Exhibit
99.4

NI
43-101 Technical Report for the NONoperating Trona Royalty InterestS
Green
River Basin, Sweetwater County, Wyoming
REPORT
RSI-3802

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Prepared
by |
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Erik
Hemstad, PE |
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Susan
Patton, PhD, RM-SME |
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RESPEC
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660
Rood Avenue, Suite A |
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Grand
Junction, Colorado 81501 |
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UNITED
STATES |
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Prepared
For |
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Uranium
Royalty Corp. |
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Suite
1830, 1030 West Georgia Street |
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Vancouver,
British Columbia, V6E 2Y3 |
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CANADA
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EFFECTIVE
DATE: December 31, 2025 |
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REPORT
DATE: June 12, 2026 |
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Project
Number C0120.25001 |
DATE
AND SIGNATURE PAGE
| Effective Date of Report: |
December 31, 2025 |
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| Completion Date of Report: |
June 12, 2026 |
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| S/S Erik Hemstad |
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| Erik Hemstad, PE |
|
Date Signed: June 12, 2026 |
I
am responsible for Items 1.2, 1.4, and Items 7–12, 14, and coauthored Items 25 and 26.
| S/S Susan B.
Patton |
|
| Susan B. Patton, PhD, RM-SME |
Date Signed: June12, 2026 |
I am responsible for Items 1.1, 1.3, and Items 2–6,
13, 15–24, and coauthored Items 25 and 26.
| i |
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certificate
of author
I,
Erik Hemstad, Professional Engineer, as a coauthor of the NI 43-101 Technical Report for the Nonoperating
Trona Royalty Interests, Green River Basin, Sweetwater County, Wyoming, with an effective date of December 31, 2025 (the “Technical
Report”), do hereby certify that:
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/ | I
am a Consulting Professional Engineer of RESPEC Company, LLC, with an office located at 660
Rood Avenue, Suite A, Grand Junction, Colorado, 81501. |
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/ | I
am a graduate of Michigan Technological University and earned a Bachelor of Science degree
in geological engineering in 2005 and a Master of Science degree in civil engineering in
2011. |
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/ | I
am a Professional Engineer (PE) registered in Colorado, Utah, Montana, Nevada, New Mexico,
and Wyoming. |
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/ | As
a geological engineer, I have been involved with trona and other industrial minerals exploration
and reporting since 2011. These tasks have included the following: |
| » | Geologic
modeling and technical resource reporting for evaporite, critical mineral, and aggregate
deposits for conventional surface and underground mining and solution-mined deposits across
North America. |
| » | Exploration
program design and management across various industrial minerals, including lithium clays
and brines, potash, trona, gypsum, limestone, and coal, where I provided geological interpretation,
geophysical evaluation, quality assurance/quality control program development and execution,
and mining engineering design. |
| » | Performing
due-diligence reviews on conventional and solution-mined evaporite properties in the United
States, Canada, Europe, Africa, and Asia. |
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/ | As
a result of my experience and qualifications, I am a Qualified Person as defined in National
Instrument (NI) 43-101. |
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/ | I
am independent of Uranium Royalty Corp and Sweetwater Entities, as outlined in Section 1.5
of National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI
43-101”). |
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/ | I
am responsible for Items 1.2, 1.4, and Items 7–12, 14, and coauthored Items 25 and
26 of the Technical Report. |
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/ | I
have not had previous involvement with the Property that is the subject of the Technical
Report. |
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/ | I
have not personally performed a site visit or inspection of the properties that are the subject
of the Technical Report for the purpose of completing this Technical Report. |
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/ | I
have read NI 43-101 and Form 43-101 and reviewed all relevant technical documentation subject
to the mineral holdings for which I am responsible, and the document has been prepared in
compliance with NI 43-101. |
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/ | As
of the date of this certificate, to the best of my knowledge, information, and belief, the
parts of this Technical Report for which I am responsible contain all scientific and technical
information that is required to be disclosed to ensure the content is not misleading. |
Signed
in Grand Junction, Colorado, June 12, 2026.
| S/S
Erik Hemstad |
|
| Erik
Hemstad, PE, MBA |
|
| RESPEC
Company, LLC |
|
| ii |
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certificate
of author
I,
Dr. Susan B. Patton, RM-SME, as a coauthor of the NI 43-101 Technical Report for the Nonoperating Trona Royalty Interests, Green River
Basin, Sweetwater County, Wyoming, with an effective date of December 31, 2025 (the “Technical Report”), do hereby certify
that:
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/ | I
am a Principal Consultant of RESPEC Company, LLC, with an office located at 660 Rood Avenue,
Suite A, Grand Junction, Colorado, 81501. |
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/ | I
am a mining engineer and have been practicing in this capacity since 1983. I hold a Bachelor
of Science degree in mining engineering from the New Mexico Institute of Mining and Technology,
a Master of Science degree in mineral engineering, and an interdisciplinary doctorate in
mineral and environmental engineering from the University of Alabama. |
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/ | I
am a registered member in good standing of the Society for Mining, Metallurgy, and Exploration
(Member #248220). I am a Professional Engineer (PE) registered in Alabama, Colorado, Montana,
New Mexico, Pennsylvania, South Dakota, Utah, Kentucky, and West Virginia. |
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/ | I
have more than 35 years of mining engineering experience across the metal and nonmetal mining
sectors. I have 16 years of experience working on various evaporite projects and operating
mines in the United States and worldwide. These tasks have included the following: |
| » | Responsibility
for mineral resource and reserve reporting for Intrepid Potash since 2012. |
| » | Completing
prefeasibility- and feasibility-level studies for mining projects of evaporite deposits in
New Mexico, Utah, Wyoming, and Spain. |
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/ | I
have conducted site visits and operational reviews at multiple trona operations in Sweetwater
County, including solution-mining sites. I have also conducted engineering studies at operating
trona mines. |
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/ | I
visited the Sweetwater Properties, specifically the Westvaco and Granger Mine for 1 day on
February 11, 2026. |
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/ | I
am responsible for Items 1.1, 1.3, and Items 2–6, 13, 15–24, and coauthored Items
25 and 26 of the Technical Report. |
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/ | As
a result of my experience and qualifications, I am a Qualified Person as defined in National
Instrument (NI) 43-101. |
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/ | I
am independent of Uranium Royalty Corp and Sweetwater Entities, as outlined in Section 1.5
of National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI
43-101”). |
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/ | I
have not had previous involvement with the Property that is the subject of the NI 43-101
Technical Report. |
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/ | I
have read NI 43-101 and the Technical Report for which I am responsible, and the document
has been prepared in compliance with NI 43-101. |
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/ | I
do not have any reason to believe that information derived from the NI 43-101 contains any
misrepresentations or that the written disclosure contains any misrepresentations of the
NI 43-101. |
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/ | As
of the date of this certificate, to the best of my knowledge, information, and belief, the
parts of this Technical Report for which I am responsible contain all scientific and technical
information that is required to be disclosed to ensure the content is not misleading. |
Signed
in Grand Junction, Colorado, June 12, 2026.
| S/S
Susan B. Patton |
|
| Susan
B. Patton, PhD, RM-SME |
|
| RESPEC
Company, LLC |
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| iii |
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TABLE
OF CONTENTS
| 1.0 |
SUMMARY |
1 |
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1.1 |
PROPERTY
DESCRIPTION AND OWNERSHIP |
2 |
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1.2 |
GEOLOGY |
2 |
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1.3 |
STATUS
OF OPERATIONS |
3 |
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1.4 |
QUALIFIED
PERSON’S CONCLUSIONS AND RECOMMENDATIONS |
4 |
| 2.0 |
INTRODUCTION |
5 |
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2.1 |
ISSUER
OF REPORT |
5 |
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2.2 |
SOURCE
OF INFORMATION |
5 |
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2.3 |
TERMS
OF REFERENCE |
6 |
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2.4 |
SITE
VISIT |
8 |
| 3.0 |
RELIANCE
ON OTHER EXPERTS |
12 |
| 4.0 |
PROPERTY
DESCRIPTION AND LOCATION |
13 |
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4.1 |
MINERAL
TENURE |
15 |
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|
4.1.1 |
Granger
and Westvaco Royalty Interests |
17 |
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4.1.2 |
American
Soda Royalty Interests |
18 |
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|
4.1.3 |
Big
Island Royalty Interests |
18 |
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4.1.4 |
Alchem
Royalty Interests |
18 |
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4.2 |
TERMS
OF SUBSURFACE MINERAL PERMIT AND OBLIGATIONS OF A PERMITTEE/LESSEE |
20 |
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4.3 |
ROYALTIES,
BACK-IN RIGHTS, AND OTHER AGREEMENTS AND ENCUMBRANCES |
21 |
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4.4 |
ENVIRONMENTAL
LIABILITIES |
21 |
| 5.0 |
ACCESSIBILITY,
CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE, AND PHYSIOGRAPHY |
22 |
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5.1 |
TOPOGRAPHY
AND VEGETATION |
22 |
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5.2 |
ACCESSIBILITY
AND LOCAL RESOURCES |
22 |
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5.3 |
CLIMATE |
23 |
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5.4 |
INFRASTRUCTURE |
23 |
| 6.0 |
HISTORY |
24 |
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6.1 |
OWNERSHIP
HISTORY |
24 |
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6.2 |
EXPLORATION
BY PREVIOUS OWNERS OR OPERATORS |
24 |
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6.3 |
PRODUCTION
HISTORY |
25 |
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6.4 |
HISTORICAL
MINERAL RESOURCE AND MINERAL RESERVE ESTIMATES |
25 |
| 7.0 |
GEOLOGICAL
SETTING AND MINERALIZATION |
30 |
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7.1 |
REGIONAL
GEOLOGY |
30 |
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7.2 |
THE
GREEN RIVER BASIN |
30 |
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7.3 |
LOCAL
STRATIGRAPHY |
33 |
| iv |
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TABLE
OF CONTENTS (CONTINUED)
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|
7.3.1 |
Tipton
Shale Member |
33 |
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7.3.2 |
Wilkins
Peak Member |
33 |
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7.3.3 |
Laney
Member |
33 |
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7.4 |
TRONA
BEDS OF THE WILKINS PEAK MEMBER |
33 |
| 8.0 |
DEPOSIT
TYPES |
39 |
| 9.0 |
EXPLORATION |
39 |
| 10.0 |
DRILLING |
40 |
| 11.0 |
SAMPLE
PREPARATION, ANALYSES, AND SECURITY |
41 |
| 12.0 |
DATA
VERIFICATION |
42 |
| 13.0 |
MINERAL
PROCESSING AND METALLURGICAL TESTING |
43 |
| 14.0 |
MINERAL
RESOURCE ESTIMATES |
44 |
| 15.0 |
MINERAL
RESERVE ESTIMATE |
45 |
| 16.0 |
MINING
METHODS |
46 |
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16.1 |
OVERVIEW |
46 |
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16.2 |
LONGWALL
MINING |
46 |
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16.3 |
ROOM-AND-PILLAR
MINING |
48 |
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16.4 |
SOLUTION
MINING |
49 |
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16.5 |
MINE
EQUIPMENT AND PERSONNEL |
49 |
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16.6 |
MINE
PRODUCTION |
50 |
| 17.0 |
RECOVERY
METHODS |
52 |
| 18.0 |
PROJECT
INFRASTRUCTURE |
54 |
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18.1 |
RAIL |
54 |
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18.2 |
GAS |
54 |
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18.3 |
POWER |
54 |
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18.4 |
WATER |
54 |
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18.5 |
TAILINGS |
54 |
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18.6 |
POTABLE
WATER |
54 |
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18.7 |
SEWAGE
TREATMENT |
55 |
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18.8 |
LANDFILLS |
55 |
| 19.0 |
MARKET
STUDIES AND CONTRACTS |
56 |
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19.1 |
GLOBAL
AND UNITED STATES SODA ASH PRODUCTION |
56 |
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19.2 |
SODA
ASH DEMAND |
56 |
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19.3 |
UNITED
STATES SODA ASH CONSUMPTION AND TRADE |
57 |
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19.4 |
SODA
ASH PRICES AND MARKET TRENDS |
57 |
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19.5 |
MARKET
OUTLOOK |
58 |
| v |
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TABLE
OF CONTENTS (CONTINUED)
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19.6 |
MATERIAL
CONTRACTS |
58 |
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19.7 |
QUALIFIED
PERSONS STATEMENT |
58 |
| 20.0 |
ENVIRONMENTAL
STUDIES, PERMITTING, AND SOCIAL OR COMMUNITY IMPACT |
59 |
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20.1 |
REGULATORY
FRAMEWORK AND PERMITTING REQUIREMENTS |
59 |
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20.2 |
ENVIRONMENTAL
MANAGEMENT |
61 |
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|
20.2.1 |
Physical
Environment |
61 |
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|
20.2.2 |
Biological
Environment |
61 |
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|
20.2.3 |
Socioeconomic
Environment |
61 |
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|
20.2.4 |
Environmental
Monitoring |
61 |
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|
20.2.5 |
Reclamation
and Closure |
61 |
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20.3 |
SOCIAL
AND COMMUNITY IMPACT |
62 |
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20.4 |
CONCLUSION
AND SUMMARY |
62 |
| 21.0 |
CAPITAL
AND OPERATING COSTS |
63 |
| 22.0 |
ECONOMIC
ANALYSIS |
64 |
| 23.0 |
ADJACENT
PROPERTIES |
65 |
| 24.0 |
OTHER
RELEVANT DATA AND INFORMATION |
66 |
| 25.0 |
INTERPRETATIONS
AND CONCLUSIONS |
67 |
|
25.1 |
INTERPRETATIONS
AND RISKS |
67 |
|
25.2 |
CONCLUSIONS |
67 |
| 26.0 |
RECOMMENDATIONS |
68 |
| 27.0 |
REFERENCES |
69 |
| vi |
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LIST
OF TABLES
| TABLE |
PAGE |
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|
| 2-1 |
Glossary
of Terms |
9 |
| 4-1 |
Trona
Operators and Projects Summary |
13 |
| 4-2 |
The
Sweetwater Entities Land Ownership Within the Known Sodium-Leasing Area of the Green River Basin |
15 |
| 4-3 |
The
Sweetwater Entities Mineral Interests Within the Known Sodium-Leasing Area by Township and Range |
16 |
| 4-4 |
Sodium
Mineral Product Lease and License Summary by Operator |
19 |
| 6-1 |
History
of Leases |
24 |
| 6-2 |
History
of Operators |
25 |
| 6-3 |
Historical
Mineral Resource Estimates |
27 |
| 6-4 |
Historical
Mineral Reserve Estimates for the Operating Companies |
28 |
| 7-1 |
Target
Beds of the Wilkins Peak Member |
37 |
| 16-1 |
Dry
Mining Methods and Equipment |
46 |
| 16-2 |
Trona
Operator Employee Count |
50 |
| 18-1 |
Water
Rights by Operator |
55 |
| 19-1 |
Soda
Ash Production by Country and Production Type in 2025 |
56 |
| 20-1 |
Major
Permits by Mine |
60 |
| vii |
 |
LIST
OF FIGURES
| FIGURE |
|
Page |
| |
|
|
| 4-1 |
Area
Lease Map |
14 |
| 4-1 |
Detail
of Leases Map |
20 |
| 5-1 |
Property
Climate Averages |
23 |
| 6-1 |
Wyoming
Trona Production |
26 |
| 7-1 |
The
Southwest Wyoming Province Boundary Illustrating the Tectonic Features Bounding Regional Subbasins During the Late-Cretaceous to
Early-Paleogene Periods |
31 |
| 7-2 |
Regional
Map of the Distribution of Geologic Units Within and Near the Green River Basin |
32 |
| 7-3 |
South-North
Cross Section Illustrating the Lithostratigraphic Organization of Evaporite Beds Within the Wilkins Peak Member of the Green River
Formation, Wyoming |
34 |
| 7-4 |
Northwest-Southeast
Cross Section Illustrates the Lithostratigraphic Organization of Evaporite Beds Within the Wilkins Peak Member of the Green River
Formation, Wyoming |
35 |
| 7-5 |
Evaporite
Succession of the Wilkins Peak Member of the Green River Formation, Wyoming |
36 |
| 10-1 |
Publicly
Available Historical Drillholes |
41 |
| 16-1 |
Conceptual
Longwall Mining (A) Oblique View, (B) Close-Up of Shearer, (C) Profile View |
47 |
| 16-2 |
Typical
Room-and-Pillar Mine |
48 |
| 16-3 |
Typical
Solution-Mined Cavern Layout |
50 |
| 16-4 |
Trona
Production From 2016 to 2025 |
51 |
| 17-1 |
Typical
Process Flow |
53 |
| 17-2 |
WE
Soda Monohydrate Process Flow |
53 |
| 18-1 |
Regional
Infrastructure |
55 |
| 19-1 |
Soda
Ash Average Free-on-Board Mine/Plant Sales Price as per the U.S. Geological Survey |
57 |
| viii |
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The
Sweetwater Entities (SWTRE) are one of the largest landowners in the United States (U.S.) with approximately 850,000 fee surface acres
in Wyoming. SWTRE mineral lease holdings encompass the world’s largest trona deposit in the Green River Basin in addition to other
extensive holdings. This Technical Report (TR) presents the trona mineral rights holdings prepared for Uranium Royalty Corp. (URC) listed
on the Toronto Stock Exchange and the Nasdaq Capital Market. The purpose of this TR is to support scientific and technical information
disclosed by URC in connection with a proposed transaction involving its acquisition and/or combination with entities owning SWTRE.
For
the purposes of this TR, the “Property” is the collection of trona mineral lease holdings within the Known Sodium-Leasing
Area (KSLA) relating to the lease holdings of SWTRE. Four major operators mine trona and process soda ash within SWTRE mineral holdings:
(1) WE Soda Ltd. (WE Soda) operating Westvaco and Granger operations of the trona mine and solution-mining and production facilities
(WE Soda – Westvaco, WE Soda – Granger), (2) Şişecam Wyoming LLC (Şişecam) operating the Big Island trona
mine and soda ash refinery (Big Island Operations), (3) American Soda LLC (American Soda) operating the American Soda trona mine and
soda ash refinery American Soda Operations, and (4) Tata Chemicals (Soda Ash) Partners, LLC (Tata) operating the Alchem trona mine and
soda ash refinery (Alchem Operations). Two Greenfield (previously undeveloped site) projects—Project West held by WE Soda and the
Dry Creek Trona project held by Pacific Soda—also fall under SWTRE lands.
SWTRE
hold royalty and related payment interests under a portfolio of sodium/trona lease, license and similar agreements in Wyoming with the
four principal trona operators in the Green River Basin, which portfolio accounts for the substantial majority of SWTRE’s revenue.
The royalty arrangements generally entitle SWTRE to payments based on the production, sale or transfer of soda ash, sodium mineral products
and related products derived from the applicable leased lands.
Across
the portfolio, the principal economic entitlement is generally an 8 percent production royalty, although several agreements include alternative
calculations, minimum royalties, advance royalties, escalation provisions or most-favored/highest-comparable-rate mechanisms that may
affect the royalty ultimately payable. Where applicable, portfolio estimates and projections assume application of the 8 percent production
royalty. The SWTRE private sodium leases and licenses represent only approximately 50 percent of the areal coverage of aggregate total
mineral lease holdings applicable to the operations, with an attributable production rate average to SWTRE of 48 percent calculated between
2011 to 2025 from historical royalty revenue statements.
Royalty
payments are made through a combination of advanced royalties and production royalties. Advanced royalties are generally calculated based
on past and projected soda ash production using the formulas defined in the applicable lease agreements. Depending on the lease, advance
royalties may be payable annually, quarterly, or monthly at the commencement of the relevant production period. Production royalties
are calculated based on actual soda ash produced and sold, net of specified deductions (typically including packaging and freight). The
8 percent royalty is applied to such net sales, and the amount payable is offset against any advance royalty previously paid for the
applicable period.
| 1 |
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Certain
leases provide for a minimum soda ash base price for purposes of calculating royalties; however, these provisions vary by agreement.
Leases that require advance royalty payments also generally include caps on the amount of such advance payments. The mechanics and thresholds
for minimum pricing and caps differ across the portfolio and are outlined in more detail in Item 4.1 of this report.
This
TR was prepared for URC in accordance with section 9.2(2) of National Instrument (NI) 43-101 In authoring this TR, URC and the Qualified
Persons (QPs) have relied on the exemption contained in NI 43-101, which exempt holders of royalty or similar interests from completing
those items of NI 43-101F1 that require data verification, document inspection, or personal inspection of the Property beyond a guest
visit to complete those items. This reliance is based on the fact that URC, through SWTRE, requested access to the necessary data from
the applicable Sweetwater Operator and could not obtain the necessary information from the public domain. See Item 3.0 of this TR for
further information.
| 1.1 |
PROPERTY
DESCRIPTION AND OWNERSHIP |
The
Property is located in Sweetwater County in southwestern Wyoming, United States, within the greater Green River Basin. The operations
on the Property are situated in a well-established mining district near the town of Green River with excellent access via U.S. Interstate
80 (I-80), regional rail infrastructure, and proximity to major export corridors.
Land
tenure in the area comprises a combination of federal (Bureau of Land Management [BLM]), state, and privately held mineral leases, with
operators holding long-term mining rights through lease agreements and patented claims. Surface ownership is similarly mixed, and operations
are conducted under established permitting frameworks administered by federal and state regulatory agencies. SWTRE are one of the largest
private landowners within the Green River Basin and own, in fee, approximately 250,386 acres (101,328 hectares) of mineral rights and
206,278 acres (83,478 hectares) of overlying surface rights.
Major
producing assets in the Green River Basin are controlled by leading industry participants, including WE Soda, Tata, Şişecam,
and American Soda. These operators maintain integrated mining and processing facilities supported by extensive infrastructure and a long-standing
operational history. SWTRE hold royalty and related payment interests under a portfolio of sodium/trona lease, licence and similar agreements
on these mining operations.
The
Green River Basin of southwestern Wyoming hosts the world’s largest trona deposit within the Eocene Green River Formation that
was deposited in an alkaline, closed-basin lake system known as Lake Gosiute. This basin developed during the Laramide Orogeny, where
surrounding uplifts created a structurally confined foreland basin that facilitated prolonged evaporite accumulation. Trona, sodium sesquicarbonate,
which consists of more than 70 percent sodium carbonate, is often referred to as natural soda ash—the product of refining trona.
| 2 |
 |
Between
approximately 53.5 and 48.5 million years before present (YBP), Lake Gosiute underwent cyclic climatic fluctuations coupled with prolonged
subsidence, which resulted in repeated sequences of lacustrine sedimentation and evaporite formation. These processes produced laterally
extensive bedded evaporites with interbeds of oil shale and marlstone rich in disseminated evaporite minerals.
The
Green River Formation conformably overlies the fluvial Wasatch Formation and is overlain by the Bridger Formation, reflecting a transition
from fluvial to lacustrine and back to fluvial conditions. The Green River Formation is subdivided into three members, in ascending order:
Tipton Shale (early lacustrine), Wilkins Peak (hypersaline evaporitic), and Laney (waning lacustrine).
The
Wilkins Peak Member is the principal economic unit and comprises interbedded carbonates, mudstones, and evaporites deposited under highly
restricted conditions. This member reaches a thickness of up to approximately 1,350 feet (ft) and contains 42 identified trona beds,
of which 25 are laterally continuous and economically significant. Deposition occurred within a migrating depocenter, resulting in predictable
spatial variability in thickness and grade with beds exhibiting a shallow regional dip of approximately 1–3 degrees (°).
Thirteen
trona beds (1–4, 12, 14–15, 17, 19–21, 24–25) are considered primary mining targets and support both conventional
underground and solution-mining methods.
The
Green River Basin in southwestern Wyoming hosts the world’s largest natural soda ash production complex, with multiple long-life
operations extracting trona from the Wilkins Peak Member of the Green River Formation. Current production is dominated by a small number
of established operators that employ conventional underground mining and solution-mining methods. The operations have the necessary mining
permits and are expected to maintain their permits in good standing. A summary of operations are as follows:
| |
/ |
WE Soda is the largest operator
in the basin, following the consolidation of legacy assets (including Genesis Alkali). The company operates multiple mines and processing
facilities, including the Westvaco and Granger operations, and has expanded into solution mining to access deeper or previously sterilized
resources. WE Soda represents approximately 38 percent of the U.S. natural soda ash production and exports. Westvaco operates a longwall
mine and currently produces approximately 2.5–3 million short tons per annum (Mtpa) of soda ash, with a target to increase production
by an additional 1.1–1.7 Mtpa in the near term by both the optimization of the existing facilities and the staged expansion using
solution mining [WE Soda, 2025]. Operating as a passive solution mine, Granger’s capacity was expanded by approximately 680 thousand
tons per annum (ktpa) as part of a broader target to increase production to approximately 1,350 ktpa [WE Soda, 2022]. |
| |
|
|
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/ |
American Soda operates a
long-standing underground trona mine and refining facility near Green River, Wyoming, and uses conventional room-and-pillar mining
combined with the longwall mining method. The operation is mature, stable, and focused on consistent production with incremental efficiency
improvements. The current annual production is 2.6–2.8 Mtpa [State of Wyoming, 1949–2026]. American Soda completed an approximately
600-ktpa expansion of production capacity in the third quarter of 2025. American Soda is also developing a solution-mining expansion
project as noted in the cumulative effects analysis in the draft environmental impact statement for the Dry Creek Trona Mine project
by the BLM [2024a]. |
| 3 |
 |

