a failure of a closing condition that is not cured within the specified cure period (and subject to customary limitations if the terminating party is itself in material breach),

• a final, non-appealable governmental order or other applicable law permanently enjoins, prohibits or makes illegal the consummation of the transactions, or

• in the case of the Acquired Companies, if all mutual conditions are satisfied or waived (other than those to be satisfied at Closing), they deliver a "Closing Readiness Notice," and Energy Fuels fails to consummate the Closing by the specified date.

(e) Additional Information

At Closing, Energy Fuels must implement the Acquired TopCo Equityholders' rights (set out in the Investors' Rights Agreement, discussed below) regarding the composition of the Energy Fuels Board, including Ara Lead EF Share Recipient's nomination/designation and related veto rights, and take all actions necessary (including expanding the Energy Fuels Board) to effect those rights. Energy Fuels also agrees to provide a customary indemnification agreement to Ara Lead EF Share Recipient's Board nominee.

Based on the currently contemplated structure of the Enlarged Combined Company, it is expected that ASM and the German VAC business will each be held through newly formed acquisition holding company structures, while the U.S. VAC business will be held under US Merger Sub HoldCo, an existing holding company of Energy Fuels.

The Merger Agreement also provides that, at Closing, each Ara EF Share Recipient will enter into a Lock-Up Agreement (discussed below) with Energy Fuels, substantially in the form attached to the Merger Agreement.

(f) Lock-Up Agreement

In connection with the Closing, Energy Fuels will enter into a Lock-Up Agreement (the Lock-Up Agreement) with the Ara Parties that will receive Energy Fuels Shares as consideration in the VAC Merger (Ara EF Share Recipients).

Pursuant to the Lock-Up Agreement, the Ara EF Share Recipients agree not to transfer (except for certain permitted transfers) any of the approximately 65.9 million Energy Fuels Shares received as consideration in the VAC Merger (the Lock-Up Shares) during the period beginning on the Closing Date and ending on the twelve-month anniversary of the Closing Date, subject to a release schedule that permits the Ara EF Share Recipients to transfer a portion of the Lock-Up Shares during specified periods following the Closing. During the first period, which begins on the Closing Date and ends on the six-month anniversary of the Closing Date, the Ara EF Share Recipients may transfer, in the aggregate, up to 8,000,000 Lock-Up Shares per calendar month (pro-rated for any partial month), subject to a maximum of 21,500,000 Lock-Up Shares in the aggregate during that period; provided that 50% of any portion of the monthly amount not transferred in a calendar month will carry forward to subsequent calendar months during the first period, and in no event may more than 16,000,000 Lock-Up Shares be transferred in any single calendar month. During the second period, which begins on the day following the six-month anniversary of the Closing Date and ends on the twelve-month anniversary of the Closing Date, the Ara EF Share Recipients may transfer, in the aggregate, up to 50% of the remainder of the Lock-Up Shares originally issued to the Ara EF Share Recipients that were not transferred during the first period. Upon the twelve-month anniversary of the Closing Date, all remaining Lock-Up Shares will be released from the transfer restrictions. The release schedule applies to the Ara EF Share Recipients on a collective basis, and the Lock-Up Shares remain subject at all times to restrictions on transfers to certain hostile entities, competitors and activist investors as set forth in the Lock-Up Agreement.

(g) Investors' Rights Agreement

In connection with the Closing, Energy Fuels will enter into an investors' rights agreement with the Ara EF Share Recipients (Investors' Rights Agreement).

Subject to the terms and conditions set forth in the Investors' Rights Agreement, as of the Closing Date, the Ara Lead EF Share Recipient will have (i) the right to nominate one director to the Energy Fuels Board (the Board Nomination Right), and (ii) the right to exercise a one-time veto over any one individual nominated by Energy Fuels for service on the Energy Fuels Board as an independent director, in which case Energy Fuels will identify a replacement nominee and repeat the process until a nominee is approved, at which point the veto right will automatically terminate (the Independent Director Veto Right). Both the Board Nomination Right and the Independent Director Veto Right will continue for so long as the Ara EF Share Recipients, in the aggregate, beneficially own at least 7.5% of the outstanding common shares of Energy Fuels and will cease at such time as the Ara EF Share Recipients, in the aggregate, own less than 7.5% of the outstanding common shares of Energy Fuels.

Pursuant to the terms of the Investors' Rights Agreement, Energy Fuels agreed to grant certain registration rights, subject to the conditions and limitations further described in the Investors' Rights Agreement, to the Ara EF Share Recipients, including the right to an automatic resale shelf registration statement, customary demand rights to require underwritten shelf takedowns and block trades (subject to a certain threshold and frequency limits), and piggyback registration rights.

The Ara EF Share Recipients are subject to certain standstill restrictions under the Investors' Rights Agreement until the two-year anniversary of the Closing Date, such as, acquiring, offering or proposing to acquire, or agreeing to acquire voting securities of Energy Fuels or any securities convertible into or exercisable for voting securities of Energy Fuels over a certain ownership threshold as set forth in the Investors' Rights Agreement, participating in solicitation of proxies or submitting any public proposal for or offering any extraordinary transaction involving Energy Fuels or any of its subsidiaries, without the prior written consent of the Energy Fuels Board.

(h) Further information

For further information (including a full copy of the Merger Agreement), refer to the Energy Fuels Form 8-K released on 26 June 2026 (Eastern Time), which is available from Energy Fuels' website at https://www.energyfuels.com under Investors / SEC Filings.

4.3 Overview of VAC

VAC is a manufacturer of magnetic materials and product solutions, headquartered in Hanau, Germany. Founded in 1923, VAC develops, manufactures, and sells specialized alloys, materials, parts, components, permanent magnets, and applied magnetic solutions. The company has undergone several ownership transitions, including acquisition by Morgan Crucible in 1999, OM Group in 2011, Apollo Global Management (through OM Group) in 2015, and most recently by Ara Partners in October 2023. Throughout these transitions, VAC has maintained its position as one of the largest manufacturers of advanced magnetic materials. VAC's products are used across a range of end markets, including automotive and electrified mobility, industrial automation, defence and aerospace, renewable energy, and power electronics.

VAC's business is organised into three reportable segments:

Rapid Solidification - designs and manufactures soft-magnetic alloys (amorphous and nanocrystalline) on an industrial scale. The product portfolio consists of magnetic cores, inductive components, and current sensors through to complete assemblies, serving customers in industrial power electronics, automotive, solar technology, charging infrastructure for electric vehicles, and aerospace and defence applications; In FY2025, the Rapid Solidification segment generated revenue of approximately €156 million (approximately US$176 million), representing approximately 48% of VAC's total revenue. The segment's gross margin was approximately 21.5% in FY2025.

Crystalline - designs and manufactures soft-magnetic alloys (NiFe, CoFe) used across industries including automotive, industrial, defence and aerospace, and renewable-energy applications. Alloys are melted in vacuum induction furnaces at the Hanau plant and manufactured in the form of strips, wires, and further processed products, including stamped parts, rotor and stator assemblies, and precision sensor components. In FY2025, the Crystalline segment generated revenue of approximately €91 million (approximately US$104 million), representing approximately 28% of VAC's total revenue. The segment's gross margin was approximately 18.5% in FY2025.

Permanent Magnets - develops and manufactures high-performance sintered rare-earth permanent magnets, including neodymium-iron-boron (VACODYM®) and samarium-cobalt (VACOMAX®) magnets, as well as magnet assemblies. These products are used primarily in automotive (including EV traction motors), industrial, defence, and aerospace applications. VAC is one of a limited number of manufacturers producing sintered rare-earth permanent magnets at scale outside of Asia. In FY2025, the Permanent Magnets segment generated revenue of approximately €79 million (approximately US$89 million), representing approximately 24% of VAC's total revenue. The segment's gross margin was approximately 10.4% in FY2025.

4.4 What does the VAC Merger mean for Energy Fuels?

VAC is a magnetics company with over 100 years of production expertise, more than 400 patents, upwards of 1,000 customers, and operating magnet production facilities in North America, Europe and Asia, including a magnet facility in Sumter, South Carolina, USA, with capacity to produce 2,000 tonnes per annum of permanent magnets, scalable to 12,000 tonnes per annum. Over the last decade, VAC has produced and shipped more than one billion rare earth permanent magnets. VAC's product portfolio spans both permanent magnets (sintered neodymium-iron-boron, NdFeB, and samarium-cobalt and SmCo) and soft magnetics (amorphous and nanocrystalline alloys, cobalt-iron and nickel-iron products), enabling integrated cross-selling among electrification and industrial applications. Approximately 85% of VAC's output is produced to customer specifications, reflecting deep design-in relationships built over decades, including customer partnerships averaging over 30 years with their largest accounts.

The VAC Merger brings together Energy Fuels' upstream REE assets, including REE mining projects and existing separation capacity, with VAC's downstream REE magnet manufacturing expertise. The acquisition of VAC unlocks the last stage of mine-to-magnet vertical integration for Energy Fuels, which, together with the ASM acquisition, would complete a fully western/western-allied-origin rare earth supply chain from feedstock projects through to finished permanent magnets. By internalising magnet manufacturing, the Enlarged Combined Company expects to capture additional margins on each kilogram of rare earth material processed.

