Consolidated Uranium : MD&A - September 30, 2021

Consolidated Uranium Inc.

(formerly, International Consolidated Uranium Inc.)

MANAGEMENT'S DISCUSSION & ANALYSIS

For the nine months ended September 30, 2021

Dated: November 26, 2021

CONSOLIDATED URANIUM INC. (formerly, International Consolidated Uranium Inc.)

MANAGEMENT'S DISCUSSION AND ANALYSIS For the nine months ended September 30, 2021

GENERAL

This management's discussion and analysis ("MD&A") is management's interpretation of the results and financial condition of Consolidated Uranium Inc. (formerly International Consolidated Uranium Inc., and formerly, NxGold Ltd.) ("CUR" or the "Company") for the nine months ended September 30, 2021 and includes events up to the date of this MD&A. This discussion should be read in conjunction with the unaudited condensed consolidated interim financial statements for the nine months ended September 30, 2021 and 2020 (together the "Consolidated Financial Statements") and other corporate filings, all of which are available under the Company's profile on SEDAR at www.sedar.com. All dollar figures stated herein are expressed in Canadian dollars, unless otherwise specified. This MD&A contains forward-looking information. Please see "Note Regarding Forward-Looking Information" for a discussion of the risks, uncertainties and assumptions used to develop the Company's forward-looking information.

APPROVAL

The Board of Directors of International Consolidated Uranium Inc. have approved the disclosure contained in this MD&A. A copy of this MD&A will be provided to anyone who requests it and can be located, along with additional information, on the Company's profile SEDAR website at www.sedar.comor by contacting the head office located at 217 Queen St. West, Floor 4, Toronto, Ontario, Canada.

BACKGROUND

Consolidated Uranium Inc. is a uranium exploration and development company. The Company has entered option agreements to acquire, or has acquired outright, uranium projects in Australia, Canada, Argentina, and the United States, each with significant past expenditures and attractive characteristics for development. The Company was created in early 2020 to capitalize on an anticipated uranium market resurgence using the proven model of diversified project consolidation. Most recently, the Company completed a transformational strategic acquisition and alliance with Energy Fuels Inc., a leading U.S.-based uranium mining company, and acquired a portfolio of permitted, past-producing conventional uranium and vanadium mines in Utah and Colorado. These mines are currently on stand-by, ready for rapid restart as market conditions permit, positioning CUR as a near-term uranium producer.

Consolidated Uranium also holds 279,791 common shares of NexGen Energy Ltd. ("NexGen"). NexGen is a Canadian based uranium exploration company engaged in the exploration of its portfolio of uranium exploration properties in the Athabasca Basin, Saskatchewan, with a particular focus on Rook 1, an advanced exploration stage uranium project. NexGen's common shares are listed on the Toronto Stock Exchange (the "TSX") and NYSE American LLC.

In March 2020 and continuing into 2021, measures have been implemented in Canada and the rest of the world in response to the increased impact from novel coronavirus (COVID-19). The Company continues to operate our business at this time. While the impact of COVID-19 is expected to be temporary, the current circumstances are dynamic and the impacts of COVID-19 on our business operations cannot be reasonably estimated at this time and we anticipate this could have an adverse impact on our business, results of operations, financial position and cash flows in 2021.

The condensed consolidated interim financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

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CONSOLIDATED URANIUM INC. (formerly, International Consolidated Uranium Inc.)

MANAGEMENT'S DISCUSSION AND ANALYSIS For the nine months ended September 30, 2021

Proposed Spin-out of Labrador Uranium Inc. ("Labrador Uranium" or "LUR") Subsidiary, Related Property Option Exercise, Related Property Acquisition and LUR Private Placement Financing

On October 18, 2021, the Company announced the creation and planned spin-out of Labrador Uranium Inc. ("Labrador Uranium" or "LUR"), currently a majority-controlled subsidiary of CUR focused on the consolidation, exploration and development of uranium projects in Labrador, Canada.

To effect the spin-out, the CUR has entered into an arrangement agreement with LUR (the "Arrangement Agreement"), pursuant to which among other things the Company will transfer ownership of Moran Lake Project to LUR in exchange for 16,000,000 common shares of LUR ("LUR Shares"), which the Company intends to distribute to CUR shareholders on a pro rata basis (the "Arrangement"). The Company also intends to apply to list the LUR Shares (the "Listing") on the Canadian Securities Exchange (the "CSE"). The Listing will be subject to LUR fulfilling all of the requirements of the CSE.