| |
/ |
Şişecam operates
a large-scale underground mining and processing complex. The operation uses CMs and multiple production sections that support high-volume
soda ash output primarily for export markets. The mine currently produces approximately 2.6 Mtpa [Hollberg Professional Group, 2025]. |
| |
|
|
| |
/ |
Tata operates one of the
oldest trona mining operations in the Green River Basin. The facility uses a conventional underground room-and-pillar mining method
with borer miners (BM) and currently produces approximately 2.8 Mtpa of soda ash [State of Wyoming, 1949–2026]. Tata is actively
permitting a 400-ktpa production expansion [Wyoming Department of Environmental Quality, 2025]. |
| |
|
|
| |
/ |
Dry Creek Trona Greenfield
– Pacific Soda’s Dry Creek Trona project is a 6.0-Mtpa Greenfield solution-mining project fully owned by Şişecam
since Şişecam acquired WE Soda’s 40 percent stake in the project in December 2024. Construction is anticipated
to commence in 2027 with commercial production targeted in 2030 [WE Soda, 2026]. |
| |
|
|
| |
/ |
Project West Greenfield –
WE Soda’s Project West is a 3.3-Mtpa Greenfield solution-mining project wholly owned by WE Soda. The stand-alone, 3.3-Mtpa Greenfield
project is expected to begin production in 2032 [BLM, 2024b]. |
| 1.4 |
QUALIFIED
PERSON’S CONCLUSIONS AND RECOMMENDATIONS |
The
QPs reviewed the adequacy of the information presented in this TR, including all historical drillhole information and analytical data,
in addition to the historical reporting of Mineral Resources and Mineral Reserves in S-K 1300 Technical Report Summaries (TRS) for the
Big Island Operations [Hollberg Professional Group, PC, 2025], Granger and Westvaco Operations [Stantec, 2022] and the Dry Creek Trona
project [Yu et al., 2023].
SWTRE
are a royalty holder rather than a mining operator. As a royalty holder, SWTRE cannot ascertain the full site-specific risks. The following
inherent risks, among others, are associated with mining this deposit:
| |
/ |
Product sales rely heavily
on the export market pricing, and the worldwide product pricing is a risk in the continued production of soda ash. |
| |
|
|
| |
/ |
The operations have been
mining the deposit for multiple decades and are beginning to reach the edges of the basin deposition zones; thus, more complex geologic
challenges may impact the processing recovery. |
| |
|
|
| |
/ |
The planned Greenfield primary
solution-mining projects are forecasting a combined production of 8.25 Mtpa of Total Alkalinity (TA). |
| » | Solution-mining
production through lower cost methods could impact market pricing and production volume in
the Green River Basin and potentially idle production at other operators. |
| | | |
| » | This
increase is likely to impact the logistics of transporting the additional volume of soda
ash on the established rail. |
| |
/ |
Abundant water is needed
to mine and process the trona. Although all operators and projects have sufficient water rights from the Green River, access to water
could be curtailed by the Colorado River Compact. |
| |
|
|
| |
/ |
Şişecam’s
Big Island mine water inflow and subsequent subsidence from their west end is not well understood and could impact a broader area than
the trona that is currently sterilized. |
| |
|
|
| |
/ |
Public statements by Natural
Resource Partners L.P. (NRP) in its 2025 Annual Report [NRP, 2026] indicated that although being one of the world’s lowest cost
producers, Şişecam is struggling to maintain profitability in the soda ash market over supply the last 24 months. NRP
remains optimistic about Şişecam’s long-term outlook as one of the world’s lowest cost producers of soda
ash. |
The
trona operations have the necessary permits to mine and are expected to maintain their permits in good standing. Many of the operators
are adding to, or replacing, production by using lower cost solution-mining methods, which are expected to extend their mine life.
The
QPs recommend that URC gather supporting documentation as appropriate for the lease agreements in support of production and royalty payments.
| 4 |
 |
URC,
a royalty company, anticipates that the material interests of SWTRE and the operations underlying those interests subject to this report
will be material to its business upon completion of a proposed business combination transaction, pursuant to which URC agreed to acquire
all of the vendors’ direct and indirect interests in SWTRE. Therefore, URC engaged RESPEC Company, LLC (RESPEC) to prepare this
TR to satisfy its reporting obligations as a royalty company. SWTRE have a nonoperating ownership and royalty interest in the Property
(as defined herein). Thus, SWTRE have limited access to information that an operator would normally have available to determine the detailed
geological, operational, and financial aspects that would typically be outlined for a collection of operating mines and mills. See “3.0
Reliance on Other Experts” for additional information.
Trona
mining and soda ash production in the Green River Basin began in the late-1940s, primarily by private companies over the past 70 years,
with limited public disclosure. This TR depends on reliable public data sources, including regional geological datasets, permit and licensing
submissions, state-disclosed mining information, and the limited public technical reports that are available, to provide the scoping
level information enclosed.
URC
engaged RESPEC to prepare this TR for the Property underlying the SWTRE’s portfolio of sodium/trona lease, license and similar
agreements to be acquired. SWTRE operate a group of Wyoming-focused royalty and landholding private businesses headquartered in Lakewood,
Colorado, United States.
| 2.2 |
SOURCE
OF INFORMATION |
The
interpretations and conclusions presented in this TR are primarily based on information acquired from public record sources. Cited information
is referenced in Item 27.0. Public data included the following:
| |
/ |
Annual production reports
provided by the mine operators to the Wyoming State Mine Inspector for incorporation into the Annual Report of the State Inspector
of Mines of Wyoming. Wyoming Statute WS 30-2-402 requires all operators of any mining operation to report all production, employment,
and lost time injury data to The State Mine Inspector’s Office before January 31 of each year. Reports for the trona operations
include run-of-mine (ROM) trona production, employment, and safety statistics in the form of lost time injury data. The reports are
available to the public on April 1 yearly. |
| |
|
|
| |
/ |
Wyoming Department of Environmental
Quality (WYDEQ) Land Quality Division (LQD) permitting documents. The LQD holds the authority to issue permits and manage reclamation
bonds for both dry and solution mining. Each operating mine holds a large non-coal mine permit, which is updated regularly, and files
annual reports. The annual reports prepared by the operations include compliance monitoring information, reclamation bonding estimates,
and details of mine production with mine maps showing where production has occurred within the planned mining locations. |
| 5 |
 |
| |
/ |
Public records held with
the BLM predominantly in the form of documentation of the National Environmental Policy Act (NEPA) process to evaluate environmental
impacts for proposed projects. |
| |
|
|
| |
/ |
Publicly available historical
exploration records within the vicinity of the Property leases through the Wyoming Oil and Gas Conservation Commission (WOGCC). |
| |
|
|
| |
/ |
Publicly available operating
records available from the Mine Safety and Health Administration (MSHA). Reports available from MSHA include operator history and information
related to accidents, fatalities, work hours, violations, and incident rates. The underground trona mines are classified as Category
III gassy mines for the noncombustible ore and the potential to liberate methane in explosive concentrations. |
Public
Mineral Resource and Mineral Reserve statements for some portions of the Property include the following:
| |
/ |
The Big Island Operations
S-K 1300 TRS by Hollberg Professional Group PC (Hollberg) [2025] prepared for NRP. The NRP is a publicly traded Delaware limited partnership
formed in 2002 that owns a noncontrolling 49 percent interest in Şişecam. |
| |
|
|
| |
/ |
The S-K 1300 TRS prepared
by Stantec [2022] for the Granger and Westvaco operations for the previous operator Genesis Alkali. The Granger and Westvaco operations
were acquired by WE Soda on February 28, 2025. WE Soda is privately held and not required to disclose Mineral Resources and Mineral
Reserves. |
| |
|
|
| |
/ |
The NI 43-101 TR on the Pacific
Soda Dry Creek Trona project prepared for Kew Soda [Yu et al., 2023]. The Pacific Soda Dry Creek Trona project is managed by Pacific
Soda LLC (Pacific Soda). Şişecam Chemicals USA Inc. owns 100 percent of Pacific Soda. |
Information
provided by URC includes the following:
| |
/ |
SWTRE monthly production
statements for years 2023–2025 that include the sales revenue and product tonnage. |
This
TR is prepared for a royalty company on mining operations located in the U.S., thus, the customary Imperial unit system is used throughout
the report. Unit weight is expressed in short tons of 2,000 pounds-mass. Unless otherwise stated, all currency is expressed as U.S. dollars
(USD). A glossary of terms is included in Table 2-1.
The
authors prepared this TR in accordance with the following standards and guidelines:
| |
/ |
National Instrument 43-101
Standards of Disclosure for Mineral Projects [Canadian Securities Administrators, 2011] |
| |
|
|
| |
/ |
Unofficial Consolidation
of all Amendments to NI 43-101 Standards of Disclosure for Mineral Projects, [British Columbia Securities Commission, 2023a] |
| |
|
|
| |
/ |
Companion Policy 43-101CP
to the National Instrument 43-101 Standards of Disclosure for Mineral Projects [British Columbia Securities Commission, 2023b] |
| 6 |
 |
| |
/ |
CIM Industrial Minerals
Leading Practice Guidelines [Canadian Institute of Mining, Metallurgy, and Petroleum, 2023] |
| |
|
|
| |
/ |
CIM Estimation of Mineral
Resources and Mineral Reserves Best Practice Guidelines [Canadian Institute of Mining, Metallurgy, and Petroleum, 2019] |
In
this TR, the terms “Mineral Resource,” “Measured Mineral Resource,” “Indicated Mineral Resource,”
“Inferred Mineral Resource,” and “Mineral Reserve” have the meanings ascribed to those terms by the CIM Definition
Standards for Mineral Resources and Mineral Reserves adopted by the Canadian Institute of Mining, Metallurgy, and Petroleum (CIM)
Council, as amended [CIM, 2014].
The
applicable definitions of Mineral Resources are listed as:
A
mineral resource is a concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such
form, grade or quality and quantity that there are reasonable prospects for eventual economic extraction.
The
location, quantity, grade or quality, continuity and other geological characteristics of a mineral resource are known, estimated
or interpreted from specific geological evidence and knowledge, including sampling.
Mineral
Resources are categorized based on levels of confidence as:
An
inferred mineral resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis
of limited geological evidence and sampling. Geological evidence is sufficient to imply but not verify geological and grade or quality
continuity. An inferred mineral resource has a lower level of confidence than that applying to an Indicated mineral resource and must
not be converted to a mineral reserve. It is reasonably expected that the majority of inferred mineral resources could be upgraded to
indicated mineral resources with continued exploration.
An
indicated mineral resource is that part of a mineral resource for which quantity, grade or quality, densities, shape and physical
characteristics are estimated with sufficient confidence to allow the application of modifying factors in sufficient detail to support
mine planning and evaluation of the economic viability of the deposit. Geological evidence is derived from adequately detailed and reliable
exploration, sampling and testing and is sufficient to assume geological and grade or quality continuity between points of observation.
An indicated mineral resource has a lower level of confidence than that applying to a measured mineral resource and may only be converted
to a probable mineral reserve.
A
measured mineral resource is that part of a mineral resource for which quantity, grade or quality, densities, shape, and physical
characteristics are estimated with confidence sufficient to allow the application of modifying factors to support detailed mine planning
and final evaluation of the economic viability of the deposit. Geological evidence is derived from detailed and reliable exploration,
sampling and testing and is sufficient to confirm geological and grade or quality continuity between points of observation. A measured
mineral resource has a higher level of confidence than that applying to either an indicated mineral resource or an inferred mineral resource.
It may be converted to a proven mineral reserve or to a probable mineral reserve.
Mineral
reserves are those parts of mineral resources which, after the application of all mining factors, result in an estimated tonnage and
grade which, in the opinion of the Qualified Person(s) making the estimates, is the basis of an economically viable project after taking
account of all relevant modifying factors.
| 7 |
 |
Throughout
this TR, industry-specific terminology for geological, technical, and sodium mineral production is commonly used. The conversion of trona
to soda ash chemically defined as 2(Na2CO3·NaHCO3·2H2O) plus heat to 3Na2CO3
+ CO2 + 5H2O, can be described by the molecular weight ratio of 1.4218 tons of trona for every 1 ton of soda ash
at 100 percent conversion efficiency. Accounting for refining efficiencies, the conversion ratio ranges from 1.55 to 1.83 tons of trona
to tons of soda ash. Table 2-1 provides a list of definitions for the most common terms and phrases.
The
QPs have relied on the exemption set forth in Section 9.2(2) of NI 43-101. However, the QPs have in-depth knowledge of the operations
and mineral holdings from extensive work in the Green River Basin over the last 20 years, ranging from exploration, underground design,
feasibility studies, instrumentation, analysis, and due diligence for sales.
QP
Susan Patton, PE, performed a site visit as a royalty interest with SWTRE representatives on February 11, 2026. The visit was hosted
by Aaron Reichl of WE Soda at the Westvaco Mine and the Granger solution mine. The following key aspects were observed:
| |
/ |
Westvaco site overview presentation |
| |
/ |
The 8 Shaft/Hoist Facility |
| |
/ |
Westvaco underground workings
(e.g., longwall face, borer development section, pumping station) |
| |
/ |
Driving tour of Westvaco
surface facilities (Mono and Sesqui processing) |
| |
/ |
Granger solution-mine overview
presentation |
| |
/ |
Walking tour through the
Granger plant facility. |
| 8 |
 |
Table
2-1. Glossary of Terms (Page 1 of 3)
| Term |
Chemical
Formula |
Definition |
| ° |
|
degrees |
| AFC |
|
Armored
Face Conveyor |
| American
Soda Operations |
|
the
trona dry mining and solution mining production operations located near Green River, Wyoming, owned and operated by American Soda,
a subsidiary of Solvay Chemicals, Inc. |
| ASL |
|
above
sea level |
| Assay |
|
A
test performed to determine a sample’s chemical content |
| Bicarbonate |
HCO3 |
|
| BLM |
|
Bureau
of Land Management |
| BM |
|
borer
miner |
| Ca |
Ca |
calcium |
| CFR |
|
Code
of Federal Regulations |
| cfs |
|
cubic
feet per second |
| CIM |
|
The
Canadian Institute of Mining, Metallurgy, and Petroleum |
| CM |
|
continuous
miner |
| ELDM |
|
Evaporation
Lime Decahydrate Crystallization Monohydrate |
| FCT |
|
Flexible
Conveyor Train |
| FMC
|
|
Food
Machinery Corporation |
| FOB |
|
Free
on Board |
| ft |
|
feet |
| °F |
|
degrees
Fahrenheit |
| Halite |
NaCl |
Sodium
chloride |
| Hollberg |
|
Hollberg
Professional Group PC |
| I-80 |
|
U.S.
Interstate 80 |
| insoluble |
|
Water-insoluble
impurities, generally clay or shales |
| ISD |
|
Industrial
Siting Division |
| KSLA |
|
Known
Sodium-Leasing Area |
| ktpa |
|
thousand
tons per annum |
| LQD |
|
Land
Quality Division |
| MMTA |
|
Mechanical
Mining Trona Area |
| Mg |
Mg |
magnesium |
| 9 |
 |
Table
2-1. Glossary of Terms (Page 2 of 3)
| Term |
Chemical
Formula |
Definition |
| Mono
|
|
Monohydrate
|
| Mt |
|
million
tons |
| Mtpa |
|
million
tons per annum |
| MSHA |
|
Mine
Safety and Health Administration |
| Nahcolite |
NaHCO3 |
Sodium
bicarbonate |
| Caustic |
NaOH |
Caustic/sodium
hydroxide/caustic soda |
| Chloride |
Cl- |
Chlorine
anion |
| NEPA |
|
National
Environmental Policy Act |
| NI |
|
National
Instrument |
| NRP |
|
Natural
Resource Partners L.P. |
| OSHA |
|
Occupational
Safety and Health Administration |
| pcf |
|
pounds
per cubic foot |
| PE |
|
Professional
Engineer |
| QP |
|
Qualified
Person |
| RESPEC |
|
RESPEC
Company, LLC |
| ROM |
|
Run-of-Mine |
| Sesqui
|
|
Sesquicarbonate |
| Şişecam |
|
Şişecam
Wyoming LLC |
| Seismic
anomaly |
|
A
structural change in the natural, uniformly bedded geology |
| Shortite |
Na2Ca2(CO3)3 |
Sodium-calcium
carbonate |
| Short
tons |
|
tons |
| Soda
ash |
3Na2CO3 |
|
| Sodium |
Na |
Highly
reactive, soft, silvery-white alkali metal |
| Sodium
bicarbonate |
NaHCO3 |
Sodium
bicarbonate |
| Sodium
carbonate |
Na2CO3 |
Sodium
carbonate |
| Solvay |
|
Solvay
Chemicals Inc./Solvay Soda Ash Expansion Joint Venture |
| Sulfate |
SO4 |
One
sulfur atom bonded to four oxygen atoms |
| Sweetwater
Entities |
|
means,
collectively, Sweetwater Trona Block LLC, Sweetwater Trona Fund LP, Sweetwater Management LLC, Sweetwater Surface LLC, Sweetwater
Trona HoldCo LLC, Sweetwater Trona OpCo LLC, Sweetwater Royalties LLC, Uinta Development Company, Cougar Utah Block LLC, Cougar Utah
Fund LP, and Cougar Utah LLC, Aggie Grazing Block LLC, Aggie Grazing Fund LP, and Aggie Grazing LLC, and Green River Management Holdings
LLC |
| SWTRE |
|
The
Sweetwater Entities |
| TA |
|
Total
Alkalinity |
| Tata |
|
Tata
Chemicals (Soda Ash) Partners, LLC |
| 10 |
 |
Table
2-1. Glossary of Terms (Page 3 of 3)
| Term |
Chemical
Formula |
Definition |
| TD |
|
total
depth |
| TR |
|
Technical
Report |
| Trona |
Na3
(CO3)(HCO3)·2H2O |
Sodium
sesquicarbonate dihydrate |
| TRS |
|
Technical
Report Summary |
| UIC |
|
Underground
Injection Control |
| URC |
|
Uranium
Royalty Corp. |
| U.S. |
|
United
States |
| USD |
|
U.S.
Dollars |
| USGS |
|
U.S.
Geological Survey |
| WE
Soda |
|
WE
Soda Ltd. |
| WOGCC |
|
Wyoming
Oil and Gas Conservation Commission |
| WOTUS |
|
Waters
of the United States |
| WPDES |
|
Wyoming
Pollutant Discharge Elimination System |
| WYDEQ |
|
Wyoming
Department of Environmental Quality |
| YBP |
|
years
before present |
| 11 |
 |
| 3.0 |
RELIANCE ON OTHER EXPERTS |
The
authors relied on information for the mineral tenure included in Item 4.1 provided by SWTRE to the URC. The QPs did not independently
verify lease sections, agreements, or mineral tenure and terms, and relied upon SWTRE- and URC-provided land opinions for the material
lease sections. An updated title opinion on the material lease agreements was provided by Wolcott Land Services, dated March 24, 2026.
The
authors relied on the permitting status provided in the high-level environmental assessment by MWStaub Consulting LLC [2026] for information
included in Item 20.0.
In
authoring this TR, URC and the QPs relied upon the exemption contained in section 9.2(2) of NI 43-101, which exempt holders of royalty
or similar interests from completing those items of NI 43-101F1 that require data verification, inspection of documents, or personal
inspection of the Property to complete those items. This reliance is based on the fact that URC, through SWTRE, requested that the operators
provide qualified persons designated by URC with site access and underlying technical data, reports, models, and other information sufficient
for the qualified persons designated by URC to prepare a full TR under NI 43-101 and enable URC to prepare disclosure of all required
information under NI 43-101 relating to the Property, which information is unavailable from the public domain, and the operator denied
the request. The QPs have relied on such exemption in not completing: QP site visits to each operator or project, full data verification
of reported drilling results, mineral resources, mineral reserves, individual mine recoveries, mine losses, dilution, process losses,
process recoveries, equipment lists, capital costs, and operational cost data.
| 12 |
 |
| 4.0 |
PROPERTY DESCRIPTION AND LOCATION |
The
operators and projects within the KSLA are listed in Table 4-1 and shown graphically in Figure 4-1. The leases are private mineral holdings
that were originally granted by the U.S. government through the Pacific Railroad Act of 1864. To accelerate the construction of the Transcontinental
Railroad, the Pacific Railroad Act granted every other section (nominal 640 acres) within 20 miles of the railroad to Union Pacific.
Table
4-1. Trona Operators and Projects Summary
| Operators |
Mine
/ Operation / Project |
Stage |
Mine
Type |
Ownership |
MSHA I.D. |
Soda
Ash Capacity (MT) |
| Şişecam
|
Big
Island |
Operating |
Underground,
Room-and-Pillar |
51%
Şişecam and 49% NRP |
4800154 |
2.1 |
| Pacific
Soda |
Dry
Creek Trona |
Greenfield
Project |
Solution |
100%
Şişecam Chemicals USA Inc. |
OSHA
oversight |
5.25 |
| American
Soda |
American
Soda |
Operating |
Underground,
Longwall |
100%
American Soda |
4801295 |
2.7 |
| Tata
|
Alchem
|
Operating |
Underground,
Room-and-Pillar |
100%
Tata |
4800155 |
2.8 |
| WE
Soda |
Westvaco |
Operating |
Underground,
Longwall and Solution |
100%
WE Soda |
4800152 |
3.2 |
| WE
Soda |
Granger |
Operating |
Underground
Flooded Solution |
100%
WE Soda |
OSHA
oversight |
1.3 |
| WE
Soda |
Project
West |
Greenfield
Project |
Solution |
100%
WE Soda |
OSHA
oversight |
3.3 |
MT
= million tons
OSHA
= Occupational Safety and Health Administration |
In
the Property area, the BLM designated the KSLA to protect the underground trona mines from oil-and-gas drilling within the boundary.
Further within the KSLA, the BLM defined a Mechanical Mining Trona Area (MMTA) where the thickness of the trona bed exceeds 8 ft, has
an in-place trona grade greater than 80 percent, contains less than 2 percent halite (NaCl), and has a maximum depth of 2,000 ft. SWTRE
own in fee, approximately 250,386 acres (101,328 hectares) of mineral rights and 206,278 acres (83,478 hectares) of overlying surface
rights within the KSLA.
SWTRE
own their interest in the sodium leases and licenses through a 100 percent interest in Sweetwater Trona OpCo LLC and Sweetwater Surface
LLC, and as a majority shareholder (52 percent) in the Uinta Development Company. SWTRE originally obtained control over this land position
via the purchase of assets from Occidental Petroleum Corporation in 2020. The ownership position by Sweetwater Entities is summarized
in Tables 4-2 and 4-3.
| 13 |
 |

