What changed in this filing

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Item 1. Financial Statements

2025-11-14 compared with 2025-08-14 · 283 added, 220 removed, 387 unchanged (57% of the section changed)

3 unchanged sentences

(Expressed in United States dollars)

September 30,

(in thousands, except share data)

29 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

(in thousands except per share data)

15 unchanged sentences

Loss from continuing operations

Income (loss) from discontinued operations, net of taxes

Net loss per common share - basic (1)

Income (loss) from discontinued operations, net of taxes (Note 3)

Net income (loss)

Net income (loss) per common share - basic (1)

Continuing operations

Discontinued operations

Net loss per common share - basic (1)

Net income (loss) per common share - basic (1)

Weighted-average shares outstanding - basic

(1) Potentially dilutive shares have not been included for loss

periods because to do so would be anti-dilutive.

Potentially dilutive shares at June 30, 2025, consist of 2,470,079 equivalent shares

related to stock compensation and 7,481,587 equivalent shares related to outstanding warrants.

Potentially dilutive shares at June 30,

2024, consist of 1,050,409 equivalent shares related to stock compensation and 10,819,742 equivalent shares related to outstanding warrants.

(1) Potentially dilutive shares have not been included for loss periods because to do so would be anti-dilutive.

Potentially dilutive shares at September 30, 2025, consist of 2,470,079 equivalent shares related to stock compensation and 7,481,587 equivalent shares related to outstanding warrants.

Potentially dilutive shares at September 30, 2024, consist of 1,070,049 equivalent shares related to stock compensation and 10,819,742 equivalent shares related to outstanding warrants.

See Note 12 for a discussion of stock-based compensation and warrants.

4 unchanged sentences

(Expressed in United States dollars)

Six Months Ended June 30,

Nine Months Ended

September 30,

(in thousands)

12 unchanged sentences

Accounts payable and other accrued liabilities

Deferred revenue

Other current liabilities

Other long-term liabilities

Net cash provided by (used in) operating activities - continuing operations

Net cash used in operating activities - continuing operations

Net cash used in operating activities - discontinued operations

1 unchanged sentence

Cash flows provided by (used in) investing activities:

Proceeds from sale of assets

Acquisition of property, plant and equipment

Net cash provided by investing activities - continuing operations

Net cash provided by investing activities - discontinued operations

Net cash provided by investing activities - discontinued

Net cash provided by investing activities

1 unchanged sentence

Common stock shares relinquished to pay taxes

Net cash provided by (used in) financing activities - continuing operations

Net cash provided by (used in) financing activities - discontinued operations

Net cash provided by (used in) financing activities

Net cash used in financing activities - continuing operations

Net cash provided by (used in) financing activities - discontinued

Net cash provided used in financing activities

Net decrease in cash and cash equivalents

18 unchanged sentences

Stock compensation accrued (Note 12)

KELTIP and RSU shares issued net of shares relinquished to cover withholding taxes (Note 12)

KELTIP and RSU shares issued net of shares relinquished

to cover withholding taxes (Note 12)

Balance, June 30, 2024

$ ( 554,500 )

Stock compensation accrued and shares issued for vested

stock awards (Note 12)

Balance, September 30, 2024

$ ( 554,301 )

Balance, December 31, 2024

6 unchanged sentences

$ ( 556,867 )

Stock compensation accrued (Note 12)

Balance, September 30, 2025

$ ( 557,744 )

The accompanying notes form an integral part of

3 unchanged sentences

(Expressed in United States dollars)

Basis of Preparation of Financial Statements and N ature of Operations

Basis of Preparation of Financial

Statements and N ature of Operations

Golden Minerals Company (the

11 unchanged sentences

The Company is considered

an exploration stage issuer under the criteria set forth by the SEC under Subpart 1300 of Regulation S-K (“S-K 1300”) as the

Company has not yet demonstrated the existence of mineral reserves at any of the Company’s properties.

As a result, and in accordance

with GAAP for exploration stage companies, all expenditures for exploration and evaluation of the Company’s properties are expensed

As such, the Company’s financial statements may not be comparable to the financial statements of mining companies that

have proven and probable mineral reserves.

Such companies would typically capitalize certain development costs including infrastructure

development and mining activities to access the ore.

The capitalized costs would be amortized on a units-of-production basis as reserves

The amortized costs are typically allocated to inventory and eventually to cost of sales as the inventories are sold.

