What changed in this filing

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Item 1. Financial Statements

2021-05-11 compared with 2021-02-11 · 97 added, 85 removed, 443 unchanged (29% of the section changed)

Item 1 - Financial Statements

December 31, 2020

March 31, 2021

June 30, 2020

2 unchanged sentences

Total current assets

OTHER ASSETS:

Investment in Peak Gold (Note 4)

Total other assets

LIABILITIES AND SHAREHOLDERS ’ EQUITY

11 unchanged sentences

Common Stock, $0.01 par value, 45,000,000 shares authorized;

6,200,500 shares issued and outstanding at December 31, 2020;

6,200,500 shares issued 6,151,937 and outstanding at March 31, 2021;

6,590,113 shares issued and 6,557,239 outstanding at June 30, 2020

Additional paid-in capital

Treasury stock at cost (0 shares at December 31, 2020;

Treasury stock at cost (48,563 shares at March 31, 2021;

and 32,874 at June 30, 2020)

5 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended December 31,

Six Months Ended December 31,

Three Months Ended March 31,

Nine Months Ended March 31,

Exploration expense

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended December 31,

Nine Months Ended March 31,

CASH FLOWS FROM OPERATING ACTIVITIES:

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Changes in operating assets and liabilities:

Decrease/(increase) in prepaid expenses and other

Increase in prepaid expenses and other

Decrease in accounts payable and accrued liabilities

7 unchanged sentences

CASH FLOWS FROM FINANCING ACTIVITIES:

Cash paid for shares withheld from employees for payroll tax withholding

Cash proceeds from capital raise, net

Net cash provided by financing activities

Net cash provided/(used) by financing activities

NET INCREASE/(DECREASE) IN CASH

1 unchanged sentence

CASH, END OF PERIOD

Supplemental cash flow information

Cash paid for income taxes

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Restricted stock activity

Net income for the period

Net loss for the period

Balance at December 31, 2020

Stock-based compensation

Treasury shares withheld for employee taxes

Net loss for the period

Balance at March 31, 2021

Shareholders ’

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Restricted stock activity

Net loss for the period

Net loss for period

Balance at December 31, 2019

Stock-based compensation

Restricted stock activity

Treasury shares withheld for employee taxes

Net loss for period

Balance at March 31, 2020

The accompanying notes are an integral part of these condensed consolidated financial statements.

6 unchanged sentences

The Company's wholly-owned subsidiary, Contango Minerals, LLC (“Contango Minerals”) also owns 100% interest in the mineral rights to approximately 220,000 acres of State of Alaska mining claims located north and northwest of the Tetlin Lease.

During the quarter ended March 31, 2021, the Company staked a new property called Shamrock in the Richardson Mining District located in central Alaska, along the Alaska Hwy corridor approximately 70 miles from Fairbanks, Alaska.

The property includes a total of 368 Alaska State mining claims covering approximately 52,920 acres.

The Company is in an exploration stage.

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The 809,744 shares of Common Stock were acquired by KG Mining from Royal Gold, as part of the Royal Gold Transactions (described below) and were subsequently canceled by the Company.

Of the $32.4 million cash consideration, $1.2 million constituted a reimbursement prepayment to the Company by KG Mining of amounts relating to CORE Alaska’s proportionate share of certain silver royalty payments that the Joint Venture Company may be obligated to pay to Royal Gold, with the understanding that as a result of such reimbursements, KG Mining would bear the entire economic impact of those silver royalty payments due from the Joint Venture Company.

Of the $32.4 million cash consideration, $1.2 million constituted a reimbursement prepayment to the Company by KG Mining of amounts relating to CORE Alaska’s proportionate share of certain silver royalty payments that the Joint Venture Company may be obligated to pay to Royal Gold, with the understanding that because of such reimbursements, KG Mining would bear the entire economic impact of those silver royalty payments due from the Joint Venture Company.

Concurrently with the closing of the CORE Transactions, KG Mining, in a separate transaction, acquired from Royal Gold (i) 100% of the equity of Royal Alaska, LLC (“Royal Alaska”), which held a 40.0% membership interest in the Joint Venture Company and (ii) 809,744 shares of Common Stock held by Royal Gold (the “Royal Gold Transactions” and, together with the CORE Transactions, the “Kinross Transactions”).