The Enlarged Combined Company aims to serve customers across North America, Europe and Asia in the automotive, aerospace and defence, robotics, data centres, electronics and industrial automation sectors.

The combined platform includes feedstock supply from the "shovel ready" Donald Project in Australia  (subject to a Final Investment Decision, which is now targeted for Q3 2026) and from Energy Fuels' other prospective feedstock projects, including the Vara Mada Project and the Bahia Project, which are intended to supply additional feed materials to the White Mesa Mill upon development; processing and separation at Energy Fuels' White Mesa Mill; metals and alloy production at the Korean Metals Plant and the planned American Metals Plant; and permanent magnet manufacturing and assembly at VAC's European facilities and Sumter plant.

VAC serves a diversified range of end markets. Based on FY2025 revenue, VAC's end-market exposure was approximately as follows:

• Industrial: Largest end market, including industrial automation, drives, power electronics, and installation technology

• Automotive (General): Nearly a quarter of VAC's revenue is from the production of components for internal combustion engine vehicles and general automotive electronics

• Automotive (EV): Growing segment, including EV traction motors, charging infrastructure, and battery management systems

• Aerospace & defence: Growing segment, particularly in the permanent magnets value stream, supported by increasing Western defence spending

• Alternative Energy: Includes solar/PV inverters and renewable energy applications

• Other: Includes consumer electronics, luxury watches, medical equipment, and other specialty applications

VAC's top 10 customers accounted for approximately 33% of total revenue in FY2025. VAC's customer relationships are characterised by long-standing partnerships, with its largest accounts averaging over 30 years of continuous supply.

Approximate Revenue Percentages By
End Market (2025A)

Approximate Revenue Percentages By
Geography (2025A)

Crystalline	Rapid Solidification	Permanent Magnets

4.5 Raw Material Pass-Through Mechanisms

Following completion of the VAC Merger and the Schemes, the Enlarged Combined Company is intended to be vertically integrated across the full rare earth value chain - from mining projects and separation (Energy Fuels' White Mesa Mill and the Donald Project) through metals and alloys production (ASM's South Korea-based Korean Metals Plant and the planned AMP) to finished permanent magnet manufacturing (VAC's European facilities and the Sumter magnet plant). This vertical integration is intended to enable the Enlarged Combined Company to:

• internalise the upstream margin on rare earth feedstock currently paid to third-party suppliers, by sourcing separated rare earth oxides and metals from within the Enlarged Combined Company's own operations rather than purchasing them at market prices;

• reduce exposure to third-party supply chain disruptions and pricing volatility, particularly in light of recent Chinese export restrictions on certain rare earth alloy forms that have required VAC to restructure its procurement arrangements (including sourcing rare earth oxides from European and U.S.-based suppliers and engaging intermediary processors for alloy refinement);

• capture value at each conversion step in the supply chain – from ore to separated oxide, oxide to metal/alloy, and metal/alloy to finished magnet – rather than participating only in the final magnet manufacturing step where margins have historically been compressed by Chinese competition and raw material cost pass-through dynamics; and

• strengthen pricing power with end customers by creating a fully traceable, western/western-allied-origin, mine-to-magnet supply chain applicable to the aerospace, defence and automotive sectors, as evidenced by western pricing.

4.6 Key manufacturing operations

VAC's manufacturing operations are spread across multiple facilities, with approximately 3,500 full-time employees as of 31 December 2025. The principal manufacturing facilities comprise:

(a) Hanau, Germany.

The Hanau site serves as VAC's headquarters and primary production hub. Founded in 1923, the facility covers all three value streams (Rapid Solidification, Crystalline, and Permanent Magnets) and serves as a supplier of base material to downstream facilities in Slovakia, China, and Malaysia. The Hanau site also houses VAC's principal research and development capabilities. Approximately 85% of VAC's inventory is held at the Hanau site. The facility includes vacuum induction furnaces for alloy melting and a vertically integrated manufacturing chain from raw material processing through to finished components and assemblies.

(i) Production Capacity

1. Melt Shop: 8,000 tons

2. Cold Rolling: 6,000 tons

3. Rapid Solidification: 3,950 tons

4. Permanent Magnets: 1,000 tons

(b) Sumter, South Carolina, United States

The Sumter facility is a purpose-built manufacturing facility situated on an approximately 80-acre site in Sumter, South Carolina. Initial production commenced in the fourth quarter of 2025. The facility has been designed to support potential phased expansion of capacity across subsequent phases. The Sumter facility has received U.S. government finance, including federal investment tax credits under Section 48C of the Internal Revenue Code. The facility, operated through e-VAC Magnetics LLC, has current capacity to produce 2,000 tonnes per annum of permanent magnets, scalable to 12,000 tonnes per annum.

The facility can increase capacity to 4,000 tonnes per annum without impacting current production and does not require any additional infrastructure to accommodate this expanded capacity. To expand to 12,000 tonnes per annum, VAC must invest in additional land. VAC holds an option to acquire an additional 144 acres adjacent to the Sumter facility, which would be sufficient for an expansion from 4,000 tonnes per annum to 12,000 tonnes per annum.

(c) Ulvila, Finland

The Ulvila facility specialises in the production of permanent magnets and magnet assemblies, including both SmCo and NdFeB magnets. The facility was acquired through the acquisition of Neorem Magnets Oy in 2007 and contributed approximately 3.3% of VAC's total FY2025 revenue, with most sales relating to locally manufactured products.

(i) Production Capacity

1. Permanent Magnets: 500 tons

(d) Horna Streda, Slovakia

The Horna Streda facility is a multi-purpose production site supporting all three value streams: The site produces cores, components, magnets, and soft-magnetic parts, including downstream processing and component assembly. The facility was founded in 1998 and has recently undergone expansion, with growth capital expenditure in FY2025 primarily directed toward the acquisition of adjacent buildings to secure optionality for future capacity expansion.

(i) Production Capacity

1. Rapid Solidification: Slitting (633 tons)

2. Crystalline: 230,000 hours

3. Permanent Magnets: PCU26 (23,500 hours), PCU32 (32,300 hours)

(e) Pekan, Malaysia

The Malaysian facility manufactures cores, current sensors, and components primarily for automotive and electrical safety applications within the Rapid Solidification value stream. The facility was established in 1984 and provides toll manufacturing services, with raw materials and work-in-progress remaining owned by VAC's German entity, Vacuumschmelze GmbH & Co. KG.

(f) Shenyang, China

VAC holds 100% in Vacuumschmelze China Magnetics (Shenyang) Co. Ltd. (CN) which produces components and current sensors for power-electronics and electrical safety applications within the Rapid Solidification value stream. VAC has operated production facilities in Shenyang, China, since 1994 - initially in cooperation with a local partner, and since 2001 as an independent company under the name of "VACUUMSCHMELZE China Magnetics (Shenyang) Co., Ltd".

(i) Production Capacity

1. Current Sensors (26,000,000 pcs)

2. Components (2,830,000 hrs).

VAC also holds a 49% equity interest in SANVAC (Beijing) Magnetics Co. Ltd., a joint venture with Beijing Zhong Ke San Huan High-Tech Co., Ltd., which produces neodymium-iron-boron permanent magnets and magnetic assemblies. The joint venture was established pursuant to a Joint Venture Contract dated January 17, 2005.

4.7 Research and Development

VAC's principal research and development capabilities are housed at the Hanau, Germany headquarters. Total capitalised R&D costs amounted to approximately €8.9 million, €6.3 million and €3.5 million in FY2023, FY2024 and FY2025, respectively. The decline in capitalised R&D in FY2024 and FY2025 reflects the partial reallocation of engineering and development capacity to support the build-up of the e-VAC facility in the United States, rather than a structural reduction in underlying R&D capability.

VAC holds more than 400 patents across its product portfolio. The company's R&D activities focus on the development of advanced magnetic materials, manufacturing processes, and application-specific solutions across its three value streams.

4.8 Senior Management

As at 30 June 2026, the senior management personnel of VAC are:

4.9 Historical Financial Information

Ara VAC IE Aggregator’s historical consolidated financial statements for the financial years ended 31 December 2024 and 31 December 2025 reflect the significant capital investment required to construct the Sumter permanent magnet manufacturing facility in Sumter, South Carolina, without the corresponding revenue and earnings contribution that the facility is expected to generate on a go-forward basis. Over the two-year period, VAC invested approximately €407 million in construction-in-progress (€192.6 million in FY2024 and €214.7 million in FY2025), the substantial majority of which relates to the construction and commissioning of the Sumter facility. Initial production at the Sumter facility commenced in the fourth quarter of 2025, meaning the facility contributed minimal revenue against substantial start-up and commissioning costs during the periods presented. As a result, the Permanent Magnets segment - which includes the Sumter facility - reported a gross margin of approximately 10.4% in FY2025, materially below the Rapid Solidification segment (approximately 21.5%) and the Crystalline segment (approximately 18.5%), reflecting the financial impact of carrying a facility that was not yet commercially operational during the historical periods.