Company does not have proven and probable mineral reserves, all project cost were charged to cost of metals sold or project expense during

the period depending on the nature of the costs.

The Company cannot be certain that any deposits at any of its properties will ever be

confirmed or converted into S-K 1300 compliant “reserves.”

an exploration stage issuer under the criteria set forth by the SEC under Subpart 1300 of Regulation S-K (“S-K 1300”) as

the Company has not yet demonstrated the existence of mineral reserves at any of the Company’s properties.

As a result, and in

accordance with GAAP for exploration stage companies, all expenditures for exploration and evaluation of the Company’s properties

are expensed as incurred.

As such, the Company’s financial statements may not be comparable to the financial statements of mining

companies that have proven and probable mineral reserves.

Such companies would typically capitalize certain development costs including

infrastructure development and mining activities to access the ore.

The capitalized costs would be amortized on a units-of-production

basis as reserves are mined.

The amortized costs are typically allocated to inventory and eventually to cost of sales as the inventories

As the Company does not have proven and probable mineral reserves, all project cost were charged to cost of metals sold or

project expense during the period depending on the nature of the costs.

The Company cannot be certain that any deposits at any of its

properties will ever be confirmed or converted into S-K 1300 compliant “reserves.”

Operating Segments and Related Disclosures

We manage our company as one

reportable operating segment, exploration activities.

The segment information aligns with how the Company’s Chief Operating Decision

Maker (“CODM”) reviews and manages our business.

The Company’s CODM is the Company’s Chief Executive Officer .

We manage our company as

one reportable operating segment, exploration activities.

The segment information aligns with how the Company’s Chief Operating

Decision Maker (“CODM”) reviews and manages our business.

The Company’s CODM is the Company’s Chief Executive

Financial information and annual exploration plans and forecasts are prepared and reviewed by the CODM at a consolidated level.

assesses performance for the exploration activities segment and decides how to better allocate resources based on consolidated net income

or loss that is reported on the interim Condensed Consolidated Statements of Operations.

The Company's objective in making resource allocation

decisions is to optimize the consolidated financial results.

The accounting policies of our exploration activities segment are the same

as those described in the summary of significant accounting policies.

Refer to Note 3 to the financial statements included in the Company’s

2024 Annual Report for a description of our Significant Accounting Policies.

Liquidity, Capital Resources and Going Concern

We do not currently have sufficient

resources to meet our expected cash needs for a period of twelve months beyond the filing date of this 2025 Quarterly Report on Form 10-Q.

At June 30, 2025, we had current assets of approximately $ 2.7 million, including cash and cash equivalents of approximately $ 2.5 million.

On the same date, we had accounts payable and other current liabilities of approximately $ 4.3 million, which includes $ 2.97 million in

deferred revenue for the sale of the Velardeña oxide plant and water wells recorded within Current liabilities held for sale

on the interim Condensed Consolidated Balance Sheets.

As previously disclosed, the Company ceased mining at the Velardeña mines

in Mexico in the first quarter 2024 and subsequently sold the mines and certain related assets.

As of June 30, 2025, the Company was owed

$ 32,000 plus $ 5,000 value-added tax (“VAT”) of the $ 3.0 million purchase price plus VAT for the Velardeña oxide plant

and water wells and other minor remaining Velardeña assets (see Note 15).

The Company’s only near-term

opportunity to generate cash flow to meet its expected cash requirements is from the sale of assets, equity or other external financing.

The Company is evaluating and pursuing alternatives, including the potential sale of the Company, finalizing the sale of its assets at

the Velardeña Properties, seeking buyers or partners for the Company’s other assets or obtaining equity or other external

In the absence of additional cash inflows, the Company anticipates that its cash resources will be exhausted in approximately

the first quarter of 2026.

If we are unable to obtain additional cash resources or sell the Company, we will be forced to cease operations

and liquidate.

The CODM assesses performance for the exploration activities segment and decides how to better allocate resources based on consolidated

net income or loss that is reported on the interim Condensed Consolidated Statements of Operations.

The Company's objective in making

resource allocation decisions is to optimize the consolidated financial results.

The accounting policies of our exploration activities

segment are the same as those described in the summary of significant accounting policies.

Refer to Note 3 to the financial statements

included in the Company’s 2024 Annual Report for a description of our Significant Accounting Policies.

Liquidity, Capital Resources and

Going Concern

We do not currently have

sufficient resources to meet our expected cash needs for a period of twelve months beyond the filing date of this 2025 Quarterly

Report on Form 10-Q.