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The Option Agreement may be terminated (a) by the Joint Venture Company at any time upon written notice to Contango Minerals, (b) if the Joint Venture Company fails to timely pay or reimburse Contango Minerals for certain fees, including taxes and certain other fees necessary to maintain the Alaska state mining claims in good standing under applicable laws, or (c) in the event the Alaska state mining claims are subject to a condemnation under eminent domain.

As of December 31, 2020, the Joint Venture Company had reimbursed Contango Minerals for the cost of the annual rentals associated with option claims.

The Company has been involved in the exploration on the Peak Gold Joint Venture Property for ten years, which has resulted in identifying two mineral deposits (Peak and North Peak) and several other gold, silver, and copper prospects.

The Joint Venture Company has reimbursed Contango Minerals for the cost of the annual rentals associated with option claims for the 2020-2021 assessment year.

In February 2021, the Tetlin Tribal Council approved a new name for the Peak Gold Joint Venture Project.

From now on, the project will be referred to as the Manh Choh Project.

The renaming was a result of close consultation with the local Upper Tanana Athabascan Village of Tetlin on whose land the project is situated.

The name ‘Manh Choh’ (“mon-CHO”) was chosen by the Village of Tetlin Tribal Council and can be translated from the Upper Tanana Athabascan language to “Big Lake,” referring to the nearby Tetlin Lake, a site of high cultural and subsistence significance for the community.

The Company has been involved in the exploration on the Manh Choh Joint Venture Property, formerly the “Peak Gold Joint Venture Property,” for eleven years, which has resulted in identifying two mineral deposits (Peak and North Peak) and several other gold, silver, and copper prospects.

The Joint Venture Company plans to mine ore from the Peak and North Peak deposits and then process the ore at the existing Fort Knox mining and milling complex located approximately 250 miles away.

The use of the Fort Knox mill is expected to accelerate the development of the Peak Gold Joint Venture Property and result in significantly reduced upfront capital development costs, smaller environmental footprint, a shorter permitting and development timeline and less overall execution risk for the Joint Venture Company to advance the Peak and North Peak deposits to a production decision.

As of December 31, 2020, the Company had funded a total of $2.4 million to the Joint Venture Company for its portion of the calendar year 2020 budget.

During the last calendar quarter of 2020, the Joint Venture Company engaged in drilling and testing, environmental work, engineering studies, and other items.

The use of the Fort Knox mill is expected to accelerate the development of the Manh Choh Joint Venture Property and result in significantly reduced upfront capital development costs, smaller environmental footprint, a shorter permitting and development timeline and less overall execution risk for the Joint Venture Company to advance the Peak and North Peak deposits to a production decision.

On December 10, 2020, the Management Committee of the Joint Venture Company (the “ Management Committee”) approved a total budget of $18.0 million for the calendar year 2021 to undertake in-fill drilling, engineering, and environmental studies necessary to complete a feasibility level study, additional exploration, community relations, and to prepare the project for formal permitting.

The Company’s proportionate share of the approved budget is approximately $5.4 million.

As of March 31, 2021, the Company had funded approximately $2.5 million to the Joint Venture Company during calendar year 2021.

In addition, the Company plans to fund a roughly $3.0 million exploration program to explore for additional resources on 100%-owned Triple Z prospect in late 2021, focused on the areas immediately adjacent to the known Joint Venture Company resources.

The Company also plans to continue its exploration efforts on its earlier stage Eagle and Hona projects located immediately north of the Peak Gold project area.

The Company also plans to continue its exploration efforts on its earlier stage Eagle and Hona projects located immediately north of the Manh Choh project area.

The Company’s 30.0% membership interest in the Joint Venture Company, its ownership of Contango Minerals, and cash on hand constitute substantially all of the Company’s assets.

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The consolidated financial statements should be read in conjunction with the consolidated audited financial statements and notes included in the Company ’s Form 10 -K for the fiscal year ended June 30, 2020.

The results of operations for the three and six months ended December 31, 2020 are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2021.

The results of operations for the three and nine months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2021.

Summary of Significant Accounting Policies

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The Company’s consolidated financial statements include the investment in the Joint Venture Company, which is accounted for under the equity method.

The Company held a 30.0% membership interest in the Joint Venture Company on December 31, 2020 and designated one of the three members of the Management Committee.

The Company held a 30.0% membership interest in the Joint Venture Company on March 31, 2021 and designated one of the three members of the Management Committee.

