Azarga Uranium : Management’s Discussion and Analysis dated November 10, 2021

Azarga Uranium Corp.

MANAGEMENT'S DISCUSSION AND ANALYSIS

For the nine months ended September 30, 2021

(Expressed in U.S. Dollars)

AZARGA URANIUM CORP.

ForManagement'sthe nine monthsDiscussionended Septemberand Analysis30, 2021

The following is management's discussion and analysis ("MD&A") of the results of operations and financial condition of Azarga Uranium Corp. ("Azarga Uranium"), together with its subsidiaries (collectively referred to as the "Company"), for the nine months ended September 30, 2021 and up to the date of this MD&A. The MD&A has been prepared to provide material updates to the business operations, financial condition, liquidity and capital resources of the Company since its last management's discussion and analysis for the fiscal year ended December 31, 2020 (the "Annual MD&A").

This MD&A should be read in conjunction with the Annual MD&A and the audited consolidated financial statements for the year ended December 31, 2020, together with the notes thereto, and the accompanying unaudited condensed consolidated interim financial statements and related notes thereto for the nine months ended September 30, 2021.

All financial information in this MD&A is derived from the Company's condensed consolidated interim financial statements for the nine months ended September 30, 2021 prepared in accordance with International Financial Reporting Standards ("IFRS"). All references to $ in this MD&A refer to the United States dollar and all references to C$ refer to the Canadian dollar.

Additional information relating to the Company, including the Annual Information Form, is available under the Company's profile on SEDAR at www.sedar.com.

The effective date of this MD&A is November 10, 2021.

DESCRIPTION OF THE BUSINESS

Azarga Uranium was incorporated on February 10, 1984 under the laws of the Province of British Columbia, Canada. Azarga Uranium's common shares are publicly traded on the Toronto Stock Exchange ("TSX") (Symbol: AZZ), the Frankfurt Stock Exchange (Symbol: P8AA), and the OTCQB Venture Market (Symbol: AZZUF). The Company is an integrated uranium exploration and development company.

The Company controls uranium properties in the United States of America (the "USA"), located in South Dakota, Wyoming, Utah and Colorado, with a primary focus of developing in-situ recovery ("ISR") uranium projects. The Dewey Burdock ISR uranium project in South Dakota, USA (the "Dewey Burdock Project") is the Company's initial development priority and has been issued its Nuclear Regulatory Commission ("NRC") license and final Class III and Class V Underground Injection Control ("UIC") permits from the Environmental Protection Agency (the "EPA"). The Company also owns the Gas Hills, Juniper Ridge, Dewey Terrace and Aladdin Projects in Wyoming, the Centennial Project in Colorado, and uranium exploration properties in Wyoming, Utah, and Colorado.

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AZARGA URANIUM CORP.

ForManagement'sthe nine monthsDiscussionended Septemberand Analysis30, 2021

PROPOSED TRANSACTION

On September 7, 2021, the Company entered into a definitive agreement with enCore Energy Corp. ("enCore") whereby enCore will acquire all of the issued and outstanding common shares of Azarga Uranium pursuant to a court-approved plan of arrangement (the "Transaction").

Under the terms of the agreement, Azarga Uranium shareholders will receive 0.375 common shares of enCore for each Azarga Uranium common share held (the "Exchange Ratio"). The Exchange Ratio implied consideration of C$0.71 per Azarga Uranium common share based on the closing price of the enCore common shares on the TSX Venture Exchange on September 3, 2021.

Additionally, the Exchange Ratio will be subject to an adjustment mechanism at the closing of the Transaction (the "Closing Exchange Ratio"). The Closing Exchange Ratio shall be equal to the greater of: (i) the Exchange Ratio; or (ii) an exchange ratio calculated as C$0.54 divided by enCore's 15-day volume weighted average price prior to the closing of the Transaction, subject to a maximum Closing Exchange Ratio of 0.49 common shares of enCore for each share of Azarga Uranium outstanding.

Transaction Highlights

•	Creation of a top-tier American uranium ISR mining company with multiple assets
•
	at various stages of development;
•	Two licensed ISR production facilities and multiple potential satellite exploration
	and development projects in South Texas;
•	Advanced stage Dewey Burdock development project in South Dakota with key
	federal permits issued;
•	Recently published preliminary economic assessment for the Gas Hills project in
	Wyoming;
	Large uranium resource endowment in New Mexico including the Marquez-Juan
•	Tafoya project, for which a recent preliminary economic assessment was
	published and the Crownpoint and Hosta Butte project;
•	Well positioned to benefit from America's nuclear renaissance, which boasts bi-
	partisan political support; and
	Management team and board with unrivaled experience in the permitting,
	development, and mining of ISR uranium deposits in the USA.

