What changed in this filing

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Item 7. Management’s Discussion and Analysis

2024-03-12 compared with 2023-04-17 · 143 added, 206 removed, 49 unchanged (88% of the section changed)

1 unchanged sentence

NOTE OF CAUTION REGARDING FORWARD-LOOKING STATEMENTS

Certain statements in this report, including statements in the following

discussion, are what are known as “forward looking statements”, which are basically statements about the future.

reason, these statements involve risk and uncertainty since no one can accurately predict the future.

Words such as “plans,”

“intends,” “will,” “hopes,” “seeks,” “anticipates,” “expects “and

the like often identify such forward looking statements, but are not the only indication that a statement is a forward-looking statement.

Such forward looking statements include statements concerning the Company’s plans and objectives with respect to the present and

future operations of the Company, and statements which express or imply that such present and future operations will or may produce revenues,

income or profits.

Numerous factors and future events could cause the Company to change such plans and objectives or fail to successfully

implement such plans or achieve such objectives, or cause such present and future operations to fail to produce revenues, income or profits.

Therefore, the reader is advised that the following discussion should be considered in light of the discussion of risks and other factors

contained in this report and in the Company’s other filings with the SEC.

No statements contained in the following discussion should

be construed as a guarantee or assurance of future performance or future results.

Company’s sole focus is the development and restart of its 100% owned flagship asset, the Bunker Hill mine (the “Mine”)

in Idaho, USA.

The Mine remains the largest single producing mine by tonnage in the Silver Valley region of northwest Idaho, producing

over 165 million ounces of silver and 5 million tons of base metals between 1885 and 1981.

The Bunker Hill Mine is located within Operable

Unit 2 of the Bunker Hill Superfund site (EPA National Priorities Listing IDD048340921), where cleanup activities have been completed.

Company purchased the Bunker Hill Mine on January 7, 2022 for $5,400,000 in cash.

Prior to purchasing the Mine, the Company had entered

into a series of agreements with Placer Mining Corporation (“Placer Mining”), the prior owner, for the lease and option to

purchase the Mine.

The first of these agreements was announced on August 28, 2017, with subsequent amendments and/or extensions announced

on November 1, 2019, July 7, 2020, and November 20, 2020.

the most recent of these agreements, the Company was required to make payments pursuant to an agreement with the U.S.

Environmental Protection

Agency (“EPA”) whereby for so long as the Company leases, owns and/or occupies the Mine, the Company would make payments

to the EPA on behalf of Placer Mining in satisfaction of the EPA’s claim for historical water treatment cost recovery in accordance

with the Settlement Agreement reached with the EPA in 2018.

Immediately prior to the purchase of the Mine, the Company’s liability

to EPA in this regard totaled $11,000,000.

Concurrent with the purchase of the Mine, the Company assumed incremental liabilities of $8,000,000

to the EPA, consistent with the terms of the amended Settlement Agreement with the EPA that was executed in December 2021 (see “EPA

2018 Settlement Agreement & 2021 Amended Settlement Agreement” in the “Our Business” section above).

early 2020, a new management team comprised of former executives from Barrick Gold Corp.

assumed leadership of the Company.

time, the Company conducted multiple exploration campaigns, published multiple economic studies and Mineral Resource Estimates, and advanced

the rehabilitation and development of the Mine.

In December 2021, it announced a project finance package with Sprott Private Resource

Streaming & Royalty Corp., an amended Settlement Agreement with the EPA, and the purchase of the Bunker Hill Mine, setting the stage

for a rapid restart of the Mine.

January 2022, with the closing of the purchase of the Bunker Hill Mine, the funding of the $8,000,000 Royalty Convertible Debenture and

$6,000,000 Series Convertible Debenture, and the announcement of an MOU for the purchase of the Pend Oreille process plant from a subsidiary

of Teck Resources Limited, the Company embarked on a program of activities with the goal of achieving a restart of the Mine.

