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Item 2. Management’s Discussion and Analysis

2024-11-14 compared with 2024-08-14 · 59 added, 55 removed, 174 unchanged (40% of the section changed)

1 unchanged sentence

following discussion and analysis is intended to help you understand our results of operations and financial condition as

of June 30, 2024 and for the six months ended June 30, 2024 and 2023 .

This discussion and analysis is provided as a supplement

to and should be read in conjunction with our condensed consolidated financial statements and the

notes to those financial statements that are included elsewhere in this Quarterly Report on Form 10-Q .

This discussion may contain

forward-looking statements based upon current expectations that involve risks and uncertainties.

Our actual results may differ materially

from those anticipated in these forward-looking statements as a result of various factors, including those set forth under Part

of September 30, 2024 and for the nine months ended September 30, 2024 and 2023 .

This discussion and analysis is provided as a

supplement to and should be read in conjunction with our condensed consolidated financial statements

and the notes to those financial statements that are included elsewhere in this Quarterly Report on Form 10-Q .

This discussion

may contain forward-looking statements based upon current expectations that involve risks and uncertainties.

Our actual results may differ

materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under

Part 1, Item 1A.

Risk Factors in our Annual Report on Form 10-K for the year ended December 31,

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of Operations

months ended June 30, 2024, Compared to Three months ended June 30, 2023

the three months ended June 30, 2024, and 2023, our company had no revenue.

and administrative expenses for the three months ended June 30, 2024, were $445,791, a decrease of $648,275 or 59%, compared to $1,094,066

for the three months ended June 30, 2023.

The decrease in operating expenses was mainly due to a decrease in professional fees.

three months ended June 30, 2023 the higher operating expenses were attributable to costs incurred for staking new claims in Utah, exploration

well permitting, development of technical reports and geological modeling, and legal fees associated with the SPAC business combination

Value of Stock Issued for Note Modification

the three months ended June 30, 2024, our company recorded a fair value of stock issued for note modification of $9,000.

No such transactions

were noted during the three months ended June 30, 2023.

expense for the three months ended June 30, 2024, was $95,944, as compared to $37,063 during the three months ended June 30, 2023.

a result of the foregoing, the net loss for the three months ended June 30, 2024, was $550,735 as compared to the net loss of $1,131,129

during the three months ended June 30, 2023.

months ended June 30, 2024, Compared to Six months ended June 30, 2023

the six months ended June 30, 2024, and 2023, our company had no revenue.

and administrative expenses for the six months ended June 30, 2024, were $709,826, a decrease of $830,716 or 54%, compared to $1,540,542

for the six months ended June 30, 2023.

The decrease in operating expenses was mainly due to a decrease in professional fees.

six months ended June 30, 2023 the higher operating expenses were attributable to costs incurred for staking new claims in Utah, exploration

well permitting, development of technical reports and geological modeling, and legal fees associated with the SPAC business combination

months ended September 30, 2024, Compared to Three months ended September 30, 2023

the three months ended September 30, 2024, and 2023, our company had no revenue.

and administrative expenses for the three months ended September 30, 2024, were $506,019, a decrease of $118,933 or 19%, compared to

$624,952 for the three months ended September 30, 2023.

The decrease in operating expenses was mainly due to a decrease in professional

In the three months ended September 30, 2023 the higher operating expenses were attributable to costs incurred for staking new

claims in Utah, exploration well permitting, development of technical reports and geological modeling, and legal fees associated with

the SPAC business combination

expense for the three months ended September 30, 2024, was $121,245, as compared to $47,554 during the three months ended September 30,

a result of the foregoing, the net loss for the three months ended September 30, 2024, was $627,264 as compared to the net loss of $943,024

during the three months ended September 30, 2023.

months ended September 30, 2024, Compared to Nine months ended September 30, 2023

the nine months ended September 30, 2024, and 2023, our company had no revenue.

and administrative expenses for the nine months ended September 30, 2024, were $1,215,845, a decrease of $949,649 or 44%, compared to

$2,165,494 for the nine months ended September 30, 2023.

The decrease in operating expenses was mainly due to a decrease in professional

In the nine months ended September 30, 2023 the higher operating expenses were attributable to costs incurred for staking new claims

in Utah, exploration well permitting, development of technical reports and geological modeling, and legal fees associated with the SPAC

business combination

(Loss) on Settlement of Liabilities

the six months ended June 30, 2024, our company recorded a loss on settlement of liabilities of $516,083.

During the six months ended

June 30, 2023, our company recorded a gain on settlement of liabilities of $67,984, consisting of $7,008 in principal and $60,976 in

interest forgiven by creditors.

the nine months ended September 30, 2024, our company recorded a loss on settlement of liabilities of $516,083.