The Company recorded its investment at the historical cost of the assets contributed.

The cumulative losses of the Joint Venture Company exceed the historical cost of the assets contributed to the Joint Venture Company;

therefore, the Company’s investment in the Joint Venture Company as of December 31, 2020 and June 30, 2020 is zero.

therefore, the Company’s investment in the Joint Venture Company as of March 31, 2021 and June 30, 2020 is zero.

The portion of the cumulative loss that exceeds the Company’s investment will be suspended and recognized against earnings, if any, from the investment in the Joint Venture Company in future periods.

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The Company initially recorded its investment at the historical book value of the assets contributed to the Joint Venture Company, which was approximately $1.4 million.

As of December 31, 2020, the Company has contributed approximately $13.2 million to the Joint Venture Company.

As of March 31, 2021, the Company has contributed approximately $15.7 million to the Joint Venture Company.

KG Mining acquired 70% of the Joint Venture Company on September 30, 2020 in connection with the Kinross Transactions.

As of December 31, 2020, the Company held a 3 0.0% membership interest in the Joint Venture Company.

The following table is a roll-forward of the Company's investment in the Joint Venture Company from January 8, 2015 ( inception) to December 31, 2020:

As of March 31, 2021, the Company held a 3 0.0% membership interest in the Joint Venture Company.

The following table is a roll-forward of the Company's investment in the Joint Venture Company from January 8, 2015 ( inception) to March 31, 2021:

in Peak Gold, LLC

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Loss from equity investment in Peak Gold, LLC

Investment balance at December 31, 2020

Investment balance at March 31, 2021

In conjunction with the CORE Transactions, and Kinross assuming the role of manager of the Joint Venture Company, the Joint Venture Company converted its method of accounting from US GAAP to International Financial Reporting Standards (“IFRS”) and changed its fiscal year end from June 30 to December 31, effective for the quarter ended December 31, 2020.

The condensed unaudited financial statements presented below have been converted from IFRS to US GAAP for presentation purposes.

The following table presents the condensed unaudited results of operations for the Joint Venture Company for the three and six month period ended December 31, 2020 and 2019, and for the period from inception through December 31, 2020 in accordance with US GAAP;

The following table presents the condensed unaudited results of operations for the Joint Venture Company for the three and nine month period ended March 31, 2021 and 2020, and for the period from inception through March 31, 2021 in accordance with US GAAP;

Three Months Ended

Six Months Ended

Nine Months Ended

Period from Inception January 8, 2015 to

December 31, 2020

December 31, 2019

December 31, 2020

December 31, 2019

December 31, 2020

March 31, 2021

March 31, 2020

March 31, 2021

March 31, 2020

March 31, 2021

Exploration expense

1 unchanged sentence

Total expenses

The Company’s share of the Joint Venture Company’s results of operations for the three and six months ended December 31, 2020 was a loss of approximately $0.9 million and $1.3 million, respectively.

The Company’s share in the results of operations for the three and six months ended December 31 , 2019 was a loss of approximately $0.9 million and $2.6 million, respectively .

The Company’s share of the Joint Venture Company’s results of operations for the three and nine months ended March 31, 2021 was a loss of approximately $0.8 million and $1.9 million, respectively.

The Company’s share in the results of operations for the three and nine months ended March 31 , 2020 was a loss of approximately $0.3 million and $3.0 million, respectively .

The Joint Venture Company loss does not include any provisions related to income taxes as the Joint Venture Company is treated as a partnership for income tax purposes.

As of December 31, 2020 and June 30, 2020, the Company’s share of the Joint Venture Company’s inception-to-date cumulative loss of approximately $36.0 million and $34.7 million, respectively, exceeded the historical book value of our investment in the Joint Venture Company, of $13.2 million.

Therefore, the investment in the Joint Venture Company had a balance of zero as of each December 31, 2020 and June 30, 2020.

As of March 31, 2021 and June 30, 2020, the Company’s share of the Joint Venture Company’s inception-to-date cumulative loss of approximately $36.8 million and $34.7 million, respectively, exceeded the historical book value of our investment in the Joint Venture Company, of $15.7 million.

Therefore, the investment in the Joint Venture Company had a balance of zero as of each March 31, 2021 and June 30, 2020.

The Company is currently obligated to make additional capital contributions to the Joint Venture Company in proportion to its percentage membership interest in the Joint Venture Company in order to maintain its ownership in the Joint Venture Company and not be diluted.