Key milestones

and achievements from January 2022 onwards have included the closing of the purchase of the Pend Oreille process plant, the demobilization

of the process plant to the Bunker Hill site, the completion of demolition activities at the Pend Oreille site, a Prefeasibility Study

envisaging the restart of the Mine, and the completion of the primary portion of the ramp decline connecting the 5 and 6 Levels of the

Bunker Hill Mine.

statements in this report, including statements in the following discussion, are what are known as “forward looking statements”,

which are basically statements about the future.

For that reason, these statements involve risk and uncertainty since no one can accurately

predict the future.

Words such as “plans,” “intends,” “will,” “hopes,” “seeks,”

“anticipates,” “expects” and the like often identify such forward looking statements, but are not the only indication

that a statement is a forward-looking statement.

Such forward looking statements include statements concerning the Company’s plans

and objectives with respect to the present and future operations of the Company, and statements which express or imply that such present

and future operations will or may produce revenues, income or profits.

Numerous factors and future events could cause the Company to

change such plans and objectives or fail to successfully implement such plans or achieve such objectives, or cause such present and future

operations to fail to produce revenues, income or profits.

Therefore, the reader is advised that the following discussion should be considered

in light of the discussion of risks and other factors contained in this report and in the Company’s other filings with the SEC.

No statements contained in the following discussion should be construed as a guarantee or assurance of future performance or future results.

Company’s sole focus is the development and restart of its 100% owned flagship asset, the Bunker Hill Mine, in Idaho, USA.

Mine remains the largest single producing mine by tonnage in the Silver Valley region of northwest Idaho, producing over 165 million

ounces of silver and 5 million tons of base metals between 1885 and 1981.

The Bunker Hill Mine is located within Operable Unit 2 of the

Bunker Hill Superfund site (EPA National Priorities Listing IDD048340921), where cleanup activities have been completed.

Production is

expected to commence in 2024.

Since early 2020, the Company has conducted multiple

exploration campaigns, published multiple economic studies and mineral resource estimates, and advanced the rehabilitation and development

In December 2021, the Company announced a project finance package with Sprott Private Resource Streaming & Royalty Corp.,

an amended Settlement Agreement with the EPA, and the purchase of the Bunker Hill Mine.

In 2022, the Company completed the purchase of

a package of equipment and parts inventory from Teck Resources Limited’s (“Teck”) Pend Oreille operation.

comprises substantially all the mineral processing equipment including complete crushing, grinding and flotation circuits suitable for

a planned ~1,500 ton-per-day operation at the Bunker Hill site, and total inventory of components and parts for the mill, assay lab, conveyer,

field instruments, and electrical spares.

The Company has moved into the development stage concurrent

with (i) purchasing the Mine and a process plant, (ii) completing successive technical and economic studies, including a Prefeasibility

Study, (iii) delineating mineral reserves, and (iv) conducting the program of activities to restart the mine.

In June 2023, the Company closed an upsized and improved

$67,000,000 project finance package with Sprott, consisting of a $46,000,000 stream and a $21,000,000 new debt facility.

The Company believes

that this project finance package will be sufficient to complete the development and construction activities to restart the mine.

The Bunker Hill Mine restart is expected to take place in 2024, with first

concentrate production targeted for the fourth quarter of 2024.

However, the estimated timing of Bunker Hill Mine restart is subject to

change based on factors beyond the Company’s control, including but not limited to supply chain dynamics.

of Operations

8 unchanged sentences

of $16,487,161 for the year ended December 31, 2022.

decrease in operating expenses was impacted by a shift in focus by the company from exploration related activities prior to the purchase

of the Mine and process plant (purchased in January 2022 and June 2022 respectively) in 2021, to development related activities in 2022.