At September 30, 2025, we had current assets of approximately $ 2.0 million, including cash and cash equivalents

of approximately $ 1.7 million.

On the same date, we had accounts payable and other current liabilities of approximately $ 4.3

million, which includes $ 2.97 million in deferred revenue for the sale of the Velardeña oxide plant and water wells recorded

within Current liabilities held for sale on the interim Condensed Consolidated Balance Sheets.

As previously disclosed, the

Company ceased mining at the Velardeña mines in Mexico in the first quarter 2024 and subsequently sold the mines and certain

related assets.

As of September 30, 2025, the Company was owed $ 28,000 plus $ 5,000 value-added tax (“VAT”) of the $ 3.0

million purchase price plus VAT for the Velardeña oxide plant and water wells and other minor remaining Velardeña

assets (the “Velardeña Properties”).

This remaining amount was received during October 2025 and as a result, the

Company will recognize the related gain from sale of Velardeña Properties in its Annual Report on Form 10-K for the fiscal

year ended December 31, 2025 (the “2025 Annual Report”) (see Note 15).

The Company’s only

near-term opportunity to generate cash flow to meet its expected cash requirements is from the sale of assets, equity or other external

The Company is evaluating and pursuing alternatives, including the potential sale of the Company, seeking buyers or partners

for the Company’s other assets or obtaining equity or other external financing.

In the absence of additional cash inflows,

the Company anticipates that its cash resources will be exhausted in approximately the second quarter of 2026.

If we are unable to obtain

additional cash resources or sell the Company, we will be forced to cease operations and liquidate.

These interim condensed consolidated

6 unchanged sentences

cash flows from operations and to fund general administrative, and exploration activities that would lead to additional profitable mining

and processing activities or to generate proceeds from the disposition of property, plant and equipment.

and processing activities or to generate proceeds from the disposition of property and equipment.

The ability of the Company

5 unchanged sentences

Therefore, the Company cannot conclude that substantial doubt does not exist as to the Company’s ability to

continue as a going concern for the twelve months following the filing date of this Quarterly Report for the six months ended June 30,

continue as a going concern for the twelve months following the filing date of this Quarterly Report for the nine months ended September

30, 2025 on Form 10-Q.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded

assets or liabilities which might be necessary should the Company not continue as a going concern.

Assets Held for Sale and Discontinued Operations

These financial statements do not include any adjustments relating to the recoverability and classification of

recorded assets or liabilities which might be necessary should the Company not continue as a going concern.

Assets Held for Sale and Discontinued

We classify long-lived assets,

14 unchanged sentences

exceeds its estimated fair value less cost to sell, a loss is recognized.

Assets and liabilities related to a business classified as held

for sale are segregated in the current and prior balance sheets in the period in which the business is classified as held for sale, resulting

in changes to the presentation of certain prior period amounts.

The Company ceases depreciation and amortization on long-lived assets

(or disposal groups) classified as held for sale and measures them at the lower of carrying value or estimated fair value less cost to

The Company reports the results

of operations of a business as discontinued operations if a disposal represents a strategic shift that has (or will have) a major effect

on the Company’s operations and financial results when the business is classified as held for sale, in accordance with ASC 360,

Assets and liabilities related to a business classified as

held for sale are segregated in the current and prior balance sheets in the period in which the business is classified as held for sale,

resulting in changes to the presentation of certain prior period amounts.

The Company ceases depreciation and amortization on long-lived

assets (or disposal groups) classified as held for sale and measures them at the lower of carrying value or estimated fair value less

cost to sell.

The Company reports the

results of operations of a business as discontinued operations if a disposal represents a strategic shift that has (or will have) a major

effect on the Company’s operations and financial results when the business is classified as held for sale, in accordance with ASC

360, and ASC 205-20, Presentation of Financial Statements – Discontinued Operations .

Under ASC 360, assets may be classified as

held for sale even though discontinued operations classification is not met.

The results of discontinued operations are reported in Net

loss from discontinued operations, net of tax in the accompanying Consolidated Statements of Operations for current and prior periods,

including any gain or loss recognized on closing or adjustment of the carrying amount to fair value less cost to sell.

All other notes

to these consolidated financial statements present the results of continuing operations and exclude amounts related to discontinued operations

for all periods presented.

Under ASC 360, assets may be classified

as held for sale even though discontinued operations classification is not met.