Figure
4-1. Area Lease Map.
| 14 |
 |
Table
4-2. The Sweetwater Entities Land Ownership Within the Known Sodium-Leasing Area of the Green River
Basin
| Control
Type |
Ownership
Entity
(Including
SWTRE’s Respective Ownership Thereof) |
Acres
(100%
Basis) |
| Mineral
Ownership |
Sweetwater
Trona OpCo LLC (100%) |
|
249,771 |
| Uinta
Development Company (52%) |
|
456 |
| Aggie
Grazing LLC |
|
160 |
| |
Total
Mineral Ownership |
250,386 |
|
| Surface
Ownership |
Sweetwater
Surface LLC (100%) |
|
100,466 |
| Uinta
Development Company (52%) |
|
105,694 |
| Aggie
Grazing LLC (100%) |
|
118 |
| |
Total
Surface Ownership |
206,278 |
|
A
total of 250,386 acres of fee mineral interests are held by SWTRE within the KSLA of the Green River Basin, as summarized in Table -3.
Within this total, SWTRE material interests are defined by 12 sodium lease and license agreements that cover approximately 108,934 acres.
The lease and license agreements have been amended over time as new recovery methods are introduced and operators change.
SWTRE
hold royalty and related payment interests under a portfolio of sodium lease agreements associated with five operating and two advanced
Greenfield natural soda ash projects in the Green River Basin. These agreements vary in form, term, continuation provisions and payment
mechanics. The royalty arrangements generally entitle SWTRE to payments based on the production, sale or transfer of soda ash, sodium
mineral products and related products derived from the applicable leased lands, and certain agreements may include minimum, advance,
rental, bonus, shortfall or similar payment provisions.
Across
the portfolio, the principal economic entitlement is generally an 8 percent production royalty less permitted deductions (typically direct
bagging and palletizing costs and freight allowances), although several agreements include alternative calculations, minimum royalties,
advance royalties, escalation provisions or most-favored/highest-comparable-rate mechanisms that may affect the royalty ultimately payable.
Unless otherwise noted herein, all royalties owned by SWTRE pay a royalty equal to 8 percent of the net sale price of soda ash. Royalty
payments are made through a combination of advanced royalties and production royalties. Advanced royalties are generally calculated based
on past and projected soda ash production, using the formulas defined in the applicable lease agreements. Depending on the lease, advanced
royalties may be payable annually, quarterly, or monthly at the commencement of the relevant production period. Production royalties
are calculated based on actual soda ash produced and sold, net of specified deductions (typically including packaging and freight). The
8 percent royalty fee is applied to such net sales, and the amount payable is offset against any advance royalty previously paid for
the applicable period.
| 15 |
 |
| |
Table 4-3. |
The Sweetwater Entities
Mineral Interests Within the Known Sodium-Leasing Area by Township and Range (Page 1 of 2) |
Ownership
Entity |
Township |
Range |
Acres
(100% Basis) |
| Sweetwater
Trona OpCo LLC (100%) |
015N |
107W |
2,562 |
| 015N |
108W |
8,282 |
| 015N |
109W |
7,163 |
| 015N |
110W |
4,236 |
| 015N |
111W |
2,707 |
| 015N |
112W |
4,076 |
| 015N |
113W |
1,238 |
| 016N |
107W |
1,424 |
| 016N |
108W |
9,978 |
| 016N |
109W |
11,146 |
| 016N |
110W |
11,225 |
| 016N |
111W |
11,279 |
| 016N |
112W |
10,205 |
| 016N |
113W |
2,477 |
| 017N |
107W |
667 |
| 017N |
108W |
9,749 |
| 017N |
109W |
11,331 |
| 017N |
110W |
11,574 |
| 017N |
111W |
10,929 |
| 017N |
112W |
4,403 |
| 018N |
108W |
8,445 |
| 018N |
109W |
10,782 |
| 018N |
110W |
11,467 |
| 018N |
111W |
10,882 |
| 018N |
112W |
2,636 |
| 019N |
108W |
2,704 |
| 019N |
109W |
11,011 |
| 019N |
110W |
11,260 |
| 019N |
111W |
8,130 |
| 020N |
108W |
2,418 |
| 020N |
109W |
9,624 |
| 020N |
110W |
11,090 |
| 020N |
111W |
4,420 |
| 021N |
108W |
4,356 |
| 021N |
109W |
2,948 |
| 021N |
110W |
949 |
| Total |
249,771 |
| 16 |
 |
| |
Table 4-3. |
The Sweetwater Entities
Mineral Interests Within the Known Sodium-Leasing Area by Township and Range (Page 2 of 2) |
Ownership
Entity |
Township |
Range |
Acres
(100% Basis) |
| Aggie
Grazing LLC |
017N |
112W |
4 |
| 018N |
107W |
113 |
| 018N |
108W |
5 |
| 019N |
111W |
2 |
| 019N |
112W |
36 |
| Total |
160 |
| Uinta
Development Company (52%) |
017N |
109W |
456 |
| Total
Mineral Ownership |
250,386 |
| (a) Total acres for each company may not add up due to rounding. |
Certain
leases, as described in the following text, provide for a minimum base price for soda ash for purposes of calculating royalties; however,
these provisions vary by agreement. Leases that require advance royalty payments also generally include caps on the amount of such advance
payments. The mechanics and thresholds for minimum pricing and caps differ across the portfolio.
The
underlying agreements contain confidentiality provisions restricting disclosure of detailed contractual, operational, geological, production
and other information. Accordingly, the disclosure in this TR describes SWTRE’s royalty portfolio on an aggregated basis, except
where more specific disclosure is necessary to provide full, true and plain disclosure of all material facts.
| 4.1.1 | Granger
and Westvaco Royalty Interests |
SWTRE
royalty interest on the Granger and Westvaco operations are represented by the following:
| / | Agreement
between Anadarko Land Corp., successor in interest to Union Pacific Railroad Company, and
Westvaco Chlorine Products Corporation dated November 1, 1947, licensing the production of
sodium salts, as amended (“701 Lease”). |
| | | |
| / | Sodium
Lease Agreement dated December 10, 1976, between Anadarko Land Corp., successor in interest
to Rocky Mountain Energy Company, and Food Machinery Corporation (FMC), as amended (“705
Lease”). |
| | | |
| / | Sodium
Lease Agreement dated March 17, 1976, between Anadarko Land Corp., successor in interest
to Rocky Mountain Energy Company, and Texasgulf Inc., as amended (“704 Lease”). |
| | | |
| / | Sodium
Lease Agreement dated effective May 30, 1991, between Anadarko Land Corp., successor in interest
to Rock Springs Royalty Company and Tg Soda Ash, Inc. (“715 Lease”). |
In
each case, the lease shall remain in full force and effect as long as the lessee continuously conducts operations to mine and remove
sodium minerals in commercial quantities from any part or portion of the leased premises described therein. Each lease contains varying
provisions for termination, generally allowing either party to terminate for uncured defaults after written notice and, in some cases,
upon the lessee ceasing refining or production at its facilities.
| 17 |
 |
West
Soda LLC, a subsidiary of WE Soda, is also the operator developing Project West, a new Greenfield soda ash production project. SWTRE
royalty interest on Project West is represented by the following:
| / | Sodium
Lease Agreement between Sweetwater Trona OpCo, LLC and West Soda LLC, successor in interest
to TC Soda Holdings Inc., dated July 8, 2022 (“TC Lease”). |
| | | |
| / | The
Project West Lease has an initial term of 20 years, continuing thereafter so long as the
lessee continuously conducts operations on the leased premises. |
| 4.1.2 | American
Soda Royalty Interests |
SWTRE
royalty interest on the American Soda Operations are represented by the following:
| / | Consolidated,
Amended and Restated Sodium Lease Agreement dated July 9, 2004, but effective as of January
1, 2000, between Anadarko Land Corp. (formerly known as Union Pacific Land Resources Corporation),
Solvay Chemicals, Inc., and Solvay Soda Ash Joint Venture, as amended (“710 Lease”). |
| | | |
| / | Consolidated,
Amended and Restated Sodium Lease Agreement dated July 9, 2004, but effective as of January
1, 2000, between Anadarko Land Corp. (formerly known as Union Pacific Land Resources Corporation),
Solvay Chemicals, Inc., and Solvay Soda Ash Expansion Joint Venture, as amended (“716
Lease”). |
| 4.1.3 | Big
Island Royalty Interests |
SWTRE
royalty interest on the Big Island Operations is represented by the following:
| / | License
Agreement dated July 18, 1961, between Rock Springs Royalty Company LLC (successor in interest
to Union Pacific Railroad Company) and Stauffer Chemical Company of Wyoming (“702 Lease”). |
On
September 20, 2010, Şişecam exercised its right to renew the 702 Lease for an additional 50-year period. The current 702 Lease
extends to July 18, 2061.
| 4.1.4 | Alchem
Royalty Interests |
SWTRE
royalty interest on the Alchem Operations are represented by the following:
| / | Sodium
Lease Agreement dated effective April 1, 1996, between Anadarko Land Corp. (successor in
interest to Rock Springs Royalty Company) and General Chemical (Soda Ash) Partners, as amended
(“703 Lease”). |
| | | |
| / | Sodium
Lease Agreement dated effective January 1, 2000, between Anadarko Land Corp. (successor in
interest to Union Pacific Land Resources Corporation) and General Chemical (Soda Ash) Partners,
as amended (“739 Lease”). |
| | | |
| / | Sodium
Lease Agreement dated July 1, 2015, between Uinta Development Company and Tata, as amended
(“UDC Lease”). |
Each
of the 739 Lease, the 703 Lease and the UDC Lease continue so long as the lessee conducts continuous operations on the leased premises.
| 18 |
 |
The
operations underlying the leases are summarized in Table 4-4 and shown by lease/license number location in Figure 4-2.
Table
4-4. Sodium Mineral Product Lease and License Summary by Operator
SWTRE
Lease |
Lessee/Licensee |
Area
(Acres) |
Lease/
Agreement
Date |
Expiration |
Royalty
Rate
(%) |
| 701 |
Genesis
Alkali Wyoming LP (WE Soda) |
12,680 |
11/1/1947 |
Indefinite;
expires at end of commercial production |
8 |
| 705 |
Genesis
Alkali Wyoming LP (WE Soda) |
7,688 |
12/10/1976 |
Indefinite;
expires at end of commercial production |
8 |
| 715 |
Genesis
Alkali Wyoming LP (WE Soda) |
7,037 |
5/30/1991 |
Indefinite;
expires at end of commercial production |
8 |
| 704 |
Genesis
Alkali Wyoming LP (WE Soda) |
13,390 |
3/17/1976 |
Indefinite;
expires at end of commercial production |
8 |
| TC |
TC
Soda Holdings Inc. (WE Soda) |
5,730 |
7/8/2022 |
2042
and so long as commercial production occurs |
8 |
| WE
Soda Total |
46,524 |
|
| 710 |
Solvay
Chemicals Inc./Solvay Soda Ash Expansion Joint Venture (Solvay) |
10,950 |
10/1/1981 |
2034
and so long as commercial production occurs |
8 |
| 716 |
Solvay
Chemicals Inc./Solvay Soda Ash Expansion Joint Venture (Solvay) |
13,807 |
1/1/2000 |
2034
and so long as commercial production occurs |
8 |
| Solvay
Total |
24,757 |
|
| 702 |
Şişecam
Wyoming LLC (Şişecam) |
12,440 |
7/16/1961 |
2061
and so long as commercial production occurs |
8 |
| L11 |
Imperial
Natural Resources Trona Mining (Şişecam) |
5,709 |
11/8/2018 |
2038
and so long as commercial production occurs |
8 |
| Şişecam
Total |
18,150 |
|
| 703 |
Tata
Chemicals (Soda Ash) Partners LLC (Tata) |
10,970 |
4/1/1996 |
2035
and so long as commercial production occurs |
8 |
| 739 |
General
Chemical (Soda Ash Partners) (Tata) |
8,078 |
1/1/2000 |
2030
and so long as commercial production occurs |
8 |
| UDC |
Tata
Chemicals (Soda Ash) Partners LLC (Tata) |
456 |
07/01/2015 |
2035
and so long as commercial production occurs |
8 |
| |
Tata
Total |
19,503 |
|
| |
Total
Leased/Licensed Acres (100%) |
108,934 |
|
| 19 |
 |
| 4.2 | TERMS
OF SUBSURFACE MINERAL PERMIT AND OBLIGATIONS OF A PERMITTEE/LESSEE |
The
operators who hold SWTRE mineral leases are required to maintain all operating permits with the WYDEQ that cover air, industrial siting,
land quality, solid and hazardous waste and water quality. The mine permit issued by the LQD requires annual reporting and bonding for
surface disturbance. Permit obligations of the lessee’s are further described in Item 20.0.

Figure
4-1. Detail of Leases Map.
| 20 |
 |
| 4.3 | ROYALTIES,
BACK-IN RIGHTS, AND OTHER AGREEMENTS AND ENCUMBRANCES |
SWTRE
are the royalty holder and not subject to back-in rights or other agreements and encumbrances. To the extent known, the operators are
subject to royalty agreements on the mineral leases with private entities in addition to SWTRE, State of Wyoming leases, and federal
leases managed by the BLM within their respective permit boundaries. SWTRE, as the royalty holder, have no knowledge of the royalty agreements
with other private mineral leases. Failure to pay rentals on or before the lease anniversary date terminates the leases. Termination
of a lease does relieve the lessee of any obligation incurred under the lease other than the obligation to pay rental or penalty.
Solid
mineral leasing on state land is guided by WS 36-6-101 as well as Chapters 19–25 of the Rules and Regulations of the Board of Land
Commissioners. The Office of State Lands and Investments requires lease bonding for all producing solid mineral leases.
Trona
is defined by the U.S. government as a “solid leasable mineral,” subject to the Mineral Leasing Act of 1920. Federally owned
sodium resources are controlled by the Department of the Interior and managed by the BLM and limited by Title 30§184(b). The act
stipulates 10-year renewable lease periods, subject to annual rental and royalty fees, and demonstrated diligence. The federal government
limits sodium leases to 5,120 acres by any one operator in one state but an exception in 30§184(b)(2) allows the Secretary, at their
discretion, sodium leases or permits on up to 30,720 acres in any one state. The federal trona lease royalty rate is nominally 6 percent.
As of January 1, 2021, all BLM trona leases have a 2 percent royalty rate for a period of 10 years, based on Industry-Wide Royalty Reduction
Soda Ash and Sodium Bicarbonate issued by the Secretary of the Interior, for all existing and future federal soda ash or sodium bicarbonate
leases [43 CFR 3504.21].
| 4.4 | ENVIRONMENTAL
LIABILITIES |
As
a royalty holder, SWTRE are not subject to the environmental liabilities of the Operators. The QP is unaware of any environmental liabilities
to which the Property is subject, other than the normal federal and state licensing and permitting requirements or restrictions as further
detailed in Item 20.0. Each mine permit carries a reclamation bond appropriate for the anticipated closure costs.
| 21 |
 |
| 5.0 | ACCESSIBILITY,
CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE, AND PHYSIOGRAPHY |
| 5.1 | TOPOGRAPHY
AND VEGETATION |
The
mineral lease holdings of SWTRE contained within the KSLA in Wyoming’s Green River Basin span an area approximately 19 miles east
to west and 32 miles north to south. The Green River Basin itself is contained within the southwestern quarter of Wyoming, a vast landscape
characteristic of a high desert environment. The basin is bounded by the Wind River Range to the north, the Sevier overthrust belt to
the west, the Rawlins uplift to the east, and the Uinta Mountains to the south. The Rock Springs uplift is a central, elongated uplift
that extends north to south, truncating the northeastern extent of trona mineralization. Several other prominent buttes, mesas, arroyos,
and moderate canyons serve to break up the broader arid plains and hills. The basin generally slopes to the south, and surface elevations
range from 6,000 to 9,500 ft above sea level (ASL). Higher elevations are found along most basin margins where foothills rise to meet
bounding structural features.
The
Green River is the primary drainage and originates in the Wind River Range. Many notable tributaries feed the Green River, including
New Fork River, Big Sandy River, Fontenelle Creek, Blacks Fork River, and La Barge Creek. The basin’s lowest elevation occurs at
Flaming Gorge Reservoir, where the Green River collects before spilling into Utah and flowing south. Sagebrush, greasewood, bunch grass,
and other low desert plants dominate the broad, rolling plains. Cottonwood, willows, and scattered coniferous trees flank many of the
perennial and intermittent drainages.
| 5.2 | ACCESSIBILITY
AND LOCAL RESOURCES |
I-80
is a divided four-lane highway that generally bisects the area into northern and southern halves. I-80 provides access to Rawlins, Wyoming;
Cheyenne, Wyoming; and Denver, Colorado (indirectly) to the east, and Salt Lake City, Utah, to the west. Several state highways maintained
by the Wyoming Department of Transportation and paved two-lane roads maintained by Sweetwater County broadly provide general access across
the area. Green River (population of 11,825 [Data USA, 2024a]) and Rock Springs (population of 23,526, [Data USA, 2024b]) are the two
population centers in the Green River Basin. Green River lies just east of the KSLA, and Rock Springs is 15 miles further east. Salt
Lake City (population of 204,000) is the nearest major metropolitan area and is 194 miles west of the Property. The broader Salt Lake
City metro area has a population exceeding 1.2 million.
The
Green River Basin is serviced by the Union Pacific Railroad. The east-west main rail line generally runs parallel to and north of I-80.
Dedicated industrial spurs provide direct rail access to several trona operators. Air service primarily travels through the Southwest
Wyoming Regional Airport, which is located approximately 10 miles east of Rock Springs, Wyoming.
| 22 |
 |
The
high, intermontane Green River Basin has a cool, semiarid climate. Diurnal variation can be considerable, with temperatures often fluctuating
20–40 degrees Fahrenheit (°F) in a 24-hour period, especially during the dry summer months. Precipitation, and conversely aridity,
vary largely on location across the Green River Basin with higher elevations around the margin typically receiving double the rainfall
as the basin’s center. Figure 5-1 provides monthly high and low average temperatures, along with average monthly precipitation
for the town of Green River, Wyoming. The operating season for trona producers is considered to be year-round. Extreme weather conditions,
such as very high winds and occasional storms, may occur, but these events generally seldom impact mining operations.

Figure
5-1. Property Climate Averages [National Weather Service, 2026].
The
Green River Basin has seen consistent trona production for over 70 years and, therefore, the mine-specific infrastructure is generally
well-developed. As a royalty interest, SWTRE did not inspect the processing and refining plants but as evidenced by product sales in
royalty production reports, the soda ash processing plants and refining capabilities appear to be maintained and routinely upgraded.
Regional electrical power generation and distribution is sufficient and reliable. The communities of Green River and Rock Springs are
well-established and provide strong mining and industrial support capabilities and workforce. Other regional and mine-specific infrastructure
includes the following:
| |
/ |
Natural
gas pipelines and distribution facilities |
| |
/ |
Water
supply from the Green River |
| |
/ |
Process
waste tailings facilities |
| |
/ |
Truck
and rail loadouts |
| |
/ |
Underground
access shafts, ventilation, and production shafts. |
| 23 |
 |
Mountain
Fuel Supply Company is credited with discovering the trona deposits in Wyoming while core drilling the John Hay #1 well in October 1937
[Wyoming State Geologic Survey, 2026]. Westvaco Chemical Corporation sunk a shaft and produced the first trona from trona Bed 17 at a
depth of 1,500 ft in 1949.
The
Property leases are private mineral holdings originally granted by the U.S. government under the Pacific Railroad Act of 1864. The history
of SWTRE mineral lease ownership is shown in Table 6-1, and the history of the counterparties to the trona leases is shown in Table 6-2.
Table
6-1. History of Leases
| Owner |
Transfer
Year |
| US
Federal Government |
1862 |
| Union
Pacific Railroad |
1903 |
| Uinta
Development Company |
1917 |
| Rocky
Mountain Energy |
2000 |
| Anadarko
Land Corporation |
2002 |
| Sweetwater
Entities |
2016 |
| 6.2 | EXPLORATION
BY PREVIOUS OWNERS OR OPERATORS |
Following
Mountain Fuel Supply’s first trona core well, Union Pacific Railroad cored four drillholes in the basin between 1940 and 1942,
with mineable thicknesses of trona encountered in each drillhole [Burnside and Culbertson, 1979]. Between 1944 and 1946, Westvaco drilled
an additional three exploration wells through bed 17 before sinking its shaft for mine development. Through 1956, a total of 20 wells
were drilled for trona exploration [Fahey, 1962], in addition to the Westvaco shaft.
A
cooperative study between the BLM and the U. S Geological Survey [Wiig et al., 1995] evaluated the Wyoming natural sodium carbonate deposit
in the Green River Basin. The study evaluated 540 boreholes of subsurface well information from the Rock Springs District BLM office
beginning in 1987. The exploratory wells included oil-and-gas wells with geophysical logs and cores and assay data provided by operators
holding federal sodium leases. For cores without chemical analytical data, the halite and water-insoluble material were estimated from
the detailed core descriptions.
Exploration
activities performed by individual operators either within their active mine workings or conducted from the surface were not available
or reported within the public domain for review.
| 24 |
 |
Table
6-2. History of Operators
| Operator |
Mine
Name |
Start
Date |
End
Date |
| Westvaco |
Westvaco |
1947 |
1948 |
| FMC |
Westvaco |
1948 |
03/31/2015 |
| Tronox |
Westvaco |
04/01/2015 |
08/02/2017 |
| Genesis
Alkali |
Westvaco |
08/02/2017 |
02/28/2025 |
| WE
Soda Alkali, LLC |
WE
Soda – Westvaco |
02/28/2025 |
Current
Date |
| Stauffer
Chemical Company of Wyoming |
Big
Island |
01/01/1962 |
11/30/1985 |
| Chesebrough
Ponds |
Big
Island |
1985 |
1987 |
| Rhone-Poulenc
of Wyoming LP |
Big
Island |
12/01/1987 |
02/29/1996 |
| OCI
Company |
Big
Island |
03/01/1996 |
2015 |
| Ciner
Resources Corp. |
Big
Island |
2015 |
2021 |
| Şişecam
|
Big
Island |
2021 |
Current
Date |
| General
Chemical Corp |
|
1966 |
06/30/1989 |
| Tata
|
Alchem
Mine |
07/01/1989 |
Current
Date |
| TG
Soda Ash Inc |
Granger
Mine |
01/01/1950 |
06/30/1999 |
| FMC |
Granger
Mine |
07/01/1999 |
02/28/2025 |
| WE
Soda |
Granger
Mine |
02/28/2025 |
Current
Date |
| Tenneco
Minerals Company |
Tenneco |
08/01/1979 |
05/26/1992 |
| Solvay
Chemicals, Inc. |
Solvay |
05/27/1992 |
10/31/2021 |
| American
Soda |
American
Soda |
11/01/2021 |
Current
Date |
Trona
production began in 1949 at Westvaco using conventional room-and-pillar mining methods and subsequently in 1950 for its Granger Mine.
The Big Island Mine opened in 1962 and American Soda Operations followed in 1979. The trona production sourced from the Wyoming State
Mine Inspectors’ annual reports from 1949 to 2024 is shown in Figure 6-1. Production ramped up over the decades as the new mines
commenced operations and has held steady since the mid-1990s.
| 6.4 | HISTORICAL
MINERAL RESOURCE AND MINERAL RESERVE ESTIMATES |
Historical
Mineral Resources, reported as in situ trona, are provided in Table 6-3 and historical Mineral Reserves by operator are listed in Table
6-4. Trona, sodium sesquicarbonate comprising more than 70 percent sodium carbonate, is often referred to as natural soda ash, which
is the product of refining trona.
Other
operators on the Property do not have publicly filed Mineral Resources and Mineral Reserves.
| 25 |
 |