For financial accounting purposes, the Company reported all direct exploration expenses under the exploration expense line item in consolidated

statements of income (loss) and comprehensive income (loss) for the year ended December 31, 2021, which totalled $13,530,819.

purchase of the Mine in early January 2022 and concurrent shift to development related activities to advance mine restart efforts, the

Company reported exploration expenses of $nil for the year ended December 31, 2022, and reported $7,827,656 of mine preparation expenses

associated with these development activities.

This excludes costs capitalized to property, plant and equipment during the year ended

December 31, 2022.

increase in consulting fees and wages ( $5,477,765 for the

year ended December 31, 2022 compared to $1,533,954 for the year ended December 31, 2021) reflects (i) the engagement of

numerous engineering, geological and other professional firms to assist the Company in consummating several complex debt and equity

financings, the purchases of the mine and processing plant, the EPA financial assurance requirements, fair value measurements of

complex instruments, and advancement of project activities, and (ii) an increase in employees concurrent with a ramp-up in

development activities through 2022.

the release of the prefeasibility study dated September 30, 2022, the Company determined that the costs of the mine after this point

constituted mine development (capitalized to non-current assets) instead of mine preparation costs (expense) given the existence of

probable mineral reserves and an economic study incorporating them.

Certain indirect expenses may be reported as operation and

administration expense or consulting expense on the consolidated statements of income and comprehensive income.

Net Income and Comprehensive Income

The Company had net income of $898,591 for the year ended December

31, 2022 (net loss of $6,402,277 for the year ended December 31, 2021).

In addition to the decrease in operating expenses (as

described above), net income in the year ended December 31, 2022 was positively impacted by a gain on EPA settlement of $8,614,103 (year

ended December 31, 2021:

$nil) resulting from the reclassification of $17,000,000 of current liabilities to non-current liabilities, and

a $3,395,938 increase in the gain due to change in derivative liability ($15,696,391 for the year ended December 31, 2022 compared to

$12,300,453 for the year ended December 31, 2021) driven by a proportionally greater decline in the Company’s share price in 2022

relative to 2021.

This was partially offset by impacts from the $29,000,000 of convertible debenture financings that were entered into

during the year ended December 31, 2022, including an increase in interest expense of $3,279,819 ($3,382,559 for the year ended December

31, 2022 compared to $102,740 for the year ended December 31, 2021), an increase in debenture finance costs of $1,230,540 (year ended

December 31, 2021:

$nil) and an increase in the loss on fair value of convertible debentures of $1,140,537 (year ended December 31, 2021:

$nil) and increase in finance costs $945,507 (year ended December 31, 2021:

had comprehensive income of $1,152,466 for the year ended December 31, 2022 (comprehensive loss of $6,402,277 for the year ended

decrease in total operating expenses was primarily due to (i) a decrease in mine preparation expenses of $7,827,656 (ii) a decrease

in consulting and wages expenses of $1,872,392 (iii) partially offset by an increase in operation and administration expenses of $4,112,443

in the year ended December 31, 2023 compared to the year ended December 31, 2022.

Mine preparation expenses were $nil in the year

ended December 31, 2023, primarily as a result of the Company determining that all costs directly attributed to the mine after

September 30, 2022 (upon the release of the prefeasibility study) constituted mine development costs (capitalized to non-current

assets) instead of mine preparation costs (expense) given the existence of probable mineral reserves and an economic study

incorporating them.

The decrease in consulting and wages expenses was impacted by a lower volume of transactions and a lower bonus

accrual in the year ended December 31, 2023, as compared to the year ended December 31, 2022.

Operation and administration expenses increased

due to increased activities at site, such as maintenance.

Income and Comprehensive Income

Company had net loss of $13,432,539 for the year ended December 31, 2023 (net income of $898,591 for the year ended December 31, 2022).

The decrease in net income was due to a decrease in the gain recorded due to change in derivative liability of $13,336,366 (gain of $2,360,025

and gain of $15,696,391 for the year ended December 31, 2023, and 2022 respectively).