Looking forward, the Sumter facility is expected to materially transform VAC's earnings profile. At its current installed capacity of 2,000 tonnes per annum, the facility is expected to generate approximately US$65-75 million of annual run-rate EBITDA³ once production reaches steady state. The facility was purpose-built to accommodate phased expansion: capacity can be increased to 4,000 tonnes per annum without disrupting existing production or requiring additional infrastructure, which would be expected to increase annual run-rate EBITDA to approximately US$130-140 million. VAC also holds an option to acquire an additional 144 acres adjacent to the Sumter site, which would support a further scale-up to 12,000 tonnes per annum, with expected annual run-rate EBITDA of approximately US$400 million at full capacity.

The historical financial statements also do not reflect the momentum building across VAC's legacy business. VAC's legacy operations generated positive adjusted EBITDA in FY2025, excluding the capital and operating expenses required to construct the Sumter facility, which had no corresponding revenue and earnings contribution in 2025, and has experienced more than 20% year-on-year growth in its order book for 2026, which is expected to translate into increased adjusted EBITDA in future years. This order book acceleration - driven by strengthening demand across automotive, industrial automation, defence and aerospace end markets - indicates that FY2026 financial performance is expected to be materially stronger than the historical periods presented, even before the Sumter facility begins contributing meaningful revenue and EBITDA. The combination of a recovering and growing legacy business with the commencement of commercial-scale production at the Sumter facility creates a dual earnings catalyst that is not reflected in the FY2024 or FY2025 reported results.

(a) Basis of preparation

This section 4.9 sets out a summary of historical financial information in relation to Ara VAC IE Aggregator for the purpose of this Supplementary Scheme Booklet.

The historical consolidated financial information has been extracted from Ara VAC IE Aggregator’s financial statements, which comprise the consolidated statement of financial position as of 31 December 2025 and 2024 and 1 January 2024, and the related consolidated statement of profit or loss, of other comprehensive income (loss), of changes in equity and of cash flows for the financial years ended 31 December  2025 and 2024.

The historical financial information of Ara VAC IE Aggregator is presented in an abbreviated form and does not contain all the disclosures, presentation, statements or comparatives that are usually provided in an annual report prepared in accordance with the Corporations Act. VAC considers that for the purposes of this Supplementary Scheme Booklet the historical financial information presented in a condensed form is more meaningful to ASM Securityholders.

The Ara VAC IE Aggregator historical consolidated financial information is presented in Euros and unless otherwise noted, is rounded to the nearest thousand.

(b) Historical consolidated statement of profit and loss and other comprehensive income

The following table presents Ara VAC IE Aggregator's historical consolidated statement of profit and loss and other comprehensive income for the financial years ended 31 December 2025 and 31 December 2024.

(c) Historical consolidated statement of financial position

The following table presents Ara VAC IE Aggregator’s historical consolidated statement of financial position as of 31 December 2025, 31 December 2024, and 1 January 2024.

(d) Historical consolidated statement of cash flows

The following table presents Ara VAC IE Aggregator’s historical consolidated statement of cash flows for the financial years ended 31 December 2025 and 31 December 2024.

4.10 Non-GAAP financial matters

This Supplementary Scheme Booklet includes references to adjusted EBITDA and some illustrative examples of forward-estimates of EBITDA, as described below, which are non-GAAP measures. Because these forward-looking estimates of EBITDA are illustrative examples, Energy Fuels is unable to present a quantitative reconciliation to the most directly comparable GAAP financial measure, because such information is not available, and management cannot reliably predict all of the necessary components of such GAAP financial measure without unreasonable effort or expense. EBITDA and adjusted EBITDA do not have standardised meanings prescribed by GAAP and may not be comparable to (and may be calculated differently by) other companies that present similar measures. The illustrative examples presented in this Supplementary Scheme Booklet are estimates and future projections and are based on various assumptions, which may prove to be incorrect. Various risks could cause the Enlarged Combined Company's actual performance to be materially different from the illustrative examples, projections and estimates. These examples, projections and estimates are provided solely for illustrative purposes, and there can be no assurances that any such financial results or performance will ultimately be realized, in the manner illustrated herein or at all. These illustrative examples, projections and estimates should not be relied upon as being necessarily indicative of future results. Energy Fuels defines EBITDA as net income (loss) before (i) depreciation and amortization; (ii) interest expense; (iii) foreign exchange result; and (iv) income tax expense. Adjusted EBITDA is defined as EBITDA before (i) non-recurring restructuring expense; (ii) one-time consulting expenses, (iii) freight cost normalization adjustment; (iv) one-time losses on purchases contracts; (v) non-recurring factoring interest; and (vi) other. EBITDA and adjusted EBITDA reflect additional ways of viewing aspects of VAC's operations that, when viewed with GAAP results, may provide a more complete understanding of factors and trends affecting VAC's business. EBITDA and adjusted EBITDA should not be considered superior to, as a substitute for, or as an alternative to, and should be considered in conjunction with GAAP financial measures.

4.11 Securities and capital structure of VAC; Substantial Shareholders of VAC

VAC is a private company that does not have publicly traded securities. The Acquired Companies are ultimately held by certain funds affiliated with Ara Partners.

4.12 Material agreements

VAC operates a business-to-business industrial manufacturing business, generating revenue through customer relationships across its three value streams (Rapid Solidification, Crystalline, and Permanent Magnets). VAC has hundreds of contracts with a wide-ranging and diversified client base. Sales are generally conducted on VAC's standard terms, which include retention of title and liquidated damages provisions, while strategic customers may enter individually negotiated long-term supply arrangements. VAC also distributes products through third-party intermediaries under non-exclusive distributor agreements and commission-based sales agency arrangements, and sources raw materials under framework purchase orders and longer-term supply arrangements, including memoranda of understanding for permanent-magnet feedstock with price-formula mechanisms and rights of first refusal.

4.13 Equity compensation plan

VAC operates a management equity participation programme, which serves as a vehicle for certain employees, advisors, and consultants of the VAC group, who are invited to invest (directly or through investment vehicles), to participate in the growth and success of the VAC group. The equity participation programme will terminate at the Closing of the VAC Merger.

4.14 Litigation

To the best of the knowledge of senior management personnel of VAC, no current litigation, dispute or claim in which VAC is involved would reasonably be expected to have a material adverse impact on VAC's financial condition or results of operations taken as a whole.

4.15 Recent trading performance of VAC shares

VAC is a private company, and its equity interests are not listed or quoted on any securities exchange or market. There is no public trading market for VAC's equity interests and accordingly there is no trading history to disclose.

4.16 Rights and liabilities attaching to VAC equity interests

As VAC is a private company, its equity interests are not represented by publicly listed shares. The equity interests in the Acquired Companies were issued in accordance with their respective organisational documents and applicable law. All of the issued and outstanding equity interests of each Acquired Company have been duly authorised and validly issued, are fully paid and non-assessable, and have not been issued or transferred in violation of any applicable laws. There are no preemptive rights, subscription rights, call or first refusal rights, redemption rights, repurchase rights, or other similar rights in respect of any equity interests in any Acquired Company.

4.17 Publicly available information about VAC

VAC is a private company and is not subject to public continuous disclosure reporting requirements. VAC does not file with SEDAR+, EDGAR, ASX or any stock exchange in its own right. Energy Fuels is subject to the continuous disclosure requirements of the TSX, NYSE American, the SEC and applicable Canadian securities laws. ASM is subject to the continuous disclosure requirements of the ASX Listing Rules and the Corporations Act. Energy Fuels' continuous disclosure filings are available on SEDAR+ at https://www.sedarplus.ca/ and EDGAR at https://www.sec.gov/cgi-bin/browse-edgar. ASM's continuous disclosure filings are available on the ASX website at https://www.asx.com.au/. Information available on Energy Fuels' website, ASM's website or at the websites referred to above does not form part of this Supplementary Scheme Booklet.

4.18 Corporate governance of VAC

VAC is a private company and is not subject to public corporate governance reporting requirements or the governance standards applicable to listed public companies. VAC's governance structure is determined by the organisational documents of the relevant Acquired Companies and the terms of the arrangements between the Acquired TopCo Equityholders and the Acquired Companies. VAC's management is responsible for the day-to-day management of the business and comprises Dr. Erik Eschen (Chief Executive Officer), Jürgen Wössner (Chief Financial Officer) and Gregor Eipert (Chief Operating Officer). Following completion of the VAC Merger, VAC's governance will be integrated with that of the Enlarged Combined Company.

5. SUPPLEMENTAL INFORMATION ABOUT ENERGY FUELS

5.1 Introduction

This section 5 contains supplementary information about Energy Fuels, including new financing arrangements entered into by Energy Fuels following the date of the Scheme Booklet.

The information contained in this section 5 is supplementary to the Scheme Booklet and does not replace the Scheme Booklet. ASM Securityholders should read the Supplementary Scheme Booklet and the Scheme Booklet carefully and in full.