Figure
6-1. Wyoming Trona Production [State of Wyoming, 1949–2026]. Typical conversion trona to soda
ash is at a ratio of 1.6:1.
Mineral
Resources and Mineral Reserves for two operators are reported under Regulation S-K, Subpart 1300, which has a slightly different definition
of Mineral Resources than NI 43-101. The QP concludes that for the purposes of this reporting, the CIM and Regulation S-K definitions
are similar and equivalent. According to 17 Code of Federal Regulations (CFR) § 229.1301 (2021), the following definitions are included
for reference:
An
inferred mineral resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis
of limited geological evidence and sampling. An inferred mineral resource has the lowest level of geological confidence of all mineral
resources, which prevents the application of the modifying factors in a manner useful for evaluation of economic viability. An inferred
mineral resource, therefore, may not be converted to a mineral reserve.
An
indicated mineral resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis
of adequate geological evidence and sampling. An indicated mineral resource has a lower level of confidence than the level of confidence
of a measured mineral resource and may only be converted to a probable mineral reserve. As used in this subpart, the term adequate geological
evidence means evidence that is sufficient to establish geological and grade or quality continuity with reasonable certainty.
A
measured mineral resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis
of conclusive geological evidence and sampling. As used in this subpart, the term conclusive geological evidence means evidence that
is sufficient to test and confirm geological and grade or quality continuity.
A
probable mineral reserve is the economically mineable part of an indicated and, in some cases, a measured mineral resource.
A
proven mineral reserve is the economically mineable part of a measured mineral resource. For a proven mineral reserve, the qualified
person has a high degree of confidence in the results obtained from the application of the modifying factors and in the estimates of
tonnage and grade or quality. A proven mineral reserve can only result from conversion of a measured mineral resource.
| 26 |
 |
Table
6-3. Historical Mineral Resource Estimates
Operator
-
Mine |
Trona
Beds |
Trona
Thickness
(ft) |
Average
Trona
Grade
(%) |
In
Situ Trona (MT) |
| Measured |
Indicated |
Total |
Inferred |
WE
Soda – Contiguous
Granger(a),(b),(c),(d),(e),(f),(g),(h) |
19 |
8.8 |
84.0 |
326.0 |
20.0 |
346.0 |
— |
| 20 |
9.8 |
89.0 |
175.0 |
158.0 |
333.0 |
— |
| 21 |
6.7 |
79.0 |
148.0 |
7.0 |
155.0 |
— |
| Subtotal |
8.8 |
85.1 |
649.0 |
185.0 |
834.0 |
— |
WE
Soda –
Westvaco(a),(b),(d),(f),(g),(h),(i),(j) |
15 |
8.4 |
82.0 |
415.0 |
228.0 |
643.0 |
4.0 |
| 17 |
11.5 |
90.0 |
1,131.0 |
263.0 |
1,394.0 |
— |
| Subtotal |
10.5 |
87.5 |
1,546.0 |
491.0 |
2,037.0 |
4.0 |
WE
Soda – Noncontiguous
Granger(a),(b),(d),(e),(f),(h),(k),(l) |
19 |
7.5 |
84.0 |
49.0 |
32.0 |
81.0 |
1.0 |
| 20 |
7.1 |
89.0 |
27.0 |
17.0 |
44.0 |
1.0 |
| 21 |
6.3 |
78.0 |
11.0 |
11.0 |
21.0 |
1.0 |
| Subtotal |
7.2 |
84.6 |
87.0 |
60.0 |
146.0 |
3.0 |
Şişecam
–
Big Island(m),(n),(o),(p),(q),(r),(s),(t) |
24 |
8.6 |
87.5 |
45.4 |
53.6 |
99.1 |
— |
| 25 |
7.9 |
85.5 |
29.3 |
25.0 |
54.5 |
— |
| Subtotal |
8.3 |
86.8 |
74.7 |
78.7 |
153.3 |
— |
Pacific
Soda, LLC –
Dry Creek Trona Project(u),(v),(w),(x),(y) |
1 |
— |
86.1 |
102.3 |
160.3 |
262.6 |
217.8 |
| 2 |
— |
84.5 |
69.8 |
111.4 |
181.2 |
153.0 |
| 3 |
— |
85.0 |
29.2 |
49.9 |
79.3 |
72.2 |
| 4 |
— |
83.6 |
40.0 |
59.4 |
99.4 |
73.2 |
| Subtotal |
— |
85.1 |
241.0 |
381.1 |
622.5 |
516.2 |
Sums
may not be exact because of rounding.
| (a) |
Mineral
Resources are stated Inclusive of Mineral Reserves, Effective December 31, 2021, by the previous operator, Genesis Alkali [Stantec,
2022]. |
| (b) |
No economic
cut-off has been applied to the Mineral Resource because of the long history of uninterrupted trona mining, spatial consistency of
the trona content and overall low insoluble (less than 20 percent), and halite content less than 0.5 percent. |
| (c) |
Mineral
Resources are stated for the contiguous private, state, and federal leases for primary solution mining only. |
| (d) |
A density
of 133 pounds per cubic feet (pcf) was used to convert the volume of trona to tons of trona in situ. |
| (e) |
Minimum
bed thickness cut-off of 5 ft for solution- mining beds 19, 20, and 21. |
| (f) |
Measured
Mineral Resources are within 2,640 ft from points of observation in drillholes and mine workings. |
| (g) |
Indicated
Mineral Resources lie between 2,640 ft and 5,280 ft of observation in drillholes and mine workings with an exception for bed 20.
Because bed 20 was flooded in 2006 and the areal location of dissolution and extraction cannot be determined, the Mineral Resources
are categorized as Indicated Mineral Resources. |
| (h) |
Inferred
Mineral Resources lie between 5,280 ft and 10,560 ft of observation in drillholes and mine workings. |
| (i) |
Mineral
Resources are stated for the contiguous private, state, and federal leases for dry mechanical mining using longwall mining in bed
17 and continuous mining bed 15. |
| (j) |
Minimum
bed thickness cut-off of 9 ft for bed 17 and 7 ft for bed 15. |
| (k) |
Mineral
Resources are stated for the noncontiguous private, state, and federal leases for primary solution mining. |
| (l) |
Indicated
Mineral Resources lie between 2,640 ft and 5,280 ft of observation in drillholes and mine workings. |
| (m) |
Mineral
Resources are stated exclusive of Mineral Reserves, effective December 31, 2024, by Hollberg [2025]. |
| (n) |
Point
of reference is in-place (in situ) inclusive of impurities and insoluble content. |
| (o) |
Based
on a 6-ft minimum thickness and 75 percent minimum trona grade cut-off. |
| (p) |
Measured
Mineral Resources lie within a 1,320-ft radius from drilling and 1,320 ft from known workings. |
| (q) |
Indicated
Mineral Resources lie between a 1,320-ft and 3,960-ft radius from drilling from known mine workings. |
| (r) |
Inferred
Mineral Resources lie between a 3,960-ft and 7,920-ft radius from drilling known mine workings. |
| (s) |
A soda
ash price of $165 per ton was used to determine the stated trona resources. |
| (t) |
Mineral
Resources are reported on a 100 percent ownership basis. Şişecam Wyoming is owned by Şişecam
Resources LP (51 percent) and NRP Trona LLC (49 percent). |
| (u) |
Mineral
Resources are stated Inclusive of Mineral Reserves, effective December 31, 2022, by the previous owner, Kew Soda Ltd. [Yuet et al.,
2023]. Stated values have been converted from metric to Imperial units. |
| (v) |
Measured
Mineral Resources lie within a 2.625-ft radius from drillhole locations. |
| (w) |
Indicated
Mineral Resources lie between a 2,625-ft and 5,249-ft radius from drillhole locations. |
| (x) |
Inferred
Mineral Resources lie between a 5,249-ft and 10,499-ft radius from drillhole locations. |
| (y) |
Halite
content less than 2 percent. |
| 27 |
 |
Table
6-4. Historical Mineral Reserve Estimates for the Operating Companies
Operator
–
Mine |
Trona
Beds |
Average
Trona
Grade
(%) |
ROM
Trona Ore
(MT) |
| Proven |
Probable |
Total |
WE
Soda –
Granger(a),(b),(c) |
15 |
— |
— |
90.5 |
90.5 |
| 17 |
— |
— |
234.7 |
234.7 |
| 20 |
— |
— |
35.9 |
35.9 |
| 21 |
— |
— |
25.0 |
25.0 |
| Subtotal |
— |
— |
386.1 |
386.1 |
WE
Soda –
Westvaco(a),(c),(d),(e),(f),(g) |
15 |
81.8 |
70.3 |
48.1 |
118.4 |
| 17 |
90.2 |
186.5 |
131.2 |
317.7 |
| Subtotal |
87.9 |
256.8 |
179.3 |
436.1 |
Şişecam
–
Big Island(h),(i),(j),(k),(l),(m),(n) |
24 |
85.8 |
69.7 |
75.2 |
145.0 |
| 25 |
85.3 |
39.5 |
33.3 |
72.8 |
| Subtotal |
85.6 |
109.2 |
108.5 |
217.7 |
Sums
may not be exact because of rounding.
| (a) |
Effective
date of the WE Soda – Granger and Westvaco Mineral Reserves is December 31, 2021. |
| (b) |
Solution-mined
Reserves are based on the equivalent pure trona because solutions report to the surface as dissolved trona with impurities left underground. |
| (c) |
The
soda ash price of $132 per ton was used for determining Reserves, escalated 2.5 percent per year. |
| (d) |
Dry-mined
Mineral Reserves are reported as in situ with impurities. |
| (e) |
Longwall
minimum mining height is 9 ft; maximum longwall mining height is 11.5 ft. |
| (f) |
Bore
miner minimum mining height is 9 ft. |
| (g) |
I-80
offset 400 ft, Highway 30 buffer is 100 ft, and shaft buffer is 1,500 ft. |
| (h) |
Mineral
Reserves are reported as ROM ore delivered to the processing facilities on a 100 percent ownership basis. Şişecam
Wyoming is owned by SWTRE (51 percent) and NRP (49 percent), effective December 31, 2024. |
| (i) |
The
weighted average net sales per short ton free on board (FOB) plant is $165 per ton, based on U.S. Geological Survey (USGS) pricing
and historical pricing provided by Şişecam. |
| (j) |
Processing
soda ash with a 90 percent rate of recovery, without accounting for the deca rehydration process. |
| (k) |
The
trona-to-ash ratio for the stated trona Reserves is 1.835:1.0. |
| (l) |
Şişecam
will continue to conduct only conventional mining using the room-and pillar method and a nonsubsidence mine design. |
| (m) |
In
approximately 10 years, Şişecam will make necessary modifications to the processing facilities to allow localized
mining of 75 percent ore grade in areas where the floor seam or insoluble disruptions have moved up into the mining horizon, causing
mining to be halted early because of processing facility limitations. |
| (n) |
In
approximately 20 years, Şişecam will make necessary equipment modifications to operate at a seam height of
7 ft; the current mining limit is 9 ft. |
The
previous owner and operator of WE Soda’s Granger and Westvaco Operations, Genesis Alkali Wyoming LP, stated Mineral Resources and
Mineral Reserves in a TRS prepared by Stantec [2022] with an effective date of December 31, 2021, and available under Genesis Alkali
Wyoming LP’s profile (www.sec.gov).
Big
Island Operations Mineral Resources (exclusive of Reserves) and Mineral Reserves have previously been reported for NRP through its S-K
1300 TRS [Hollberg, 2025] with an effective date of December 31, 2024, and is available under the profile of NRP (www.sec.gov).
| 28 |
 |
A
TR was filed under NI 43-101 by Kew Soda Ltd, a former owner of the Dry Creek Trona project, with an effective date of December 31, 2022
[Yu et al., 2023] and is available via the registration documents of Kew Soda Ltd. and its filings within the United Kingdom. At the
time of the reporting, Pacific Soda, a Delaware limited liability company, was owned 60 percent by Şişecam Chemicals USA
Inc. and 40 percent by Imperial Natural Resources Trona Mining Inc., which is an indirect wholly owned subsidiary of WE Soda. Kew Soda
Ltd. acts as a holding company of WE Soda and its subsidiaries.
The
historical Mineral Resource and Mineral Reserve estimates included herein are historical in nature and a QP has not completed sufficient
work to classify the historical estimate as a current Mineral Resource or Mineral Reserve. Accordingly, the QP is not treating the historical
estimate as current Mineral Resources or Mineral Reserves. The QP opines that the historical Mineral Resource and Mineral Reserve estimates
included herein are reliable and relevant in nature with the exception that the QP is unaware of sufficient engineering to support including
bed 15 as a conventional mining target for WE Soda – Westvaco.
The
Mineral Reserves for the Dry Creek Trona project as stated for the combined beds 1–4 by Yu et al. [2023] are 121.2 million metric
tonnes (133.6 Mt) of TA. The categories of Proven Mineral Reserves and Probable Mineral Reserves are not stated separately. The Mineral
Reserves are subject to the following:
| |
/ |
An
assumed plant recovery of 96 percent. |
| |
/ |
Areal
extraction within the Measured Mineral Resource and Indicated Mineral Resource boundary of approximately 49 percent. |
| |
/ |
An
average trona grade within the Measured Mineral Resource and Indicated Mineral Resource boundary of approximately 84 percent. |
| |
/ |
One
tonne of trona is equivalent to 0.70354 tonne of TA. |
| |
/ |
Soda
ash domestic and export price in 2026 assumed to be $235 per metric tonne ($259 per ton) and $247 per metric tonne ($272 per ton),
respectively. |
| 29 |
 |
| 7.0 | GEOLOGICAL
SETTING AND MINERALIZATION |
The
bedded trona deposits of the Green River Formation were precipitated from alkaline brines in an ancient lacustrine system referred to
as Lake Gosiute. During the late-Cretaceous to early-Paleogene periods, compressional tectonism associated with the Laramide Orogeny
uplifted several mountain ranges in the region. The interior space between these surrounding uplifts formed a foreland basin—an
area of subsidence reflexively driven by the adjacent uplifts. This subsiding area, known as the Green River Basin, established a catchment
for sedimentary deposition and became a closed drainage system with zero or very few outflows.
Lake
Gosiute covered most of southwest Wyoming 53.5–48.5 million YBP. Lake fluctuations in response to tectonic activity and climatic
changes resulted in a cyclic pattern of oil shale deposition, accumulation of bedded evaporites, and interbeds of marlstone and altered
tuffs. The volcanic ash, which became altered tuff, was deposited by prevailing southeasterly winds from the Absaroka and Challis volcanic
fields [Cupertino, 2023] in what is now northwest Wyoming and Idaho, respectively.
As
illustrated in Figure 7-1, the greater Green River Basin is tectonically bounded on the west by an overthrust belt and on all other sides
by Laramide uplifts, including the Wind River Range and Granite Mountains to the north; the Uinta Mountains and Axial Basin uplift to
the south; and the Rawlins uplift, Sierra Madre Range, and Park Range to the east [Roehler, 1992]. Within the area, major intrabasinal
anticlines and arches partition the greater Green River Basin into several structurally distinct subbasins: the Green River, Great Divide,
Washakie, and Sand Wash subbasins. Other notable structures include the Rock Springs uplift, the Moxa arch and associated LaBarge platform,
the Pinedale anticline, the Wamsutter arch, and the Cherokee Ridge arch [Roehler, 1992]. These features exerted strong controls on subsidence
patterns, sediment thickness, and accommodation space that contributed to the development of a thick sedimentary succession, which influenced
the spatial distribution of Lake Gosiute and the evaporite-bearing Green River Formation preserved within the Basin.
In
a regional context, the Green River Basin is the largest subbasin within the southwestern Wyoming province boundary. Stretching approximately
160 miles from north to south and 60 miles from east to west, the Green River Basin encompasses roughly 10,500 square miles of southwestern
Wyoming.
The
Green River Basin is structurally bounded by the Wyoming thrust belt to the west, the Rock Springs uplift to the east, the Wind River
Mountains to the north, and the Uinta Mountains to the south. Basin margins are marked by prominent hogbacks, escarpments, and pediment
surfaces, including Oyster Ridge and White Mountain along the west flank of the Rock Springs uplift. Elevations vary from under 6,000
ft in basin low points to nearly 9,500 ft near the surrounding uplifts. The basin features extensive exposures of Paleogene strata from
the Wasatch, Green River, and Bridger Formations, as illustrated in Figure 7-2 [Roehler, 1992].
| 30 |
 |
| Figure
7-1. |
The
Southwest Wyoming Province Boundary Illustrating the Tectonic Features Bounding Regional Subbasins During the Late-Cretaceous to Early-Paleogene
Periods. |
| 31 |
 |

Figure
7-2. Regional Map of the Distribution of Geologic Units Within and Near the Green River Basin.
| 32 |
 |

The
Green River Formation records the deposition of extensive lacustrine sediments and evaporite minerals during the early Eocene epoch within
a series of intermontane basins formed during the late stages of Laramide deformation [Smith et al., 2015]. Stratigraphically, the Green
River Formation overlies the Wasatch Formation and is overlain by the Bridger Formation, reflecting a basin-scale transition from dominantly
fluvial to lacustrine and back to fluvial depositional. The Wasatch Formation consists primarily of fluvial channel deposits, floodplain
sediments, and paleosols that were deposited contemporaneously with Green River lacustrine strata and extensively interfinger with them
along basin margins, recording sediment supply from adjacent Laramide uplifts. The overlying Bridger Formation marks the cessation of
widespread lacustrine activity following the disappearance of Lake Gosiute and reflects reduced accommodation, increased erosion of surrounding
uplifts, and the establishment of fluvial drainage systems across the basin [Smith et al., 2015].
The
Green River Formation is subdivided into three principal members that reflect changing basin hydrology and lake chemistry: (1) the Tipton
Shale Member, deposited during early lake expansion under relatively fresh to mildly saline conditions; (2) the Wilkins Peak Member,
representing the most restricted, hypersaline phase of Lake Gosiute and containing cyclic evaporites, including trona; and (3) the overlying
Laney Member, which records a return to more open-lake and mixed lacustrine-fluvial conditions as subsidence waned [Smith et al., 2015].
The
Tipton Shale Member records early lacustrine activity in the Green River Formation and is lithologically diverse, consisting primarily
of calcareous mudstone and marlstone with interbeds of fossiliferous siltstone, ostracode- and oolitic-grainstone, stromatolite, and
deltaic to shoreline sandstones, including the Farson Sandstone [Graf et al., 2015]. Organic-rich, micro-laminated, kerogen-bearing mudstones
alternate with less organic-rich laminated or massive mudstones that reflect repeated shifts in lake depth, water chemistry, and oxygenation
[Graf et al., 2015]. Carbonate mineralogy oscillates between calcite and dolomite and corresponds to changes in hydrologic openness and
stratification.
The
Wilkins Peak Member lies between the Tipton and the Laney Members and represents the most evaporative phase of Lake Gosiute [Smith et
al., 2015]. The Wilkins Peak Member is lithologically complex and consists of interbedded lacustrine carbonates, calcareous mudstones,
sandstones, and abundant evaporites, including trona and halite in basin-interior settings [Roehler, 1992]. Basin-interior strata are
typically dolomitic and evaporite-rich, whereas basin-margin facies near the Uinta uplift are more calcitic and siliciclastic, reflecting
strong lateral facies partitioning across the basin [Smith et al., 2015].
Deposition
of the Wilkins Peak Member occurred in a structurally active, hydrologically closed basin strongly influenced by ongoing Laramide uplift
[Smith et al., 2015]. The Wilkins Peak Member reaches as much as 1,350 ft in thickness in the southern basin [Wiig et al., 1995]. Temporal
and spatial changes in subsidence resulted in the migration of the depositional center across the basin. Initially, the depocenter focused
on the south and southeastern basin, recorded today by trona beds 1–14. Evaporite deposition then shifted to the northern areas
(trona beds 14–22) before returning to the southern basin, where trona beds 22–25 are centered. Although many trona beds
may occur in most locations relative to modern KSLA boundaries, understanding where the depocenter was focused during Wilkins Peak deposition
aids in understanding the distribution of the thickest beds and the highest trona grades. The evaporite depocenter’s migrating
behavior can be observed in the stratigraphic cross sections shown in Figures 7-3 and 7-4, with the depocenter most evident in the latter.
Trona beds across the basin generally exhibit a shallow southwesterly dip of 1-3°.
The
Laney Member represents the final phase of Lake Gosiute and is dominated by lacustrine mudstone and marlstone, including thick intervals
of organic-rich oil shale interbedded with siltstone, stromatolite, and volcaniclastic to deltaic sandstone [Smith et
al., 2015]. The lower facies of the Laney Member preserve repetitive successions of profundal oil shale
and marginal carbonate rocks, whereas the upper facies record increasing siliciclastic input and delta progradation [Pietras and Carroll,
2006]. The Laney Member marks the waning stages of Eocene lacustrine deposition in the Green River Formation and the eventual replacement
of Lake Gosiute by fluvial and alluvial environments [Smith et al., 2015].
| 7.4 | TRONA
BEDS OF THE WILKINS PEAK MEMBER |
The
Wilkins Peak Member of the Green River Formation has been documented to contain 42 distinct trona beds. Of these, 25 are shown to possess
an average thickness of at least 3.3 ft and have at least 100 square miles of contiguous extent. These 25 trona beds are conventionally
numbered in ascending order, coinciding with their age and order of deposition, as shown in Figure 7-5.
Of
these 25 trona beds, 13 are considered targets for mechanical and/or solution mining. These beds, in ascending order, include trona beds
1, 2, 3, 4, 12, 14, 15, 17, 19, 20, 21, 24, and 25. Descriptions of these target beds are provided in Table 7-1.
| 33 |
 |

| Figure 7-3. |
South-North Cross Section
Illustrating the Lithostratigraphic Organization of Evaporite Beds Within the Wilkins Peak Member of the Green River Formation, Wyoming
(After Leigh [1998]). |
| 34 |
 |

| Figure
7-4. |
Northwest-Southeast Cross
Section Illustrates the Lithostratigraphic Organization of Evaporite Beds Within the Wilkins Peak Member of the Green River Formation,
Wyoming (After Leigh [1998]). |
| 35 |
 |