The decrease in net income was further increased

by a higher interest expense in the year ended December 31, 2023 ($7,124,527) compared to the year ended December 31, 2022 (3,382,559),

due to the issuance of the Stream obligation in June 2023.

The change in net loss was also impacted by a decrease of $1,462,230 gain

on extinguishment in debt in the year ended December 31, 2023, compared to the year ended December 31, 2022.

A gain of $7,151,873 was

recognized in the year ended December 31, 2023, relating to the sale of mineral properties, compared with a $8,614,103 gain on EPA settlement

in the year ended December 31, 2022.

Net loss for the year ended December 31, 2023, included a loss on modification of debt of 3,228,525,

mostly relating to the Stream, compared to $nil for the year ended December 31, 2022.

Net loss for the year ended December 31, 2023,

also included the initial recognition of a deferred tax liability and corresponding deferred tax expense relating to the closing of the

stream transaction ($2,588,590 for the year ended December 31, 2023, compared to $nil for the year ended December 31, 2022).

decrease in net income was offset by the inclusion of $1,107,093 of interest income for the year ended December 31, 2023, compared to

$nil for the year ended December 31, 2022.

Additionally, items offsetting the decrease in net income was the decrease in operating expenses, as described above, and the decrease in debenture financing

costs of $1,230,540 ($nil for the year ended December 31, 2023, compared to $1,230,540 for the year ended December 31, 2022).

in net income was further offset by an increase in the gain recorded due to change in convertible debentures of $2,814,313 (gain of $1,673,776

and loss of $1,140,537 for the year ended December 31, 2023, and 2022 respectively).

The gain in fair value that occurred in 2023 was

driven by a decline in the Company’s share price.

The loss that occurred in 2022 was driven by the increase in likelihood of the

RCD being converted into a Royalty.

Company had comprehensive loss of $12,877,752 for the year ended December 31, 2023 (comprehensive income of $1,152,466 for the year ended

December 31, 2022).

Comprehensive income for the year ended December 31, 2022 is inclusive of a $253,875 gain on change in fair

value on own credit risk ($nil for the year ended December 31, 2021) relating to the convertible debentures entered into during the

year ended December 31, 2022.

Comprehensive loss for the year ended December 31, 2023, is inclusive of a $554,787 gain on change in fair value on

own credit risk ($253,875 for the year ended December 31, 2022) relating to the convertible debentures outstanding into during the year ended

December 31, 2023, due to the Company’s credit rating improving in the same period

primarily due to the closing of the $46,000,000 Stream.

and Capital Resources

These consolidated financial statements have been prepared on a going concern basis.

The Company has incurred losses

since inception resulting in an accumulated deficit of $71,592,559 and further losses are anticipated in the development of its business.

The Company does not have sufficient cash to fund normal operations and meet debt obligations for the next 12 months without deferring

payment on certain current liabilities and/or raising additional funds.

In order to continue to meet its fiscal obligations in the current

fiscal year and beyond, the Company must seek additional financing.

This raises substantial doubt about the Company’s ability to

continue as a going concern.

Its ability to continue as a going concern is dependent upon the ability of the Company to generate profitable

operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal

business operations when they come due.

The accompanying consolidated financial statements do not include any adjustments

that might result from the outcome of this uncertainty.

is considering various financing alternatives including, but not limited to, raising capital through the capital markets, debt and closing

on the multi-metals stream transaction.

These consolidated financial statements do not include any adjustments

relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might

be necessary in the event the Company cannot continue in existence.

and Equity Financings

As described above, during year ended December 31, 2022, the Company closed

on three convertible debentures totaling $29,000,000, a loan facility of $5,000,000, and equity financings (net of issuance costs) totaling

The proceeds of these financings were primarily used to purchase the Bunker Hill Mine and the processing plant, the satisfaction

of short-term obligations to the EPA (including financial assurance commitments, cost recovery and water treatment payments), advancement

of mine restart activities and the funding of working capital requirements.