Property Option Exercise

In connection with the proposed spin-out of LUR, the Company has provided notice to exercise its option pursuant to the Option Agreement to acquire the Moran Lake project (the "Moran Lake Project") for consideration of $1,000,000 with $500,000 to be satisfied through the issuance of 191,570 common shares of CUR at a deemed price of $2.61 per CUR Share based on the five-day volume weighted average price of the CUR Shares up to October 15, 2021 and $500,000 in cash. In addition, the vendor will be entitled to receive certain future payments contingent upon the attainment of certain milestones tied to the spot price of uranium and will retain a 1.5% net smelter returns royalty from the sale of the mineral products extracted or derived from the Moran Lake Project. CUR shall have the right and option to purchase 0.5% of the Moran Lake Royalty for a price equal to $500,000, which CUR intends to retain following the transfer of the Moran Lake Project to LUR pursuant to the Arrangement.

Property Acquisition - Altius

CUR and LUR have entered into a purchase agreement (the "Altius Agreement") with a subsidiary of Altius Minerals Corporation ("Altius"), pursuant to which LUR has agreed to acquire from Altius a 100% interest in the Central Mineral Belt Uranium-Copper (CMB) Project and the Notakwanon Project, both located in Labrador (the "Altius Transaction"). In consideration, LUR will issue to Altius 8,000,000 LUR Shares and a 2% gross overriding royalty on the CMB Project. Completion of the Altius Transaction is subject to certain closing conditions including, among other things, completion of the Arrangement and the conditional approval from the CSE for the Listing.

In the event that the Arrangement and Listing are not completed, Altius has the right (the "Put Right") to require CUR to acquire the Altius Projects in exchange for $3,000,000 to be satisfied by the issuance of CUR Shares based on the volume weighted average price of the CUR Shares at the time of the exercise of the Put Right, subject to approval of the TSXV. In the event that the Put Right is not exercised by Altius, CUR has the right to acquire the Altius Projects on the same terms and conditions as the Put Right, subject to approval of the TSXV. Any CUR securities issued in connection with the Altius Transaction are subject to final approval of the TSXV and will be subject to a hold period expiring four months and one day from the applicable date of issuance.

Additionally, Altius, LUR and CUR have agreed on an area of interest whereby the two companies will work together in generating new targets and claims to bring to LUR.

In connection with closing of the Altius Transaction, LUR and Altius have agreed to enter into an investor rights agreement pursuant to which, for so long as Altius' equity ownership in LUR remains at or above 10%, Altius will be entitled to equity participation rights to maintain its pro rata equity ownership in LUR. Altius has also agreed to certain resale restrictions on the LUR Shares it will hold and to provide voting support in certain circumstances.

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CONSOLIDATED URANIUM INC. (formerly, International Consolidated Uranium Inc.)

MANAGEMENT'S DISCUSSION AND ANALYSIS For the nine months ended September 30, 2021

Private Placement Financing

On November 15, 2021, CUR announced that LUR had completed a private placement (the "LUR Offering") for gross proceeds of $8,000,000 from the sale of 11,428,571 subscription receipts of LUR (each, a "Subscription Receipt") at a price of $0.70 per Subscription Receipt (the "Offering Price").

Each Subscription Receipt entitles the holder thereof to automatically receive, upon satisfaction of certain escrow release conditions (the "Escrow Release Conditions"), one unit of LUR (a "Unit"). Each Unit shall be comprised of one class B common share of LUR (each, a "Unit Share") and one-half of one common share purchase warrant of LUR (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to purchase one class B common share of LUR (each, a "Warrant Share") at a price of $1.05 for a period of 24 months following the Escrow Release Date (as defined herein). The Escrow Release Conditions includes the satisfaction of all conditions precedent to the completion of the Spin-Out as well as receipt of conditional approval for the listing of LUR's class B common shares (the "Common Shares") on the Canadian Securities Exchange (the "Listing").

The proceeds of the LUR Offering, net of 50% of the cash commission payable to the Agents and the reasonable out-of-pocket expenses of the Agents, are to be held in escrow and not released to LUR unless the Escrow Release Conditions are satisfied on or before February 28, 2022 (the date of satisfaction of the Escrow Release Conditions being, the "Escrow Release Date").

In addition, LUR issued to 799,999 warrants (the "Broker Warrants") to the agents. Each Broker Warrant is exercisable to acquire one common share of LUR at a price of $0.70 for a period of 24 months following the closing of the LUR Offering.

Property Acquisition - Mega

CUR and LUR have entered into a purchase agreement (the "Purchase Agreement") with Mega Uranium Ltd. and its wholly-owned subsidiary (collectively "Mega"), pursuant to which LUR has agreed to acquire Mega's 66% participating interest in a joint venture (the "JV Interest") that holds a 100% interest in the Mustang Lake project (the "Mustang Lake Project"), a prospective uranium project located in the Central Mineral Belt of Labrador (the "Mega Transaction").