The results of discontinued operations are reported in

Net loss from discontinued operations, net of tax in the accompanying Consolidated Statements of Operations for current and prior

periods, including any gain or loss recognized on closing or adjustment of the carrying amount to fair value less cost to sell.

notes to these consolidated financial statements present the results of continuing operations and exclude amounts related to discontinued

operations for all periods presented.

Velardeña Properties

7 unchanged sentences

Properties and has held them for sale.

We have entered into sales

agreements pursuant to which a privately held Mexican company (the “Velardeña Buyer”) has purchased the Velardeña

and Chicago mines, mining equipment and the sulfide plant, and agreed to purchase the oxide processing plant and water wells.

We entered into sales agreements

pursuant to which a privately held Mexican company (the “Velardeña Buyer”) agreed to purchase the Velardeña and Chicago

mines, mining equipment and the sulfide plant, and agreed to purchase the oxide processing plant and water wells.

The sale of the Velardeña

4 unchanged sentences

total payments of $ 3.0 million plus VAT on July 1, 2024.

The agreement has not closed, and the Buyer is in default.

In accordance with

ASC 360, on June 30, 2024, the Company recorded an asset impairment charge of $ 411,000 to write down the remaining book value to the amount

received through June 30, 2024 from the Velardeña Buyer of $ 373,000 .

Since June 30, 2024, the Velardeña

Buyer has continued to make periodic payments to the Company;

however, it has not paid the entire sale price and remains in default.

a result, the Company has not transferred title to the oxide plant and the water wells to the Velardeña Buyer.

During June 2025,

the Company transferred the related environmental permits to the Velardeña Buyer in anticipation of completing the sale during

the third quarter of 2025.

As of June 30, 2025, the Company

has received $ 2.97 million from the sale of oxide plant and the water wells.

The amount is recognized as deferred revenue within Current

liabilities held for sale on the interim Condensed Consolidated Balance Sheets.

The Velardeña Buyer has had operational control

of the oxide plant since mid-year 2024, and we are no longer operating the property.

We continue to hold our interests in the oxide plant

at Velardeña as assets held for sale.

The Velardeña Buyer has been making periodic payments and the Company believes at

this time that it will eventually collect the final amounts owed during the third quarter of 2025, at which time the Company will record

the sale under the fourth and final sales agreement.

In accordance with ASC 360, on June 30, 2024, the Company recorded an asset

impairment charge of $ 411,000 to write down the remaining book value to the amount receivable per the agreement.

Since June 30, 2024, the

Velardeña Buyer has continued to make periodic payments to the Company;

however, it had not paid the entire sale price until October

As a result, as of September 30, 2025, the Company had not transferred title to the oxide plant and the water wells to the Velardeña

During June 2025, the Company transferred the related environmental permits to the Velardeña Buyer in anticipation of completing

The sale was completed on October 10, 2025 upon receipt of the remaining $ 28,000 plus VAT and as a result, we transferred the

title to the oxide plant and the water wells to the Velardeña Buyer.

As of September 30, 2025,

the Company has received $ 2.97 million from the sale of oxide plant and the water wells.

The amount is recognized as deferred revenue

within Current liabilities held for sale on the interim Condensed Consolidated Balance Sheets.

The Velardeña Buyer has

had operational control of the oxide plant since mid-year 2024, and we have not operated the property since that time.

Rodeo Property

We hold 100 % interest in the

Rodeo gold mine (the “Rodeo Property”) in Durango state, Mexico.

We believe the mineral resource at the Rodeo Property is

depleted and is no longer considered to have reasonable prospects for economic extraction.

Mining activities at the Rodeo Property therefore

concluded during 2023.

We hold 100 % interest in

the Rodeo gold mine (the “Rodeo Property”) in Durango state, Mexico.

We believe the mineral resource at the Rodeo Property

is depleted and is no longer considered to have reasonable prospects for economic extraction.

Mining activities at the Rodeo Property

therefore concluded during 2023.

The Company has a remaining asset retirement obligation for which it has accrued approximately $ 450,000 .

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entered into a binding letter agreement with Butte Energy Inc.

(“Butte”) pursuant to which Butte would acquire 100 % of the

issued and outstanding shares of Silex Argentina S.A.

(the “Silex Shares”), the Company’s wholly owned subsidiary that

owns the El Quevar Project, located in Argentina.

(“Butte”) pursuant to which Butte acquired 100 % of the issued

and outstanding shares of Silex Argentina S.A.