Assets and Total Assets

As of December 31, 2022, the Company’s balance sheet reflects that

the Company had:

(i) total current assets of $7,741,052, compared to total current assets of $3,622,548 at December 31, 2021 – an

increase of $4,118,504;

and (ii) total assets of $32,929,892, compared to total assets of $4,071,796 at December 31, 2021 – an increase

of $28,858,096.

The increase in current assets was primarily due to an increase in restricted cash as a result of the proceeds from the

convertible debentures and equity financings, and from increases in prepaid expenses and deposits.

Total assets increased principally

due to the purchase of, and costs capitalized to, the Bunker Hill Mine and process plant.

of December 31, 2023, the Company had total current assets of $27,176,997, compared to total current assets of $7,741,052 at December

31, 2022 – an increase of $19,435,945;

and total assets of $61,989,678, compared to total assets of $32,929,892 at December 31,

2022 – an increase of $29,059,786.

The increase in current assets and total assets was primarily due to the closing of the $46,000,000

Stream, net of repayment of the $5,000,000 Bridge Loan, Promissory note and transaction related costs, the exercise of 10,416,667 warrants at an exercise price of C$0.11, for

aggregate gross proceeds of $837,460 (C$1,145,834) and the closing of the March 2023 Offering for gross proceeds of $4,536,020 (C$6,196,047).

Liabilities and Total Liabilities

of December 31, 2022, the Company’s balance sheets reflects that the Company had total current liabilities of $10,155,582 and total

liabilities of $59,106,835, compared to total current liabilities of $22,795,277 and total liabilities of $38,314,164 as of December

The decrease in current liabilities is primarily reflective of financing and assurance activities that moved the EPA cost recovery

liability from current to long-term liabilities.

Total liabilities increased as a result of the closing of the three convertible

debentures, one loan facility and movement of the EPA cost recovery liability from current to long term, offset by the decrease in the

long-term derivative warrant liability and promissory note.

of December 31, 2023, the Company had total current liabilities of $7,472,326 and total liabilities of $88,356,840, compared to total

current liabilities of $10,155,582 and total liabilities of $59,106,835 at December 31, 2022.

Current liabilities decreased primarily

as a result of the repayment of the promissory note, and settlement of accounts payable and accrued liabilities from the proceeds of

Total liabilities increased primarily as a result of closing of the $46,000,000 Stream and recognition of deferred tax liability,

partially offset by a decrease in the carrying values of convertible debenture 1, convertible debenture 2, warrants, and the settlement

of royalty convertible debenture and the bridge loan.

Capital and Shareholders’ Deficit

As of December 31, 2022,

the Company had a working capital deficit of $2,414,530 and a shareholders’ deficiency of $26,176,943 compared to a working capital

deficit of $19,172,729 and a shareholders’ deficiency of $34,242,368 as of December 31, 2021.

The working capital deficit decreased

during the year ended December 31, 2022 primarily due to funding from debt and equity financings, and the reclassification of cost recovery

liabilities from current to long-term.

The shareholders’ deficiency decreased primarily due to proceeds from equity financing in

the second quarter of 2022, and comprehensive net income in 2022.

During the year ended December

31, 2022, unrestricted cash increased by $222,042 as a result of cash provided from the closing of the convertible debentures, loan facility

and equity financings, with proceeds used to satisfy short-term obligations with the EPA, purchase of the Bunker Hill Mine and a processing

plant, partial repayment of the outstanding promissory note, advancement of mine restart activities, and funding of working capital requirements.

In addition to the above, restricted cash increased $6,476,000 during the year end December 31, 2022.

the year ended December 31, 2022, $22,498,307 was used in operating activities, primarily due to the securing of the Company’s

financial assurance obligations with the EPA, payments made to the EPA in satisfaction of cost recovery and water treatment payables,

funding of mine restart activities, and other working capital requirements.