5.2 Summary of Conditional OSC Financing

On 15 June 2026 (Eastern Time), Energy Fuels and the OSC entered into a conditional commitment agreement with a tenor of 20 years to finance the planned expansion of Energy Fuels’ critical minerals processing capabilities at its White Mesa Mill in Utah (the Mill) as well as a planned rare earth metals and alloy facility to be constructed in the United States. The potential financing would support infrastructure and capacity to process rare earth elements and other critical materials from Energy Fuels’ portfolio of domestic and international projects.

The Conditional OSC Financing contemplates funding in three Phases: Phase 1 is the expansion of the Mill’s existing Phase 1 Circuit, which is currently capable of processing up to 10,000 tonnes of monazite or the equivalent feed per year for the commercial production of up to 1,000 tonnes of separated NdPr per year, by providing the capability for the additional commercial recovery of dysprosium (Dy), terbium (Tb), samarium (Sm), europium (Eu), gadolinium (Gd) and yttrium (Y), as well as an holmium (Ho)+ mixed rare earth carbonate (MREC), with the capability to add further heavy REE separations in the future as market conditions may warrant. Phase 1 will also enhance the Mill’s existing Phase 1 Circuit to (i) enable processing of uranium and rare earth-bearing MREC or similar intermediate feedstocks from third-party sources, either in addition to or in lieu of monazite or the equivalent, and (ii) add capability to calcine separated rare earth oxalates into separated rare earth oxides. This will enable the Mill to process MREC and similar feedstocks through the Mill’s expanded Phase 1 Circuit solvent extraction circuits independently of conventional uranium processing. Phase 1 is expected to be operational as early as Q4 2027, and, together with existing Mill Phase 1 Circuit operations, to support production of approximately up to 35 tonnes per annum of Dy and 12 tonnes per annum of Tb, in addition to approximately 850–1,000 tonnes per annum of NdPr, from processing up to approximately 10,000 tonnes per annum of monazite or the equivalent, along with an Ho+ carbonate. The capability to recover Sm, Eu, Gd, Y and potentially other heavy REE’s is expected to follow and be on-line in 2028 or later years. The Phase 1 expansion is expected to be completed prior to the commissioning of the Donald Project and will allow for the processing of all of Phase 1 of the Donald Project for the recovery of NdPr, Dy and Tb as well as other heavy REE oxides and mixed rare earth carbonates, once that project is developed.

Phase 2, as contemplated by the Conditional OSC Financing, is development of a stand-alone Phase 2 Circuit at the Mill to materially expand rare earth oxide production capacity. Upon commissioning, the Phase 2 Circuit at the Mill is expected to increase total rare earth oxide capacity from the Mill, when combined with the Mill’s expanded Phase 1 Circuit, as described above, to over 6,000 tonnes per annum of NdPr, together with approximately 80 tonnes per annum of Tb oxide and 288 tonnes per annum of Dy oxide, along with other heavy REE oxides and mixed rare earth carbonate across the Mill’s integrated operations. The Mill’s Phase 2 Circuit is expected to include a dedicated monazite crack-and-leach circuit, enabling independent and simultaneous REE processing operations alongside conventional uranium and uranium/vanadium processing. The Mill’s Phase 2 Circuit is currently expected to be commissioned in 2029 and to be available to process REE production from Energy Fuels’ Donald Phase 2, Vara Mada and Bahia HMS/monazite projects, upon their development.

Phase 3, as contemplated by the Conditional OSC Financing, is the development of the metals and alloys facility in the United States, which could be the American Metals Plant contemplated by ASM, a downstream rare earth metals and alloy facility in the United States with a planned nameplate capacity of up to 4,000 tonnes per annum of alloy. Phase 3 is expected to be primarily supplied by rare earth oxides produced at the Mill, supplemented by third-party feedstocks as required. Phase 3 is expected to deploy proprietary metallization and alloy production technologies to produce NdFeB alloys and separated rare earth metals, including NdPr, Dy and Tb. Phase 3 is expected to establish a fully integrated U.S. rare earth metals and alloys platform through REE alloys, and upon successful closing of the VAC Merger, establish a fully integrated mine-to-magnets REE supply chain, addressing a critical gap in domestic metallization capacity and supporting the U.S. permanent magnet, clean energy and defence supply chains.

The Conditional OSC Financing is subject to further due diligence, finalization of agreements, approvals, and the availability of government appropriations. The definitive credit agreement is expected to include usual and customary conditions to financial close of the facility, including satisfaction of legal, technical and other due diligence requirements, and execution and delivery of binding agreements. In addition, the funding of each of the three Phases will be independent of each other and will each be subject to its own additional conditions of disbursement and drawdown, including without limitation, receipt of all required permits and licenses, additional documentation, and evidence of satisfactory feed supply agreements and offtake agreements sufficient to satisfy repayment of the amounts loaned.

The Conditional OSC Financing contemplates typical fees, interest rate, amortization schedule, security provisions, financial covenants and negative covenants which Energy Fuels believes are customary for a loan of this nature. The Conditional OSC Financing also contains affirmative and negative covenants that may restrict Energy Fuels' ability to: (a) be owned or controlled by any Restricted Entity; (b) transfer any property (including funds) to any Restricted Entity; or (c) otherwise do business with any Restricted Entity, where a “Restricted Entity” is defined in the Conditional OSC Financing to include certain entities, persons, governments or countries on any one of more lists relating to U.S. national security, such as a person appearing upon the ‘Denied Persons List” the “Entity List,” or the “Unverified List,” as maintained by the U.S. Department of Commerce, a “foreign entity of concern” or “foreign adversary” as defined by applicable U.S. regulations and other similar restrictions. The Conditional OSC Financing also contemplates the potential issuance of warrants to the OSC or its U.S. government designees (the amount and terms of which have not yet been determined).

The Conditional OSC Financing also acknowledges Energy Fuels’ need to simultaneously complete financings in connection with its Donald Project Joint Venture and Vara Mada heavy mineral sands/monazite project, and sets out the terms and conditions on which such additional financings would be permitted under the Conditional OSC Financing.

Taken as a whole, Energy Fuels believes the Conditional OSC Financing is competitive compared to commercial options that are available and is attractive to Energy Fuels. It will allow Energy Fuels to process all of Donald Phase 1 production, once developed, into REE oxides at the Mill, REE metals and alloys at the planned U.S. metals and alloys facility (which could be the American Metals Plant contemplated by ASM), or at the existing ASM Korean Metals Plant, and upon successful completion of the VAC Merger, into magnets at VAC’s existing Sumter U.S. plant or VAC’s existing facilities in Germany or Finland, thereby resulting in a complete western REE supply chain. The contemplated funding of the Mill’s Phase 2 Circuit would allow for the further expansion of this supply chain by approximately six-fold to accommodate all Energy Fuels’ planned additional monazite or the equivalent production from its planned Vara Mada, Bahia and other projects.

Either party may terminate the Conditional OSC Financing if definitive agreements are not agreed to by the parties. In addition, the Conditional OSC Financing allows the OSC to suspend or terminate the loan commitment upon written notice, if: (a) it is not satisfied with any due diligence findings with respect to Energy Fuels or the Mill expansion project; (b) Energy Fuels fails to comply in a timely manner with any of its obligations under the Conditional OSC Financing or any reasonable request of OSC in connection with its due diligence review; (c) the OSC determines that a material change has occurred or is reasonably likely to occur in the business, operations, ownership, property or condition of Energy Fuels, the project, the ability of Energy Fuels to carry out the project or the conditions or value of any proposed security for the loan; (d) any of the information data, representations or other material submitted to the OSC on or behalf of Energy Fuels contains any material misrepresentation or material omission; or (e) it becomes unlawful for OSC to make or maintain any commitment to extend credit or allocate funds for the project or to Energy Fuels due to the adoption of, change in, change in the interpretation of, or change in the effectiveness of, any applicable law after the date of the Conditional OSC Financing.

Further details of the risks associated with the Conditional OSC Financing are set out in section 6.1.

5.3 Summary of Senior Secured Term Loan Commitment Letter

On 23 June 2026 (Eastern Time), Energy Fuels entered into the Commitment Letter pursuant to which Goldman Sachs Bank USA has committed to provide, subject to the terms and conditions set forth in the Commitment Letter, a senior secured term loan in an aggregate principal amount of US$250 million, US$250 million of the Senior Secured Term Loan Facility will be available to Energy Fuels upon the completion of the terms set forth in the Commitment Letter and the Summary of Terms and Conditions attached to the Commitment Letter as Annex A. Energy Fuels currently anticipates that it will use some or all of the proceeds from the borrowings of the Senior Secured Term Loan Facility, if any, on the Closing Date, together with cash on hand, to consummate the VAC Merger.

Amounts to be funded under the Senior Secured Term Loan Facility, if any, will be reduced by the net cash proceeds from the issuance or incurrence of certain debt, the issuance of equity financing (including equity and debt securities convertible or exchangeable into or exercisable for equity securities, other equity-linked securities or hybrid debt-equity securities) and non-ordinary course asset sales (in each case, with exceptions to be agreed).