(the “Silex Shares”), the Company’s wholly owned subsidiary that owned

the El Quevar Project, located in Argentina.

The $ 3.5 million purchase price of the Silex Shares was paid in cash, as follows:

(1) $ 500,000 ,

as a non-refundable deposit, paid to the Company on September 3, 2024;

(2) $ 500,000 paid to the Company upon execution of the

Acquisition Agreement on September 27, 2024;

(2) $ 500,000 paid to the Company upon execution of the Acquisition

Agreement on September 27, 2024;

and (3) $ 2.5 million paid to the Company when the transaction closed on October 24, 2024.

1 unchanged sentence

On November 22, 2024, the

Company completed the sale of its Yoquivo gold-silver project located in Chihuahua State, Mexico to Advance Metals Limited for total cash

consideration of $ 570,000 , plus VAT.

Company completed the sale of its Yoquivo gold-silver project located in Chihuahua State, Mexico to Advance Metals Limited for total

cash consideration of $ 570,000 , plus VAT.

Minera de Cordilleras

In April 2025 the Company,

through its subsidiaries, completed the sale of Minera de Cordilleras, a Mexican subsidiary holding tax losses and five minor mining concessions,

for $ 600,000 .

through its subsidiaries, completed the sale of Minera de Cordilleras, a Mexican subsidiary holding tax losses and five minor mining

concessions, for $ 600,000 .

The following table summarizes

2 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

(in thousands)

2 unchanged sentences

Cost of metals sold

Exploration and other operating cost

Reclamation expense

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the carrying amounts of major classes of assets and liabilities of discontinued operations for each of the periods presented:

September 30,

(in thousands)

6 unchanged sentences

Total liabilities held for sale

(1) Property, plant and equipment, net at June 30, 2025 and December 31, 2024 consisted of the remaining Velardeña Properties assets.

(2) Deferred revenue at June 30, 2025 and December 31, 2024 represents cash received for the sale of the Velardeña oxide plant.

(3) Other current liabilities at June 30, 2025 and December 31, 2024 consisted of the current portion of ARO.

(4) Asset retirement and reclamation liabilities at June 30, 2025 and December 31, 2024 relate to the Rodeo Property and Velardeña

(1) Property, plant and equipment, net at September 30, 2025 and December 31, 2024 consisted of the remaining Velardeña Properties assets.

(2) Deferred revenue at September 30, 2025 and December 31, 2024 represents cash received for the sale of the Velardeña oxide plant.

(3) Other current liabilities at September 30, 2025 and December 31, 2024 consisted of the current portion of ARO.

(4) Asset retirement and reclamation liabilities at September 30, 2025 and December 31, 2024 relate to the Rodeo Property and Velardeña Properties.

New Accounting Pronouncements

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disaggregated disclosure of certain costs and expenses.

ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and

for interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted, and may be applied on either

ASU 2024-03 is effective for fiscal years beginning after December 15, 2026,

and for interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted, and may be applied on either

a prospective or retrospective basis.

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condensed consolidated financial statements.

In May 2025, the FASB issued

ASU 2025-03, Business Combination and Consolidation:

Determining the Accounting Acquirer in the Acquisition of a Variable Interest

The ASU addresses transactions where the legal acquiree is a variable interest entity (“VIE”) that meets the

definition of a business, and the acquisition is affected primarily by exchanging equity interests.

The ASU is effective for annual reporting

periods beginning after December 15, 2026 and interim reporting periods within those annual periods.

Early adoption is permitted.

Company is currently evaluating the impact of on its consolidated financial statements.

In May 2025, the FASB issued

ASU 2025-04, Clarifications to Share-Based Consideration Payable to a Customer.

This ASU clarifies the accounting for share-based

payment awards granted to a customer as incentive.

It addresses intersection of ASC 606 (Revenue from Contracts with Customers) and ASC

718 (Stock Compensation).

The ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within those years.

Early adoption is permitted.

We are currently evaluating the impact of adopting the ASU on our consolidated financial statements.

Prepaid Expenses and Other Assets

1 unchanged sentence

current assets consist of the following:

September 30,

(in thousands)

3 unchanged sentences

VAT incurred in Mexico and

other jurisdictions, primarily in connection with exploration projects, has been fully allowed for as of June 30, 2025, due to uncertainty

other jurisdictions, primarily in connection with exploration projects, has been fully allowed for as of September 30, 2025, due to uncertainty

regarding its recoverability.