| Figure 7-5. |
Evaporite Succession
of the Wilkins Peak Member of the Green River Formation, Wyoming (After Leigh [1998]). |
| 36 |
 |
Table
7-1. Target Beds of the Wilkins Peak Member
Trona
Bed |
Generalized
Depth(a) |
Extent
of Bed Having >6 ft Thickness
(sq. miles) |
Maximum
Known
Thickness (ft) |
Comments |
From
(ft) |
To
(ft) |
| 25 |
420 |
1368 |
87 |
23 |
Mechanically
mined. |
| 24 |
600 |
1285 |
52 |
19 |
Mechanically
mined. |
| 21 |
1070 |
1765 |
20 |
12 |
Solution
mined in tandem with bed 20. |
| 20 |
1,193 |
1,646 |
66 |
23 |
Mechanically
mined 1976–2001. Mine workings are now flooded to facilitate solution mining. |
| 19 |
1,257 |
1,711 |
63 |
22 |
Not
currently mined. Targeted for future solution-mining operations. |
| 17 |
771 |
2,487 |
438 |
16 |
Continuously
mined (mechanically) since 1947. Some flooded workings conduct solution mining. |
| 15 |
964 |
2,530 |
385 |
17 |
Not
currently mined. Targeted for future mechanical and solution-mining operations. |
| 14 |
991 |
2,172 |
598 |
27 |
Not
currently mined. Targeted for future solution-mining operations. |
| 12 |
1,032 |
2,208 |
531 |
16 |
Not
currently mined. Targeted for future solution-mining operations. |
| 4 |
1,258 |
2,296 |
213 |
13 |
Not
currently mined. Targeted for future solution-mining operations. |
| 3 |
1,322 |
2,310 |
86 |
12 |
Not
currently mined. Targeted for future solution-mining operations. |
| 2 |
1,207 |
2,331 |
287 |
28 |
Not
currently mined. Targeted for future solution-mining operations. |
| 1 |
1,235 |
2,355 |
225 |
36 |
Not
currently mined. Targeted for future solution-mining operations. |
| (a) Wiig et al. [1995] includes trona by weight percent of samples with <2% halite. |
| 37 |
 |
Trona
(Na3 (CO3) (HCO3) 2H2O) is an evaporite mineral that precipitates in nonmarine, lacustrine,
and highly saline environments. The Green River Basin of southwestern Wyoming hosts the world’s largest known occurrence of trona
[Leigh, 1998]. In what is regarded as the official deposit model for trona, Orris and Bliss [1991] describe the characteristics for sodium
carbonate in bedded lacustrine evaporites. The authors explicitly name the Wilkins Peak Member of the Green River Formation as hosting
considerable trona resources in the forms of bedded trona and shortite (Na2Ca2(CO3)3)
mineralization disseminated primarily in adjacent interbeds of marlstone and oil shale. The 25 thickest trona beds in the Wilkins Peak
Member are estimated to contain 82 billion short tons of trona and an additional 53 billion short tons of mixed trona and halite.
During
the middle Eocene epoch (53.5–48.5 million YPB), intermittent volcanic activity contributed abundant ash to the depositional environment
of ancestral Lake Gosiute. After being aerially deposited into the large alkaline lake, the ash was altered and contributed dissolved
ions to the local sediments and lake waters. Major ions in solution likely included calcium (Ca), Magnesium (Mg), sodium (Na), bicarbonate
(HCO3), sulfate (SO4), and chloride (Cl-). In addition to climatic chemical processes—the most
notable being evaporation—biogenic processes strongly influenced the solution chemistry and composition of the lake waters from
which trona minerals precipitated. The trona deposit model requires local association with soluble, alkalic rocks or detrital material
before mineral precipitation.
Typical
gangue materials include oil shale, shale, and marlstone. A conventionally mined trona bed commonly exhibits greater than 85 percent
trona grade. Dissolution surfaces and structures are common at and near contact with marlstone or shale interbeds.
As
a holder of a royalty interest, SWTRE have not conducted any exploration activities at the Property.
| 39 |
 |
SWTRE
have not conducted any drilling on the Property.
Historical
drilling data were obtained from SWTRE in the form of an Excel spreadsheet-formatted database. The database comprised 984 individual
drillholes and separated tabs for the collar coordinates, trona bed intervals, assay data, and orientation data. The drillhole collars
information provided identifiers labeling the drillhole I.D., Easting, Northing, Elevation, and Total Depth (TD). The trona bed intervals
were identified with a “from” and “to” depth and a total thickness. Information was only provided for the numbered
trona beds. Interburden data along with overlying strata were not included. Assay data were provided for 860 drillholes comprising 4,136
intervals, including percent trona and 3,133 intervals containing percent NaCl. The orientation data assumed that each drillhole was
completely vertical without any deviation. If available, additional drillhole files in the form of geophysical logs, lithologic logs,
core photographs, and drillhole completion records were provided by SWTRE. All original source drilling information provided by SWTRE
is available in the public domain through the WYOGCC.
Although
robust, a collection of 860 drillholes would likely represent only a fraction of the total count because many more holes have been drilled
and are not publicly available. Because of the extensive drilling history across the applicable lease holdings and the wide range of
objectives and methods, thoroughly summarizing the standard equipment used or the procedures followed is not feasible. The drilling method
used ultimately depends on the program’s specific objectives and the type of data needed to accomplish those objectives. Generalizations
can be made, however, based on the collection of publicly available drill data previously mentioned. Exploratory holes for trona in the
Green River Basin are typically drilled to depths ranging from 800 to approximately 2,200 ft because this interval hosts the trona beds
targeted for production.
Each
of the trona operators of the Property in the Green River Basin has conducted extensive drilling, along with several completed wells
by other entities, which was primarily for oil-and-gas exploration. Following the discovery of deep-bedded trona by Mountain Fuel Supply
Company while drilling for oil in 1938, an increasing number of wells were completed with the explicit purpose of delineating the vast
deposit of trona. These exploratory wells follow most standard core-drilling procedures and protocols with some key exceptions. The drilling
method most often used for trona exploration employs diamond-core drilling (i.e., the cylindrical bit face is impregnated with industrial
diamonds in a synthetic matrix). As the drill string penetrates into the earth, a cylinder of rock protrudes up into the core barrel,
where it can then be recovered and brought to the surface. Geological, chemical, and/or geotechnical parameters of the rock core sample
can then be analyzed. One notable difference when drilling to recover an evaporite sample (such as trona) is the need to use a drilling
fluid saturated with sodium carbonate or an additive similarly derived from trona. Because evaporite minerals are soluble in most nonsaline
liquids, using a water-based drilling fluid would quickly dissolve the trona core sample.
If
a trona operator seeks to install an injection well for solution mining of trona, the methods employed would be mostly different than
for an exploratory well. The program would initially use rotary drilling methods (i.e., the bit pulverizes the earth via the rotation
of carbide buttons on the bit face). Rather than core recovery for examination, higher penetration rate and drilling efficiency are the
goal. Upon nearing the targeted trona bed, rotary drilling may switch to core drilling, which allows for greater precision downhole (i.e.,
host formation and lithology) and more informed decision making. After drilling through the overburden layers, the targeted trona bed,
and into the underlying strata, the borehole is cased with pipe, and the casing is cemented to the formation downhole. After the hole
is sealed and the cement has cured, a smaller diameter bit is deployed down the hole to drill through the cement plug. Following this
point, the operation is largely nondrilling related. The publicly available drilling is mapped in Figure 10-1 and shows completed drillholes
that were used for defining the extents of the KSLA.
| 40 |
 |

Figure
10-1. Publicly Available Historical Drillholes.
| 11.0 |
SAMPLE PREPARATION, ANALYSES, AND SECURITY |
As
set out in Item 3.0 of this TR, the QP has relied on Section 9.2(2) of NI 43-101 to omit information required by NI 43-101F1 relating
to sample, preparation, analyses and security, to which the QP and URC do not have access.
| 41 |
 |
As
a royalty holder, SWTRE do not have access to various forms of supporting technical, drilling, and assay data held by individual trona
operators.
| 42 |
 |
| 13.0 |
MINERAL PROCESSING AND METALLURGICAL TESTING |
As
a royalty holder, SWTRE do not have access to supporting technical mineral processing and metallurgical testing data for converting solution-mined
brines and dry trona to soda ash products.
| 43 |
 |
| 14.0 |
MINERAL RESOURCE ESTIMATES |
As
a royalty holder, SWTRE do not have access to supporting technical information necessary to complete the data verification to estimate
Mineral Resources.
| 44 |
 |
| 15.0 |
MINERAL RESERVE ESTIMATE |
This
TR does not include an estimate of Mineral Reserves.
| 45 |
 |
The
Green River Basin has thick and laterally continuous trona beds that are suited for large-scale underground mining operations using a
combination of room-and-pillar mining, longwall mining, and solution-mining techniques. Conventional underground mining methods dominate
production within the Green River Basin, although solution mining has been increasingly adopted to recover additional trona resources
and extend the life of the operations. The mines currently recover trona from beds 17, 20, 21, 24, and 25. A summary of the mining methods
employed by each operator is provided in Table 16-1.
Table
16-1. Dry Mining Methods and Equipment
| Operator |
Primary
Mining
Method |
Primary
Mining
Equipment |
Secondary
Mining
Equipment |
| WE
Soda – Westvaco |
Longwall |
Longwall
Shearer, AFC, Hydraulic Support |
BM,
Shuttle Car |
| WE
Soda – Granger |
Solution |
N/A |
N/A |
| Şişecam |
Room-and-
Pillar |
CM,
Shuttle Car |
N/A |
| American
Soda |
Longwall |
Longwall
Shearer, AFC, Hydraulic Support |
BM,
Shuttle Car, FCT |
| Tata |
Room-and-Pillar |
BM,
FCT |
CM,
Shuttle Car |
|
CM = continuous miner
AFC = Armored Face Conveyor
FCT = Flexible Conveyor Train
Longwall
mining is employed at the Westvaco Mine and the American Soda Operations. Longwall mining involves extracting large panels of trona using
a mechanized shearer operating along a longwall face, ranging from 650 to 750 ft in width and up to nearly 10,000 ft in length. The shearer
advances through the developed longwall panels by cutting a uniform slice (approximately 36–42 inches in depth) of trona as it
travels back and forth along the face. Hydraulic roof supports advance with the shearer as the trona is removed, which allows the roof
to collapse in a controlled manner behind the supports, as illustrated in Figure 16-1.
Trona
mined by the longwall shearer is conveyed along the longwall face by an AFC installed beneath the hydraulic shields. The AFC serves as
the primary conveying system for the mined material and a guide track that maintains the shearer’s alignment and stability during
cutting operations. As the shearer advances along the longwall face, the cut trona is continuously loaded onto the AFC and transported
toward the headgate, where the longwall panel intersects with a perpendicular mine entry (gate road).
| 46 |
 |

Figure
16-1. Conceptual Longwall Mining (A) Oblique View, (B) Close-Up of Shearer, (C) Profile
View [Chambers and Boltz, 2023].
At
the headgate, the trona is transferred to the conveyor belt through a stage loader. The stage loader feeds the material onto a conveyor
belt located within the adjacent entry, positioned out by the headgate. The trona is then transported via a series of underground belt
conveyors extending several miles through the existing underground mine workings to the shaft for hoisting to the surface for processing.
The
Westvaco and American Soda underground mines operate multiple BM development sections responsible for constructing the underground network
of main entries, gate roads, recovery, and setup rooms required to support longwall production panels. The BM extracts trona using a
rotating cutting head assembly while roof support, in the form of roof bolts, is installed to stabilize the newly exposed ground.
The
trona cut by the BM is loaded directly onto a shuttle car or FCT, which transports the material to the development section feeder breaker
to transfer onto the mine-wide conveyor belt system for conveyance through the underground mine to the shaft skip loading station, where
it is hoisted to the surface for processing.
The
longwall method results in approximately 97 percent to 99 percent recovery in the panels, and recovery in the mains and gate roads varies
from 25 percent to 50 percent for an overall areal recovery ranging from 55 percent to 70 percent, depending on the panel dimensions
and geology of the trona bed.
| 47 |
 |
| 16.3 | ROOM-AND-PILLAR
MINING |
Room-and-pillar
mining is the most widely used mining method in the Green River Basin and is employed by Şişecam and Tata. In this method,
trona is extracted in a series of parallel entries, leaving pillars of trona in place to support the roof. The extraction ratio depends
on the length of time the openings are required to be maintained and the subsidence profile. The mining layout typically consists of
a grid of rooms separated by pillars to maintain ground stability. The openings (referred to as rooms) allow access for mining equipment,
act as roadways, and provide utility distribution and ventilation airflow.
A
typical room-and-pillar production section consists of a CM/BM, one or two roof bolting machines, two to three shuttle cars (or alternatively
an FCT for haulage), and a feeder for the conveyor belt, as shown in Figure 16-2. The mining cycle begins when the CM/BM advances into
the trona to create a cut (typically 14 to 30 ft wide). The mining height corresponds to the thickness of the trona bed (or the maximum
height of the mining equipment) plus a small amount of underlying floor material that may be extracted during mining, which is referred
to as out-of-seam dilution.

Figure
16-2. Typical Room-and-Pillar Mine [Arch Coal, Inc., 2010].
As
the CM/BM cuts the trona, the broken material is loaded directly into a shuttle car or haulage unit. When filled, the shuttle car transports
the material to a feeder breaker to meter the ROM trona onto the conveyor belt for transport out of the mine. The empty shuttle car then
returns to the mining unit at the face while additional shuttle cars operate sequentially to maintain continuous production. This cycle
continues until the trona within the cut has been completely extracted, after which the CM/BM withdraws and moves to the next mining
location.
After
the cut is complete, the exposed roof is stabilized with roof bolts. A roof bolting machine enters the mined area, drills holes into
the roof strata, and installs roof bolts to provide ground support.
Room-and-pillar
mining may be conducted using either advance or retreat methods. In advance mining, entries are developed, and pillars are left intact
to support the roof; this approach is used by Şişecam. In retreat mining, when development advances to the limits of the
planned mining area, mining proceeds in the reverse direction, and portions of the pillars are systematically recovered. Retreat mining
includes partial pillar extraction and allows controlled roof collapse within the mined area, which can result in surface subsidence.
Tata employs a partial pillar recovery retreat mining system as its production method in the panels. All operators leave the pillars
in place in the development of the mains.
The
room-and-pillar mining method has an approximate mining recovery of 35 percent to 65 percent in the mains and panels, respectively.
| 48 |
 |
Solution
mining has become an increasingly important method for recovering trona resources in the Green River Basin for beds that cannot be economically
extracted by conventional underground mining techniques. Solution mining of trona is separated into two types: passive (or secondary),
and primary. The passive approach is used in operations such as the Granger facility operated by WE Soda and at Westvaco in areas that
were previously mined using room-and-pillar methods.
In
passive solution mining, wells are drilled into the trona deposit, and processing brines (or tailings solutions) are injected into previously
mined underground voids. Over time, the injected brines dissolve the remaining trona pillars that were left behind during earlier mechanical
mining operations. The resulting bearing brine is then pumped to the surface and processed through evaporation and crystallization facilities
to produce soda ash. This method avoids the need for extensive underground mining infrastructure and enables recovery of trona from deposits
that are thinner, deeper, or otherwise less suitable for conventional mining methods.
Primary
solution mining involves drilling and developing caverns within the bedded trona layers. Heated brine is injected into the horizontal
cavern to dissolve the trona minerals, which are then recovered to the surface where the trona-saturated brine is sent for processing.
Over time, the cavern grows laterally and is then mined upward through the trona layers, as illustrated in Figure 16-3.
| 16.5 | MINE
EQUIPMENT AND PERSONNEL |
Underground
trona mining operations use a range of specialized equipment designed to support continuous production in relatively soft evaporite deposits.
Equipment commonly used in the Green River Basin includes longwall systems, CMs, BMs, shuttle cars, FCTs, roof bolting machines, and
auxiliary ventilation fans of various makes and models. Operations such as Westvaco and American Soda operate a single longwall production
panel supported by several development sections, whereas Şişecam and Tata primarily employ multiple BM or CM production
sections to carry out their mining activities.
Personnel
requirements vary depending on the mining method and production scale. Underground mining operations typically require hourly and salaried
personnel, including operators, maintenance staff, engineering personnel, and administrative support. The Green River Basin trona mines
are staffed with a workforce primarily from the surrounding southwestern Wyoming area. Table 16-2 provides end-of-year employment for
the mines from 2021 to 2024 sourced from MSHA [2026]. Mine employment data for 2025 was sourced from the Wyoming State Mine Inspector’s
Annual Report [State of Wyoming, 1949–2026]. Employment has been consistent from 2022 to 2024, with a slump in 2021 that was mostly
caused by the COVID-19 pandemic.
| 49 |
 |

Figure
16-3. Typical Solution-Mined Cavern Layout [Yu et al., 2023].
Table
16-2. Trona Operator Employee Count
| Operator |
2021 |
2022 |
2023 |
2024 |
2025 |
| WE
Soda – Westvaco |
849 |
931 |
945 |
893 |
815 |
| Şişecam |
447 |
450 |
453 |
463 |
449 |
| American
Soda |
432 |
440 |
463 |
453 |
479 |
| Tata |
523 |
543 |
548 |
555 |
553 |
| Total |
2,251 |
2,364 |
2,409 |
2,364 |
2,296 |
Historical
trona production for 2016 to 2025, as reported by the operators in the annual reporting to the State of Wyoming State Mine Inspector’s
Office [State of Wyoming,1949–2026], converted to soda ash equivalent is shown in Figure 16-4. Production has been relatively consistent
over the last 9 years and ranged between 10.2 and 12.3 Mt. The lower production amount is largely attributed to the 2020 COVID-19 pandemic.
| 50 |
 |

Figure
16-4. Trona Production From 2016 to 2025.
Based
on the public disclosure of the operator companies, the following expansion projects are planned:
| |
/ |
WE Soda Westvaco expansion
initiative – The Westvaco operation targets an additional 1.1–1.7 Mtpa production in the near term by both the
optimization of the existing facilities and the staged expansion using solution mining [WE Soda, 2025]. |
| |
|
|
| |
/ |
WE Soda Granger – Granger operates as a passive solution
mine. In December 2023, capacity was expanded by approximately 680 ktpa as part of a broader target of increasing production to approximately
1,350 ktpa [WE Soda, 2022]. |
| |
|
|
| |
/ |
American Soda expansion – American Soda completed an
approximately 600-ktpa production capacity expansion in the third quarter of 2025 [Solvay, 2024]. American Soda is also developing a
solution-mining expansion project as noted in the cumulative effects analysis by the BLM [2024a] in the draft environmental impact statement
for the Dry Creek Trona Mine project. |
| |
|
|
| |
/ |
Tata expansion – Tata is currently permitting a 400-ktpa
production expansion and expects to increase capacity in two 200-ktpa phases beginning in 2029 [WYDEQ, 2025]. |
| |
|
|
| |
/ |
Dry Creek Trona Greenfield project – Pacific Soda’s
Dry Creek Trona project is a 6.0-Mtpa Greenfield solution-mining project fully owned by Şişecam since Şişecam
acquired WE Soda’s 40 percent stake in the project in December 2024. Construction is anticipated to commence in 2026 with commercial
production targeted in 2030 [WE Soda, 2026]. |
| |
|
|
| |
/ |
West Soda Greenfield – WE Soda’s Project West is
a 3.3-Mtpa Greenfield solution-mining project wholly owned by WE Soda. WE Soda is amending Westvaco’s permit to incorporate feed
from the West Soda solution-mining area, with additional production expected in 2027. The stand-alone, 3.3-Mtpa Greenfield project is
expected to begin production in 2032 [BLM, 2024b]. |
| 51 |
 |
The
operators convert trona ore, sodium sesquicarbonate dihydrate Na2CO3·NaHCO3·2H2O,
into soda ash or anhydrous sodium carbonate (Na2CO3), and sodium bicarbonate (NaHCO3) using standard
unit processes common to the soda ash industry—the Sesquicarbonate (Sesqui) or Monohydrate (Mono) process. Solution mining of trona
results in soda ash processed by Evaporation Lime Decahydrate Crystallization Monohydrate (ELDM) crystallization.
In
the Sesqui process, the trona ROM material is dissolved first, which separates the insoluble materials, and then is filtered and dried.
Converting bicarbonate takes place by calcining the purified crystals. Calcining drives off the water and carbon dioxide. Shown chemically,
the simplified Sesqui process is shown as:
| |
/ |
Na2CO3 (aq) + NaHCO3 (aq) +
2H2O(l) => Na2CO3 · NaHCO3 · 2H2O(s) |
| |
/ |
Sodium sesquicarbonate is precipitated in vacuum crystallizers. |
| |
/ |
Light grades of soda ash can be calcined to refine to dense
soda ash. |
In
the Mono process, the dry trona ROM material is calcined first and then dissolved for clarification followed by crystallization. The
simplified Mono process is shown as:
| |
/ |
2Na2CO3 · NaHCO3 ·
2H2O + HEAT => 3Na2CO3 + CO2 + 5H2O |
| |
/ |
Na2CO3 + H2O => Na2CO3
· H2O |
| |
/ |
Sodium carbonate monohydrate produced through crystallization. |
| |
/ |
Dense grades of soda ash product. |
The
typical process flow steps are shown in Figure 17-1.
The
WE Soda Mono and Sesqui plants at Westvaco convert dry-mined trona into soda ash. Crushing, dissolution in water, filtration, and crystallization
techniques are used to produce the soda ash products. In the Mono process, shown in Figure 17-2, the ore is calcined with heat before
dissolution, which converts the trona to soda ash by removing water and carbon dioxide. A final drying step using steam produces a dense
soda ash product from the Mono process. In the Sesqui plant, the calcination is performed at the end of the process, producing light-density
soda ash for end-use applications desiring increased absorptivity. The Sesqui process can also produce refined sodium sesquicarbonate.
Solution-mined
trona is converted into dense soda ash at WE Soda’s ELDM operation at the Westvaco site and Granger facility. The steps to produce
soda ash are similar to the dry-mined processes, except the crushing and dissolving steps take place when the trona is already in a water
solution as it leaves the mine.
Secondary
recovery of soda ash occurs from collecting and processing sodium carbonate decahydrate crystals that form in the tailings ponds. The
decahydrate crystals are redissolved and processed through the monohydrate crystallizers.
| 52 |
 |

Figure
17-1. Typical Process Flow [Garrett, 1992].