5.4 Update to Energy Fuels Board

As of the date of this Supplementary Scheme Booklet, the Energy Fuels Board is comprised of seven (7) members, each of whom were re-elected by the shareholders of Energy Fuels at its 2026 annual meeting of shareholders held on 24 June 2026. Messrs. J. Birks Bovaird and Alexander G. Morrison did not stand for re-election at the annual meeting and therefore ceased to be directors of Energy Fuels on 24 June 2026.

Also effective on 24 June 2026, Mr. Michael Stirzaker, an independent director, was appointed to serve as Chair of the Audit Committee of Energy Fuels.

5.5 No other material information

Other than as disclosed in this Supplementary Scheme Booklet and the Scheme Booklet, there is no information regarding Energy Fuels or its intentions regarding the Enlarged Combined Company that is required under applicable law or ASIC guidance and which is, in the opinion of Energy Fuels, material to the making of a decision by an ASM Securityholder on whether or not to vote in favour of the Schemes that is within the knowledge of any director of Energy Fuels as at the date of this Supplementary Scheme Booklet that has not been previously disclosed to ASM Securityholders.

6. ADDITIONAL RISKS

This section 6 describes:

• risks relating to the Conditional OSC Financing;

• risks relating to entering into the Merger Agreement and the VAC Merger; and

• risks relating to the Enlarged Combined Company's business and operations.

ASM Securityholders should be aware that there are a number of risks, both general and specific, associated with the Conditional OSC Financing, the Merger Agreement and the completion of the VAC Merger, which are additional to the risks disclosed in Section 8 of the Scheme Booklet.

These risk factors should be read in addition to those listed in Section 8 of the Scheme Booklet.

6.1 Risks relating to the Conditional OSC Financing

(a) There can be no assurances that all conditions to the Conditional OSC Financing will be satisfied, that the proposed financing will be completed or that the proposed financing will not be modified, challenged or impaired in the future, each of which would have a material adverse effect on Energy Fuels’ business, results of operations and financial position.

The Conditional OSC Financing is subject to further due diligence, finalisation of agreements, customary closing conditions and approvals.

There can be no assurances that all conditions will be satisfied and that the proposed OSC financing will be completed, and that funding of and support for the transactions contemplated by the Conditional OSC Financing will not be modified, challenged or impaired in the future, which would have a material adverse effect on Energy Fuels’ business, results of operations and financial position.

In the event of any termination or frustration of the Conditional OSC Financing, in full or in part, Energy Fuels may have limited recourse and remedies available against the OSC and the U.S. federal government.

(b) Energy Fuels’ business is subject to changes in U.S. federal policy, regulation and funding, which could impair Energy Fuels’ ability to operate its existing business and pursue its strategic plans

Energy Fuels’ operations are subject to extensive regulatory requirements enforced in part by the U.S. federal government. If government regulations are interpreted or enforced in a manner adverse to Energy Fuels, it may be subject to enforcement actions, penalties, exclusion, and other material limitations on Energy Fuels’ operations. Any changes in U.S. federal regulations or a failure to comply with the terms of agreements with the U.S. federal government could impair Energy Fuels’ ability to operate its existing business and pursue its strategic plans. Furthermore, the potential opportunities afforded Energy Fuels by participating in government financing program like that of the OSC are unique. While this financing enables the company to pursue its strategic goals, including sourcing of heavy rare earth feedstock and securing necessary environmental permits, Energy Fuels remains solely responsible for meeting all commercial and regulatory requirements.

Federal funding subjects Energy Fuels to various laws, regulations, and other policies and considerations that may constrain Energy Fuels’ future business or otherwise have a material adverse impact on Energy Fuels’ future financial results. Energy Fuels may be subject to heightened scrutiny of its business activities with both government and non-government customers, government audits, investigations, congressional scrutiny, inquiries about conflicts of interest, civil or criminal enforcement by the Department of Justice (including actions under the False Claims Act), exclusion or limitation on future government-funded opportunities, suspension, debarment, and other administrative remedies. Any failure to perform obligations under the Conditional OSC Financing could exacerbate the other risks described in this section and those listed in Section 8 of the Scheme Booklet, including risks related to commodity price volatility, liquidity, regulatory compliance and Energy Fuel’s ability to execute its strategic plans.

(c) The Conditional OSC Financing contains affirmative and negative covenants that may impair Energy Fuels’ ability to operate its business in the normal course, which could have a material adverse effect on its business.

The Conditional OSC Financing specifies customary additional steps that Energy Fuels must take to proceed toward financial close on the loan, including fulfilling financial, legal, technical and other due diligence requirements. Additionally, the Conditional OSC Financing contains affirmative and negative covenants that could impair Energy Fuels’ ability to operate its business in the normal course. If strategic transactions that Energy Fuels wishes to undertake are prohibited by the Conditional OSC Financing, Energy Fuels’ ability to operate its business could be materially impacted. It is noted that the Conditional OSC Financing expressly contemplates the ASM transaction and transactions such as the VAC Merger.  However, both transactions remain subject to OSC due diligence which could impact the availability or timing of the proposed financing.

Additionally, the Conditional OSC Financing contemplates a potential for warrants to be issued. The amount or terms of such warrants have not yet been determined. If warrants are issued and are exercised, the issuance of the Energy Fuels Shares underlying such warrants will dilute the ownership interests of holders of Energy Fuels Shares and reduce the value of their investment.

6.2 Risks of entering into the Merger Agreement and VAC Merger

(a) The market price of the Energy Fuels Shares may be adversely affected as a result of the VAC Merger consideration and related financing arrangements

The VAC Merger Consideration will consist of: (i) US$718 million (being the VAC Merger Cash Consideration); (ii) 65,853,000 Energy Fuels Shares (subject to the maximum number of Energy Fuels Shares constituting the VAC Merger Share Consideration that may be issued without obtaining the approval of Energy Fuels' shareholders under applicable Canadian securities laws; and (iii) VAC Merger Preferred Share Consideration, issued, as set out in the Merger Agreement, to replace Energy Fuels Shares removed from the VAC Merger Share Consideration to comply with Canadian Securities Laws (with the number of Preferred Shares increased in accordance with the Merger Agreement if the VAC Merger Share Consideration is so reduced) and/or to provide an additional value top up if the market price of Energy Fuels Shares at Closing is below a specified reference price.

The increase in the number of issued and outstanding Energy Fuels Shares may lead to sales of such shares or perception that such sales may occur, either of which may adversely affect the market for, and the market price of, Energy Fuels Shares. Further, the issuance of the VAC Merger Share Consideration may dilute the ownership interests of holders of Energy Fuels Shares and reduce the value of their investment. Similar dilution could result from the sale of assets to meet liquidity requirements.

In addition, Energy Fuels currently anticipates using some or all of the proceeds of the Senior Secured Term Loan Facility, together with cash on hand, to fund the VAC Merger Cash Consideration. Under the terms of the Senior Secured Term Loan Facility, amounts to be funded will be reduced by the net cash proceeds from the issuance or incurrence of certain debt, the issuance of equity financing (including equity and debt securities convertible or exchangeable into or exercisable for equity securities, other equity-linked securities or hybrid debt-equity securities) and non-ordinary course asset sales. To the extent that Energy Fuels issues equity securities or equity-linked securities, or incurs additional debt, to reduce or repay amounts drawn under the Senior Secured Term Loan Facility, such issuances could further dilute the ownership interests of holders of Energy Fuels Shares (including ASM Shareholders who receive New Energy Fuels Shares or New Energy Fuels CDIs under the Share Scheme) and/or increase the Enlarged Combined Company's leverage and debt-servicing obligations. Additional debt may also impose further covenants and restrictions on the Enlarged Combined Company's operations.

(b) If the VAC Merger Preferred Share Consideration is issued, holders of Energy Fuels preferred shares will have certain preferential rights over holders of Energy Fuels Shares

If the VAC Merger Preferred Share Consideration is issued at Closing, such holders will have preferred rights to Energy Fuels' assets upon liquidation, the right to receive dividends before dividends would be declared to holders of Energy Fuels Shares, and the right to the redemption of such preferred shares, possibly together with a premium, prior to the redemption of Energy Fuels Shares.

(c) Closing Conditions to the VAC Merger may not be satisfied

Implementation of the Merger Agreement is subject to the satisfaction or waiver (where permitted) of a number of closing conditions. There can be no guarantee that the closing conditions will be satisfied or waived (where permitted), or, if satisfied or waived (where permitted), when that will occur. Certain closing conditions are beyond the control of Energy Fuels and VAC, including regulatory approvals. Any failure or delay in satisfying the closing conditions could prevent or delay the implementation of the Merger Agreement, which could reduce the benefits that Energy Fuels and VAC expect to obtain from the VAC Merger, increase the costs associated with the VAC Merger and/or impede the successful integration of Energy Fuels' and VAC's businesses.

(d) The Merger Agreement may be terminated in certain circumstances

VAC and Energy Fuels have the right to terminate the Merger Agreement in circumstances pursuant to Section 9.01 of the Merger Agreement. As such, there is no certainty that the Merger Agreement will not be terminated by either VAC or Energy Fuels before the VAC Merger is completed.