2 unchanged sentences

property, plant and equipment are as follows:

September 30,

(in thousands)

2 unchanged sentences

Accumulated depreciation

Accounts Payable and Other Accrued Liabilities

Accounts Payable and Other Accrued

The Company’s accounts

payable and other accrued liabilities consist of the following:

September 30,

(in thousands)

1 unchanged sentence

Accrued employee compensation and benefits

Other Current Liabilities

Other Current

The following table

sets forth the Company’s other current liabilities:

September 30,

(in thousands)

12 unchanged sentences

Quoted prices

in inactive markets for identical assets or liabilities, quoted prices for similar assets or liabilities in active markets, or other observable

inputs either directly related to the asset or liability or derived principally from corroborated observable market data.

in inactive markets for identical assets or liabilities, quoted prices for similar assets or liabilities in active markets, or other

observable inputs either directly related to the asset or liability or derived principally from corroborated observable market data.

inputs due to the fact that there is little or no market activity.

4 unchanged sentences

(in thousands)

At June 30, 2025

At September 30, 2025

Cash and cash equivalents

1 unchanged sentence

Cash and cash equivalents

The Company’s cash equivalents, comprised

principally of U.S.

The Company’s cash

equivalents, comprised principally of U.S.

treasury securities, are classified within Level 1 of the fair value hierarchy.

At June 30, 2025 and December 31, 2024, the Company

did not have any financial assets or liabilities classified within Level 2 or Level 3 of the fair value hierarchy.

The Company accounts for income

taxes in accordance with the provisions of ASC Topic 740, Income Taxes (“ASC 740”), on a tax jurisdictional basis.

In accordance with ASC 740, the interim provision for taxes was calculated by using the estimated annual effective tax rate applied to

the year-to-date income or losses on a jurisdictional basis.

Although the Company has generated ordinary losses on a year-to-date basis,

the Company may have projected taxable income by year end in certain tax jurisdictions, for which an annual effective tax rate has been

For the three and six months ended June 30, 2025 and 2024, the Company recorded zero income tax expense.

At September 30, 2025 and

December 31, 2024, the Company did not have any financial assets or liabilities classified within Level 2 or Level 3 of the fair value

The Company accounts for

income taxes in accordance with the provisions of ASC Topic 740, Income Taxes (“ASC 740”), on a tax jurisdictional

In accordance with ASC 740, the interim provision for taxes was calculated by using the estimated annual effective tax rate applied

to the year-to-date income or losses on a jurisdictional basis.

Although the Company has generated ordinary losses on a year-to-date

basis, the Company may have projected taxable income by year end in certain tax jurisdictions, for which an annual effective tax rate

has been calculated.

For the three and nine months ended September 30, 2025 and 2024, the Company recorded zero income tax expense.

In accordance with ASC 740,

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Balance Sheets.

As of June 30, 2025 and December 31, 2024, the Company had no deferred tax assets and no deferred tax liability on the

interim Condensed Consolidated Balance Sheets due to a valuation allowance offsetting the net deferred tax assets of the Company.

As of September 30, 2025 and December 31, 2024, the Company had no deferred tax assets and no deferred tax liability

on the interim Condensed Consolidated Balance Sheets due to a valuation allowance offsetting the net deferred tax assets of the Company.

The Company, a Delaware corporation,

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countries are highly complex and subject to interpretation.

The Company’s income tax returns are subject to examination by the relevant

taxing authorities and in connection with such examinations, disputes can arise with the taxing authorities over the interpretation or

application of certain tax rules within the country involved.

The Company’s income tax returns are subject to examination by the

relevant taxing authorities and in connection with such examinations, disputes can arise with the taxing authorities over the interpretation

or application of certain tax rules within the country involved.

In accordance with ASC 740, the Company identifies and evaluates uncertain

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The Company had no unrecognized tax

benefits at June 30, 2025 and December 31, 2024.

benefits at September 30, 2025 and December 31, 2024.