Figure 17-2. WE
Soda Monohydrate Process Flow [Reichl, 2023].
If
the conversion of trona to soda ash is 100 percent efficient, the ratio of the trona to soda ash, 2Na2CO3 / 3Na2CO3,
can be described by the molecular weight ratio of 2(226.03)/3(105.98) or 1.4218 tons of trona for every 1 ton of soda ash. The typical
ratio conversion of trona to soda ash ranges from 1.5 to 1.8, which indicates an efficiency range of 79 percent to 92 percent.
| 53 |
 |
| 18.0 |
PROJECT INFRASTRUCTURE |
All
plant facilities are accessible by spur rails, which connect to a nearby east-west main rail controlled by Union Pacific. A contract
rail yard is available along La Barge Road (Highway 372) to allow for the assembly of unit trains.
Natural
gas is used to produce process steam for soda ash production and at facilities with on-site power generation. During winter, natural
gas is used by mines for heating the mine air intake. Figure 18-1 shows the available regional infrastructure.
With
the exception of the American Soda plant, all operations have on-site power generation. American Soda’s power is purchased from
Pacific Corp. (Rocky Mountain Power).
| |
/ |
WE Soda: Power for the Westvaco and Granger operations is produced
from two natural gas plants with a combined output of 41.5 megawatts, with additional power purchased from a 65-megawatt plant owned
by Rocky Mountain Power. |
| |
/ |
Şişecam: Power for the Big Island operation is
produced from a 25-megawatt natural gas plant. |
| |
/ |
Tata: Power for the Tata operation is produced from a 30-megawatt
natural gas plant. |
The
operators use fresh surface water for power generation and solution mining. Water is provided by water rights accessed by pumping from
the Green River, as described in Table 18-1. Water consumption is estimated based on the process to produce soda ash from mechanical
mining, using 200 gallons per ton of soda ash, and the water requirement of the on-site power plant is 250 gallons per ton of soda ash.
The
operating mines all have tailings management systems in place for surface and underground disposal, with the exception of Tata, which
does not have tailings disposal underground.
To
provide potable water to the mines, noncommunity public water systems are operated at the mine sites. Water withdrawn from the Green
River is conveyed to the water treatment plant where it is treated and distributed throughout the facility.
| 54 |
 |

Figure
18-1. Regional Infrastructure.
Table
18-1. Water Rights by Operator [Purcell, 2000]
| Entity |
Water
Rights |
Priority
|
Notes |
| WE
Soda – Granger |
22808
– 5.0 cfs
7032 Enl. – 2.5 cfs |
7/7/1996
7/1/1992 |
Water
is supplied by an 8-mile pipeline from the Green River. |
| WE
Soda – Westvaco |
20077
– 17.0 cfs |
8/27/1946 |
Project
West plans to use these rights for the Greenfields project. |
| Tata
- Alchem |
22748
– 6.5 cfs |
12/27/1963 |
Water
is diverted from the Green River and delivered to the plant via a 7-mile pipeline. |
| Şişecam
– Big Island Mine |
22075
– 8.72cfs |
2/1/1960 |
Water
for the plant is pumped from the Green River through two 18-inch steel pipelines, which are both approximately 7,000 ft long. Pacific
Soda plans to use these rights for the Dry Creek Trona Greenfields project. |
| American
Soda |
26126
– 5.0 cfs |
12/4/1978 |
Water
is diverted from the Green River and delivered to the plant via a 15-mile pipeline with a 1-million-gallon surge pond. |
cfs – cubic feet per second
Sewage
is treated on site for the facilities.
Şişecam,
Tata, and WE Soda – Granger use an on-site landfill for solid-waste disposal. The landfills are only used by the operations and
are filled with general plant waste (e.g., paper, cans, plastics, and food waste).
| 55 |
 |
| 19.0 |
MARKET STUDIES
AND CONTRACTS |
| 19.1 |
GLOBAL AND
UNITED STATES SODA ASH PRODUCTION |
Soda
ash is a widely used industrial chemical with applications in glass manufacturing, including high-purity solar panels, chemicals production,
detergents, and metallurgical processes. Emerging markets for soda ash include sodium-ion batteries and using soda ash to convert lithium-to-lithium
carbonate. Global soda ash production was approximately 77 million short tons in 2025, with producers distributed as shown in Table 19-1
[USGS, 2026]. Production is derived from two main sources: natural soda ash from trona ore deposits and synthetic soda ash produced by
the Solvay or Hou processes. Natural soda ash production offers significant cost advantages because of lower energy consumption and reduced
processing requirements.
Table
19-1. Soda Ash Production by Country and
Production Type in 2025 [USGS, 2026]
| Country |
2025
Production
(MT) |
| Natural
Production From Trona |
| United
States |
12.0 |
| Turkey |
6.0 |
| Botswana |
0.3 |
| Kenya |
0.3 |
| Synthetic |
| China |
38.0 |
| Other |
14.0 |
The
United States is one of the world’s largest producers of natural soda ash because of extensive trona deposits located in the Green
River Basin in southwestern Wyoming. These deposits represent the largest known natural trona resource globally and support several large-scale
mining and processing operations. Total United States soda ash production has averaged approximately 11–12 Mt per year over the
past few years [USGS, 2026]. Because production significantly exceeds domestic demand, the United States is a major exporter of soda
ash to global markets.
Demand
for soda ash is driven primarily by the glass manufacturing sector, which accounts for approximately 45 percent of total soda ash consumption
[USGS, 2026]. Soda ash serves as a flux in glass production, lowering the melting temperature of silica and improving manufacturing efficiency.
Other significant end uses include chemical production (approximately 20–25 percent), detergents and soaps, metallurgy, pulp and
paper processing, and water treatment. Demand growth in recent years has been supported by increased global construction activity, expanding
container glass production, and rapid growth in flat glass demand associated with solar photovoltaic panels and energy-efficient buildings
[International Energy Agency, 2025].
| 56 |
 |
| 19.3 |
UNITED STATES
SODA ASH CONSUMPTION AND TRADE |
Domestic
soda ash consumption in the United States is estimated at approximately 4–5 Mt per year, with the glass industry accounting for
the largest share of demand [USGS, 2025]. Because domestic production significantly exceeds domestic consumption, the United States exports
a substantial share of its soda ash. Approximately 55 percent to 60 percent of soda ash produced in the United States is exported primarily
to markets in Asia, Latin America, and the Middle East [USGS, 2025]. Producers in the United States benefit from a competitive transportation
infrastructure that connects Wyoming mining operations to export terminals on the West Coast and Gulf Coast via rail networks. This infrastructure
enables United States producers to competitively supply international markets, even with inland production facilities.
| 19.4 |
SODA ASH PRICES
AND MARKET TRENDS |
Soda
ash prices vary depending on product grade, contract structure, and delivery location. According to data published by the USGS, the average
realized selling price for United States soda ash has been approximately $140 per ton on a free-on-board (FOB) mine basis in 2025 [USGS,
2026]. Prices increased significantly during 2022 and 2023 because of strong demand growth, supply chain disruptions, and elevated energy
costs affecting synthetic soda ash production in Europe and China. Figure 19-1 shows historical pricing from 2016 to 2025. Following
this period of tight supply, prices moderated somewhat in 2024–2025 as production increased and demand growth stabilized. Historically,
soda ash prices have shown moderate cyclicality but have generally remained stable compared with many other industrial commodities, largely
because of a broad, diversified demand base.

Figure
19-1. Soda Ash Average Free-on-Board Mine/Plant Sales Price as per the U.S. Geological Survey [2026].
| 57 |
 |

The
long-term outlook for the soda ash market is considered positive. Global soda ash demand is projected to grow at approximately 2 percent
to 3 percent per year, driven primarily by expanding glass production and increasing demand for solar photovoltaic glass [International
Energy Agency, 2025]. Industry forecasts suggest that the global soda ash market could reach 75 Mt by 2030. The United States is expected
to remain a major global supplier because of the cost advantage associated with natural trona deposits in the Green River Basin and the
large scale of existing mining operations. However, expanding solution-mined soda ash production in Turkey and capacity additions in
China are influencing market dynamics and pricing trends. The soda ash market is experiencing difficulty in absorbing an approximately
10 percent increase in global supply from the synthetic manufacturing increase by China. Another Chinese project is expected to add 5
percent to the market base over the next 5 years [NRP, 2026]. Two Greenfield projects by Wyoming operators are expected to bring a 10
to 12 percent increase in production, which could further impact the global market sales price. Even with these developments, the relatively
low cost of natural soda ash production in the United States is expected to support continued competitiveness in global markets.
As
a royalty holder, SWTRE do not maintain contracts for the sale or offtake of soda ash.
| 19.7 |
QUALIFIED
PERSONS STATEMENT |
Most
of the soda ash produced from the Property is sold under confidential contracts. The QP has reviewed market pricing that is considered
accurate, based on their experience, the nature of trona and soda ash, and confidential production statements provided by SWTRE. In some
instances, royalty agreements include specific language for pricing on arm’s length transactions.
| 58 |
 |
| 20.0 |
ENVIRONMENTAL
STUDIES, PERMITTING, AND SOCIAL OR COMMUNITY IMPACT |
This
section summarizes the environmental, permitting, and social considerations for the operating trona mines based on a high-level environmental
assessment completed in March 2026 and is based on information available to the QP, including publicly available information.
| 20.1 |
REGULATORY FRAMEWORK
AND PERMITTING REQUIREMENTS |
The
Property is subject to a combination of federal and state environmental regulations, including the following:
| |
» |
NEPA |
| |
» |
Clean
Air Act (including Title V permitting) |
| |
» |
Clean
Water Act, including Section 404 (Waters of the United States [WOTUS] permitting) |
| |
» |
Safe
Drinking Water Act |
| |
» |
Resource
Conservation and Recovery Act |
| |
» |
Comprehensive
Environmental Response, Compensation, and Liability Act |
| |
» |
Migratory
Bird Treaty Act |
| |
» |
Endangered
Species Act |
| |
/ |
State
of Wyoming Requirements: |
| |
» |
WYDEQ
Land Quality permits |
| |
» |
Wyoming
Air Quality Standards and Regulations |
| |
» |
Wyoming
Pollutant Discharge Elimination System (WPDES) |
| |
» |
Wyoming
Industrial Siting Division (ISD) permitting. |
Key
permits and approvals applicable to the Property include the following:
| |
/ |
WYDEQ
Land Quality mining and reclamation permits |
| |
/ |
Title
V Air Quality permits |
| |
/ |
Section
404 (WOTUS) permits from the U.S. Army Corps of Engineers |
| |
/ |
Underground
Injection Control (UIC) permits (Class III and Class V for solution mining and wastewater injection) |
| |
/ |
ISD
permits for major developments |
| |
/ |
Stormwater
and discharge permits (WPDES) |
| |
/ |
Safe
Drinking Water Act permits (where applicable). |
Existing
trona operations associated with the Property have maintained the required regulatory approvals, including WYDEQ Land Quality permits,
Title V air permits, and UIC permits. Section 404 permits under the Clean Water Act have also been secured where operations affect the
WOTUS.
| 59 |
 |
A
list of major permits issued to the operating companies is provided in Table 20-1. When surface disturbance is necessary, the NEPA process
is required for BLM ownership surface. The Greenfield projects are currently undergoing the permitting process.
Table
20-1. Major Permits by Mine
| Primary
Permit |
Issuer |
Westvaco |
Granger |
Big
Island |
Tata |
American
Soda |
| Air
Permit Title V |
WYDEQ |
WY000000
5603700049 |
WY000000
5603700010 |
WY000000
5603700001 |
WY000000
5603700002 |
WY000000
5603700005 |
| General
Permit 5B1-98-1 UIC Injection Wells |
WYDEQ |
|
|
WYS037-043 |
WYS000019 |
|
| Mining
Permit |
WYDEQ |
PT0335 |
PT0454 |
PT0257 |
PT0464 |
PT0495 |
| Water
Quality |
WYDEQ |
WYR001340 |
WYR001339 |
WYR320025 |
WYS000019 |
|
| Water
Rights |
WY
State Engineer |
20077 |
22808 |
22075 |
22748 |
26126 |
| BOND
(millions) |
|
$61 |
$39 |
$50 |
$43 |
$44 |
The
mines are nontransient, noncommunity public water suppliers under the Safe Drinking Water Act. The mine operators provide treated water
to employees for bathing, washing, and consumption. The program requires a certified operator to oversee the operation of the treatment
system and distribution lines. As part of the program, the results of drinking water systems to employees and the state are reported
on a regular basis.
Most
trona operations have general stormwater permits and not individual discharge permits. To manage the water that is impacted by disturbed
areas, operations maintain a closed-loop system (zero-discharge) by reusing/recycling water or reinjecting it back into the mine workings
and therefore do not have individual WPDES permits.
All
sites manage migratory birds that land on open water in the tailings ponds, which is necessary because of the potential impact from sodium
decahydrate. Federal and state permits allow for recovering, transporting, and washing waterfowl.
Certain
operations have experienced compliance challenges, particularly in relation to air permitting and discharge requirements. Future permitting
activities may trigger NEPA reviews, which could require additional studies addressing cultural resources, endangered species, and potential
impacts to community stakeholders.
Based
on the review for this TR, the permitting risk for the Property is considered low to moderate; however, this risk profile could increase
in response to regulatory changes or expansion of project scope.
In
December 2024, the BLM completed the Rock Springs Resource Management Plan, which covers 3.6 million acres of federal lands in
the area [BLM, 2024c]. Controversy led to a scoping period in late 2025 to consider amendments.
| 60 |
 |
| 20.2 |
ENVIRONMENTAL
MANAGEMENT |
| 20.2.1 |
Physical
Environment |
Water
supply for the operations in the Green River area is primarily sourced from the Green River within the Upper Colorado River Basin. Water
availability could represent an operational constraint, particularly for solution-mining activities that require significant volumes
of water. Many of the trona operations have senior water rights and are not concerned with water supply.
Climate-related
risks are primarily associated with potential impacts on water availability within the Green River Basin, while other natural hazards
in the Property area are considered to present a low level of risk.
| 20.2.2 |
Biological
Environment |
The
Property includes habitat suitable for the greater sage grouse—a species of regulatory and ecological importance. Migratory birds
are also known to be affected by operational features such as tailings and evaporation ponds, where elevated salinity and chemical exposure
can result in bird mortality. Mitigation for surface-disturbing activities is required across the Property’s big game winter ranges,
which typically requires avoiding work in the range areas from November 15 through April 30.
| 20.2.3 |
Socioeconomic
Environment |
Socioeconomic
and community impacts associated with the Property are evaluated by the Wyoming ISD as part of the permitting process for large-scale
developments. Major projects are required to provide financial contributions to local communities, including impact assistance funds,
to address infrastructure demands and other community-related effects arising from development.
| 20.2.4 |
Environmental
Monitoring |
Trona
operators have standard environmental management systems to support compliance programs and tracking systems. Monitoring programs generally
in place include the following:
| |
/ |
Air
emissions monitoring under Title V permits |
| |
/ |
Groundwater
monitoring at Coal Combustion Residual landfills and tailings facilities |
| |
/ |
Water
discharge monitoring under WPDES permits |
| |
/ |
Wildlife
monitoring and mitigation (e.g., bird-handling programs). |
| 20.2.5 |
Reclamation
and Closure |
Reclamation
is governed by WYDEQ Land Quality permits. WYDEQ Land Quality permitting is considered low risk to the Property. Land Quality permits
require applicants to submit mine plans that detail the extent to which mining operations will disturb the land, proposed future use
for the land following mining, and a detailed plan for reclamation. Individual operation bonding amounts are listed in Table 20-1. Land
Quality permits require companies to provide financial guarantees to ensure that reclamation responsibilities will be fulfilled if an
operation is abandoned. The cost of financial assurance bonds has increased substantially over the past several years as a result of
tariffs and materials and fuel costs. Long-term monitoring may be required until regulatory agencies release bond obligations.
The
trona operations have WYDEQ Land Quality permits to mine and are expected to maintain their permits in good standing.
| 61 |
 |
| 20.3 |
SOCIAL
AND COMMUNITY IMPACT |
Stakeholders
associated with the Property include local communities, state regulatory agencies, and federal agencies. Based on available information,
Property operations are not located on or near reservation lands. However, Indigenous engagement may be required in relation to federally
regulated activities where consultation obligations are triggered.
Stakeholder
engagement is conducted in accordance with applicable regulatory processes. The Wyoming ISD permitting process incorporates opportunities
for public and stakeholder input as part of project review and approval. The Property contributes to the local and regional economy through
employment and direct financial payments, including impact assistance funds required under state permitting processes.
| 20.4 |
CONCLUSION
AND SUMMARY |
Environmental
regulatory programs applicable to the Property are standard and generally manageable with established environmental management systems.
The most significant constraints to future development relate to water availability, regulatory compliance (particularly air quality),
and potential changes in environmental policy or species protection status. While permitting risk is generally considered low, timelines,
costs, and conditions may be influenced by cumulative impact considerations and evolving regulatory requirements.
| 62 |
 |
| 21.0 |
CAPITAL
AND OPERATING COSTS |
SWTRE
only have a royalty interest in the mineral leases on the Property and are not an operator and, therefore, do not have access to capital
and operating costs.
| 63 |
 |
SWTRE
have only a royalty interest in the mineral leases on the Property and are not an operator and do not have access to planned production,
planned capital expenditures or operating expense and, therefore, cannot complete an economic analysis.
| 64 |
 |
No
additional adjacent properties exist beyond those mentioned within this report.
| 65 |
 |
| 24.0 |
OTHER RELEVANT
DATA AND INFORMATION |
The
QPs are not aware of additional data or information that is necessary to make this TR understandable and not misleading.
| 66 |
 |
| 25.0 |
INTERPRETATIONS
AND CONCLUSIONS |
| 25.1 |
INTERPRETATIONS
AND RISKS |
The
QPs reviewed the adequacy of the information presented in this TR, including all historical drillhole information and analytical data,
along with historical reporting of Resources and Reserves for the Property.
As
a royalty holder, SWTRE cannot ascertain the full site-specific risks. However, the following inherent risks are associated with mining
this deposit:
| |
/ |
Product
sales rely heavily on the export market pricing, and the worldwide product pricing is a risk in the continued production of soda
ash. |
| |
/ |
The
operations have been mining the deposit for multiple decades and are beginning to reach the edges of the basin deposition zones;
thus, more complex geologic challenges may impact the processing recovery. |
| |
|
|
| |
/ |
The
planned Greenfield primary solution-mining projects are forecasting a combined production of 8.25 Mtpa of TA. |
| |
» |
Solution-mining
production through lower cost methods could impact market pricing and production volume in the Green River Basin and potentially
idle production at other operators. |
| |
» |
This
increase is likely to impact the logistics of transporting the additional volume on the established rail. |
| |
/ |
Abundant
water is needed to mine and process the trona. Although all operators and projects have sufficient water rights from the Green River,
access to water could be curtailed by the Colorado River Compact. |
| |
/ |
Şişecam’s
Big Island Mine water inflow and subsequent subsidence from their west end is not well understood and could impact a broader area
than the trona that is currently sterilized. |
| |
/ |
Public
statements by NRP in its 2025 Annual Report [NRP, 2026] indicated that although being one of the world’s lowest cost
producers, Şişecam is struggling to maintain profitability in the soda ash market over supply the last 24 months. NRP
remains optimistic about Şişecam’s long-term outlook as one of the world’s
lowest cost producers of soda ash. |
The
QPs recommend that data from the current operators for all lessees within the Property continue to be collected and analyzed. This TR
should be updated if new information and evaluation prove to be material.
The
trona operations have the necessary permits to mine and are expected to maintain their permits in good standing. Many of the operators
are adding to, or replacing, production by using lower cost solution-mining methods, which is expected to extend their mine life.
| 67 |
 |
The
QPs recommend that URC gather supporting documentation as appropriate for the lease agreements in support of production and royalty payments.
| 68 |
 |
Arch
Coal, Inc., 2010. Underground Mining Methods: Room and Pillar Mining, prepared by Arch Coal, Inc., St. Louis, MO.
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Projects, prepared by the British Columbia Securities Commission, Vancouver, BC.
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Columbia Securities Commission, 2023b. Companion Policy 43-101CP to the National Instrument 43-101 Standards of Disclosure for
Mineral Projects, prepared by the British Columbia Securities Commission, Vancouver, BC.
Bureau
of Land Management, 2024a. Draft Environmental Impact Statement, Dry Creek Trona Mine Project, DOI-BLM-WY-2022-0003-EIS, prepared
by the Bureau of Land Management, High Desert District, Kemmerer Field Office, Kemmerer, WY and the Rock Springs Field Office, Rock Springs
WY.
Bureau
of Land Management, 2024b. Environmental Assessment West Soda Infrastructure Right-of-Way, DOI-BLM-WY-D090-2024-0026-EA, prepared
by the Bureau of Land Management, High Desert District, Kemmerer Field Office, Kemmerer, WY.
Bureau
of Land Management, 2024c. Rock Springs Resource Management Plan, prepared by the Department of the Interior Bureau of Land
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M. J. and W. C. Culbertson, 1979. Trona Deposits in the Green River Basin, Sweetwater, Uinta, and Lincoln Counties, United
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Securities Administrators, 2011. National Instrument 43-101 Standards of Disclosure for Mineral Projects, 34 OSCB 7043, prepared
by the Canadian Securities Administrators, Montreal, QC.
Canadian
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prepared by the Canadian Institute of Mining, Metallurgy, and Petroleum, CIM Standing Committee on Reserve Definitions, Westmount, QC.
Canadian
Institute of Mining, Metallurgy, and Petroleum, 2019. CIM Estimation of Mineral Resources and Mineral Reserves Best Practice Guidelines,
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QC.
Canadian
Institute of Mining, Metallurgy, and Petroleum, 2023. CIM Industrial Minerals Leading Practice Guidelines, prepared by the
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Chambers,
D. and S. Boltz, 2023. “The Sound of Rockbursts: A New Monitoring Approach for Longwall Coal Mines,” NIOSH Science Bulletin,
available online at https://www.cdc.gov/niosh/bulletin/2023/rockbursts.html
Cupertino,
D. F., 2023. Saline-Alkaline Lakes of the Eocene Green River Formation and Their Microbialites, doctorate thesis, University
of California, Santa Barbara, Santa Barbara, CA.
Data
USA, 2024a. “Green River, WY – Population & Diversity,” accessed March 16, 2026, from http://datausa.io/profile/geo/green-river-wy/#demographics
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Data
USA, 2024b. “Rock Springs, WY – Population & Diversity,” accessed March 16, 2026, from https://datausa.io/profile/geo/rock-springs-wy
Fahey,
J. J., 1962. “Saline Minerals of the Green River Formation,” Geological Survey Professional Paper 405, United
States Government Printing Office.
Garrett,
D. E., 1992. Natural Soda Ash: Occurrences, Processing, and Use,. Van Nostrand Reinhold, New York, NY, 636 p.
Graf,
J. W., A. R. Carroll, and M. E. Smith, 2015. “Lacustrine Sedimentology, Stratigraphy, and Stable Isotope Geochemistry of the
Tipton Member of the Green River Formation,” Stratigraphy and Paleolimnology of the Green River Formation, Western USA,
Springer, Dordrecht, pp. 31–60, available online at https://doi.org/10.1007/978-94-017-9906-5_3
Hollberg
Professional Group, PC, 2025. Technical Report Summary for the Big Island Mine, Sweetwater County, WY, prepared by Hollberg
Professional Group, PC, Englewood, CO, for Natural Resource Partners, L.P., Houston, TX.
International
Energy Agency, 2025. IEA PVPS Task 1 Strategic PV Analysis and Outreach: Snapshot of Global PV Markets 2025, prepared by the
International Energy Agency, Paris.
Leigh,
T. R., 1998. “Wyoming Trona: An Overview of the Geology,” Proceedings, First International Soda Ash Conference,
Rock Springs, WY, June 10–12, 1997, J. R. Dyni and R. W. Jones (eds.), Wyoming State Geological Survey, Laramie, WY, Vol. 2.
Mine
Safety and Health Administration, 2026. “Mine Data Retrieval System,” accessed March 22, 2026, from https://www.msha.gov/data-and-reports/mine-data-retrieval-system
MWStaub
Consulting LLC, 2026. High-Level Environmental Assessment Report, Project Samba,” prepared by MWStaub Consulting, LLC,
East Helena, MT, for Uranium Royalty Corp., Vancouver, BC.
National
Weather Service, 2026. “NOWData – NOAA Online Weather Data,” accessed March 10, 2026, from https://www.weather.gov/wrh/Climate?wfo=riw
Natural
Resource Partners L.P., 2026. “Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Fiscal Year Ended December 31, 2025,” available online at https://nrplp.com/wp-content/uploads/2025-NRP-Annual-Report-FINAL.pdf
Orris,
G. J. and J. D. Bliss, 1991. Some Industrial Mineral Deposit Models: Descriptive Deposit Models, Open-File Report 91-11A, prepared
by the U.S. Geological Survey, Tucson, AZ.
Pietras,
J. T. and A. R. Carroll, 2006. “High-Resolution Stratigraphy of an Underfilled Lake Basin: Wilkins Peak Member, Eocene Green
River Formation, Wyoming, USA,” Journal of Sedimentary Research, Vol. 76, No. 11, pp. 1197–1214.
Purcell,
M., 2000. Green River Basin Plan: Basin Water Use Profile – Industrial, prepared by Purcell Consulting, P.C., for the
Wyoming State Water Planning Team, Cheyenne, WY, available online at https://waterplan.state.wy.us/plan/green/techmemos/induse.html
Reichl,
A., 2023. Industrial Water Use Wyoming’s Colorado River System, prepared by Genesis Alkali, Green River, WY, for the
Council of State Governments West, Sacramento, CA, available online at https://csgwest.org/wp-content/uploads/2023/10/Industrial-Water-Challenges-Trona-CGS-West-2023-09-14-Final.pdf
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 |
Roehler,
H. W., 1992. Introduction to Greater Green River Basin Geology, Physiography, and History of Investigations, Professional
Paper 1506-A, prepared by the U.S. Geological Survey, Washington, D.C.
Smith,
M. E., A. R. Carroll, and J. J. Scott, 2015. “Stratigraphic Expression of Climate, Tectonism, and Geomorphic Forcing in an
Underfilled Lake Basin: Wilkins Peak Member of the Green River Formation,” Stratigraphy and Paleolimnology of the Green River
Formation, Western USA, Springer, Dordrecht, pp. 61–102.
Solvay,
2024. “Solvay Completes Coal Phase-out at its U.S. Green River Soda Ash Plant,” accessed April 5, 2026, from https://www.solvay.com/en/press-release/solvay-completes-coal-phase-out-its-us-green-river-soda-ash-plant
Stantec,
2022. Technical Report Summary – Trona Property – Green River, Wyoming, prepared by Stantec, Salt Lake City, UT,
for Genesis Alkali, Green River, WY.
State
of Wyoming, 1949–2026. Annual Report of the State Inspector of Mines of Wyoming, prepared by the State of Wyoming, Department
of Workforce Services, Office of the Mine Inspector, Rock Springs, WY, available online at https://dws.wyo.gov/dws-division/state-mine-inspectors-office/annual-reports/
U.S.
Geological Survey, 2025. “Advance Data Release of the 2024 Annual Tables – Soda Ash Statistics,” prepared by the
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Geological Survey, 2026. USGS Mineral Commodity Summaries 2026, prepared by the U.S. Geological Survey, Washington, D.C.
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Soda Ltd., 2022. “Ensuring Sustainable Soda Ash Supply,” prepared by WE Soda Ltd., available online at https://wesoda.com/documents/we-soda-ensuring-sustainable-soda-ash-supply-2022
WE
Soda Ltd., 2025. “Acquisition of Genesis Alkali, Creating the World’s Leading Soda Ash Producer,” available online
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WE
Soda Ltd, 2026. “Proudly Introducing a New Soda Ash Project in Wyoming,” accessed April 9, 2026, from https://projectwest.com/
Wiig,
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Wyoming
Department of Environmental Quality, 2025. “Public Notices: Tata Chemicals Soda Ash Partners LLC (F000361/A0016112),”
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B., M. Guo, Q. Jin, and H. Zhao, 2023. Canadian National Instrument 43-101 Technical Report for Pacific Soda LLC- Big Dry Creek
Trona Project at Green River Basin, Wyoming, USA, prepared by Richland Mining Consulting, Grand Junction, CO, USA, for Kew Soda Ltd.,
London.
| 71 |
 |
Exhibit
99.8