In this scenario, the market price of Energy Fuels Shares may fall and there is no assurance that any alternative proposal will emerge (and if such proposal emerges, there is no assurance that it will be at an equivalent or lower price than the implied price to be paid to acquire VAC under the Merger Agreement).

(e) Significant transaction and transaction-related costs have been incurred and will continue to be incurred

Both Energy Fuels and VAC have incurred, and will continue to incur, significant costs associated with the Merger Agreement and combining the businesses of Energy Fuels and VAC. Fees and expenses related to the VAC Merger include financial adviser fees, filing fees, taxes, legal, accountant and regulatory fees. Some of these costs will be paid regardless of whether the VAC Merger is completed.

(f) Changes in the risk and investment profile of Energy Fuels Shares

The Closing will alter the risk exposure of ASM Shareholders, as Energy Fuels Shares will be exposed to risks relating to each of ASM, Energy Fuels and VAC (including the integration of VAC). Those risks may be different from or additional to those related to Energy Fuels and ASM and you may prefer the risks and investment profile of Energy Fuels and ASM as a combined standalone entity.

These changes in risks and investment profile may be considered a disadvantage by ASM Shareholders.

(g) Integration and failure to realise benefits, including synergies

On and from the Closing, the Enlarged Combined Company expects to pursue and realise benefits of increasing operations across magnets and manufacturing with REE.

There is a risk that the Enlarged Combined Company may not achieve the strategies, operational objectives and benefits (in whole or in part) or that they will not materialise or will not materialise to the extent that the Enlarged Combined Company contemplates, or they will be delayed. This may occur due to matters beyond the control of the Enlarged Combined Company, or as a result of changes in circumstances or strategies. A failure to achieve these strategies, operational objectives and benefits could have an adverse impact on the Enlarged Combined Company's operations, financial performance and financial position. There is also a risk that the Enlarged Combined Company will not benefit (in whole or in part) from the synergies and other benefits.

(h) The Enlarged Combined Company may face new tax risks in certain VAC operating jurisdictions

VAC has operations and conducts business in Germany, Slovakia, Malaysia, Finland, and other parts of the world, in which Energy Fuels' subsidiaries do not currently operate or conduct business which could impact the Enlarged Combined Company's tax circumstances. Taxation laws in these jurisdictions can be complex, subject to varying interpretations and applications by relevant tax authority and are continuously subject to changes and revisions. In addition, following the VAC Merger, the Enlarged Combined Company may be subject to tax liabilities that may exist at VAC or that may arise in connection with the VAC Merger which are currently unknown. Any unexpected taxes imposed on the Enlarged Combined Company could have a material and adverse impact on the Enlarged Combined Company's financial position.

(i) VAC has not been subject to internal control infrastructure requirements that U.S. public companies are required to comply with

VAC was not required to maintain an internal control infrastructure that would meet the standards of a United States public company, including the requirements of the Sarbanes-Oxley Act of 2002, as amended. The costs to implement such controls and procedures may be substantial and Energy Fuels could encounter unexpected delays and challenges in this implementation.

In addition, Energy Fuels may discover significant deficiencies or material weaknesses in VAC's financial and disclosure controls and procedures which could result in additional costs or adversely affect Energy Fuels' business or operating results, and, as has occurred with Energy Fuels, the accounting for acquisitions can be complex and may lead to material weaknesses.

6.3 Risks relating to the Enlarged Combined Company's business and operations

The Enlarged Combined Company's business and industry will be subject to a number of business and operation risks, including risks that are outside of its control, which could negatively impact the Enlarged Combined Company's actual results. These risks include, but are not limited to, those set out below:

(a) Risks related to the jurisdictions in which the Enlarged Combined Company will operate

The Enlarged Combined Company and its businesses, and the industries in which it operates, are subject to a number of risks related to the jurisdictions in which the Enlarged Combined Company operates, including risks that are outside of its control, which could negatively impact on the Enlarged Combined Company's actual operation and financial results.

(b) Foreign Currency Risks

The Enlarged Combined Company’s operations will be subject to currency fluctuations. The Enlarged Combined Company’s operating expenses and revenues will primarily be incurred in U.S. dollars, while some of its cash balances and expenses are measured in Canadian dollars and Brazilian real. The operations of the Enlarged Combined Company’s HMS Division based in Perth, Western Australia are also primarily conducted in U.S. dollars, though some are conducted in currencies other than the U.S. dollar (including, Australian dollars, Kenyan shillings and Malagasy ariary). The operations of ASM are primarily conducted in Australian dollars, but ASM conducts some of its business in currencies other than the Australian dollar (including, U.S. dollars, and South Korean won) and VAC’s magnetic materials and product solutions based in Germany are conducted in euros. The fluctuation of the Canadian dollar, Australian dollar, Brazilian real, Kenyan shilling, South Korean won, euros and/or Malagasy ariary in relation to the U.S. dollar will consequently have an impact on the Enlarged Combined Company’s profitability and may also affect the value of its assets and shareholder’s equity.

In addition, any strengthening of the U.S. dollar relative to the other currencies makes the Enlarged Combined Company's mineral extraction and recovery, metal and alloy products and magnetic materials potentially less competitive in relation to similar activities in other countries and could have a material impact on the Enlarged Combined Company's cash flows and profitability, as well as affect the value of its assets and shareholders' equity.

(c) The Enlarged Combined Company's operations outside the U.S. and Canada will require compliance with a number of international regulations and stock exchange listing requirements, particularly in the U.S., Canada, Australia and Europe, violations of which could have a material adverse effect on the business, consolidated results of operations, and consolidated financial condition

The Enlarged Combined Company's operations will require compliance with a number of international regulations, particularly in the U.S., Canada, Australia and Europe, and other international regulations. For example, the operations are subject to the U.S. Foreign Corrupt Practices Act (FCPA), which prohibits certain companies and their agents and employees from providing anything of value to a foreign official for the purposes of influencing any act or decision of these individuals in their official capacity to help obtain or retain business, direct business to any person or corporate entity, or obtain any unfair advantage. The operations are also subject to the Corruption of Foreign Public Officials Act (CFPOA), which is the Canadian equivalent of the FCPA, the German anti-bribery laws contained in the German Criminal Code (StGB), and the Australian anti-bribery laws set out in the Australian Criminal Code Act 1995 (Cth) (CCA). The Enlarged Combined Company's activities create the risk of unauthorised payments or offers of payments by its employees, agents, or joint venture partners that could be in violation of anti-corruption laws, even though some of these parties are not subject to the Enlarged Combined Company's control. The Enlarged Combined Company cannot assure that any internal control policies and procedures and training and compliance programs for its employees and agents with respect to the FCPA, CFPOA, StGB and CCA, it may have in place at any time will protect it from reckless or criminal acts committed by its employees or agents. The Enlarged Combined Company is also subject to the risks that its employees, joint venture partners, and agents outside of the U.S. may fail to comply with other applicable laws. Allegations of violations of applicable anti-corruption laws have resulted and may in the future result in internal, independent, or government investigations. Violations of anti-corruption laws may result in severe criminal or civil sanctions, and the Enlarged Combined Company may be subject to other liabilities, which could have a material adverse effect on its business, consolidated results of operations and consolidated financial condition. Additionally, the Enlarged Combined Company will be subject to the listing rules of Energy Fuels' stock exchanges, including the NYSE American, TSX and ASX, as they may change over time.

(d) The Enlarged Combined Company will be subject to risks normally encountered by companies in the manufacturing and magnetics industry

A component of the Enlarged Combined Company's strategy will be to produce rare earth elements (REE) and magnet products that are used in critical existing and emerging technologies, such as advanced electronics, aerospace and defence systems, energy products, robotics, and other high-growth, advanced technologies. The success of the Enlarged Combined Company's business will depend, in part, on the continued growth of these end-markets and the successful commercialisation of rare earth products in such markets. If the market for these critical existing and emerging technologies does not grow as expected, grows slower than expected, or if the demand for the Enlarged Combined Company's products in these markets decreases or is manipulated by geopolitical factors (see below for additional detail), then the Enlarged Combined Company's business, prospects, financial condition and operating results could be harmed, possibly materially. In addition, the market for these technologies, particularly in the automotive industry, tends to be cyclical, which exposes the Enlarged Combined Company to increased volatility, and it is uncertain as to how such macroeconomic factors will impact its business. Any unexpected costs or delays in the manufacturing of separated REE products or rare earth magnets, or less than expected demand for the critical existing and emerging technologies that use REE products, could have a material adverse effect on the Enlarged Combined Company's financial condition or results of operations.

The REE mining and processing and magnet manufacturing industry is capital-intensive with competitive market dynamics. Production of REE and magnet products is dominated by Chinese competitors. These competitors may have greater financial resources, as well as other strategic advantages to operate, maintain, improve, and possibly expand their facilities. Additionally, the Chinese competitors have historically been able to produce at relatively low costs due to domestic economic and regulatory factors, including less stringent environmental and governmental regulations and lower labour and benefit costs. If the Enlarged Combined Company is not able to achieve consistent product quality at its anticipated costs of production, then any strategic advantages that the competitors may have over them, including, without limitation, lower labour, compliance, and production costs, could have a material adverse effect on the Enlarged Combined Company's business.