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AZARGA URANIUM CORP.

ForManagement'sthe nine monthsDiscussionended Septemberand Analysis30, 2021

Transaction Details

Pursuant to the terms of the agreement, all of the issued and outstanding common shares of Azarga Uranium will be exchanged for common shares of enCore at the Closing Exchange Ratio. Outstanding and unexercised warrants and stock options to purchase common shares of Azarga Uranium will be adjusted in accordance with their terms based on the Closing Exchange Ratio.

The agreement includes standard deal protection provisions, including non-solicitation,right-to-match, and fiduciary out provisions, as well as certain representations, covenants and conditions that are customary for a transaction of this nature, along with a termination fee of C$4 million payable to enCore in certain circumstances.

The proposed Transaction will be effected by way of a plan of arrangement completed under the Business Corporations Act (British Columbia). The Transaction will require approval by at least 66 2/3% of the votes cast by Azarga Uranium shareholders and, if required by Multilateral Instrument 61-101, a simple majority of the votes cast by Azarga Uranium shareholders excluding certain interested or related parties, in each case by shareholders present in person or represented by proxy at a special meeting of the shareholders of Azarga Uranium (the "Azarga Uranium Special Meeting").

The Azarga Uranium Special Meeting is to be held November 16, 2021. An information circular detailing the terms and conditions of the Transaction was mailed to the shareholders of Azarga Uranium.

Closing of the Transaction is subject to the receipt of applicable regulatory approvals and the satisfaction of certain other closing conditions customary in transactions of this nature, including, without limitation, court and stock exchange approval. Closing of the Transaction is anticipated to occur end of November 2021.

None of the securities to be issued pursuant to the Transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issuable in the Transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws.

Management and Board of Directors

The combined company will be managed by the current enCore executive team, led by Paul Goranson as CEO & Director, William Sheriff as Executive Chairman, Carrie Mierkey as Chief Financial Officer, and Dennis Stover, as Chief Technical Officer. Blake Steele, current President & CEO of Azarga Uranium, will continue as a Strategic Advisor to the combined company and John Mays, current COO of Azarga Uranium, will continue as Chief Operating Officer of the Azarga Uranium subsidiary, with a core focus to manage the continued advancement of the Dewey Burdock and Gas Hills projects.

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AZARGA URANIUM CORP.

ForManagement'sthe nine monthsDiscussionended Septemberand Analysis30, 2021

Upon closing of the Transaction, Sandra MacKay, a current director of Azarga Uranium, will be appointed to the board of enCore.

In connection with the closing of the Transaction, enCore intends to seek the listing of its shares on the NYSE-AMEX or NASDAQ exchange which may include a share consolidation in order to meet initial listing requirements.

Board Recommendations

The agreement has been unanimously approved by the boards of directors of both enCore and Azarga Uranium, and Azarga Uranium's board unanimously recommends that its shareholders vote in favour of the Transaction.

OPERATIONAL HIGHLIGHTS

The Company's significant events and highlights for the nine months ended September 30,are 2021as follows:and to the date of this MD&A, in addition to the Transaction described above,

• • Further to an ordinary rebalance in the
• SolactiveGlobal XGlobalUraniumUraniumETF &InclusionNuclear Components Total Return Index (the "Index"), effective August 2, 2021, the Company was included in the Index composition for the Global X Uranium ETF (NYSE:URA).
• • In May 2021, the Company filed an updated National
• InstrumentGas Hills Project43-101 ("NI 43-101") resource estimate for its Gas Hills Uranium Project in Wyoming, USA (the "Gas Hills Project"). Measured and indicated uranium resources increased to 10.8 million pounds U3O8 from 4.7 million pounds U3O8, a 128% increase. Of the 10.8 million pounds U3O8, 7.7 million pounds U3O8 are located below the water table and ideally suited to ISR mining techniques. Subsequently, in August 2021, the Company filed a maiden independent preliminary economic assessment ("PEA") for the ISR resources at its Gas Hills Project. The base case economic assessment resulted in a pre-income tax internal rate of return ("IRR") of 116% and a pre-income tax net present value ("NPV") of $120.9 million when applying an eight percent discount rate. Using the same discount rate, the post-income tax IRR is 101% and the post-income tax NPV is $102.6 million.
• • In March 2021, the Company announced that AK Jensen
• InvestmentStrategic InvestorManagement Ltd through its Tees River Uranium Fund and Tees River Critical Resources Fund increased its ownership of the Company to 10.94% of the issued and outstanding common shares on a non-diluted basis and 12.58% on a fully diluted basis.

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