During the nine months

ended September 30, 2023, our company recorded a gain on settlement of liabilities of $67,984, consisting of $7,008 in principal and

$60,976 in interest forgiven by creditors.

Value of Stock Issued for Note Modification

the six months ended June 30, 2024, our company recorded a fair value of stock issued for note modification of $14,382.

No such transactions

were noted during the six months ended June 30, 2023.

expense for the six months ended June 30, 2024, was $174,327, as compared to $47,217 during the six months ended June 30, 2023.

a result of the foregoing, the net loss for the six months ended June 30, 2024, was $1,414,618 as compared to the net loss of $1,519,775

during the six months ended June 30, 2023.

the nine months ended September 30, 2024, our company recorded a fair value of stock issued for note modification of $14,382.

the nine months ended September 30, 2023, the Company recorded a fair value of stock issued for note modification of $168,856.

fees due to SPAC Sponsor

the nine months ended September 30, 2023, the Company recorded $101,662 of extension fees due to SPAC Sponsor.

No such transactions were

noted during the nine months ended September 30, 2024.

expense for the nine months ended September 30, 2024, was $295,572, as compared to $94,771 during the nine months ended September 30,

a result of the foregoing, the net loss for the nine months ended September 30, 2024, was $2,041,882 as compared to the net loss of $2,462,799

during the nine months ended September 30, 2023.

and Capital Resources

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

Our company had a net loss of $1,414,618 during the six

months ended June 30, 2024, had accumulated losses totaling $21,654,257, and a working capital deficit of $4,608,868 as of June 30, 2024.

Our company had a net loss of $2,041,882 during the nine

months ended September 30, 2024, had accumulated losses totaling $22,281,521, and a working capital deficit of $5,236,132 as of

September 30, 2024.

These factors, among others, indicate that our company may be unable to continue as a going concern.

The consolidated financial statements

do not include any adjustments that might result from the outcome of these uncertainties.

The consolidated

financial statements do not include any adjustments that might result from the outcome of these uncertainties.

we acquired our first mining claims in November 2021, we have faced an increasingly challenging liquidity situation that has limited

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Flows from Operating Activities

the six months ended June 30, 2024, our company used $273,154 of cash in operating activities as a result of our net loss of $1,414,618,

offset by loss on debt settlement of $516,083 and amortization of debt discount of $24,737, fair value of stock issued for note modification

of $14,382, share-based compensation of $14,261, and net changes in operating assets and liabilities of $572,001.

the six months ended June 30, 2023, the Company used $1,491,431 of cash in operating activities as a result of the Company’s net

loss of $1,519,775, increased by gain on debt settlement of $67,984 and net changes in operating assets and liabilities of $277,322,

and offset by share-based compensation of $373,650.

the nine months ended September 30, 2024, our company used $585,876 of cash in operating activities as a result of our net loss of $2,041,882,

offset by loss on debt settlement of $516,083 and amortization of debt discount of $28,497, fair value of stock issued for note

modification of $14,382, share-based compensation of $14,261, and net changes in operating assets and liabilities of $882,783.

the nine months ended September 30, 2023, the Company used $1,911,600 of cash in operating activities as a result of the Company’s

net loss of $2,462,799, increased by gain on debt settlement of $67,984 and amortization of debt discount of $89,876, and offset by fair

value of options issued for note modification of $168,856, share-based compensation of $446,113, and net changes in operating assets

and liabilities of $94,090.

Flows from Investing Activities

the six months ended June 30, 2024, our company had no investing activities.

the six months ended June 30, 2023, the Company expended $106,000 for staking activities related to new federal mining claims located

the nine months ended September 30, 2024, our company had no investing activities.

the nine months ended September 30, 2023, the Company expended $106,000 for staking activities related to new federal mining claims located

in the Lisbon Valley of Utah.

Flows from Financing Activities

the six months ended June 30, 2024, financing activities provided $284,182 resulting from $105,000 in proceeds from convertible notes

and $179,182 in proceeds from promissory notes.

the six months ended June 30, 2023, financing activities provided $1,764,000, resulting from $1,575,000 in proceeds from convertible

notes, and $189,000 in proceeds from the exercise of warrants.

the nine months ended September 30, 2024, financing activities provided $581,733 resulting from $135,000 in proceeds from convertible

notes and $671,733 in proceeds from promissory notes, offset by repayment of promissory notes of $225,000.

the nine months ended September 30, 2023, financing activities provided $2,314,000, resulting from $2,025,000 in proceeds from convertible

notes, $100,000 in proceeds from promissory notes, and $189,000 in proceeds from the exercise of warrants.

to Outstanding Promissory Notes

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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 2. Management’s Discussion and Analysis