Item 1. Legal Proceedings
ITEM
1.
LEGAL
PROCEEDINGS.
Other
than as described below, neither the Company nor its property is the subject of any current, pending, or threatened legal proceedings.
The Company is not aware of any other legal proceedings in which any director, officer or affiliate of the Company, any owner of record
or beneficially of more than 5% of any class of the Company’s voting securities, or any associate of any such director, officer,
affiliate or security holder of the Company, is a party adverse to the Company or any of its subsidiaries or has a material interest
adverse to the Company or any of its subsidiaries.
On
or about June 14, 2021, a lawsuit was filed in the US District Court for the District of Idaho brought by a purported personal representative
of the estate of a minority shareholder of Placer Mining. The named defendants include Placer Mining, certain of Placer Mining’s
shareholders, the Company, and certain of the Company’s shareholders. The lawsuit alleges that Placer Mining entered into a series
of transactions, including amendments to the Company’s lease with Placer Mining, in breach of an agreement dated August 31, 2018
which allegedly restricted the sale of shares in Placer Mining by certain shareholders. In August 2021, the Company and
other defendants filed motions to dismiss and agreed that Placer Mining should be dismissed for lack of jurisdiction.
The Company, as well as other named defendants, filed replies in support of the motions to dismiss and argued that Placer Mining is
an indispensable party and with dismissal of Placer Mining the lawsuit should be dismissed. The US District Court has not yet ruled on
the motions to dismiss, but the Company believes the motion to dismiss will be granted and the lawsuit dismissed.
On
July 28, 2021, a lawsuit was filed in the US District Court for the District of Idaho brought by Crescent Mining, LLC (“Crescent”).
The named defendants include Placer Mining, Robert Hopper Jr., and the Company. The lawsuit alleges that Placer Mining and Robert Hopper
Jr. intentionally flooded the Crescent Mine during the period from 1991 and 1994, and that the Company is jointly and severally liable
with the other defendants for unspecified past and future costs associated with the presence of AMD in the Crescent Mine. The plaintiff
has requested unspecified damages. On September 20, 2021, the Company filed a motion to dismiss Crescent’s claims against it,
contending that such claims are facially deficient. On October 26, 2021, the Company asserted claims against Crescent in a separate
lawsuit, Bunker Hill Mining Corporation v. Venzee Technologies Inc. et al, Case No. 2:21-cv-209-REP, filed in the same court on May 14,
2021.
While the Company is not able to predict the
outcome of these matters, it does not currently believe that they will result in material liability to the Company.
41
ITEM
1A.
RISK
FACTORS.
Item
1A - Risk Factors of the Company’s report filed on Form 10-KT for the six months ended December 31, 2020 sets forth
information relating to important risks and uncertainties that could materially adversely affect the Company’s business, financial
condition or operating results.
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