Therefore, the Company only records losses up to the point of its cumulative investment, which was approximately $13.2 million as of December 31, 2020.

Therefore, the Company only records losses up to the point of its cumulative investment, which was approximately $15.7 million as of March 31, 2021.

The portion of the cumulative loss that exceeds the Company’s investment will be suspended and recognized against earnings, if any, from the Company’s investment in the Joint Venture Company in future periods.

The suspended losses for the period from inception to December 31, 2020 are approximately $21.8 million.

Prepaid Expenses and other

The Company has prepaid expenses of $412,761 and $72,244 as of December 31, 2020 and June 30, 2020, respectively.

The suspended losses for the period from inception to March 31, 2021 are approximately $21.1 million.

Prepaid Expenses and other assets

The Company has prepaid expenses and other assets of $609,117 and $72,244 as of March 31, 2021 and June 30, 2020, respectively.

Prepaid expenses primarily relate to prepaid insurance, prepaid annual claim rentals, and management fees.

The Company also had $211,000 of capitalized legal fees as of March 31, 2021.

Net Income/(Loss) Per Share

A reconciliation of the components of basic and diluted net income/(loss) per share of Common Stock is presented below:

Three Months Ended December 31,

Three Months Ended March 31,

Weighted Average Shares

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Basic Net Loss per Share:

Net income/(loss) attributable to common stock

Net loss attributable to common stock

Diluted Net Loss per Share:

Net income/(loss) attributable to common stock

Six Months Ended December 31,

Net loss attributable to common stock

Nine Months Ended March 31,

Weighted Average Shares

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Net income/(loss) attributable to common stock

Options to purchase 100,000 shares of Common Stock of the Company were outstanding as of December 31, 2020 and June 30, 2020 respectively.

The 100,000 options were not included in the computation of diluted earnings per share for the quarter ended December 31, 2020 due to being anti-dilutive.

Options to purchase 100,000 shares of Common Stock of the Company were outstanding as of March 31, 2021 and June 30, 2020 respectively.

The 100,000 options were not included in the computation of diluted earnings per share for the quarters ended March 31, 2021 and December 31, 2020 due to being anti-dilutive.

The 100,000 options were not included for the quarter ended September 30, 2020 due to the options being out of the money for such period.

There were no options or warrants outstanding as of December 31, 2019.

There were no options or warrants outstanding as of March 31, 2020.

Shareholders ’ Equity

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The Company has 15,000,000 authorized shares of preferred stock.

As of December 31, 2020, the Company had 6,200,500 shares of Common Stock outstanding, including 740,499 share s of unvested restricted stock, which takes into account the issuance of shares of Common Stock in the 2020 Private Placement as described below and the redemption of 809,744 shares of Common Stock from KG Mining in the Kinross Transactions .

As of December 31, 2020, the Company also had outstanding options to purchase 100,000 shares of Common Stock of the Company.

As of March 31, 2021, the Company had 6,151,937 shares of Common Stock outstanding, including 401,333 share s of unvested restricted stock, which takes into account the issuance of shares of Common Stock in the 2020 Private Placement as described below and the redemption of 809,744 shares of Common Stock from KG Mining in the Kinross Transactions .

As of March 31, 2021, the Company also had outstanding options to purchase 100,000 shares of Common Stock of the Company.

No shares of preferred stock have been issued.

The remaining restricted stock outstanding will vest between January 2021 and December 2023.

The remaining restricted stock outstanding will vest between December 2021 and December 2023.

On September 23, 2020, the Company completed the issuance and sale of an aggregate of 247,172 shares of Common Stock, in a private placement (the “2020 Private Placement”) to certain purchasers who are accredited investors.

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On April 16, 2018, Royal Gold filed a Schedule 13D with the Securities and Exchange Commission to reflect Royal Gold’s acquisition from an existing stockholder of 13.6% of the Company’s outstanding Common Stock at a price of $26 per share, subject to certain adjustments.

Royal Gold also filed amendments to its Schedule 13D on June 29, 2018, October 4, 2018, January 22, 2019, August 2, 2019, and December 31, 2020.

Royal Gold also filed amendments to its Schedule 13D on June 29, 2018, October 4, 2018, January 22, 2019, August 2, 2019, and September 30, 2020.