This compares with cash used in operating activities of $11,372,153

for the year ended December 31, 2021.

the year ended December 31, 2022, cash of $11,174,672 was used in investing activities primarily for the purchase of the Bunker Hill

Mine, a process plant, equipment, and real estate, compared with $94,693 used for investing activities in the year ended December 31,

the year ended December 31, 2022, cash of $40,371,021 was provided by financing activities primarily due to proceeds from the three convertible

debentures, one loan facility and the equity financings, partially offset by cash used for repayment of a promissory note, compared with

cash of $8,384,248 provided by financing activities in the year ended December 31, 2021.

occurring subsequent to December 31, 2022, as disclosed above in the Liquidity and Capital Resources section.

In addition, the Company

had the following subsequent events.

January 10, 2023, the Company issued 6,377,272 common shares in connection with its election to satisfy interest payments under the outstanding

convertible debentures for the three months ending December 31, 2022.

March 31, 2023, the Company issued 8,464,288 common shares in connection with its election to satisfy interest payments under the outstanding

convertible debentures for the three months ending March 31, 2023.

Feb 28, 2023, the Company reported that it had temporarily paused discretionary projects and procurement activities until the completion

of its financing initiatives.

Primarily due to the inability to procure certain long-lead items that were planned to be ordered by February

2023, and longer estimated delivery times thereof, the Company now expects the Bunker Hill Mine restart to be achieved in 2024.

project capital expenditures are not expected to be materially impacted given the Company’s ability to reschedule discretionary

expenditures and manage a modest fixed cost base.

Warrant Amendment

March 15, 2023, the Company amended the exercise price of 10,416,667 common stock purchase warrants of the Company (the “Warrants”)

and the expiry date of the warrants to March 31, 2023.

The Warrants comprise units of the Company issued to Teck Resources Limited (“Teck”)

on a private placement basis on May 13, 2022, in consideration for the Company’s acquisition of the Pend Oreille process plant.

Each Warrant entitles the holder thereof to purchase one share of common stock of the Company (each, a “Warrant Share”) at

an exercise price of C$0.37 per Warrant Share at any time on or prior to May 12, 2025.

The Company amended the exercise price of the

Warrants from C$0.37 to C$0.11 per Warrant Share (the “Amended Exercise Price”) and amend the expiry date from May 12, 2025,

to March 31, 2023.

Following the amendment of the terms of the warrants, Teck exercised all 10,416,667 warrants at an exercise price

of C$0.11, for aggregate gross proceeds of approximately C$1,145,834 to the Company.

Offering Termination and Private Placement

February 15, 2023, the Company reported that it intended to terminate its previously announced prospectus offering of Common Shares following

its determination that effectiveness of a registration statement on Form S-1 would not be achievable in a time frame consistent with

its capital requirements.

Concurrently, the Company announced that it had entered into an agreement with a syndicate of agents in connection

with a proposed private placement of up to $9,000,000 of special warrants of the Company (the “Special Warrants”).

March 28, 2023, the Company announced the closing of its private placement of the Special Warrants by issuing 51,633,727 Special Warrants

at a price of C$0.12 per Special Warrant, for aggregate gross proceeds of C$6,196,047.

Each Unit consists of one share of common stock

of the Company (each, a “Unit Share”) and one common stock purchase warrant of the Company (each, a “Warrant”).

Each whole Warrant entitles the holder thereof to acquire one share of common stock of the Company (a “Warrant Share”, and

together with the Unit Shares, the “Underlying Shares”) at an exercise price of $0.15 per Warrant Share until March 27, 2026.

In consideration for their services in connection with the Offering, a cash commission in the amount of $211,461 is payable to the

The Agents were also issued 2,070,258 compensation options (the “Compensation Options”).

Each Compensation Option

is exercisable to acquire one unit of the Company (a “Compensation Unit”) at the Issue Price for a period of 36 months from

March 27, 2023, subject to adjustment in certain events.

