Management’s Discussion and Analysis of Financial Condition and Results of Operations.
−Removed: following discussion and analysis is intended to help you understand our results of operations and financial condition as of June 30,
−Removed: 2025 and for the six months ended June 30, 2025 and 2024.
−Removed: This discussion and analysis is provided as a supplement to and should be read
−Removed: in conjunction with our condensed consolidated financial statements and the notes to those financial statements that are included elsewhere
−Removed: in this Quarterly Report on Form 10-Q.
−Removed: This discussion may contain forward-looking statements based upon current expectations that involve
−Removed: risks and uncertainties.
−Removed: Our actual results may differ materially from those anticipated in these forward-looking statements as a result
−Removed: of various factors, including those set forth under Part 1, Item 1A.
−Removed: Risk Factors in our Annual Report on Form 10-K for the year ended
−Removed: December 31, 2024.
+Added: following discussion and analysis is intended to help you understand our results of operations and financial condition as of September
+Added: 30, 2025 and for the nine months ended September 30, 2025 and 2024.
+Added: This discussion and analysis is provided as a supplement to and should
+Added: be read in conjunction with our condensed consolidated financial statements and the notes to those financial statements that are included
+Added: elsewhere in this Quarterly Report on Form 10-Q.
+Added: This discussion may contain forward-looking statements based upon current expectations
+Added: that involve risks and uncertainties.
+Added: Our actual results may differ materially from those anticipated in these forward-looking statements
+Added: as a result of various factors, including those set forth under Part 1, Item 1A.
+Added: Risk Factors in our Annual Report on Form 10-K for the
+Added: year ended December 31, 2024.
following discussion and analysis should be read in conjunction with our condensed consolidated financial statements and the notes to
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of Operations
−Removed: months ended June 30, 2025, compared to three months ended June 30, 2024
−Removed: the three months ended June 30, 2025, and 2024, our company had no revenue.
−Removed: and administrative expenses for the three months ended June 30, 2025, were $957,597, an increase of $511,806 or 115%, compared to $445,791
−Removed: for the three months ended June 30, 2024.
−Removed: The increase in operating expenses was mainly due to an increase in share-based compensation.
+Added: months ended September 30, 2025, compared to three months ended September 30, 2024
+Added: the three months ended September 30, 2025, and 2024, our company had no revenue.
+Added: and administrative expenses for the three months ended September 30, 2025, were $293,140, a decrease of $212,879 or 42%, compared to
+Added: $506,019 for the three months ended September 30, 2024.
+Added: The decrease in operating expenses was mainly due to a decrease in professional
(Loss) on Extinguishment
−Removed: the three months ended June 30, 2025, our company recorded a loss on extinguishment of debt of $565,453.
+Added: the three months ended September 30, 2025, our company recorded a loss on extinguishment of debt of $424,656.
Value of Stock Issued for Note Modification
−Removed: the three months ended June 30, 2025 and 2024, the Company recorded a fair value of stock issued for note modification of $410,008 and
−Removed: $9,000, respectively.
−Removed: expense for the three months ended June 30, 2025, was $181,387, as compared to $95,944 during the three months ended June 30, 2024.
−Removed: a result of the foregoing, the net loss for the three months ended June 30, 2025, was $2,114,445 as compared to the net loss of $550,735
−Removed: during the three months ended June 30, 2024.
−Removed: months ended June 30, 2025, compared to six months ended June 30, 2024
−Removed: the six months ended June 30, 2025, and 2023, our company had no revenue.
−Removed: and administrative expenses for the six months ended June 30, 2025, were $1,216,054, an increase of $506,228 or 71%, compared to $709,826
−Removed: for the six months ended June 30, 2024.
−Removed: The increase in operating expenses was mainly due to an increase in share-based compensation.
+Added: the three months ended September 30, 2025 and 2024, the Company recorded a fair value of stock issued for note modification of $863,651
+Added: and $0, respectively.
+Added: expense for the three months ended September 30, 2025, was $184,241, as compared to $121,245 during the three months ended September
+Added: a result of the foregoing, the net loss for the three months ended September 30, 2025, was $1,765,688 as compared to the net loss of
+Added: $627,264 during the three months ended September 30, 2024.