Immediately prior to the consummation of the Kinross Transactions, Royal Gold held 809,744 shares of Common Stock, representing approximately 11.9% of the issued and outstanding shares of Common Stock immediately prior to the Kinross Transactions.

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On December 11, 2020, the Board, upon recommendation of the Compensation Committee of the Board (the “Compensation Committee”), adopted the Second Amendment to the Equity Plan to increase the maximum aggregate number of shares of Common Stock of the Company with respect to which award grants may be made under the Equity Plan to any individual during a calendar year from 100,000 shares to 300,000 shares.

As of December 31, 2020, there were 740,499 shares of unvested restricted Common Stock outstanding and 100,000 options to purchase shares of Common Stock outstanding issued under the Equity Plan.

Stock-based compensation expense for the three and six months ended December 31, 2020 was $1,009,900 and $1,902,058, respectively.

Stock-based compensation expense for the three and six months ended December 31, 2019 was $882,881 and $1,623,323, respectively .

As of March 31, 2021, there were 401,333 shares of unvested restricted Common Stock outstanding and 100,000 options to purchase shares of Common Stock outstanding issued under the Equity Plan.

Stock-based compensation expense for the three and nine months ended March 31, 2021 was $983,988 and $2,886,046, respectively.

Stock-based compensation expense for the three and nine months ended March 31, 2020 was $862,125 and $2,485,448, respectively .

The amount of compensation expense recognized does not reflect cash compensation actually received by the individuals during the current period, but rather represents the amount of expense recognized by the Company in accordance with US GAAP.

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In November 2019, the Company granted 158,000 restricted shares of Common Stock to its executives and non-executive directors.

The restricted stock granted vested in January 2021.

As of December 31, 2020, there were 155,000 shares of such restricted stock that remained unvested.

In December 2018, the Company canceled 117,332 shares of unvested restricted stock held by two of its executives and the non-executive directors that were set to vest on January 1, 2019.

The Company also granted 146,666 restricted shares of Common Stock to two of its executives and non-executive directors.

The restricted shares cancellation and the subsequent new grants were accounted for as modification to the original restricted stock grants.

The incremental fair value will be recognized over the vesting period.

The impact of the modification to the current quarter was immaterial.

All of the restricted stock granted in December 2018 vested in January 2021.

As of December 31, 2020, there were 146,666 shares of such restricted stock that remained unvested.

In November 2019, the Company granted 158,000 restricted shares of Common Stock to its executives and non-executive directors.

The restricted stock granted vests in January 2022.

As of December 31, 2020, there were 158,000 shares of such restricted stock that remained unvested.

As of March 31, 2021, there were 158,000 shares of such restricted stock that remained unvested.

In connection with the appointment of Rick Van Nieuwenhuyse as the President and Chief Executive Officer of the Company, on January 9, 2020, the Company issued 75,000 shares of restricted stock to Mr.

2 unchanged sentences

Van Nieuwenhuyse’s employment with the Company and half on the second anniversary of his employment with the Company, subject to acceleration upon a change of control of the Company.

As of March 31, 2021, there were 37,500 shares of restricted stock from this grant that remained unvested.

On December 1, 2020, the Company granted an aggregate 20,000 shares of Common Stock to two new employees.

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Van Nieuwenhuyse 23,333 shares of restricted stock in conjunction with his short-term incentive plan, and such shares will vest in January 2022.

As of December 31, 2020, all 205,833 shares of restricted stock granted in December 2020 remained unvested.

As of December 31, 2020 , the total compensation cost related to unvested awards not yet recognized was $5,240,642.

As of March 31, 2021, all 205,833 shares of restricted stock granted in December 2020 remained unvested.

As of March 31, 2021 , the total compensation cost related to unvested awards not yet recognized was $4,349,404.

The remaining costs will be recognized over the remaining vesting period of the awards.

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Van Nieuwenhuyse options to purchase 100,000 shares of Common Stock of the Company, with an exercise price of $14.50 per share, which is equal to the closing price on January 6, 2020, the day on which he began employment with the Company.

The options will vest in two equal installments, half on the first anniversary of Mr.

Van Nieuwenhuyse’s employment with the Company and half on the second anniversary of his employment with the Company, subject to acceleration upon a change of control of the Company.

There were no stock option exercises during the three and six months ended December 31, 2020 .

There were also no stock option exercises during the three and six months ended December 31, 2019.

The options vest in two equal installments, half vested on the first anniversary of Mr.