THE
INSTRUCTIONS ACCOMPANYING THIS LETTER OF TRANSMITTAL AND ELECTION FORM SHOULD BE READ CAREFULLY BEFORE COMPLETING THIS LETTER OF TRANSMITTAL
AND ELECTION FORM.
YOU
ARE STRONGLY URGED TO READ THE ACCOMPANYING CIRCULAR (AS DEFINED BELOW), INCLUDING THE APPENDICES ATTACHED THERETO AND THE DOCUMENTS
INCORPORATED THEREIN BY REFERENCE BEFORE COMPLETING THIS LETTER OF TRANSMITTAL AND ELECTION FORM. AS PROVIDED IN THE CIRCULAR, IF YOU
ARE, OR ARE HOLDING URC SHARES ON BEHALF OF, AN ELIGIBLE HOLDER, YOU MAY MAKE AN ELECTION AS TO THE CONSIDERATION THAT YOU WILL BE ENTITLED
TO RECEIVE UNDER THE ARRANGEMENT. IN ORDER FOR YOUR CONSIDERATION ELECTION TO BE EFFECTIVE, THIS LETTER OF TRANSMITTAL AND ELECTION FORM
MUST BE VALIDLY COMPLETED, DULY EXECUTED AND RETURNED TO THE DEPOSITARY, COMPUTERSHARE INVESTOR SERVICES INC., PRIOR TO THE ELECTION
DEADLINE. THE DEPOSITARY CAN ASSIST YOU IN COMPLETING THIS LETTER OF TRANSMITTAL AND ELECTION FORM. URC WILL PROVIDE AS MUCH NOTICE OF
THE ELECTION DEADLINE AS IS PRACTICABLE IN THE CIRCUMSTANCES AND, IN ANY EVENT, WILL PROVIDE NOT LESS THAN FIVE (5) BUSINESS DAYS’
PRIOR NOTICE OF THE ELECTION DEADLINE. HOLDERS ARE ADVISED ACCORDINGLY THAT, THEY MAY RECEIVE LIMITED NOTICE OF THE ELECTION DEADLINE
AND, ONCE THE ELECTION DEADLINE IS SET, THERE MAY BE LIMITED TIME TO COMPLETE AND DELIVER THIS LETTER OF TRANSMITTAL AND ELECTION FORM
(OR TO ADDRESS ANY DEFICIENCIES IDENTIFIED IN ANY DELIVERED FORM), AND DELIVERY DELAYS (INCLUDING BY MAIL OR COURIER) MAY PREVENT TIMELY
RECEIPT. ACCORDINGLY, REGISTERED SHAREHOLDERS WHO ARE, OR WHO ARE HOLDING URC SHARES ON BEHALF OF, ELIGIBLE HOLDERS WHO WISH TO MAKE
AN ELECTION SHOULD COMPLETE AND RETURN THIS LETTER OF TRANSMITTAL AND ELECTION FORM AS PROMPTLY AS POSSIBLE.
LETTER
OF TRANSMITTAL AND ELECTION FORM
| TO: | | URANIUM
ROYALTY CORP. (“URC”) |
| | | |
| AND TO: | | URANIUM
ROYALTY CORP. (DELAWARE) (“New URC”), UROY EXCHANGECO LTD. (“ExchangeCo”)
and UROY CALLCO ULC (“CallCo”) |
| | | |
| AND TO: | | COMPUTERSHARE
INVESTOR SERVICES INC. (the “Depositary”) |
This
letter of transmittal and election form (this “Letter of Transmittal and Election Form”) is for use by registered
holders (the “Registered Shareholders”) of common shares of URC (the “URC Shares”) in connection
with the proposed arrangement (the “Arrangement”) under section 192 of the Canada Business Corporations Act
involving, among other things, the acquisition by ExchangeCo, an indirect wholly-owned subsidiary of New URC, of all of the issued and
outstanding URC Shares, all as more fully described in the management information circular of URC dated June 19, 2026 (the “Circular”)
that accompanies this Letter of Transmittal and Election Form. Capitalized terms used but not defined in this Letter of Transmittal and
Election Form have the respective meanings set out in the Circular.
This
Letter of Transmittal and Election Form is for use by Registered Shareholders only. If you are not a Registered Shareholder, meaning
your URC Shares are registered in the name of a broker, investment dealer, bank, trust company or other nominee, you should contact that
nominee for instructions and assistance in delivering your URC Shares and making an election. You should not complete this Letter of
Transmittal and Election Form unless specifically instructed to do so by your nominee.
URC
Shareholders should consult their professional advisors prior to making an election as to the form of the Consideration (as defined below)
they wish to receive under the Arrangement.
The
Arrangement will result in ExchangeCo owning all of the issued and outstanding URC Shares (other than those held by Dissenting Holders).
In exchange for each URC Share, URC Shareholders will receive, at their election:
| (a) | one
share of New URC voting common stock (each, a “New URC Share”); and/or |
| | | |
| (b) | for
Eligible Holders who so elect, one exchangeable share of ExchangeCo (each, an “Exchangeable
Share”, and together with the New URC Shares, the “Consideration”). |
Each
URC Share shall be exchanged on a one-for-one basis for either one New URC Share or one Exchangeable Share, as applicable. For greater
certainty, the number of New URC Shares and Exchangeable Shares issuable in respect of each URC Share is the same.
URC
Shareholders who are, or are holding URC Shares on behalf of, Eligible Holders may elect to receive some or all of the Consideration
to which they are entitled under the Arrangement in the form of Exchangeable Shares. A URC Shareholder who is, or is holding URC Shares
on behalf of, an Eligible Holder and wishes to elect to receive some or all of the Consideration to which such Eligible Holder is entitled
under the Arrangement in the form of Exchangeable Shares must indicate, in Box A of Step 3, the number of URC Shares such Eligible Holder
holds and wishes to exchange for Exchangeable Shares.
In
no event shall any URC Shareholder be entitled to a fractional New URC Share or Exchangeable Share pursuant to the Arrangement.
If
a properly completed and executed Letter of Transmittal and Election Form in respect of any of your URC Shares, together with the certificate(s)
representing such URC Shares (or, if such URC Shares are held in book-entry or other uncertificated form, upon the entry through a book-entry
transfer agent of the surrender of such URC Shares on a book-entry account statement, it being understood that any reference herein to
“certificates” shall be deemed to include references to book-entry account statements relating to the ownership of URC Shares)
and all other required documentation, is not deposited with the Depositary prior to the Election Deadline (as defined below), or you
have not otherwise made an election to receive Exchangeable Shares for such URC Shares in a manner that is reasonably acceptable to New
URC and URC prior to the Effective Time, or if the Depositary determines, in consultation with New URC and URC, that your election was
not properly made with respect to your URC Shares, you will be deemed to have made an election (a “Deemed Election”) to receive,
New URC Shares.
If
you are, or are holding URC Shares on behalf of, an Eligible Holder, to make a valid election to receive Exchangeable Shares under the
Arrangement, this Letter of Transmittal and Election Form must be received by the Depositary prior to the election deadline, being the
date and time as agreed by URC and the Sweetwater Investors (each acting reasonably) and set in accordance with Section 3.1(b) of the
Plan of Arrangement (the “Election Deadline”), or you must otherwise make an election to receive Exchangeable Shares for
such URC Shares in a manner that is reasonably acceptable to New URC and URC prior to the Effective Time.
If
you are an Eligible Holder that validly elects to receive some or all of the Consideration to which you are entitled under the Arrangement
in the form of Exchangeable Shares, you may elect to, and file a joint tax election pursuant to subsection 85(1) or subsection 85(2),
as applicable, of the Tax Act (and in each case, where applicable, the analogous provisions of any provincial income tax legislation)
with ExchangeCo in respect of some or all of your URC Shares deposited hereunder.
Completion
of the Arrangement is subject to the satisfaction or waiver of certain conditions. No payment of any Consideration will be made prior
to the Effective Time.
All
elections and deposits made under this Letter of Transmittal and Election Form are irrevocable except that all Letter of Transmittal
and Election Forms will be automatically revoked if the Depositary is notified in writing by URC that the Arrangement Agreement has been
terminated.
GENERAL
INFORMATION FOR ALL URC SHAREHOLDERS
All
Registered Shareholders are required to complete Steps 1 and 2. Eligible Holders, or Registered Shareholders holding URC Shares on behalf
of Eligible Holders, who wish to make an election to receive Exchangeable Shares must also complete Step 3.
The
undersigned acknowledges and understands that, in order to receive the Consideration the undersigned is entitled to and elects to receive
under the Arrangement, this Letter of Transmittal and Election Form, duly completed and signed in accordance with the instructions set
out below, together with all other required documentation, and the certificate(s) representing the URC Shares must be deposited with
the Depositary as set forth herein. Upon receipt and deposit of such materials, the Depositary will, following the completion of the
Arrangement, send to the undersigned or hold for pick-up, in accordance with the instructions given below, written evidence of the book
entry issuance, Direct Registration System (DRS) Advice, or copies of certificate(s) representing, the New URC Shares or Exchangeable
Shares, as applicable, the undersigned is entitled to receive. Any New URC Shares or Exchangeable Shares, as applicable, issued as Consideration
for the URC Shares deposited hereunder will be issued in the name of the URC Shareholder as it appears in Step 1.
The
undersigned URC Shareholder covenants, represents and warrants that: (i) this Letter of Transmittal and Election Form has been duly and
validly executed and delivered by the undersigned and constitutes the legal and binding obligation of the undersigned, enforceable against
the undersigned in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium
and similar laws affecting creditors’ rights generally and subject, as to enforceability, to general principles of equity; (ii)
it has all necessary approval and authorization to execute and deliver this Letter of Transmittal and Election Form and execute its obligations
hereunder; (iii) such URC Shareholder is the registered owner of the URC Shares being deposited hereunder and has good title to such
shares; (iv) the URC Shares being deposited hereunder are free and clear of all hypothecs, liens, charges, encumbrances, mortgages, security
interests and adverse claims; (v) such URC Shareholder has full power and authority to execute and deliver this Letter of Transmittal
and Election Form and to deposit and surrender the certificate(s) (or DRS position) representing the URC Shares being deposited hereunder
for exchange for the Consideration in accordance with the Arrangement and the Plan of Arrangement and, at the Effective Time, pursuant
to the Arrangement and the Plan of Arrangement, ExchangeCo and CallCo, as applicable, will acquire good title to such URC Shares free
and clear of any hypothecs, liens, charges, encumbrances, mortgages and security interests and none of URC, New URC, CallCo or ExchangeCo
or any successors thereto will be subject to any adverse claim in respect of such URC Shares; (vi) all information inserted into this
Letter of Transmittal and Election Form by such URC Shareholder is accurate; (vii) the URC Shares being deposited hereunder have not
been sold, assigned or transferred nor has any agreement been entered into to sell, assign or transfer any such URC Shares to any Person
other than ExchangeCo; (viii) such URC Shareholder will execute, upon request, any additional documents, transfers and other assurances
as may be necessary or desirable to complete the exchange of certificate(s) representing URC Shares for the Consideration such URC Shareholder
is entitled to receive; (ix) all authority conferred or agreed to be conferred by such URC Shareholder herein may be exercised during
any subsequent legal incapacity of such URC Shareholder and shall survive the death, incapacity, bankruptcy or insolvency of such URC
Shareholder and all obligations of such URC Shareholder herein shall be binding upon any heirs, personal representatives, successors
and assigns of such URC Shareholder; (x) such URC Shareholder will not transfer or permit to be transferred any of the deposited URC
Shares; (xi) such URC Shareholder is not a Dissenting Holder and has not delivered a notice exercising Dissent Rights; and (xii) none
of New URC, ExchangeCo, CallCo and URC nor any of their directors, officers, advisors or representatives are responsible for the proper
completion of this Letter of Transmittal and Election Form. The covenants, representations and warranties of the undersigned URC Shareholder
herein contained shall survive the completion of the Arrangement.
The
undersigned acknowledges and agrees that this Letter of Transmittal and Election Form is not, and shall not be construed as, a proxy
granted for use at the Meeting and that this Letter of Transmittal and Election Form shall not serve to revoke any proxy for use at the
Meeting previously conferred or agreed to be conferred by the undersigned (whether as agent, attorney-in-fact, attorney, proxy or otherwise)
at any time with respect to the URC Shares deposited hereunder. No subsequent authority, whether as agent, attorney-in-fact, attorney,
proxy or otherwise, except a proxy granted for use at the Meeting, has been or will be granted with respect to the URC Shares deposited
hereunder. Each authority conferred or agreed to be conferred by the undersigned in this Letter of Transmittal and Election Form will
survive the death or incapacity of the undersigned and any obligations of the undersigned hereunder are binding upon the heirs, legal
representatives, successors and assigns of the undersigned.
Unless
otherwise indicated in Step 4, the undersigned instructs the Depositary to mail written evidence of the book entry issuance or copies
of certificate(s) representing the New URC Shares or Exchangeable Shares, as applicable, the undersigned is entitled to receive in exchange
for the URC Shares deposited hereunder to the undersigned at the address of the undersigned as shown on the register of URC Shareholders
maintained by the transfer agent for the URC Shares.
If
the Depositary does not receive this Letter of Transmittal and Election Form properly completed and duly executed, together with the
certificate(s) representing the URC Shares deposited hereunder, if any, and all other required documentation, or the undersigned otherwise
fails to comply with the requirements of the Plan of Arrangement before the Election Deadline, or the undersigned has not otherwise made
an election to receive Exchangeable Shares for such URC Shares in a manner that is reasonably acceptable to New URC and URC prior to
the Effective Time, the undersigned will be deemed to have made a Deemed Election. As such, you will receive New URC Shares.
All
elections and deposits made under this Letter of Transmittal and Election Form are irrevocable and may not be withdrawn by a URC Shareholder
except that all Letters of Transmittal and Election Forms will be automatically revoked if the Depositary is notified in writing by URC
that the Arrangement Agreement has been terminated. If the Arrangement is not completed for any reason, the certificate(s) representing
the URC Shares deposited hereunder and all other ancillary documents will be returned to the undersigned by mail at the address of the
undersigned as shown on the register of URC Shareholders maintained by the transfer agent for the URC Shares unless the undersigned completes
Step 4, in which case such URC Shares and other documents will be mailed to the undersigned at the address specified in Step 4. The undersigned
recognizes that none of URC, New URC, ExchangeCo, CallCo or the Depositary has any obligation or authority pursuant to the instructions
given below to transfer any URC Shares from the name of the Registered Shareholder thereof if the Arrangement is not completed.
As
of the completion of the acquisition by ExchangeCo of the URC Shares at the Effective Time, the undersigned will cease to be a holder
of URC Shares and to have any rights as a holder of URC Shares other than the right to receive the Consideration in accordance with the
Plan of Arrangement upon delivery of this Letter of Transmittal and Election Form together with the certificate(s) representing such
URC Shares and all other required documentation to the Depositary. The undersigned acknowledges and agrees that under no circumstance
will interest accrue or be paid on the Consideration which the undersigned is entitled to receive under the Arrangement.
The
undersigned acknowledges and understands that the Plan of Arrangement provides that any certificate which immediately prior to the Effective
Time represented URC Shares that were transferred pursuant to the Plan of Arrangement and not duly surrendered, with all other required
instruments, on or prior to the third anniversary of the Effective Date shall cease to represent a claim or interest of any kind or nature
against URC, New URC, CallCo, ExchangeCo or any of their respective affiliates and the Depositary. On such date, all New URC Shares to
which such former URC Shareholder was ultimately entitled shall be deemed to have been surrendered for no consideration to ExchangeCo
or New URC, as applicable, by the Depositary and the New URC Shares shall be deemed to be cancelled for nil consideration. Therefore,
all Registered Shareholders, whether or not they are able to elect to receive, and whether or not they wish to elect to receive, Exchangeable
Shares under the Arrangement, should properly complete and execute this Letter of Transmittal and Election Form and return it, together
with the certificate(s) representing their URC Shares and all other required documentation, to the Depositary.
New
URC, ExchangeCo, CallCo, URC, the Depositary and any other Person that has any withholding obligation with respect to any amount paid
or deemed to be paid under the Plan of Arrangement shall be entitled to deduct and withhold, or direct New URC, ExchangeCo, CallCo, URC
or the Depositary to deduct and withhold on their behalf, from any consideration paid, deemed paid or otherwise deliverable to any Person
under the Plan of Arrangement (including Dissenting Holders), such amounts as are required to be deducted or withheld with respect to
such payment or deemed payment under the Tax Act, the United States Internal Revenue Code of 1986, as amended, or any provision of any
other tax law in accordance with the withholding provisions of the Plan of Arrangement and shall be deemed to have been paid to such
Person, provided that such deducted or withheld amounts are actually remitted to the appropriate governmental authority or entity when
required by law by, or on behalf of, the payor.
The
undersigned, by using this Letter of Transmittal and Election Form, is deemed to have required that any contract evidencing the Arrangement,
as well as all documents related thereto, be exclusively in the English language. Le soussigné, en utilisant cette lettre
d’envoi et formulaire de choix, est considéré avoir exigé que tout contrat démontrant l’Arrangement,
de même que tous les documents qui s’y rapportent, soient rédigés exclusivement en anglais.
PLEASE
CAREFULLY READ THE CIRCULAR AND THE INSTRUCTIONS SET OUT BELOW BEFORE COMPLETING THIS LETTER OF TRANSMITTAL AND ELECTION FORM.
Step
1 – DESCRIPTION OF URC SHARES DEPOSITED
All
Registered Shareholders must complete this Step 1.
For
Registered Shareholders holding URC Shares represented by physical share certificate(s), you must complete the description below and
enclose such certificate(s) with this Letter of Transmittal and Election Form in order to receive the Consideration.
For
Registered Shareholders holding URC Shares in a book-based position and evidenced by a DRS statement, you are not required to enclose
or deliver any share certificate(s) with this Letter of Transmittal and Election Form. Instead, you must complete the description below
using your name and DRS holder account number and return this Letter of Transmittal and Election Form to the Depositary.
Provide
the following information with respect to the URC Shares deposited hereunder:
| DESCRIPTION
OF CERTIFICATES DEPOSITED |
Name(s)
and Address(es) of Registered Shareholder(s)
(Please
fill in exactly as name(s) appear(s) on Certificate(s) or DRS statement(s)) |
|
Certificate
Number
or
DRS
Holder ID Number |
|
Number
of URC Shares Deposited |
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Number of URC Shares Deposited |
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Notes:
| (1) | If
the space above is insufficient to list all certificates for the deposited URC Shares, please
attach a separate schedule to this Letter of Transmittal and Election Form as outlined in
Instruction 3. |
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| (2) | The
total of the number of URC Shares listed in the table above must equal the total number of
URC Shares represented by the certificate(s) enclosed with this Letter of Transmittal and
Election Form. |
☐
Check this box if you are a United States person. See Instruction 7.
IRS
FORM W-9 OR APPLICABLE IRS FORM W-8
Under
U.S. federal income tax law, a URC Shareholder that surrenders URC Shares in exchange for Consideration pursuant to the Arrangement may
be subject to U.S. information reporting and backup withholding requirements. Each URC Shareholder that is a “United States person”
for U.S. federal income tax purposes (a “U.S. Holder”) is required to provide the Depositary with such shareholder’s
correct Taxpayer Identification Number (“TIN”) on a properly completed IRS Form W-9, which is enclosed herewith, or
backup withholding at a rate of 24% may apply with respect to any reportable payments made to such U.S. Holder.
A
URC Shareholder that is not a U.S. Holder (a “Non-U.S. Holder”) is generally not subject to backup withholding. To
establish an exemption from backup withholding, a Non-U.S. Holder should submit a properly completed applicable IRS Form W-8 (e.g., IRS
Form W-8BEN or W-8BEN-E, as applicable), certifying such Non-U.S. Holder’s foreign status. The appropriate IRS Form W-8 may be
obtained from the IRS website at www.irs.gov.
FAILURE
TO PROPERLY COMPLETE AND RETURN THE APPLICABLE IRS TAX FORM MAY RESULT IN BACKUP WITHHOLDING ON ANY PAYMENTS MADE TO YOU PURSUANT TO
THE ARRANGEMENT. PLEASE CONSULT YOUR TAX ADVISOR FOR FURTHER GUIDANCE. SEE INSTRUCTION 7.
Step
2 — AUTHORIZATION
All
Registered Shareholders must complete this Step 2.
The
undersigned hereby deposits the certificate(s) and/or DRS statements representing the URC Shares described above under Step 1 to be dealt
with, upon completion of the Arrangement, in accordance with this Letter of Transmittal and Election Form.
You
must also complete and sign the enclosed IRS Form W-9 (if you are a U.S. Holder) or an applicable IRS Form W-8 (if you are a Non-U.S.
Holder) and return it with this Letter of Transmittal and Election Form. See Instruction 7.
URC
SHAREHOLDER SIGNATURE(S)
This
box must be signed by the Registered Shareholder of the URC Shares deposited hereunder exactly as his, her or its name(s) appear(s)
on the certificate(s) and/or DRS statements representing such URC Shares. See Instruction 4. If this box is signed by a trustee,
executor, administrator, guardian, attorney-in-fact, agent, officer of a corporation or any other Person acting in a fiduciary or
representative capacity, please provide the information described in Instruction 4. |
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Name
of Signatory
Signature
of URC Shareholder or Authorized
Signatory
(see Instruction 4)
Name
and Capacity of Authorized Representative or Attorney (if applicable)
Telephone
(business hours)
Date |
Unless
the undersigned has completed Step 4 or 5 below, the undersigned, by signing above, requests that written evidence of the book entry
issuance of, or certificate(s) representing the New URC Shares or Exchangeable Shares, as applicable be delivered by first class mail
to the undersigned at the address of the undersigned as shown on the register of URC Shareholders maintained by the transfer agent for
the URC Shares.
Step
3 — ELIGIBLE HOLDERS
Only
Registered Shareholders who are, or who are holding URC Shares on behalf of, Eligible Holders who wish to receive Exchangeable Shares
for all or a portion of their URC Shares are required to complete this Step 3.
If
you are an Eligible Holder and the Registered Shareholder does not complete this Step 3 prior to the Election Deadline, or you do not
otherwise make an election to receive Exchangeable Shares for such URC Shares in a manner that is reasonably acceptable to New URC and
URC prior to the Election Deadline, you will be deemed to have made an election to receive the Consideration in the form of New URC Shares.
The
Consideration the undersigned is entitled to receive will depend on whether or not the undersigned is, or is holding URC Shares on behalf
of, an Eligible Holder. Registered Shareholders who are Eligible Holders (other than URC Shareholders who have properly exercised Dissent
Rights), and who have properly completed, duly executed and delivered this Letter of Transmittal and Election Form together with the
certificate(s) representing such URC Shares, if any, and all other required documentation to the Depositary, and who have validly elected
to receive Exchangeable Shares, in each case, prior to the Election Deadline will be entitled to receive, upon completion of the Arrangement,
Exchangeable Shares as consideration for the URC Shares.
“Eligible
Holder” means a URC Shareholder that is: (a) a Person, other than a partnership, that is a resident of Canada for purposes