+Added: months ended September 30, 2025, compared to nine months ended September 30, 2024
+Added: the nine months ended September 30, 2025, and 2023, our company had no revenue.
+Added: and administrative expenses for the nine months ended September 30, 2025, were $1,509,194, an increase of $293,349 or 24%, compared to
+Added: $1,215,845 for the nine months ended September 30, 2024.
+Added: The increase in operating expenses was mainly due to an increase in share-based
+Added: compensation.
(Loss) on Extinguishment
−Removed: the six months ended June 30, 2025 and 2024, our company recorded a loss on extinguishment of debt of $565,453 and $516,083, respectively.
+Added: the nine months ended September 30, 2025 and 2024, our company recorded a loss on extinguishment of debt of $990,109 and $516,083, respectively.
Value of Stock Issued for Note Modification
−Removed: the six months ended June 30, 2025 and 2024, the Company recorded a fair value of stock issued for note modification of $410,008 and
−Removed: $14,382, respectively.
−Removed: expense for the six months ended June 30, 2025, was $326,569, as compared to $174,327 during the six months ended June 30, 2024.
−Removed: a result of the foregoing, the net loss for the six months ended June 30, 2025, was $2,518,084 as compared to the net loss of $1,414,618
−Removed: during the six months ended June 30, 2024.
+Added: the nine months ended September 30, 2025 and 2024, the Company recorded a fair value of stock issued for note modification of $1,273,659
+Added: and $14,382, respectively.
+Added: expense for the nine months ended September 30, 2025, was $510,810, as compared to $295,572 during the nine months ended September 30,
+Added: a result of the foregoing, the net loss for the nine months ended September 30, 2025, was $4,283,772 as compared to the net loss of $2,041,882
+Added: during the nine months ended September 30, 2024.
and Capital Resources
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consolidated financial statements have been prepared on a going concern basis.
−Removed: Our company had a net loss of $2,518,084 during the six
−Removed: months ended June 30, 2025, had accumulated losses totaling $27,064,641, and a working capital deficit of $8,437,663 as of June 30, 2025.
+Added: Our company had a net loss of $4,283,772 during the nine
+Added: months ended September 30, 2025, had accumulated losses totaling $28,830,329, and a working capital deficit of $9,237,497 as of September
These factors, among others, indicate that our company may be unable to continue as a going concern.
−Removed: The consolidated financial statements
−Removed: do not include any adjustments that might result from the outcome of these uncertainties.
+Added: The consolidated financial
+Added: 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
−Removed: the six months ended June 30, 2025, our company used $356,206 of cash in operating activities as a result of our net loss of $2,518,084,
+Added: the nine months ended September 30, 2025, our company used $483,456 of cash in operating activities as a result of our net loss of $4,283,772,
offset by loss on debt settlement of $990,109, fair value of stock issued for note modification of $1,273,659, share-based compensation
of $785,181, accrued interest of $494,766, and net changes in operating assets and liabilities of $256,601.
−Removed: 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
−Removed: $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
−Removed: for note modification of $14,382, share-based compensation of $14,261, accrued interest of $138,640, and net changes in operating
−Removed: assets and liabilities of $433,361.
+Added: 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,
+Added: 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
+Added: of $14,382, share-based compensation of $14,261, accrued interest of $219,910, and net changes in operating assets and liabilities of
Flows from Investing Activities
−Removed: the six months ended June 30, 2025 and 2024, our company had no investing activities.
+Added: the nine months ended September 30, 2025 and 2024, our company had no investing activities.
Flows from Financing Activities
−Removed: the six months ended June 30, 2025, financing activities provided $350,000 in proceeds from convertible notes.
−Removed: the six months ended June 30, 2024, financing activities provided $284,182, including $105,000 in proceeds from convertible notes and
−Removed: $179,182 in proceeds from promissory notes.
+Added: the nine months ended September 30, 2025, financing activities provided $480,000 in proceeds from convertible notes.
+Added: the nine months ended September 30, 2024, financing activities provided $581,733, resulting from $135,000 in proceeds from convertible
+Added: notes and $671,733 in proceeds from promissory notes, offset by repayment of promissory notes of $225,000.
Quantitative and Qualitative Disclosures about Market Risk
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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.