Pursuant to the Purchase Agreement, LUR has agreed to acquire the JV Interest in exchange for 3,000,000 common shares of LUR (the "LUR Shares"). In addition, Mega is entitled to appoint one nominee to the Board of Directors of LUR. Completion of the Mega Transaction is subject to certain closing conditions, including, among other things, completion of the Arrangement and the conditional approval from the CSE for the listing of the LUR Shares (the "Listing").

In the event that the Arrangement and Listing are not completed, CUR has the right (the "Call Right") to acquire the JV Interest in exchange for $1 million, to be satisfied by the issuance of shares of CUR based on the volume-weighted average price of the CUR Shares at the time of the exercise of the Call Right, subject to approval of the TSXV. Any CUR Shares issued in connection with the Mega Transaction are subject to final approval of the TSXV and will be subject to a hold period expiring four months and one day from the applicable date of issuance.

Closings and Conditions

There can be no assurance that the Arrangement Agreement, Arrangement, Listing, Altius Transaction, Mega Transaction, Escrow Release Conditions or other matters related to the proposed spin-out will be completed as described or at all.

Acquisition and Strategic Alliance with Energy Fuels

On October 27, 2021, the Company and Energy Fuels Inc. ("Energy Fuels") closed the acquisition (the "EF Transaction"), whereby the Company acquired a portfolio of uranium projects located in Utah and Colorado, United States (the "EF Projects") pursuant to an asset purchase agreement (the "EF Purchase Agreement") among CUR and certain wholly-owned subsidiaries of Energy Fuels (collectively, the "EF Parties").

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CONSOLIDATED URANIUM INC. (formerly, International Consolidated Uranium Inc.)

MANAGEMENT'S DISCUSSION AND ANALYSIS For the nine months ended September 30, 2021

In connection with the closing of the EF Transaction, the companies have also entered into toll-milling, operating and investor rights agreements with respect to the Projects.

Pursuant to the EF Purchase Agreement, CUR acquired from the EF Parties a 100% interest in the Tony M, Daneros and Rim mines in Utah, as well as the Sage Plain property and eight U.S. Department of Energy Leases in Colorado, for the following consideration:

• the payment of US$2.0 million in cash at closing;
• the issuance of 11,860,101 CUR common shares ("CUR Shares") at closing, which resulted in
  Energy Fuels holding 19.9% of the outstanding CUR Shares at that time;
• the payment of $3.0 million in cash on or before the 18-month anniversary of closing of the
  Transaction (the "First Deferred Payment");
• the payment of an additional $3.0 million in cash on or before the 36-month anniversary of closing of the Transaction (the "Second Deferred Payment"); and
• the payment of up to $5.0 million in contingent cash payments tied to achieving commercial production at the Tony M Mine, the Daneros Mine and the Rim Mine.

The EF Purchase Agreement includes provision for the return of the Projects to Energy Fuels in the event that CUR does not make the First Deferred Payment or Second Deferred Payment, as described above.

In the event that CUR proposes to complete a private placement or prospectus offering for minimum gross proceed of $1,000,000 within 36 months, the EF Parties will have the right to accelerate (the "Acceleration Right") a portion of the First Deferred Payment and the Second Deferred Payment, as applicable, through the issuance of CUR Shares up to a maximum amount equal to the product of: (A) the gross proceeds of the financing, multiplied by (B) the EF Parties' then current cumulative percentage ownership of CUR Shares on a non-diluted basis prior to completion of the financing. The CUR Shares issued pursuant to the Acceleration Right will be based on the market price of the CUR Shares at the time of issuance and will be subject to the approval of the TSX Venture Exchange (the "TSXV").

Pursuant to a financial advisory agreement related to the EF Transaction, CUR has agreed to pay an advisory fee comprised of $450,624 in cash and 83,786 CUR Shares at a deemed price of $2.90 per CUR Share, subject to the approval of the TSXV.

All securities issued in connection with the Transaction are subject to a hold period expiring four months and one day from the date of issuance.

The Milo Project

On November 10, 2021, CUR announced that it had signed a definitive sale and purchase agreement (the "Agreement") with Isa Brightlands Pty Ltd (the "Vendor"), a wholly owned subsidiary of GBM Resources ("GBM"), to acquire a 100% interest in the Milo Uranium, Copper, Gold, Rare Earth Project (the "Milo Project"). The Milo Project consists of EPM (Exploration Permit - Minerals) rights located in Northwestern Queensland.

Pursuant to the Agreement, CUR will acquire a 100% interest in the Project from the Vendor for the following consideration:

• The payment of $500,000 in cash, payable within five days of signing the Agreement.
• The issuance of 750,000 common shares of CUR at a price per CUR Share of $2.85 which is based on the 7-dayvolume-weight average price of the CUR Shares on the TSXV up to the date immediately prior to signing of the Agreement.

Any CUR Shares issued in connection with the GBM Transaction are subject to approval of the TSXV and will be subject to a hold period expiring four months and one day from the date of issuance.

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