Each Compensation Unit consists of one share of common stock of the Company

and one common stock purchase warrant of the Company (an “Agents’ Compensation Warrant”) Each Agents’ Compensation

Warrant entitles the holder thereof to acquire one share of common stock of the Company (an “Agents’ Compensation Warrant

Share”) at a price of C$0.15 per Agents’ Compensation Warrant Share until March 27, 2026.

of December 31, 2023, the Company had a working capital balance of $19,704,671 and a shareholders’ deficiency of $26,367,162 compared

to a working capital deficit of $2,414,530 and a shareholders’ deficiency of $26,176,943 as of December 31, 2022.

The working capital

balance increased during the year ended December 31, 2023, primarily due to cash received from closing of the $46,000,000 Stream (net

of repayment of the $5,000,000 Bridge Loan and transaction related costs) and cash received from the closing of a brokered private placement

of special warrants of the Company, partially offset by operating expenses and capital expenditures incurred during the period.

The shareholders’

deficiency decreased due to proceeds received from the equity financing in the year ended December 31, 2023, partially offset by the

net loss the same period.

the year ended December 31, 2023, the Company had a net cash increase of $19,394,491, primarily due to the closing of a brokered private

placement of special warrants of the Company and proceeds received from the exercise of warrants and closing of the Stream agreement

Cash expenditures during the year ended December 31, 2023, were primarily related to process plant and general working capital requirements.

January 09, 2024, the Company issued 7,392,859 shares of common stock in connection with its election to satisfy interest payments under

the outstanding convertible debentures for the three months ending December 31, 2023.

January 29, 2024, the Company granted 672,450 RSUs to a certain member of management of the Company.

The RSUs vest on January 29, 2025.

accounting estimates

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The fair value of the share awards and warrant liabilities

are determined at the date of grant using generally accepted valuation techniques and for warrant liabilities at each balance sheets date

are determined at the date of grant using generally accepted valuation techniques and for warrant liabilities at each balance sheets

date thereafter.

Assumptions are made and judgment used in applying valuation techniques.

3 unchanged sentences

in these assumptions affect the fair value estimates.

and accrued liabilities

Loans, Promissory Notes, Stream Obligation and Warrants

the fair value of derivative warrant liability requires determining the most appropriate valuation model, which is dependent on the terms

1 unchanged sentence

This estimate also requires determining the most appropriate inputs to the valuation model including

the expected life of the warrants and conversion feature derivative liability, volatility and dividend yield and making assumptions about

the expected life of the warrants derivative liability, volatility and dividend yield and making assumptions about them.

fair value estimates of the convertible loans use inputs to the valuation model that include risk-free rates, equity value per share

of common stock, USD-CAD exchange rates, spot and futures prices of minerals, expected equity volatility, expected volatility in minerals

prices, discount for lack of marketability, credit spread, expected mineral production over the life of the mine, and project risk/estimation

risk factors.

stream obligation inputs used to determine the future cash flows and effective interest for the amortized cost calculation include futures

prices of minerals and expected mineral production over the life of the mine.

fair value estimates may differ from actual fair values and these differences may be significant and could have a material impact on

the Company’s balance sheets and the consolidated statements of operations.

Assets are reviewed for an indication of impairment

at each reporting date.

This determination requires significant judgment.

Factors that could trigger an impairment review include, but

are not limited to, significant negative industry or economic trends, interruptions in exploration activities or a significant drop in

precious metal prices.

Company has to make estimates to accrue for certain expenditures due to delay in receipt of third-party vendor invoices.

7 unchanged sentences

the water treatment costs for future periods.

Incremental Borrowing rate

The Company estimates the incremental borrowing rate

to determine the present value of future lease payments.

Actual results may be different from estimates.

Borrowing Cost Capitalization rate

The Company makes estimates to determine the percentage

of borrowing costs that are capitalized into property plant and equipment.

Actual results may be different.

Sheet Arrangements

2 unchanged sentences

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-K

Item 7. Management’s Discussion and Analysis