of the Tax Act and not exempt from Tax under Part I of the Tax Act; or (b) a partnership, any direct or indirect member of which is a
Person, other than a partnership, that is a resident of Canada for purposes of the Tax Act and not exempt from Tax under Part I of the
Tax Act.
If
the undersigned Registered Shareholder is, or holds URC Shares on behalf of, an Eligible Holder who wishes to receive the Consideration
to which they are entitled under the Arrangement in the form of Exchangeable Shares for the URC Shares deposited hereunder, the undersigned
must complete the information in Box A below:
BOX
A
| ☐ |
The
undersigned represents that he/she/it is, or is holding URC Shares on behalf of, an Eligible Holder (as defined above). |
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| ☐ |
The
undersigned, as an Eligible Holder or a Registered Shareholder holding URC Shares on behalf of an Eligible Holder, wishes to receive
Exchangeable Shares in exchange for the following number of URC Shares deposited hereunder: _______________. |
An
Eligible Holder or a Registered Shareholder holding URC Shares on behalf of an Eligible Holder (as applicable) that selects the
foregoing option for a number of Electing URC Shares that is less than the aggregate number of URC Shares described above in Step 1 will
receive the balance of the Consideration to which such Eligible Holder is otherwise entitled with respect to such Non-Electing URC Shares
deposited hereunder in the form of New URC Shares.
| ☐ |
The
undersigned wishes to make a tax election pursuant to subsection 85(1) or subsection 85(2), as applicable, of the Tax Act (and the
corresponding provisions of any applicable provincial tax legislation) (as applicable, a “Joint Tax Election”)
with ExchangeCo in respect of the above-listed URC Shares deposited hereunder. |
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Email
address:_______________________________________ |
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By
completing the information in the above box, the undersigned:
| (a) | represents
and warrants that the undersigned is, or holds URC Shares on behalf of, and will be, or will
hold URC Shares on behalf of, at the Effective Time, an Eligible Holder; |
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| (b) | acknowledges
that a full or partial Canadian tax deferral is only available to the extent that the undersigned
receives Exchangeable Shares as part of the Consideration and validly makes a Joint Tax Election
with ExchangeCo as described under the heading “Certain Canadian Federal Income
Tax Considerations” in the Circular; |
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| (c) | acknowledges
and understands that a URC Shareholder who wishes to make a Joint Tax Election must send
two signed copies of the necessary prescribed election forms at the address specified in
the tax election package within 60 days following the Effective Date, duly completed with:
(i) the required information concerning such holder, (ii) the details of the number of URC
Shares deposited; and (iii) the applicable elected amounts for the purposes of such elections;
and |
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| (d) | acknowledges
and understands that none of New URC, ExchangeCo, CallCo or URC will be responsible for the
proper or accurate completion of any Joint Tax Election form or for checking or verifying
the content of any Joint Tax Election form and, except for ExchangeCo’s obligation
to return duly completed Joint Tax Election forms (which are received within 60 days after
the Effective Date) within 60 days after the receipt thereof, none of New URC, ExchangeCo,
CallCo or URC will be responsible for any taxes, interest or penalties resulting from the
failure by an Eligible Holder to properly and accurately complete or file the necessary Joint
Tax Election forms in the form, manner and within the time prescribed by the Tax Act (or
any applicable provincial legislation). |
The
undersigned further acknowledges and understands that:
| (e) | the
Canadian tax consequences of receiving or holding Exchangeable Shares may differ significantly
from the Canadian tax consequences of receiving or holding New URC Shares, depending upon
the particular circumstances of an Eligible Holder. Careful consideration should be given
by Eligible Holders to the tax consequences in determining whether or not an election should
be made to receive Exchangeable Shares in connection with the Arrangement. Registered
Shareholders that are, or that hold URC Shares on behalf of, Eligible Holders should consult
their financial and tax advisors prior to making an election as to the consideration they
wish to receive pursuant to the Arrangement; and |
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| (f) | where
an Eligible Holder and ExchangeCo make a Joint Tax Election, such holder may nonetheless
realize a capital gain on the disposition of such holder’s URC Shares in certain circumstances.
Eligible Holders wishing to make a Joint Tax Election should consult their own tax advisors. |
Step
4 – SPECIAL DELIVERY INSTRUCTIONS
A
URC Shareholder must complete this step only if it wishes to have the written evidence of book entry issuance or share certificate(s),
as applicable, the undersigned is entitled to receive upon completion of the Arrangement delivered to an address other than the address
of the undersigned as shown on the register of URC Shareholders maintained by the transfer agent for the URC Shares.
SPECIAL
DELIVERY INSTRUCTIONS
See
Instruction 5 |
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Mail
written evidence of book entry issuance or share certificate(s), as applicable, to |
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If
special delivery instructions have been selected, please proceed to Step 5.
Step
5 – SIGNATURE GUARANTEE
GUARANTEE
OF SIGNATURE(S)
(If
required under Instructions 4, 5 or 6) |
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Dated: |
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(Stamp) |
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Step
6 - LOST CERTIFICATES
If
your lost certificate(s) forms part of an estate or trust, or are valued at more than CAD $200,000.00, please contact the Depositary
for additional instructions. Any Person who, knowingly and with intent to defraud any insurance company or other Person, files a
statement of claim containing any materially false information or conceals for the purpose of misleading, information concerning
any fact material thereto, commits a fraudulent insurance act, which is a crime.
PREMIUM
CALCULATION
Lost
URC Shares X CAD $0.2165 = Premium Payable $ _____________________ NOTE: Payment NOT required if premium is
less than $5.00.
The
option to replace your certificate by completing this Step 6 will expire one year from the Effective Date of the Arrangement. After
this date, shareholders must contact the Depositary for alternative replacement options. I enclose my certified cheque, bank draft
or money order payable to Computershare Investor Services Inc.
STATEMENT
OF LOST CERTIFICATES
The
undersigned (solitarily, jointly and severally, if more than one) represents and agrees to the following: (i) the undersigned is
(and, if applicable, the registered owner of the Original(s), at the time of their death, was) the lawful and unconditional owner
of the Original(s) and is entitled to the full and exclusive possession thereof; (ii) the missing certificate(s) representing the
Original(s) have been lost, stolen or destroyed, and have not been endorsed, cashed, negotiated, transferred, assigned, pledged,
hypothecated, encumbered in any way, or otherwise disposed of; (iii) a diligent search for the certificate(s) has been made and they
have not been found; and (iv) the undersigned makes this Statement for the purpose of transferring or exchanging the Original(s)
(including, if applicable, without probate or letters of administration or certification of estate trustee(s) or similar documentation
having been granted by any court), and hereby agrees to surrender the certificate(s) representing the Original(s) for cancellation
should the undersigned, at any time, find the certificate(s).
The
undersigned hereby agrees, for myself and my heirs, assigns and personal representatives, in consideration of the transfer or exchange
of the Original(s), to completely indemnify, protect and hold harmless URC, New URC, ExchangeCo, CallCo, the Depositary, Aviva Insurance
Company of Canada, each of their lawful successors and assigns, and any other party to the transaction (the “Obligees”),
from and against all losses, costs and damages, including court costs and attorneys’ fees that they may be subject to or liable
for in respect of the cancellation and/or replacement of the Original(s) and/or the certificate(s) representing the Original(s) and/
or the transfer or exchange of the Originals represented thereby, upon the transfer, exchange or issue of the Originals and/or a cheque
for any cash payment. The rights accruing to the Obligees under the preceding sentence shall not be limited by the negligence, inadvertence,
accident, oversight or breach of any duty or obligations on the part of the Obligees or their respective officers, employees and agents
or their failure to inquire into, contest, or litigate any claim, whenever such negligence, inadvertence, accident, oversight, breach
or failure may occur or have occurred. I acknowledge that a fee of CAD $0.2165 per lost URC Share is payable by the undersigned. Surety
protection for the Obligees is provided under Blanket Lost Original Instruments/Waiver of Probate or Administration Bond No. 35900-16
issued by Aviva Insurance Company of Canada.
|
INSTRUCTIONS
| 1. | Use
of Letter of Transmittal and Election Form |
This
Letter of Transmittal and Election Form is for use by Registered Shareholders only. A properly completed and duly executed Letter of
Transmittal and Election Form in the appropriate form (or a manually signed facsimile thereof) must be received by the Depositary, along
with certificates representing the applicable URC Shares, if any, and all other documents required by the Depositary, at the appropriate
address specified on the back page of this Letter of Transmittal and Election Form, in order to facilitate prompt delivery of the Consideration
the applicable Registered Shareholders is entitled to receive.
In
order for an Eligible Holder, or a Registered Shareholder holding URC Shares on behalf of an Eligible Holder, to receive Exchangeable
Shares and make a valid election, this Letter of Transmittal and Election Form (or manually signed facsimile thereof), together with
the accompanying certificate(s) representing URC Shares, if any, and all other required documentation, must be received by the Depositary
at the appropriate address specified on the back page of this Letter of Transmittal and Election Form prior to the Election Deadline.
The Election Deadline will be announced by way of press release by URC in accordance with Section 3.1(b) of the Plan of Arrangement.
If the Depositary does not receive this Letter of Transmittal and Election Form properly completed and duly executed, together with
your certificate(s) representing the URC Shares and all other required documentation prior to the Election Deadline, or you do not otherwise
make an election to receive Exchangeable Shares for such URC Shares in a manner that is reasonably acceptable to New URC and URC prior
to the Effective Time, you will be deemed to have made a Deemed Election to receive New URC Shares. We recommend that you complete and
submit this Letter of Transmittal and Election Form as soon as you have made a decision regarding the form of the Consideration you wish
to receive under the Arrangement.
If
you are not a Registered Shareholder, meaning your URC Shares are registered in the name of a broker, investment dealer, bank, trust
company or other nominee, you should contact that nominee for instructions and assistance in delivering your URC Shares as soon as possible.
The
Plan of Arrangement provides that any certificate which immediately prior to the Effective Time represented URC Shares that were transferred
pursuant to the Plan of Arrangement and not duly surrendered, with all other required instruments, on or prior to the third anniversary
of the Effective Date shall cease to represent a claim or interest of any kind or nature against URC, New URC, CallCo, ExchangeCo or
any of their respective affiliates and the Depositary. On such date, all New URC Shares to which such former URC Shareholder was ultimately
entitled shall be deemed to have been surrendered for no consideration to ExchangeCo or New URC, as applicable, by the Depositary, and
the New URC Shares shall be deemed to be cancelled for nil consideration.
All
elections and deposits made under this Letter of Transmittal and Election Form are irrevocable except that all Letter of Transmittal
and Election Forms will be automatically revoked if the Depositary is notified in writing by URC that the Arrangement Agreement has been
terminated.
| 2. | Delivery
of Letter of Transmittal and Election Form and Certificates |
The
method used to deliver this Letter of Transmittal and Election Form and the certificate(s) representing the URC Shares deposited hereunder,
if any, is at the option and risk of the Person depositing such materials and all other required documentation and delivery will be deemed
to be effective only when such documents are actually received by the Depositary. URC and New URC recommend that these documents be delivered
by hand to the Depositary at the address specified on the back page of this Letter of Transmittal and Election Form and a receipt obtained;
otherwise, the use of registered mail, properly insured, with return receipt requested is recommended.
If
the space provided in Step 1 of this Letter of Transmittal and Election Form is insufficient to list all certificates for the deposited
URC Shares, the required information with respect to each of the URC Shares deposited hereunder should be attached as a separate schedule
to this Letter of Transmittal and Election Form, which separate schedule must be signed by the URC Shareholder.
| 4. | Signatures
on Letter of Transmittal and Election Form, Powers and Endorsements |
This
Letter of Transmittal and Election Form must be completed and signed by the Registered Shareholder of the URC Shares deposited hereunder
or by such holder’s duly authorized representative (at Step 2 of this Letter of Transmittal and Election Form).
| (a) | If
this Letter of Transmittal and Election Form is signed by the Registered Shareholder(s) of
the URC Shares deposited hereunder, the signature(s) must correspond with the name(s) of
the Registered Shareholder(s) as written on the face of the certificate(s) without any change
whatsoever. If any of the URC Shares deposited hereunder are held of record by two or more
joint owners, all the owners must sign this Letter of Transmittal and Election Form. If any
deposited URC Shares are registered in different names on several certificates, it will be
necessary to complete, sign and submit a separate Letter of Transmittal and Election Form
for each different registration. If this Letter of Transmittal and Election Form is signed
by a trustee, executor, administrator, guardian, attorney-in-fact, agent, officer of a corporation
or any other Person acting in a fiduciary or representative capacity, those Persons should
so indicate below the signature on the line marked “Name and Capacity of Authorized
Representative or Attorney” when signing, and evidence satisfactory to the Depositary
of such Person’s authority to act should be submitted. The Depositary, at their discretion,
may require additional evidence of appointment or authority or additional documentation. |
| (b) | If
this Letter of Transmittal and Election Form is signed by a Person other than the Registered
Shareholder(s) of the URC Shares deposited hereunder: |
| (i) | the
certificate(s) representing such URC Shares must be endorsed or accompanied by appropriate
share transfer or share transfer powers and applicable company and shareholder approvals;
and |
| | | |
| (ii) | the
signature(s) on such share transfer or stock transfer power must correspond with the name(s)
of the Registered Shareholder(s) as written on the face of such certificate(s) without any
change whatsoever and must be guaranteed as noted in Instruction 6. |
| (c) | No
alternative, conditional or contingent deposits will be accepted. |
| 5. | Special
Delivery Instructions |
If
the written evidence of book entry issuance or share certificate(s), as applicable, the undersigned is entitled to receive upon completion
of the Arrangement are to be sent to an address other than the address of the undersigned as shown on the register of URC Shareholders
maintained by the transfer agent for the URC Shares, Step 4 should be completed. If special delivery instructions are provided at Step
4, the undersigned’s signature should be guaranteed as noted in Instruction 6.
| 6. | Guarantee
of Signatures |
If
(a) the Letter of Transmittal and Election Form is signed by a Person other than the Registered Shareholder(s) of the URC Shares deposited
hereunder or (b) the undersigned has provided special delivery instructions to the Depositary pursuant to Step 4, such signature must
be guaranteed by an Eligible Institution (as defined below), or in some other manner satisfactory to the Depositary (except that no guarantee
is required if the signature is that of an Eligible Institution).
An
“Eligible Institution” means a Canadian Schedule I chartered bank, a major trust company in Canada, a commercial bank
or trust company in the United States, a member of the Securities Transfer Association Medallion Program (STAMP), a member of the Stock
Exchange Medallion Program (SEMP) or a member of the New York Stock Exchange Inc. Medallion Signature Program (MSP). Members of these
programs are usually members of a recognized stock exchange in Canada and the United States, members of the Investment Industry Regulatory
Organization of Canada, members of the Financial Industry Regulatory Authority or banks and trust companies in the United States.
| 7. | IRS
Form W-9 or Applicable IRS Form W-8 |
Under
U.S. federal income tax law, a URC Shareholder that is a “United States person” for U.S. federal income tax purposes (a “U.S.
Holder”) is generally required to provide the Depositary with such shareholder’s correct Taxpayer Identification Number
(“TIN”) on the enclosed IRS Form W-9, or backup withholding at a 24% rate may apply. If the certificate(s) are in
more than one name or are not in the name of the actual owner, consult the enclosed IRS Form W-9 instructions for additional guidance
on which number to report. Failure to provide the information on IRS Form W-9 may subject the surrendering URC Shareholder to 24% backup
withholding on any reportable payments. Certain U.S. Holders are not subject to these backup withholding requirements. Please review
the enclosed instructions to IRS Form W-9 for additional details.
A
URC Shareholder that is not a U.S. Holder (a “Non-U.S. Holder”) is generally not subject to backup withholding. To
prevent backup withholding, a Non-U.S. Holder should submit a properly completed applicable IRS Form W-8, certifying such Non-U.S. Holder’s
foreign status. To obtain the appropriate IRS Form W-8, please visit the IRS website at www.irs.gov.
In
all cases, tax forms prepared and submitted with this Letter of Transmittal and Election Form should be completed in accordance with
the instructions from the IRS attached to each form or available at www.irs.gov. Please consult your independent legal, accounting or
financial advisor for further questions.
In
the event a certificate evidencing one or more outstanding URC Shares has been lost, stolen or destroyed, this Letter of Transmittal
and Election Form should be completed as fully as possible and forwarded, together with a letter describing such loss, theft or destruction,
to the Depositary. The Depositary will respond with the replacement instructions and requirements in order for the URC Shareholder to
receive his, her or its entitlements (which will include an indemnity bonding requirement). If a URC Shareholder wishes to make an election
in respect of the Consideration to be received in exchange for the URC Shares deposited hereunder, the foregoing action must be taken
sufficiently in advance of the Election Deadline in order for such holder to obtain a replacement certificate or other evidence of such
URC Shares in sufficient time to permit such URC Shares to be deposited prior to the Election Deadline. Alternatively, Shareholders who
have lost, stolen or destroyed their certificate(s) may participate in the Depositary’s blanket bond program with Aviva Insurance
Company of Canada by completing the information in Step 6 above, and submitting the applicable certified cheque or money order made payable
to Computershare Investor Services Inc.
| 9. | Requests
for Assistance and Additional Copies |
Questions
and requests for assistance may be directed to the Depositary and additional copies of this Letter of Transmittal and Election Form may
be obtained, without charge, on request from the Depositary at the telephone number or address specified on the back page of this Letter
of Transmittal and Election Form. URC Shareholders may also contact their broker, investment dealer, bank, trust company or other nominee
for assistance.
| 10. | Defects
or Irregularities in the Declaration and/or Deposit |
All
questions as to the validity, form, eligibility (including timely receipt) and acceptance of URC Shares deposited pursuant to the Arrangement
will be determined by URC, New URC, CallCo and ExchangeCo in their sole discretion. URC Shareholders agree that such determination shall
be final and binding. URC, New URC, CallCo and ExchangeCo reserve the right, if they so determine, to waive any defect or irregularity
contained in any Letter of Transmittal and Election Form received by the Depositary. There shall be no duty or obligation of URC, New
URC, CallCo or ExchangeCo to give notice of any defects or irregularities of any deposit and no liability shall be incurred by any of
them for failure to give any such notice.
If
a URC Shareholder has any questions about the information contained in this Letter of Transmittal and Election Form or requires assistance
in completing this Letter of Transmittal and Election Form, please contact the Depositary at:
Email:
corporationactions@computershare.com
Telephone
within North America: 1-800-564-6253
Outside
of North America: 1-514-982-7555
You
may also direct inquiries to Rod Talaifar of Sangra Moller LLP, URC’s counsel, by email at rtalaifar@sangra.com.
The
Letter of Transmittal and Election Form will be construed in accordance with and be governed by the laws of the Province of British Columbia
and the federal laws of Canada applicable therein.
The
Depositary is committed to protecting your personal information. In the course of providing services to you and its corporate clients,
the Depositary receives non-public personal information about you from transactions it perform for you, forms you send it, other communications
it has with you or your representatives, etc. This information could include your name, contact details (such as residential address,
correspondence address, email address), social insurance number, survey responses, securities holdings and other financial information.
The Depositary uses this to administer your account, to better serve your and its clients’ needs and for other lawful purposes
relating to its services. The Depositary may transfer personal information to other companies located outside of your province within
Canada, or outside of Canada that provide data processing and storage or other support in order to facilitate the services it provides.
Where the Depositary shares your personal information with other companies to provide services to you, it ensures they have adequate
safeguards to protect your personal information as per applicable Canadian privacy laws. The Depositary also ensures the protection of
rights of data subjects under the General Data Protection Regulation, where applicable. The Depositary has prepared a Privacy Code to
tell you more about its information practices, how your privacy is protected and how to contact its Chief Privacy Officer. It is available
at the Depositary’s website, www.computershare.com, or by writing to it at 320 Bay Street, 14th Floor, Toronto, Ontario,
M5H 4A6. The Depositary will use the information you are providing in order to process your request and will treat your signature(s)
as your consent to it so doing.
The
Depositary is:
COMPUTERSHARE
INVESTOR SERVICES INC.
By
Hand or by Courier:
Computershare
Investor Services Inc.
320
Bay Street, 14th Floor
Toronto
Ontario M5H 4A6
Attention:
Corporate Actions
By
Mail:
Computershare
Investor Services Inc.
P
O Box 7021
31
Adelaide St E
Toronto,
Ontario M5C 3H2
Attention:
Corporate Actions
Inquiries
Telephone
(within North America): 1-800-564-6253
Outside
of North America: 1-514-982-7555
Email:
corporationactions@computershare.com