(e) The Enlarged Combined Company may be adversely affected by fluctuations in demand for, and prices of, magnet materials, and by U.S. federal administration changes

Changes in demand for, and the market price of (including taxes, tariffs and/or fees imposed upon) magnet materials could significantly affect VAC's profitability and, in turn, the Enlarged Combined Company's profitability. A change in the U.S. federal administration introduces uncertainty as to shifts in policies, tariffs, taxes, regulations, priorities and (dis)engagement in international conflicts or wars, as well as geopolitical relations influenced by any one or more of such shifts, all of which may have a detrimental impact on demand.

Furthermore, supply side factors have a significant influence on price volatility for REE and magnet materials. Supply of REE and magnet materials is dominated by Chinese producers. The Chinese Central Government regulates production via quotas and environmental standards, and, to a lesser extent, regulation of imports, and has and may continue to change such production quotas, environmental standards, and import regulations. Over the past few years, there has been significant restructuring of the Chinese market in line with Chinese Central Government policy; however, periods of over-supply or speculative trading of REE and magnet materials can lead to significant fluctuations in the market price of such products.

Demand for the Enlarged Combined Company's products may be impacted by demand for downstream products incorporating rare earths, including hybrid and electric vehicles, wind turbines, robotics, medical equipment, military equipment and other high-growth, advanced motion technologies, as well as demand in the general automotive and electronics industries. Lack of growth in these markets may adversely affect the demand for the Enlarged Combined Company's products.

In contrast, extended periods of high commodity prices may create economic dislocations that may be destabilising to REE and magnet material supply and demand and ultimately to the broader markets. Periods of high REE market prices generally are beneficial to the Enlarged Combined Company's financial performance. However, strong REE prices also create economic pressure to identify or create alternate technologies that ultimately could depress long-term demand for REE minerals and products, and at the same time may incentivise development of competing mining properties.

(f) The Enlarged Combined Company depends on its senior management team and other key personnel, and the loss of such personnel or an inability to attract and retain skilled employees could adversely affect the Enlarged Combined Company's business.

The Enlarged Combined Company will depend on the services of its senior management team and other key personnel, whose experience, relationships and leadership are critical to the execution of the VAC Merger strategy, including the operation and expansion of the mining, separation and magnet manufacturing activities. The loss of the services of any key member of senior management could disrupt its operations, delay the execution of strategic initiatives and adversely affect the Enlarged Combined Company's business.

In addition, efficient production of rare earth products, magnets and magnetic precursor products using modern techniques and equipment requires skilled technicians, engineers, operators and other specialised personnel. The Enlarged Combined Company's optimisation and downstream efforts will significantly increase its need for such personnel, and competition for these employees may be intense. If the Enlarged Combined Company is unable to hire, train and retain qualified personnel, or if it is unable to replace senior management or other key employees on acceptable terms or in a timely manner, the Enlarged Combined Company's labour costs could increase and its ability to reach anticipated production levels or execute its long-term strategy could be adversely affected. Any of these factors could have a material adverse effect on the Enlarged Combined Company's business, results of operations and financial condition.

7. PRO FORMA HISTORICAL FINANCIAL INFORMATION OF THE ENLARGED COMBINED COMPANY

7.1 Overview

The pro forma historical financial information of the Enlarged Combined Company in this section 7 (Enlarged Combined Company Pro Forma Historical Financial Information of Energy Fuels, ASM, and Ara VAC IE Aggregator) comprises the:

• Enlarged Combined Company pro forma historical balance sheet as at 31 December 2025 (Enlarged Combined Company Pro Forma Historical Balance Sheet of Energy Fuels, ASM, and Ara VAC IE Aggregator), as set out in Table 7.1; and

• Enlarged Combined Company pro forma historical statement of operations for the year ended 31 December 2025 (Enlarged Combined Company Pro Forma Historical Statement of Operations and Comprehensive Income (Loss) of Energy Fuels, ASM, and Ara VAC IE Aggregator), as set out in Table 7.3.

The pro forma historical financial information presented in this section 7 reflects the Enlarged Combined Company on the basis that the VAC Merger is completed. ASM Securityholders should also refer to the pro forma historical financial information of the Combined Company (comprising Energy Fuels and ASM only) as set out in section 7.7 of the Scheme Booklet, given the possibility that the VAC Merger may not complete.

The Enlarged Combined Company Pro Forma Historical Financial Information is based on and should be read in conjunction with:

• the Energy Fuels Historical Financial Information presented in section 6.9 of the Scheme Booklet;

• the ASM Historical Financial Information presented in section 5.7 of the Scheme Booklet; and

• the Ara VAC IE Aggregator Historical Financial Information presented in section 4.9 of this Supplementary Scheme Booklet

This section 7 should also be read in conjunction with the risks to which Energy Fuels and the Enlarged Combined Company are subject and the risks associated with the Schemes, as set out in section 8 of the Scheme Booklet and section 6 of this Supplementary Scheme Booklet.

(a) Basis of preparation

The Enlarged Combined Company Pro Forma Historical Financial Information presented in this section 7 is intended to present information to understand the historical financial performance and financial position of the Enlarged Combined Company. Energy Fuels management is responsible for the preparation and presentation of the Enlarged Combined Company Pro Forma Historical Financial Information.

The Enlarged Combined Company Pro Forma Historical Financial Information has been prepared on a going concern basis, which assumes continuity of normal business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business.

The Enlarged Combined Company Group Pro Forma Historical Financial Information has been prepared in accordance with U.S. GAAP and in a manner consistent with Energy Fuels accounting policies applied by Energy Fuels in preparing the Energy Fuels' Form 10-K, using the assumptions set out in section 6.9 of the Scheme Booklet.

The Enlarged Combined Company Pro Forma Historical Financial Information presents the combination of the Energy Fuels Historical Financial Information, the ASM Historical Financial Information, and the Ara VAC IE Aggregator Historical Financial Information after giving effect to both the VAC Merger and the Schemes which are assumed to have occurred immediately prior to 1 January 2025 for the Enlarged Combined Company Group Pro Forma Historical Statement of Operations, and as at 31 December 2025 for the Enlarged Combined Company Pro Forma Historical Balance Sheet.

The Enlarged Combined Company Pro Forma Historical Balance Sheet comprises:

• the Combined Company Pro Forma Historical Balance Sheet of Energy Fuels and ASM for the year ended 31 December 2025 (refer to section 7.7 of the Scheme Booklet);

• the reclassified consolidated balance sheet of Ara VAC IE Aggregator as at 31 December 2025 as extracted from the consolidated financial statements for Ara VAC IE Aggregator for the year ended 31 December 2025, and subject to certain reclassifications and change in presentation currency from EUR to US$ (refer to section 4.9 and Tables 7.5 and 7.7); and

• the pro forma adjustments specific to Ara VAC IE Aggregator (as explained by the accompanying notes to the Enlarged Combined Company Pro Forma Historical Balance Sheet in section 7(d)).

The Enlarged Combined Company Pro Forma Historical Statement of Operations and Comprehensive Income (Loss) comprises:

• the Combined Company Pro Forma Historical Statement of Operations and Comprehensive Income (Loss) of Energy Fuels and ASM for the year ended 31 December 2025 (refer to section 7.7 of the Scheme Booklet);

• the reclassified consolidated statement of profit and loss and other comprehensive income as extracted from the consolidated financial statements for Ara VAC IE Aggregator for the year ended 31 December 2025, and subject to certain reclassifications and translated from EUR to US$ (refer to section 4.9 and Tables 7.6 and 7.8); and

• the pro forma adjustments specific to Ara VAC IE Aggregator (as explained by the accompanying notes to the Enlarged Combined Company Pro Forma Historical Statement of Operations in section 7.1(d)).

The consolidated financial statements of Ara VAC IE Aggregator for the year ended 31 December 2025 were prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board and audited by PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, Independent Registered Public Accounting Firm for Ara VAC IE Aggregator, and an unqualified audit opinion was issued.

As further discussed in section 6.9 of the Scheme Booklet, the consolidated financial statements for Energy Fuels for the year ended 31 December 2025 were prepared in accordance with U.S. GAAP and audited by KPMG LLP, Independent Registered Public Accounting Firm for Energy Fuels, in accordance with the standards of the Public Company Accounting Oversight Board, and an unqualified audit opinion was issued.

The pro forma adjustments are based upon currently available information and certain assumptions that Energy Fuels believes are reasonable. Assumptions underlying the pro forma adjustments are described in the accompanying notes, which should be read in conjunction with the Enlarged Combined Company Group Pro Forma Historical Financial Information.

The actual adjustments to the Energy Fuels financial statements will depend upon a number of factors and additional information that will be available on or after the implementation of the Schemes and the VAC Merger. Accordingly, the actual adjustments that will appear in the Energy Fuels financial statements will differ from these pro forma adjustments, and those differences may be material.