Van Nieuwenhuyse’s employment with the Company and half will vest on the second anniversary of his employment with the Company, subject to acceleration upon a change of control of the Company.

There were no stock option exercises during the three and nine months ended March 31, 2021 .

There were also no stock option exercises during the three and nine months ended March 31, 2020.

The Company applies the fair value method to account for stock option expense.

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The fair value of each option is estimated as of the date of grant using the Black-Scholes options-pricing model.

As of December 31, 2020, the stock options had a weighted-average remaining life of 4.02 years.

The total compensation cost related to nonvested options not yet recognized as of December 31, 2020 was $377,589.

A summary of the status of stock options granted under the Equity Plan as of December 31, 2020 and changes during the six months then ended, is presented in the table below:

Six Months Ended

December 31, 2020

As of March 31, 2021, the stock options had a weighted-average remaining life of 3.77 years.

The total compensation cost related to nonvested options not yet recognized as of March 31, 2021 was $284,839.

A summary of the status of stock options granted under the Equity Plan as of March 31, 2021 and changes during the nine months then ended, is presented in the table below:

Nine Months Ended

March 31, 2021

Shares Under Options

22 unchanged sentences

Gold Exploration.

The Company’s Triple Z, Tok/Tetlin, Eagle, Bush, West Fork, and Noah claims are all located on state of Alaska lands.

The Company’s Triple Z, Tok/Tetlin, Eagle, Bush, West Fork, Shamrock and Noah claims are all located on state of Alaska lands.

The Company released the Bush and West Fork claims in November 2020.

2 unchanged sentences

The Company paid the current year claim rentals in November 2020 and recorded the payment within prepaid assets.

The associated rental expense is amortized over the rental claim period, September 1 - August 31st of each year.

As of December 31, 2020, the Joint Venture Company had met the annual labor requirements for the state of Alaska acreage for the next four years, which is the maximum time allowable by Alaska law.

The associated rental expense is amortized over the rental claim period, September 1 - August 31 of each year.

As of March 31, 2021, the Joint Venture Company had met the annual labor requirements for the state of Alaska acreage for the next four years, which is the maximum time allowable by Alaska law.

The Company obtained 100% ownership of these claims in conjunction with the Separation Agreement.

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Van Nieuwenhuyse received a $350,000 cash bonus and 23,333 restricted shares of Common Stock, which vest on January 1, 2022.

The Company recognized a full valuation allowance on its deferred tax asset as of December 31, 2020 and June 30, 2020 and has recognized $0.6 million income tax benefit and $1.8 million in income tax expense for the three and six months ended December 31, 2020.

The Company recognized income tax expense of zero for the three and six months ended December 31, 2019.

The current income tax expense for the six months ended December 31, 2020 of $1.8 million consists of $1.3 million of federal income tax expense and $0.5 million of Alaskan state income tax expense.

The effective tax rate was 5.71% and 0% for the six months ending December 31, 2020 and December 31, 2019, respectively.

The Company recognized a full valuation allowance on its deferred tax asset as of March 31, 2021 and June 30, 2020 and has recognized $0.2 million income tax benefit and $1.6 million in income tax expense for the three and nine months ended March 31, 2021.

The Company recognized income tax expense of zero for the three and nine months ended March 31, 2020.

The current income tax expense for the nine months ended March 31, 2021 of $1.6 million consists of $1.3 million of federal income tax expense and $0.3 million of Alaskan state income tax expense.

The effective tax rate was 5.85% and 0% for the nine months ending March 31, 2021 and March 31, 2020, respectively.

The Company has historically had a full valuation allowance, which resulted in no net deferred tax asset or liability appearing on its statement of financial position.

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The Company reviews its tax positions quarterly for tax uncertainties.

The Company did not have any uncertain tax positions as of December 31, 2020 or June 30, 2020.

The Company did not have any uncertain tax positions as of March 31, 2021 or June 30, 2020.

On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was enacted.

2 unchanged sentences

corporate income tax rate from 35.0% to 21.0%, and makes changes to certain other business-related exclusions, deductions and credits.

The Company has assessed the impact of the tax bill on the financial statements as of December 31, 2020.

The Company has assessed the impact of the tax bill on the financial statements as of March 31, 2021.

The Company will continue to monitor these new regulations and analyze their applicability and impact on the Company.

6 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-Q

Item 1. Financial Statements