Equity Incentive Plans

1 unchanged sentence

The following table summarizes

the status and activity of the Company’s restricted stock grants at June 30, 2025 and 2024:

Six Months Ended June 30,

the status and activity of the Company’s restricted stock grants at September 30, 2025 and 2024:

Nine Months Ended September 30,

Restricted Stock Grants

5 unchanged sentences

The following table summarizes

the status and activity of the Company’s restricted stock units at June 30, 2025 and 2024:

Six Months Ended June 30,

the status and activity of the Company’s restricted stock units at September 30, 2025 and 2024:

Nine Months Ended September 30,

Restricted Stock Units

2 unchanged sentences

Shares issued during the period

Forfeited during the period

Restrictions lifted during the period

3 unchanged sentences

Stock-Based Compensation

Stock-based compensation expense

for the periods presented is as follows:

Three Months Ended June 30,

Six Months Ended June 30,

Stock-based compensation

expense for the periods presented is as follows:

Three Months Ended

September 30,

Nine Months Ended

September 30,

(in thousands)

4 unchanged sentences

The following table summarizes

the activity of the Company’s common stock warrants for the six months ended June 30, 2025 and 2024.

Six Months Ended June 30,

the activity of the Company’s common stock warrants for the nine months ended September 30, 2025 and 2024.

Nine Months Ended September 30,

Exercise Price

Common Stock Warrants

6 unchanged sentences

Common stock warrants outstanding

as of June 30, 2025 are as follows:

as of September 30, 2025 are as follows:

Number of Exercise

4 unchanged sentences

November 2023 Series A Warrants 6,000,000 $ 0.70 November 6, 2028

All outstanding common stock warrants are recorded in equity at June

30, 2025 and December 31, 2024, following the guidance established by ASC Topic 815-40.

The Company’s common stock warrants allow

for potential settlement in cash if certain extraordinary events are affected by the Company, including a 50% or greater change of control

in the Company’s common stock.

Since those events have been deemed to be within the Company’s control, the Company continues

to apply equity treatment for these common stock warrants.

All outstanding common stock

warrants are recorded in equity at September 30, 2025 and December 31, 2024, following the guidance established by ASC Topic 815-40.

The Company’s common stock warrants allow for potential settlement in cash if certain extraordinary events are effected by the

Company, including a 50% or greater change of control in the Company’s common stock.

Since those events have been deemed to be

within the Company’s control, the Company continues to apply equity treatment for these common stock warrants.

Commitments and Contingencies

19 unchanged sentences

Durango, and Jorge Alberto Samaniego Mota.

Since Unifin and Minera William had previously settled the dispute and Unifin desisted or withdrew

its action against Minera William, the company was not condemned in the judgment.

Procesadora de Minerales de Durango and Jorge Alberto

Samaniego Mota were ordered to pay all the amounts claimed by Unifin.

However, the judgment states that Minera William, Procesadora de

Minerales de Durango, and Jorge Samaniego Mota are jointly and severally liable to Unifin.

The Company believes the Judge should not have

ruled on whether or not Minera William was jointly and severally liable.

Moreover, the Judge did not assess Minera William’s arguments

that it was not jointly and severally liable to Unifin.

Minera William appealed that ruling as it is clearly contrary to the settlement

agreement between Unifin and Minera William.

On June 11, 2025, the Appellate

Court dismissed Minera Williams appeal, on the grounds that it lacks legal standing, as the judgment issued in the original proceeding

does not cause it any harm.

Regarding the risk raised by Minera William concerning a potential repetition action by the co-defendants

Procesadora and Samaniego, the Appellate Court found such risk to be unfounded, as it is merely a hypothetical scenario that, to date,

has not resulted in any harm to Minera William.

The Company currently believes that it is unlikely any future liability will arise from

this judgement.

Since Unifin and Minera William had previously settled the dispute and Unifin desisted or

withdrew its action against Minera William, the company was not condemned in the judgment.

Procesadora de Minerales de Durango and Jorge

Alberto Samaniego Mota were ordered to pay all the amounts claimed by Unifin.

However, the judgment states that Minera William, Procesadora

de Minerales de Durango, and Jorge Samaniego Mota are jointly and severally liable to Unifin.

The Company believes the Judge should not

have ruled on whether or not Minera William was jointly and severally liable.

Moreover, the Judge did not assess Minera William’s

arguments that it was not jointly and severally liable to Unifin.

Minera William appealed that ruling as it is clearly contrary to the

settlement agreement between Unifin and Minera William.

On June 11, 2025, the Appellate Court dismissed Minera Williams appeal, on the grounds that it lacks legal standing,

as the judgment issued in the original proceeding does not cause it any harm.

Regarding the risk raised by Minera William concerning a

potential repetition action by the co-defendants Procesadora and Samaniego, the Appellate Court found such risk to be unfounded, as it

is merely a hypothetical scenario that, to date, has not resulted in any harm to Minera William.