Energy Fuels conducted an initial review of the Ara VAC IE Aggregator financial statements and the accounting policies of Ara VAC IE Aggregator to determine material differences in accounting policies and financial statement presentation between Energy Fuels and Ara VAC IE Aggregator that may require alignment or reclassification to conform to Energy Fuels accounting policies and financial statement presentations. Ara VAC IE Aggregator’s historical financial information has been adjusted for differences between IFRS and U.S. GAAP accounting policy alignment and reclassifications to conform to Energy Fuels’ financial statement presentation. The assessment of differences between IFRS and U.S. GAAP and preliminary accounting policy alignment is based on Energy Fuels management’s best estimates which remain subject to change as additional information becomes available.

Energy Fuels prepares its financial statements on the basis of a fiscal year ended 31 December and its presentation currency is US$. The financial statements of Ara VAC IE Aggregator have been prepared on the basis of a fiscal year ended 31 December 2025, and Ara VAC IE Aggregator’s presentation currency is EUR. The Enlarged Combined Company Pro Forma Historical Financial Information are presented in US$ and, unless otherwise noted, rounded to the nearest US$ thousand.

Due to its nature, the Enlarged Combined Company Pro Forma Historical Financial Information does not represent the Enlarged Combined Company's actual or prospective financial position and is provided for informational purposes only. Several factors may impact the actual financial performance or financial position of the Enlarged Combined Company, including, but not limited to:

• successful implementation of the Schemes and the VAC Merger and the ultimate timing of implementation;

• changes in the Energy Fuels Share price which will alter the value of the VAC Merger Consideration and the Share Scheme Consideration for accounting purposes;

• differences between Ara VAC IE Aggregator’s accounting policies and those adopted by Energy Fuels not identified in the preliminary review;

• changes in the EUR:US$ and the AUD:US$ exchange rates;

• differences between the estimated amount of transaction costs and the amount ultimately incurred;

• differences in VAC Merger Share Consideration, due to the preferred share mechanism, which will result in the issuance of preferred shares to the Ara Parties in the amount of up to US$135 million if Energy Fuels' share price is below US$20.93 on closing;

• finalisation of acquisition accounting (in accordance with ASC 805), including determining appropriate purchase price allocations, such as identification and valuation of all Ara VAC IE Aggregator’s assets and liabilities acquired. Adjustments may include the allocation of purchase price notionally attributed to the fair value of non-current amortising assets (such as property, plant and equipment and intangible assets) and non-amortising assets (such as indefinite life intangible assets including goodwill). Changes in the amount and allocation of the purchase price could positively or negatively impact future reported earnings of the Enlarged Combined Company; and

• finalisation of the availability of tax losses and the determination of tax cost bases, including recognition of the resulting deferred tax assets and liabilities, in accordance with ASC 740 Income Taxes.

The Enlarged Combined Company Pro Forma Historical Financial Information contained in section 7(c) is presented in an abbreviated form as it does not include all the disclosures, statements or comparative information that are required by:

• U.S. GAAP applicable to full financial statements or to financial statements prepared in accordance with the applicable rules and regulations of the SEC; and

• IFRS applicable to full financial statements or financial statements prepared in accordance with the Corporations Act 2001.

(b) Enlarged Combined Company Pro Forma Historical Financial Information

The Enlarged Combined Company Pro Forma Historical Financial Information in this section 7(c) is comprised of:

• the pro forma historical balance sheet of the Enlarged Combined Company, being the Enlarged Combined Company Pro Forma Historical Balance Sheet of Energy Fuels, ASM, and Ara VAC IE Aggregator as at 31 December 2025 (Table 7.1); and

• the pro forma historical financial performance of the Combined Company, being the Enlarged Combined Company Pro Forma Historical Statement of Operations and Comprehensive Income (Loss) of Energy Fuels, ASM, and Ara VAC IE Aggregator for the twelve-month period ended 31 December 2025 (Table 7.3).

This section 7(c) should be read in conjunction with the accompanying notes in section 7(d) "Notes to the Enlarged Combined Company Group Pro Forma Historical Financial Information," which is comprised of:

• Note 1 - Conforming Accounting Policies (section 7(f)(i));

• Note 2 - Financial year and foreign currency translation (section 7(f)(ii));

• Note 3 - Historical financial information reclassification (section 7(f)(iii));

• Note 4 - IFRS to U.S. GAAP adjustments (section 7(f)(iv));

• Note 5 - VAC Merger adjustments (section 7(f)(v)); and

• Note 6 - Preliminary purchase consideration and allocation (section 7(f)(vi)).

(c) Enlarged Combined Company Pro Forma Historical Balance Sheet of Energy Fuels, ASM, and Ara VAC IE Aggregator

Table 7.1: Enlarged Combined Company Pro Forma Historical Balance Sheet as at 31 December 2025

Table 7.2: Reconciliation of the Enlarged Combined Company Pro Forma Historical Balance Sheet at 31 December 2025

(i) Certain figures in the table above have been adjusted to Table 7.7.1 of the Scheme Booklet to reflect the change in share price and A$ to US$ exchange rate as at 7 May 2026 of US$23.35 and 0.72, respectively, to 6 July 2026 of US$13.77 and 0.70, respectively. Changes in the share price and A$ to US$ exchange resulted in the following changes:

In the table above, the figures reported in the ‘Energy Fuels & ASM Combined Pro Forma’ column contain certain financial information line items which have been amended to align with the presentation Energy Fuels will adopt going forward. Ara VAC IE Aggregator figures reported in the “Ara VAC IE Aggregator Historical Reclassified US$” are the figures obtained after any (i) presentation currency translation, as detailed in Note 2 (refer to Table 7.5), and (ii) reclassification adjustments, as detailed in Note 3 (refer to Table 7.7).

(d) Enlarged Combined Company Pro Forma Historical Statement of Operations and Comprehensive Income (Loss) of Energy Fuels, ASM, and Ara VAC IE Aggregator

Table 7.3: Enlarged Combined Company Group Pro Forma Historical Statement of Operations and Comprehensive Income (Loss) for the twelve months ended 31 December 2025

Table 7.4: Reconciliation of the Enlarged Combined Company Pro Forma Historical of Operations and Comprehensive Income (Loss) at 31 December 2025

The following table reconciles Enlarged Combined Company Group Pro Forma Historical Statement of Operations and Comprehensive Income (Loss) presented in Table 7.3 with Energy Fuels, ASM, and Ara VAC IE Aggregator historical consolidated statement of operations for the twelve months ended 31 December 2025.

In the tables above, the figures reported in the ‘Energy Fuels & ASM Combined Pro Forma’ column contain certain financial information line items which have been amended to align with the presentation Energy Fuels will adopt going forward. Ara VAC IE Aggregator figures reported in the “Ara VAC IE Aggregator Historical Reclassified US$” are the figures obtained after any (i) presentation currency translation, as detailed in Note 2 (refer to Table 7.6), and (ii) reclassification adjustments, as detailed in Note 3 (refer to Table 7.8).

(e) Notes to the Enlarged Combined Company Pro Forma Historical Financial Information

(i) Note 1 - Conforming accounting policies

Energy Fuels management performed an initial review of the accounting policies of Ara VAC IE Aggregator to determine if differences in accounting policies require adjustments to the Enlarged Combined Company Pro Forma Historical Financial Information. As a result of that preliminary review, Energy Fuels management did not identify any material differences in accounting policy, other than IFRS to U.S. GAAP adjustments which have been considered in Note 2 below and Note 4 in section 7(c) (iv).

When Energy Fuels management completes a final review of Ara VAC IE Aggregator’s accounting policies, additional differences may be identified that, when conformed, could have a material impact on the Enlarged Combined Company Pro Forma Historical Financial Information.

(ii) Note 2 - Foreign currency translation

Ara VAC IE Aggregator’s historical financial information and any pro forma adjustments based on Ara VAC IE Aggregator historical financial information have been translated from its functional currency of EUR to be presented in Energy Fuels’ reporting currency of US$ using the following exchange rates:

Table 7.5: Reconciliation of Ara VAC IE Aggregator Historical Balance Sheet as at 31 December 2025

Table 7.6: Reconciliation of Ara VAC IE Aggregator Historical Statement of Operations for the twelve months ended 31 December 2025

The following table reflects the impact of the above adjustments on the Ara VAC IE Aggregator Historical Statements of Operations as presented in the Enlarged Combined Company Pro Forma Historical Statements of Operations for the period ended 31 December 2025:

(iii) Note 3 - Historical financial information reclassification

Certain reclassification adjustments have been made to conform Ara VAC IE Aggregator’s historical financial information presentation to that of Energy fuels as indicated in the tables below.

Balance sheet reclassifications

Table 7.7: Reconciliation of Ara VAC IE Aggregator Historical Balance Sheet Reclassification for Reclassification Adjustments as at 31 December 2025

The reclassification adjustments to conform Ara VAC IE Aggregator’s historical balance sheet presentation to that of Energy Fuels had no impact on net assets as at 31 December 2025 and are summarised in the table below.