The Company currently believes that it

is unlikely any future liability will arise from this judgement.

Claims Related to Shutdown or Reduction of

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In total, the supplier

is seeking approximately $ 42,000 and this amount is recorded in accounts payable as of June 30, 2025.

Early in 2025, we received

two labor claims against our Argentina subsidiary from former employees seeking compensation that we believe is unsupported.

employee has filed a claim for approximately $ 99,000 , while the second employee has not yet specified the amount of compensation sought.

We are assessing the merits of these claims and at this time do not believe they are valid claims.

is seeking approximately $ 46,000 and this amount is recorded in accounts payable as of September 30, 2025.

In 2025, we received two

labor claims against our Argentina subsidiary from former employees seeking compensation that we believe is unsupported.

The first employee

has filed a claim for approximately $ 70,000 , and the second employee filed a claim for approximately $ 90,000 , plus legal fees.

assessing the merits of these claims and at this time do not believe they are valid claims.

As a result of the Company’s

reduced or ceased operations in the US, Mexico Argentina and Peru, the Company has been and may in the future be exposed to claims from

former employees, labor unions, suppliers, consultants or contractors and tax and environmental claims, which may individually or in the

aggregate be material.

former employees, labor unions, suppliers, consultants or contractors and tax and environmental claims, which may individually or in

the aggregate be material.

Mexican Mining Concession

In July 2025, the Company was notified by the Mexican Mining Registry

of an outstanding balance of approximately $ 403,000 in fees, penalties, and late fees related to the Rucio mining concession, originally

requested by Minera de Cordilleras, a subsidiary that was sold earlier in 2025.

Under the terms of the sale the Company would be responsible

for this claim.

Based on the Mining Registry files, the Rucio concession was originally requested in 2011 by a former

manager of Minera Cordilleras.

The concession was not issued until 2018, and the Company was never notified of its issuance or of

any associated payment obligations.

The Company elected not

to make payment pending further investigation, and the concession has since been cancelled by the Mining Registry.

Registry has not commenced an enforcement action related to the alleged fees.

If filed, the Company plans to challenge the validity

of the claim, citing irregularities in the timing of the concession’s issuance and notification.

The Company initiated a concession annulment action during November 2025.

As of September 30, 2025, no provision has been recorded, as management

believes that the outcome of this matter is uncertain and that any potential loss cannot be reasonably estimated.

Related Party Transactions

The following sets forth information

regarding transactions between the Company (and its subsidiaries) and its officers, directors and significant stockholders.

The following sets forth

information regarding transactions between the Company (and its subsidiaries) and its officers, directors and significant stockholders.

Accounting and Financial Reporting Services

1 unchanged sentence

certain aspects of its accounting functions to Avisar Everyday Solutions Ltd.

The Chief Financial Officer of the

Company, effective June 1, 2025, is a director, an officer, and a principal shareholder of Avisar.

During the month of June 2025, the

Company incurred $ 16,109 for consulting services provided by Avisar.

This amount includes payment for CFO services and the Company is

not paying the CFO directly.

(See Exhibit # 10.1 for this Quarterly Report) .

The Chief Financial Officer of

the Company, effective June 1, 2025, is a director, an officer, and a principal shareholder of Avisar.

During the period from June 1,

2025 to September 30 2025, the Company incurred $ 54,798 for consulting services provided by Avisar.

This amount includes payment for

CFO services and the Company is not paying the CFO directly.

Subsequent Events

Velardeña Sales Agreement

Subsequent to June 30,

2025, the Velardeña Buyer made additional payments of approximately $ 5,000 plus VAT bringing the total amounts paid through

August 13, 2025 to approximately $ 2.97 million under the fourth sales agreement;

however the Buyer remains in default.

13, 2025, the Company is still owed approximately $ 28,000 plus VAT of the $ 3.0 million plus VAT purchase price for the

Velardeña oxide plant and water wells and other minor remaining Velardeña assets.

Subsequent to September

30, 2025, the Velardeña Buyer made additional payments of $ 28,000 plus VAT, completing the purchase price of $ 3 million plus

VAT for the Velardeña Properties, agreed during June 2024.

The transaction closed on October 10, 2025 and the

Company transferred the title to the Velardeña Buyer.

With this closing, the Company has now fully divested its

Velardeña operations.

Warrant Expiry

On October 22, 2025, a total

of 54,000 warrants, exercisable at $ 7.50 per share, expired without being exercised.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements