3 unchanged sentences
(Stated in thousands of United States Dollars, except for share data)
−Removed: Note March 31, 2025 December 31, 2024
+Added: Note June 30, 2025 December 31, 2024
Current assets
25 unchanged sentences
COMMITMENTS AND CONTINGENCIES 16
−Removed: Common shares, unlimited authorized shares with no par value, 443,358,810 and 409,786,956 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively
+Added: Common shares, unlimited authorized shares with no par value, 814,697,291 and 409,786,957 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively
7 790,183 606,505
8 unchanged sentences
Three months ended
+Added: June 30, Six months ended
Note 2025 2024 2025 2024
21 unchanged sentences
Three months ended
+Added: June 30, Six months ended
Note 2025 2024 2025 2024
2 unchanged sentences
Depletion, depreciation and amortization 4 951 693 1,694 1,450
−Removed: Accretion expense 975 768
+Added: Reclamation accretion expense
+Added: 977 768 1,954 1,536
Share-based payments 1,809 611 2,502 1,141
2 unchanged sentences
Interest expense
+Added: 7,843 8,312 16,047 16,342
Deferred tax expense — 386 — 773
+Added: Reclamation expenditures ( 107 ) ( 238 ) ( 107 ) ( 238 )
+Added: 14 ( 209 ) 47 ( 290 )
Net change in operating assets and liabilities
3 unchanged sentences
Capital expenditures on property, plant and equipment ( 1,094 ) ( 521 ) ( 1,450 ) ( 1,223 )
+Added: Disposal proceeds — 425 — 425
Cash used in investing activities $ ( 1,094 ) $ ( 96 ) $ ( 1,450 ) $ ( 798 )
FINANCING ACTIVITIES
−Removed: Proceeds from shares issued in equity financing 7 16,212 17,436
−Removed: Proceeds from shares issued in ATM Program 7 2,519 —
−Removed: Share issue costs ( 113 ) ( 380 )
+Added: Proceeds from shares issued in equity offerings 7 176,476 79,399 195,095 96,455
+Added: Principal repayment on Gold Prepay Agreement 5 ( 30,989 ) ( 9,717 ) ( 30,989 ) ( 9,717 )
+Added: Principal repayment on Silver Purchase Agreement 5 ( 10,992 ) ( 8,387 ) ( 10,992 ) ( 8,387 )
+Added: Net proceeds from New Gold Prepay and Silver Purchase Agreement 5 31,045 — 31,045 —
+Added: Principal repayment on New Gold Prepay and Silver Purchase Agreement 5 ( 31,045 ) — ( 31,045 ) —
Stock option exercises — 309 8 895
Finance fees paid ( 1,759 ) ( 750 ) ( 2,053 ) ( 950 )
+Added: Contingent payments — ( 1,436 ) — ( 1,436 )
Other ( 41 ) ( 39 ) ( 58 ) ( 164 )
14 unchanged sentences
Share Capital
−Removed: Issued and outstanding Note Number of
+Added: Issued and outstanding
+Added: Note Number of
shares Common shares Additional paid-in capital Accumulated deficit Total equity
1 unchanged sentence
Issued from financing activities 7 13,064,204 17,056 — — 17,056
−Removed: Issuance of common shares related to contingent payments 7 2,727,336 3,564 — — 3,564
−Removed: Issued on exercise of stock options 7 594,800 1,269 ( 683 ) — 586
+Added: Shares issued in relation to Granite Creek contingent payments 7 2,727,336 3,564 — — 3,564
+Added: Exercise of stock options 7 594,800 1,269 ( 683 ) — 586
Share-based compensation — — 355 — 355
−Removed: Share issue costs — ( 380 ) — — ( 380 )
Net loss — — — ( 19,700 ) ( 19,700 )
Balance as at March 31, 2024 314,888,675 $ 511,159 $ 18,983 $ ( 182,985 ) $ 347,157
+Added: Issued from financing activities 7 69,698,050 70,543 — — 70,543
+Added: Issued on exercise of stock options 7 310,000 659 ( 350 ) — 309
+Added: Share-based compensation — — 154 — 154
+Added: Net loss — — — ( 41,005 ) ( 41,005 )
+Added: Balance as at June 30, 2024 384,896,725 $ 582,361 $ 18,787 $ ( 223,990 ) $ 377,158
Balance as at December 31, 2024 409,786,957 $ 606,505 $ 18,977 $ ( 284,818 ) $ 340,664
2 unchanged sentences
Share-based compensation — — 49 — 49
−Removed: Share issue costs — ( 290 ) — — ( 290 )
Net loss — — — ( 41,205 ) ( 41,205 )
Balance as at March 31, 2025 443,358,811 $ 624,998 $ 18,983 $ ( 326,023 ) $ 317,958
+Added: Issued from financing activities 7 371,000,000 164,948 10,517 — 175,465
+Added: Issued on exercise of stock options and settlement of deferred share units 7 338,480 237 — — 237
+Added: Share-based compensation — — 95 — 95
+Added: Net loss — — — ( 30,215 ) ( 30,215 )
+Added: Balance as at June 30, 2025 814,697,291 $ 790,183 $ 29,595 $ ( 356,238 ) $ 463,540
See accompanying notes to the Condensed Consolidated Financial Statements
2 unchanged sentences
NATURE OF OPERATIONS
−Removed: i-80 Gold Corp ("i-80 Gold" or the "Company"), is a Nevada-focused, growth-oriented gold and silver mining company engaged in the exploration and development and extraction of gold and silver.
+Added: i-80 Gold Corp ("i-80 Gold" or the "Company"), is a Nevada-focused, growth-oriented gold and silver mining company engaged in the exploration and extraction of gold and silver.
The Company's principal assets include the Granite Creek property, Ruby Hill property, Cove property, and the Lone Tree property which includes the autoclave facilities.
1 unchanged sentence
The Company was incorporated on November 10, 2020, in the province of British Columbia, Canada.
−Removed: The Company’s common shares are listed on the Toronto Stock Exchange (“TSX”) under the symbol IAU and the New York Stock Exchange ("NYSE American") under the symbol IAUX.
+Added: The Company’s common shares and warrants are listed on the New York Stock Exchange ("NYSE American") under the symbols IAUX and IAUX WS, respectively, and on the Toronto Stock Exchange (“TSX”) under the symbols IAU and IAU.WT.U, respectively.
Its head office is located in Reno, Nevada.
−Removed: The corporate office is located in Toronto, Ontario.
+Added: The executive office is located in Toronto, Ontario.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
8 unchanged sentences
The going concern basis of presentation assumes the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.
−Removed: The Company’s ability to execute its plan and fulfill its commitments as they come due is dependent upon its success in obtaining additional financing.
+Added: The Company’s ability to execute its plan and fulfill its commitments as they come due is dependent upon, amongst other factors and assumptions as otherwise detailed herein, its success in obtaining additional financing.
While management has been successful in raising additional funds in the past, there can be no assurance that it will be able to do so in the future.
−Removed: Given the Company’s working capital deficit, current operating losses and management’s expectation of future losses until it has fully executed its strategy, the inability of the Company to arrange appropriate financing in a timely manner could result in the carrying value of the Company’s assets being subject to material adjustment.
+Added: Given the Company’s current operating losses and management’s expectation of future losses until it has fully executed its strategy, the inability of the Company to arrange appropriate financing in a timely manner could result in the carrying value of the Company’s assets being subject to material adjustment.
These conditions indicate the existence of material uncertainties which cast substantial doubt as to the Company’s ability to continue as a going concern.
9 unchanged sentences
All such adjustments are, in the opinion of management, of a normal recurring nature.
−Removed: The results for the three month period ended March 31, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.
−Removed: (c) Recently Adopted Accounting Standards
+Added: The results for the three and six months ended June 30, 2025 , are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.
+Added: (c) Recently Issued Accounting Standards
In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-09 "Income Taxes (Topic 720):
1 unchanged sentence
The standard is effective beginning with the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and the Company plans to adopt this for the Annual Report.
−Removed: The Company is currently evaluating the impact of the guidance on its financial statements.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Stated in thousands of United States Dollars, except per share amounts)
−Removed: March 31, 2025 December 31, 2024
+Added: June 30, 2025 December 31, 2024
Mineralized material in stockpiles and on leach pads $ 16,432 $ 9,634
3 unchanged sentences
Total inventory $ 21,811 $ 15,331
−Removed: The amount of inventory recognized as an expense in cost of sales for the three months ended March 31, 2025, was $ 10.8 million (2024 - $ 8.3 million).
−Removed: During the three months ended March 31, 2025, the Company recognized, within cost of sales, inventory write-downs of $ 0.9 million (2024 - nil ) relating to heap leach material at Granite Creek.
+Added: The amount of inventory recognized in cost of sales for the three and six months ended June 30, 2025, was $ 26.5 million and $ 37.3 million, respectively (2024 - $ 19.4 million and $ 27.8 million, respectively).
+Added: During the three and six months ended June 30, 2025, the Company recognized, within cost of sales, inventory write-downs of $ 3.1 million and $ 4.0 million, respectively, related primarily to Granite Creek mineralized material stockpile (2024 - $ 8.8 million and $ 8.8 million, respectively).
PROPERTY, PLANT AND EQUIPMENT, NET
−Removed: March 31, 2025 December 31, 2024
+Added: June 30, 2025 December 31, 2024
Pre-development and exploration properties (i)
2 unchanged sentences
204,278 203,137
−Removed: Construction-in-progress 24,507 24,448
+Added: Construction-in-progress (i) 25,671 24,448
Total 593,843 590,813
1 unchanged sentence
Net carrying amounts $ 573,878 $ 572,442
−Removed: (i) Pre-development, exploration properties as well as construction-in-progress are not subject to depletion.
−Removed: (ii) Included in buildings, plant and equipment are $ 160.5 million not subject to depreciation and amortization.
−Removed: Depreciation, depletion and amortization on property, plant and equipment during the three months ended March 31, 2025 and 2024 include amounts allocated to:
+Added: (i) Pre-development, exploration properties and construction-in-progress are not subject to depletion.
+Added: (ii) Included in buildings, plant and equipment is $ 136.0 million (2024 - $ 136.0 million) not s ubject to depreciation, depletion and amortization.
+Added: Total d epreciation, depletion and amortization on property, plant and equipment is as follows:
Three months ended
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
Depreciation, depletion and amortization $ 547 $ 74 $ 923 $ 451
2 unchanged sentences
Recorded in property maintenance 302 488 612 744
−Removed: Change in inventory
Total depletion, depreciation and amortization $ 951 $ 693 $ 1,694 $ 1,450
11 unchanged sentences
Finance charge 4,894 450 3,068 4,109 2,109 727 15,357
−Removed: As at March 31, 2025 $ 57,939 $ 5,678 $ 74,884 $ 34,170 $ 24,776 $ 28 $ 197,475
+Added: As at June 30, 2025 $ 60,521 $ 5,909 $ 76,643 $ 15,496 $ 16,904 $ 339 $ 175,812
Less current portion 60,521 5,909 — 11,143 — 21 77,594
3 unchanged sentences
Orion Convertible Loan
−Removed: On January 15, 2025, the Company amended and restated the Orion Convertible Loan.
+Added: On January 15, 2025, the Company entered into an Amended and Restated Orion Convertible Loan Agreement ("Orion Convertible Loan") with Orion Mine Finance ("Orion").
Pursuant to the amendment, the maturity date was extended from December 13, 2025, to June 30, 2026, and certain security was put in place to secure the Company’s obligations under the Orion Convertible Loan.
3 unchanged sentences
Management determined that the modification to the agreement was non-substantial and accordingly, the Company accounted for the modification as an adjustment to the financial liability.
+Added: The Orion Convertible Loan bears interest at a rate of 8.0 % annually and matures on June 30, 2026.
+Added: As at June 30, 2025, total principal and accrued interest was $ 66.5 million.
Interest expense is calculated by applying the effective interest rate of 16.72 % to the host liability component (December 31, 2024 - 18.64 %) .
1 unchanged sentence
Orion is a related party (Note 15).
+Added: Sprott Convertible Loan
+Added: On December 10, 2021, the Company entered into a Convertible Credit Agreement with a fund managed by Sprott Asset Management USA, Inc.
+Added: and a fund managed by CNL Strategic Asset Management, LLC (“Sprott”) to borrow $ 10 million (the "Sprott Convertible Loan").
+Added: The Sprott Convertible Loan bears interest at a rate of 8.0 % annually and matures on December 9, 2025.
+Added: As at June 30, 2025, total principal and accrued interest was $ 6.1 million.
+Added: Interest expense is calculated by applying the effective interest rate of 16.10 % to the host liability component.
+Added: Interest accretion is included in interest expense.
+Added: Sprott is a related party (Note 15 ).
Convertible Debentures
+Added: On February 22, 2023, the Company closed a private placement offering of $ 65 million principal amount of secured convertible debentures (the "Convertible Debentures") of the Company.
On February 28, 2025, the Company completed certain amendments to its Convertible Debentures.
The amendments provided for:
−Removed: • the conversion price applicable to the a debenture holder’s right to elect to convert outstanding and accrued interest on the Convertible Debentures is equal to the volume weighted average price of i-80 Gold’s common shares on the TSX during the five trading days immediately preceding the date of the debenture holder’s election notice, less a discount of 15 %, converted into US dollars at the Bank of Canada rate on such date;
−Removed: • the conversion price applicable to the Company’ right to elect to convert outstanding and accrued interest on the Convertible Debentures is equal to the greater of (x) 85 % of the average closing price of the i-80 Gold common shares as measured in US dollars on the NYSE during the 10 business days immediately preceding the date of the Company’s election notice, and (y) the volume weighted average price of i-80 Gold common shares on the TSX during the five trading days immediately preceding the date of the Company’s election notice, less a discount of 15 %, converted into US dollars at the Bank of Canada rate on such date;
+Added: • the conversion price applicable to the debenture holder’s right to elect to convert outstanding and accrued interest on the Convertible Debentures is equal to the volume weighted average price of i-80 Gold’s common shares on the TSX during the five trading days immediately preceding the date of the debenture holder’s election notice, less a discount of 15 %, converted into US dollars at the Bank of Canada rate on such date;
+Added: • the conversion price applicable to the Company’ right to elect to convert outstanding and accrued interest on the Convertible Debentures is equal to the greater of (x) 85 % of the average closing price of the i-80 Gold common shares as measured in US dollars on the NYSE American during the 10 business days immediately preceding the date of the Company’s election notice, and (y) the volume weighted average price of i-80 Gold common shares on the TSX during the five trading days immediately preceding the date of the Company’s election notice, less a discount of 15 %, converted into US dollars at the Bank of Canada rate on such date;
• that the Company’s right to grant security against the Cove Project would rank subordinate to the security granted to the debenture holders;
2 unchanged sentences
Management determined that the modification to the agreement was non-substantial and accordingly, the Company accounted for the modification as an adjustment to the financial liability.
+Added: The Convertible Debentures bear interest at a fixed rate of 8.0 % per annum and will mature on February 22, 2027.
+Added: As at June 30, 2025, total principal and accrued interest is $ 78.4 million.
Interest expense is calculated by applying the effective interest rate of 9.4 % to the host liability component (December 31, 2024 - 9.2 %) .
Interest accretion is included in interest expense.
+Added: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Stated in thousands of United States Dollars, except per share amounts)
Gold Prepay Agreement
−Removed: On March 28, 2025, the Company entered into an amending agreement with Orion extending the quarterly gold deliveries due March 31, 2025, to April 7, 2025.
−Removed: The current portion of the liability is $ 27.9 million as of March 31, 2025.
−Removed: On April 2, 2025, the Company delivered 6,420 ounces of gold to Orion in full satisfaction of the December 31, 2024 and March 31, 2025 quarterly deliveries.
+Added: In December 2021, the Company entered into a gold prepay agreement with Orion, which was subsequently amended in April 2022 and September 2023.
+Added: On March 28, 2025, the Company entered into a further amending agreement to the Gold Prepay Purchase and Sale Agreement initially executed on December 13, 2021 (as amended, the "Gold Prepay Agreement") with Orion extending the quarterly gold deliveries due March 31, 2025, to April 7, 2025.
+Added: During the second quarter of 2025, the Company delivered 9,630 ounces of gold to Orion, 6,420 ounces in satisfaction of the December 31, 2024 and March 31, 2025 quarterly deliveries and 3,210 ounces in satisfaction of the June 30, 2025 quarterly delivery.
+Added: As of June 30, 2025, the Company had delivered 34,973 ounces of gold towards the Gold Prepay Agreement with Orion, leaving 8,760 ounces of gold remaining to be delivered under the agreement.
+Added: The current portion of the liability is $ 11.1 million as of June 30, 2025.
Interest expense is calculated by applying the effective interest rate of 31.0 % to the host liability component (December 31, 2024 - 31.9 %).
+Added: Interest accretion is included in interest expense.
For the amendment above, management determined that the modification to the agreement was non-substantial and accordingly, the Company accounted for the modification as an adjustment to the financial liability.
Silver Purchase Agreement
−Removed: On March 28, 2025, the Company entered into an amending agreement with Orion extending the 2024 shortfall amount due March 31, 2025, to April 7, 2025.
−Removed: The current portion of the liability is $ 7.3 million as of March 31, 2025.
−Removed: On April 2, 2025, the Company delivered 320,000 ounces of silver to Orion in full satisfaction of the 2024 shortfall amount.
−Removed: The delivered ounces were net of Orion's cash purchase price.
+Added: In December 2021, the Company entered into a silver purchase and sale agreement with Orion.
+Added: On March 28, 2025, the Company entered into a further amending agreement to the Silver Purchase and Sale Agreement initially executed on December 13, 2021 (as amended, the "Silver Purchase Agreement" ) with Orion extending the 2024 shortfall amount due March 31, 2025, to April 7, 2025.
+Added: During the second quarter of 2025, the Company delivered 322,458 ounces of silver to Orion, 318,757 ounces in satisfaction of the 2024 shortfall amount and 3,701 ounces in relation to 2025 annual minimum delivery amount.
+Added: The 2024 shortfall amount was delivered net of Orion's cash purchase price.
+Added: The remaining ounces to be delivered under the 2025 annual minimum delivery amount is 96,299 ounces.
Interest expense is calculated by applying the effective interest rate of 21.4 % to the host liability component.
+Added: Interest accretion is included in interest expense.
For the amendment above, management determined that the modification to the agreement was non-substantial and accordingly, the Company accounted for the modification as an adjustment to the financial liability.
−Removed: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Stated in thousands of United States Dollars, except per share amounts)
New Gold Prepay and Silver Purchase Agreement
On March 31, 2025, the Company entered into a New Gold Prepay and Silver Purchase arrangement ("New Gold Prepay and Silver Purchase Agreement") with National Bank of Canada ("National Bank") under which National Bank purchased 6,864 ounces of gold and 345,549 ounces of silver from the Company for delivery to National Bank by September 30, 2025 or earlier, upon an infusion of capital in line with the recapitalization plan.
−Removed: The proceeds of this new prepay arrangement were used to satisfy the March 31, 2025 gold and silver deliveries due to Orion under its respective Gold Prepay and Silver Purchase agreements.
+Added: The proceeds of this new prepay arrangement were used to satisfy the outstanding gold and silver deliveries due to Orion under its respective Gold Prepay Agreement and Silver Purchase Agreement.
The New Gold Prepay and Silver Purchase Agreement was funded on April 1, 2025 for total proceeds of $ 31.0 million.
−Removed: The New Gold Prepay and Silver Purchase Agreement contain an early termination make-whole provision and a mandatory prepayment provision, that are considered embedded derivatives by the Company and measured at fair value (Note 17).
+Added: The New Gold Prepay and Silver Purchase Agreement contain an early termination make-whole provision and a mandatory prepayment provision, that are considered embedded derivatives by the Company and measured at fair value.
The early termination make-whole provision and mandatory prepayment provision are classified as financial liabilities and not separated from the host liability component as they have been deemed to be closely related.
+Added: On May 16, 2025, the Company repaid the full outstanding balance under the New Gold Prepay and Silver Purchase Agreement, consisting of principal of $ 31.0 million and financing expense of $ 1.3 million as shown in Other above.
OTHER LIABILITIES
−Removed: March 31, 2025 December 31, 2024
+Added: June 30, 2025 December 31, 2024
Warrant liability (i)
5 unchanged sentences
Silver Purchase Agreement embedded derivative (v)
+Added: Deferred revenue (vi) 7,102 —
Lease liability 1,128 685
2 unchanged sentences
Long-term portion $ 26,250 $ 15,249
+Added: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Stated in thousands of United States Dollars, except per share amounts)
(i) Warrant liability
−Removed: Issue date Expiry date Exercise Price (C$) Number of warrants March 31, 2025 December 31, 2024
+Added: Issue date Expiry date Exercise Price (C$) Number of warrants June 30, 2025 December 31, 2024
Brokered placement 5/1/2024 5/1/2028 2.15 34,849,025 $ 3,576 $ 3,875
8 unchanged sentences
Accordingly, the Company recognizes the warrants as liabilities at fair value with changes in fair value recognized in the statement of loss.
−Removed: For the three months ended March 31, 2025, the Company recorded a fair value loss of $ 0.4 million (March 31, 2024 - gain of $ 2.6 million) (Note 11).
+Added: For the three and six months ended June 30, 2025, the Company recorded a gain of $ 0.7 million and $ 0.3 million, respectively (2024 - gain of $ 1.6 million and $ 4.3 million, respectively) (Note 11).
The fair value of the warrants, excluding warrants issued in connection with the bought deal public offering, were calculated using the Black-Scholes option pricing model with the following assumptions:
−Removed: March 31, 2025 December 31, 2024
+Added: June 30, 2025 December 31, 2024
Risk-free rate 2.64 % to 2.79 %
5 unchanged sentences
On January 15, 2025, the Company issued common share purchase warrants in connection with the amendments to the Orion Convertible Loan ( Note 5).
−Removed: T he warrants are subject to a four month hold period.
−Removed: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Stated in thousands of United States Dollars, except per share amounts)
(ii) Share-based payment liability
−Removed: The Company recognized a share-based payment liability of $ 1.4 million at March 31, 2025 (December 31, 2024 - $ 0.8 million) under the Company's restricted and deferred share unit plans.
−Removed: The current portion of the liability is $ 0.4 million at March 31, 2025 (December 31, 2024 - $ 0.2 million).
+Added: The Company recognized a share-based payment liability of $ 2.9 million at June 30, 2025 (December 31, 2024 - $ 0.8 million) under the Company's restricted and deferred share unit plans.
+Added: The current portion of the liability is $ 0.6 million at June 30, 2025 (December 31, 2024 - $ 0.2 million).
(iii) Conversion and change of control right
2 unchanged sentences
The forced conversion feature is not separated from the host contract as it is considered to be indexed to the Company's shares.
−Removed: During the period ended March 31, 2025, none of the features were exercised.
−Removed: The Orion Convertible Loan derivative financial liability was recorded at $ 1.8 million at March 31, 2025 (December 31, 2024 - $ 0.3 million).
−Removed: For the three months ended March 31, 2025, the Company recorded a fair value loss of $ 1.4 million (2024 - gain of $ 5.3 million) related to the valuation of the embedded derivatives through the statement of loss.
−Removed: The Sprott Convertible Loan derivative financial liability was recorded at $ 0.05 million at March 31, 2025 (December 31, 2024 - $ 0.03 million).
−Removed: For the three months ended March 31, 2025, the Company recorded a fair value gain of $ 0.01 million (2024 - gain of $ 0.9 million) related to the valuation of the embedded derivatives through the statement of loss.
−Removed: (iv) Gold Prepay embedded derivative
+Added: During the period ended June 30, 2025, none of the features were exercised.
+Added: The Orion Convertible Loan derivative financial liability was recorded at $ 1.0 million at June 30, 2025 (December 31, 2024 - $ 0.3 million).
+Added: For the three and six months ended June 30, 2025, the Company recorded a fair value gain of $ 0.7 million and loss of $ 0.7 million, respectively (2024 - gain of $ 2.6 million and $ 7.9 million, respectively) related to the valuation of the embedded derivatives through the statement of loss.
+Added: The Sprott Convertible Loan derivative financial liability was recorded at $ 0.01 million at June 30, 2025 (December 31, 2024 - $ 0.03 million).
+Added: For the three and six months ended June 30, 2025, the Company recorded a fair value gain of $ 0.01 million and $ 0.02 million, respectively (2024 - gain of $ 0.4 million and $ 1.3 million, respectively) related to the valuation of the embedded derivatives through the statement of loss.
+Added: (iv) Gold Prepay Agreement embedded derivative
The financial liability represents the embedded derivative in relation to the fixed gold price included in the Gold Prepay Agreement (Note 5 and Note 17).
The Company recognizes the embedded derivative at fair value with changes in fair value recognized in profit or loss.
−Removed: For the three months ended March 31, 2025, the Company recorded a fair value loss of $ 8.3 million, (2024 - $ 3.5 million) related to the valuation of the embedded derivative through the statement of loss (Note 11).
−Removed: As of March 31, 2025, the current portion of the Gold Prepay embedded derivative liability was $ 14.9 million .
+Added: For the three and six months ended June 30, 2025, the Company recorded a fair value gain of $ 8.2 million and loss of $ 0.02 million, respectively (2024 - loss of $ 1.4 million and $ 4.9 million, respectively) related to the valuation of the embedded derivative through the statement of loss (Note 11).
+Added: As of June 30, 2025, the current portion of the Gold Prepay Agreement embedded derivative liability was $ 7.3 million .
+Added: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Stated in thousands of United States Dollars, except per share amounts)
(v) Silver Purchase Agreement embedded derivative
1 unchanged sentence
The Company recognizes the embedded derivative at fair value with changes in fair value recognized in profit or loss.
−Removed: For the three months ended March 31, 2025, the Company recorded a fair value loss of $ 7.5 million ( 2024 - $ 0.9 million) related to the valuation of the embedded derivative through the statement of loss (Note 11).
−Removed: As of March 31, 2025, the current portion of the Silver Purchase Agreement embedded derivative liability was $ 2.9 million .
+Added: For the three and six months ended June 30, 2025, the Company recorded a fair value gain of $ 0.2 million and $ 7.2 million loss, respectively ( 2024 - loss of $ 4.4 million and $ 5.3 million, respectively) related to the valuation of the embedded derivative through the statement of loss (Note 11).
+Added: As of June 30, 2025, the current portion of the Silver Purchase Agreement embedded derivative liability was $ 0.7 million .
+Added: (vi) Deferred revenue
+Added: On April 29, 2025, the Company finalized an amended and restated master purchase and sale agreement with Auramet International, Inc.
+Added: Under this agreement, the Company received a prepayment of 3,600 ounces of gold, for $ 12.0 million totaling $ 11.6 million in net proceeds.
+Added: As at June 30, 2025, the Company has delivered 1,454 ounces, totaling $ 4.9 million recorded in revenue with 2,146 ounces remaining to be delivered in the amount of $ 7.1 million.
+Added: The remaining portion is expected to be delivered during the third quarter.
COMMON SHARES
3 unchanged sentences
Balance as at December 31, 2023 298,502,335 $ 489,270
−Removed: Shares issued in private placement (iii) 13,064,204 17,436
−Removed: Shares issued in relation to Granite Creek contingent payments (iv) 2,727,336 3,564
−Removed: Exercise of warrants and stock options
+Added: Shares issued in private placement (iv)
13,064,204 17,056
−Removed: Share issue costs — ( 380 )
−Removed: Balance as at March 31, 2024 314,888,674 $ 511,159
+Added: Shares issued in relation to Granite Creek contingent payments (v)
+Added: 2,727,336 3,564
+Added: Shares issued in brokered placement (vi)
+Added: 69,698,050 70,543
+Added: Exercise of warrants and stock options 904,800 1,928
+Added: Balance as at June 30, 2024 384,896,725 $ 582,361
Balance as at December 31, 2024 409,786,957 $ 606,505
1 unchanged sentence
29,210,464 16,015
−Removed: Shares issued in ATM Program (ii)
+Added: Shares issued in ATM Program (iii)
4,341,390 2,426
+Added: Shares issued in private placement (ii)
+Added: 25,240,000 11,790
+Added: Shares issued in relation to brokered placement (ii)
+Added: 345,760,000 153,158
Exercise of stock options 20,000 52
−Removed: Share issue costs — ( 290 )
−Removed: Balance as at March 31, 2025 443,358,810 $ 624,998
+Added: Shares issued from settlement of DSUs 338,480 237
+Added: Balance as at June 30, 2025 814,697,291 $ 790,183
(i) On January 31, 2025, the Company closed a prospectus offering of 28.2 million common shares of the Company at a price of C$ 0.80 per share for aggregate gross proceeds of $ 15.6 million (C$ 22.6 million).
On February 28, 2025, in connection with the prospectus offering, the Company closed a concurrent private placement of 1.0 million common shares to certain directors and officers of the Company at a price of C$ 0.80 per share for aggregate gross proceeds of $ 0.6 million (C$ 0.8 million).
+Added: (ii) On May 16, 2025, the Company closed a bought deal public offering of 345.8 million units of the Company at a price of $ 0.50 per unit for aggregate gross proceeds of $ 172.9 million and net proceeds of $ 162.7 million.
+Added: In addition to the bought deal public offering, the Company closed a private placement of 25.2 million units to certain directors, officers and other shareholders of the Company at a price of $ 0.50 per unit for aggregate gross proceeds of $ 12.6 million and net proceeds of $ 12.5 million.
+Added: Each unit for both offerings is comprised of one common share and one-half of one common share purchase warrant.
+Added: Each warrant entitles the holder to purchase one common share at a price of $ 0.70 until November 16, 2027.
+Added: The total number of warrants issued were 185.5 million.
+Added: The Company has assessed the warrants to meet the requirements to be recorded as equity.
+Added: The net proceeds from the bought deal offering and the private placement were allocated to the warrants in the amount of $ 10.5 million and $ 164.9 million allocated to share capital based upon the relative fair values of the shares and warrants issued.
+Added: (iii) The Company's at-the-market equity program ("ATM Program") was implemented pursuant to the terms of an equity distribution agreement dated August 12, 2024 (the "Equity Distribution Agreement"), among the Company, National Bank Financial Inc., and a syndicate of underwriters (collectively, the "Agents").
+Added: The ATM Program allowed i-80 Gold to offer and sell in Canada and the United States through the facilities of the TSX and the NYSE American such number of common shares of the Company as would have an aggregate offering price of up to $ 50 million.
+Added: The ATM Program expired on March 31, 2025.
+Added: During the first quarter of 2025, the Company issued 4.3 million c ommon shares under the ATM Program for total gross proceeds of $ 2.5 million.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Stated in thousands of United States Dollars, except per share amounts)
−Removed: (ii) The ATM Program was implemented pursuant to the terms of an equity distribution agreement dated August 12, 2024 (the "Equity Distribution Agreement"), among the Company, National Bank Financial Inc., and a syndicate of underwriters (collectively, the "Agents").
−Removed: The ATM Program allowed i-80 offer and sell in Canada and the United States through the facilities of the TSX and the NYSE such number of common shares in the capital of the Company (the “Shares”) as would have an aggregate offering price of up to $ 50 million.
−Removed: The ATM Program expired on March 31, 2025.
−Removed: During the first quarter of March 31, 2025, the Company issued 4.3 million c ommon shares under the ATM Program for total gross proceeds of $ 2.5 million.
−Removed: (iii) On February 20, 2024, the Company completed a non-brokered private placement of common shares.
+Added: (iv) On February 20, 2024, the Company completed a non-brokered private placement of common shares.
An aggregate of 13.1 million shares were issued by the Company at a price of C$ 1.80 per common share for aggregate gross proceeds of $ 17.4 million (C$ 23.5 million).
1 unchanged sentence
Transaction costs incurred of $ 0.4 million are presented as a reduction to share capital.
−Removed: (iv) On March 20, 2024, the Company issued 1.1 million common shares to Waterton at a price of C$ 1.73 for total gross proceeds of $ 1.4 million (C$ 2.0 million) as partial consideration of the contingent value rights payment related to Granite Creek.
−Removed: On February 9, 2024, the Company issued 1.6 million common shares to Waterton at a price of C$ 1.80 for total gross proceeds of $ 2.1 million (C$ 2.9 million) as partial consideration of the contingent value rights payment related to Granite Creek.
+Added: (v) On February 9, 2024, the Company issued 1.6 million common shares to Waterton Global Resource Management Inc.
+Added: ("Waterton") at a price of C$ 1.80 for total gross proceeds of $ 2.1 million (C$ 2.9 million) as partial consideration of the contingent value rights payment related to Granite Creek.
+Added: On March 20, 2024, the Company issued 1.1 million common shares to Waterton at a price of C$ 1.73 for total gross proceeds of $ 1.4 million (C$ 2.0 million) as partial consideration of the contingent value rights payment related to Granite Creek.
+Added: (vi) On May 1, 2024, the Company completed a bought deal public offering of an aggregate of 69.7 million Units at a price of C$ 1.65 per Unit for aggregate gross proceeds to the Company of approximately C$ 115.0 million ($ 83.5 million).
+Added: Each Unit consists of one common share in the capital of the Company and one-half of one common share purchase warrant of the Company.
+Added: The 34.8 million common share warrants issued in connection with the offering were valued at $ 8.9 million at inception using the closing price of the warrants of C$ 0.35 on May 1, 2024.
+Added: The Company incurred $ 4.5 million in transaction costs in connection with the Offering, of which $ 4.1 million was allocated to shares issued and presented as a reduction to share capital within the statement of changes in equity.
+Added: (b) Share-based payments
+Added: During the three months ended June 30, 2025, the Company granted 6,090,849 restricted share units ("RSU") and 1,494,948 deferred share
+Added: units ("DSU)" to its employees and directors (six months ended June 30, 2025 - 6,090,849 RSUs and 1,586,376 DSUs).
+Added: During the three months ended June 30, 2025, the Company issued 3,339,000 performance share units ("PSU") pursuant to its Omnibus Share Incentive Plan which vest after 3 years from the grant date.
+Added: The awards have a performance multiplier from 0 % to 200 % based upon the Company's total shareholder return relative to the performance of an exchange traded fund.
+Added: The Company used a Monte-Carlo simulation and determined the fair value of each award to be $ 0.69 .
BASIC AND DILUTED LOSS PER SHARE
3 unchanged sentences
Three months ended
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
Net loss $ ( 30,215 ) $ ( 41,005 ) $ ( 71,420 ) $ ( 60,705 )
1 unchanged sentence
Basic and diluted loss per share $ ( 0.05 ) $ ( 0.11 ) $ ( 0.14 ) $ ( 0.18 )
−Removed: Convertible debentures and convertible loans of 50,938,127 , st ock options of 9,223,290 and warrants of 53,185,249 (Note 6 (i)) were excluded from the computation of diluted weighted average shares outstanding for the three months ended March 31, 2025 (2024 - 48,120,362 , 11,285,193 and 25,216,409 , respectively) as their effect would be anti-dilutive.
+Added: Convertible Debentures and Convertible Loans of 71,703,563 , stock options of 9,189,418 , PSU s of 6,678,000 and warrants of 235,099,025 (Note 6 (i), Note 7 (ii)) were excluded from the computation of diluted weighted average shares outstanding for the three and six months ended June 30, 2025 as their effect would be anti-dilutive.
SUPPLEMENTAL CASH FLOW INFORMATION
1 unchanged sentence
Three months ended
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
Receivables $ ( 2,313 ) $ ( 1,638 ) $ ( 1,369 ) $ 602
2 unchanged sentences
Accounts payable and accrued liabilities ( 1,627 ) 2,466 ( 3,472 ) ( 5,714 )
+Added: Deferred revenue 7,103 — 7,103 —
Net change in operating assets and liabilities $ 3,974 $ 4,404 $ ( 5,857 ) $ ( 7,174 )
+Added: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Stated in thousands of United States Dollars, except per share amounts)
(ii) The following table summarizes non-cash items included in other income:
Three months ended
−Removed: (Loss) gain on warrants valuation $ ( 434 ) $ 2,630
−Removed: (Loss) gain on convertible loans derivative valuation ( 1,437 ) 6,115
−Removed: Loss on gold prepay derivative valuation ( 8,263 ) ( 3,498 )
−Removed: Loss on silver purchase derivative valuation ( 7,475 ) ( 857 )
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
+Added: Gain on fair value measurement of warrant liability $ 709 $ 1,645 $ 275 $ 4,275
+Added: Gain (loss) on fair value measurement of Convertible Loans 765 3,030 ( 673 ) 9,145
+Added: Loss on Gold Prepay Agreement ( 2,412 ) ( 2,478 ) ( 10,674 ) ( 5,976 )
+Added: Loss on Silver Purchase Agreement ( 1,986 ) ( 4,445 ) ( 9,461 ) ( 5,302 )
+Added: Other ( 794 ) 79 ( 749 ) 94
Total non-cash items included in other (expense) income $ ( 3,718 ) $ ( 2,169 ) $ ( 21,282 ) $ 2,236
−Removed: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Stated in thousands of United States Dollars, except per share amounts)
−Removed: Revenue by customer
−Removed: At March 31, 2025, the Company has three customers that exceeded 10% of the Company's revenue, revenue to each customer was $ 6.5 million, $ 6.2 million, and $ 1.3 million.
−Removed: At March 31, 2024, the Company had three customers that exceeded 10% of the Company's revenue - $ 0.8 million, $ 3.3 million, and $ 4.3 million.
−Removed: At March 31, 2025, the Company had one customer that made up 96 % of trade receivable.
−Removed: At December 31, 2024, the Company had one customer that made up 92 % of trade receivable.
−Removed: The Company is not economically dependent on a limited number of customers for the sale of its product because gold and other metals can be sold through numerous commodity market traders worldwide.
−Removed: During the three months ended March 31, 2025 and 2024 all revenues were in the United States.
Revenue by product
Three months ended
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
Gold and silver $ 18,071 $ 3,896 $ 25,931 $ 9,111
1 unchanged sentence
$ 27,836 $ 7,184 $ 41,884 $ 15,597
−Removed: OTHER EXPENSE AND OTHER INCOME
+Added: Revenue by customer
+Added: At June 30, 2025, the Company had one customer that made up 98 % of trade receivable (2024 - 92 % of trade receivable).
+Added: The Company is not economically dependent on a limited number of customers for the sale of its product because gold and other metals can be sold through numerous commodity market traders worldwide.
+Added: During the three and six months ended June 30, 2025 and three and six months ended June 30, 2024 all revenues were in the United States.
+Added: The following table represents sales to individual customers representing greater than 10% of the Company's revenue:
Three months ended
−Removed: Loss on warrants
+Added: June 30, Six months ended
2025 2024 2025 2024
−Removed: Loss on convertible loans
−Removed: Loss on foreign exchange
$ 15,783 $ 2,706 $ 22,301 $ 7,000
−Removed: Loss on fair value measurement of gold prepay agreement
$ 9,765 $ 3,473 $ 15,952 $ 6,746
−Removed: Loss on fair value measurement of silver purchase agreement
$ — $ 1,149 $ — $ 1,969
+Added: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Stated in thousands of United States Dollars, except per share amounts)
+Added: OTHER EXPENSE AND OTHER INCOME
+Added: Three months ended
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
+Added: Loss on Gold Prepay Agreement
+Added: $ ( 2,412 ) $ ( 2,478 ) $ ( 10,674 ) $ ( 5,976 )
+Added: Loss on Silver Purchase Agreement ( 1,986 ) ( 4,445 ) ( 9,461 ) ( 5,302 )
+Added: Loss on fair value measurement of Convertible Loans
+Added: — — ( 673 ) —
+Added: Other ( 486 ) — ( 316 ) —
Total other expense $ ( 4,884 ) $ ( 6,923 ) $ ( 21,124 ) $ ( 11,278 )
Three months ended
−Removed: Gain on warrants
−Removed: Gain on convertible loans
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
+Added: Gain on fair value measurement of warrant liability
+Added: $ 709 $ 1,645 $ 275 $ 4,275
+Added: Gain on fair value measurement of Convertible Loans
+Added: 765 3,030 — 9,145
+Added: Gain on foreign exchange
+Added: 295 449 168 380
Interest income on restricted cash 346 429 686 915
+Added: Other — 770 — 802
Total other income
2 unchanged sentences
Three months ended
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
Interest accretion on Convertible Loans $ 2,705 $ 2,722 $ 5,344 $ 5,324
2 unchanged sentences
Interest accretion on Convertible Debentures 1,564 1,415 3,068 2,802
+Added: Interest accretion on long-term debt
Amortization of finance costs 344 357 691 671
+Added: Finance expense 521 — 521 —
Other interest expense
+Added: 331 445 329 451
Total interest expense
$ 8,695 $ 8,757 $ 16,898 $ 16,793
−Removed: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Stated in thousands of United States Dollars, except per share amounts)
SEGMENTED INFORMATION
−Removed: The Company's currently has four principal assets which represent the Company's reportable and operating segments.
−Removed: All operating segments are Nevada, US.
+Added: The Company currently has four principal assets which represent the Company's reportable and operating segments.
+Added: All operating segments are located in Nevada, United States.
Results of the operating segments are reviewed by the Company's chief operating decision maker ("CODM") to make decisions about resources to be allocated to the segments and to assess their performance.
5 unchanged sentences
The results from operations for these reportable segments are summarized in the following tables:
−Removed: Three months ended March 31, 2025 Granite Creek Ruby Hill Lone Tree Cove Corporate and other Total
+Added: Six months ended June 30, 2025 Granite Creek Ruby Hill Lone Tree Cove Corporate and other Total
Revenue $ 28,422 $ 3,678 $ 9,784 $ — $ — $ 41,884
9 unchanged sentences
Loss from operations $ ( 34,527 )
−Removed: Three months ended March 31, 2024 Granite Creek Ruby Hill Lone Tree Cove Corporate and other Total
+Added: NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Stated in thousands of United States Dollars, except per share amounts)
+Added: Six months ended June 30, 2024 Granite Creek Ruby Hill Lone Tree Cove Corporate and other Total
Revenue $ 6,487 $ 2,127 $ 6,983 $ — $ — $ 15,597
9 unchanged sentences
Loss from operations $ ( 47,378 )
+Added: Three months ended June 30, 2025 Granite Creek Ruby Hill Lone Tree Cove Corporate and other Total
+Added: Revenue $ 19,727 $ 2,288 $ 5,821 $ — $ — $ 27,836
+Added: Costs applicable to sales 1
( 22,067 ) ( 1,726 ) ( 1,484 ) — — —
+Added: Pre-development, evaluation and exploration ( 5,949 ) ( 1,898 ) ( 10 ) ( 1,174 ) ( 14 ) —
+Added: Property maintenance ( 130 ) ( 519 ) ( 2,170 ) ( 194 ) ( 153 ) —
+Added: Adjusted loss from operations ( 8,419 ) ( 1,855 ) 2,157 ( 1,368 ) ( 167 ) ( 9,652 )
+Added: Unallocated expenses:
+Added: Depletion, depreciation and amortization ( 547 )
+Added: Royalties ( 1,214 )
+Added: General and administrative ( 7,338 )
+Added: Loss from operations $ ( 18,751 )
+Added: Three months ended June 30, 2024 Granite Creek Ruby Hill Lone Tree Cove Corporate and other Total
+Added: Revenue $ 3,288 $ 1,214 $ 2,682 $ — $ — $ 7,184
+Added: Costs applicable to sales 1
+Added: ( 15,988 ) ( 1,373 ) ( 1,705 ) — — —
+Added: Pre-development, evaluation and exploration ( 7,634 ) ( 296 ) ( 37 ) ( 2,343 ) ( 126 ) —
+Added: Property maintenance ( 144 ) ( 513 ) ( 1,714 ) ( 248 ) ( 162 ) —
+Added: Adjusted loss from operations ( 20,478 ) ( 968 ) ( 774 ) ( 2,591 ) ( 288 ) ( 25,099 )
+Added: Unallocated expenses:
+Added: Depletion, depreciation and amortization ( 74 )
+Added: Royalties ( 356 )
+Added: General and administrative ( 5,733 )
+Added: Loss from operations $ ( 31,262 )
+Added: ____________________________
1 Cost of sales excluding depletion, depreciation, amortization, and royalties
−Removed: As at March 31, 2025 Granite Creek Ruby Hill Lone Tree Cove Corporate and other Total
+Added: As at June 30, 2025 Granite Creek Ruby Hill Lone Tree Cove Corporate and other Total
Capital expenditures $ 1,491 $ 911 $ 661 $ — $ — $ 3,063
5 unchanged sentences
(Stated in thousands of United States Dollars, except per share amounts)
−Removed: The components of the consolidated income tax expense are as follows:
+Added: The components of income tax expense are as follows:
Three months ended
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
United States $ — $ ( 386 ) $ — $ ( 773 )
3 unchanged sentences
Three months ended
+Added: June 30, Six months ended
+Added: 2025 2024 2025 2024
United States $ ( 13,941 ) $ ( 26,859 ) $ ( 25,937 ) $ ( 39,261 )
1 unchanged sentence
Loss before income taxes $ ( 30,215 ) $ ( 40,619 ) $ ( 71,420 ) $ ( 59,932 )
+Added: On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was signed into law in the U.S.
+Added: The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.
+Added: The Company does not anticipate OBBBA will have a material impact on its Financial Statements.
RELATED PARTY TRANSACTIONS
−Removed: The Company had the following transactions with its related parties who have been identified as principal owners.
+Added: The Company had the following transactions with its related parties who have been identified as principal owners during the three and six month ended June 30, 2025.
Related party debt
−Removed: (i) The Company entered into convertible loan agreements with both Orion and Sprott (Note 5).
+Added: (i) The Company entered into Convertible Loans with both Orion and Sprott (Note 5).
Interest accretion related to the loans are recorded in interest expense (Note 12).
−Removed: (ii) The Company has a gold prepay and silver purchase agreement with Orion (Note 5).
+Added: (ii) The Company entered into a Gold Prepay Agreement and Silver Purchase Agreement with Orion (Note 5).
Other liabilities
1 unchanged sentence
COMMITMENTS AND CONTINGENCIES
−Removed: At March 31, 2025, the Company has outstanding surety bonds in the amount of $ 137.7 million (December 31, 2024 - $ 132.8 million) in favor of either the United States Department of the Interior, Bureau of Land Management ("BLM"), or the State of Nevada, Department of Conservation & Natural Resources as financial support for environmental reclamation and exploration permitting.
+Added: At June 30, 2025, the Company has outstanding surety bonds in the amount of $ 137.7 million (December 31, 2024 - $ 132.8 million) in favor of either the United States Department of the Interior, Bureau of Land Management ("BLM"), or the State of Nevada, Department of Conservation & Natural Resources as financial support for environmental reclamation and exploration permitting.
This includes surety bonds for the Lone Tree project and the Ruby Hill property.
5 unchanged sentences
In addition, Granite Creek has a 10 % Net Profit Interest ("NPI") royalty calculated on a profit calculation with certain deductions.
−Removed: As at March 31, 2025, these royalties are recorded in cost of gold sold in the amount of $ 0.5 million (March 31, 2024 - $ 1.3 million).
+Added: As at June 30, 2025, these royalties are recorded in cost of gold sold in the amount of $ 1.8 million (June 30, 2024 - $ 1.6 million).
The Company has other royalties committed on properties that are not currently producing.
−Removed: Contingent Consideration
−Removed: On June 14, 2012, Premier USA, through its wholly-owned subsidiary, Au-Reka, acquired a 100 % interest in the Cove portion of the McCoy-Cove Property (the "Cove Deposit") from Victoria Gold Corporation ("Victoria") pursuant to an asset purchase agreement dated June 4, 2012.
−Removed: In the event of production from the Cove Deposit, the Company will make additional payments to Victoria in the aggregate amount of $ 13.8 million (C$ 20 million), payable in four installments of C$ 5.0 million each of the cumulative production of each of 250,000 , 500,000 , 750,000 and 1,000,000 ounces of gold produced.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Stated in thousands of United States Dollars, except per share amounts)
+Added: Contingent Consideration
+Added: On June 14, 2012, Premier Gold Mines USA, Inc., through its wholly-owned subsidiary, Au-Reka Gold LLC, acquired a 100 % interest in the Cove portion of the McCoy-Cove Property (the "Cove Deposit") from Victoria Gold Corporation ("Victoria") pursuant to an asset purchase agreement dated June 4, 2012.
+Added: In the event of production from the Cove Deposit, the Company will make additional payments to Victoria in the aggregate amount of $ 13.8 million (C$ 20 million), payable in four installments of C$ 5.0 million each of the cumulative production of each of 250,000 , 500,000 , 750,000 and 1,000,000 ounces of gold produced.
Offtake Agreement
11 unchanged sentences
The following table presents financial instruments measured at fair value on a recurring basis within the fair value hierarchy for level 1 and 2 financial instruments:
−Removed: March 31, 2025 December 31, 2024
+Added: June 30, 2025 December 31, 2024
Carrying amount Fair value Carrying amount Fair value
12 unchanged sentences
The share-based payment and warrant liabilities are classified within level 2 of the fair value hierarchy and are fair valued using a valuation model that incorporates such factors as the Company’s share price volatility, risk-free rates and expiry dates including managements assumptions on forfeiture rates.
−Removed: The warrants issued in connection with the brokered placement are classified within level 1 of the fair value hierarchy as the warrants are listed on the TSX and therefore a quoted market price is available.
+Added: The warrants issued in connection with the 2024 and 2025 brokered placement are classified within level 1 of the fair value hierarchy as the warrants are listed on the TSX and or the NYSE American and therefore a quoted market price is available.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3 unchanged sentences
Convertible Loans
−Removed: Orion conversion and change of control rights Sprott conversion and change of control rights Silver Purchase Agreement - silver price derivative Gold Prepay - gold price derivative
+Added: Orion conversion and change of control rights Sprott conversion and change of control rights Silver Purchase Agreement - silver price derivative Gold Prepay - gold price derivative Contingent consideration
Balance as at January 1, 2024 $ ( 9,028 ) $ ( 1,459 ) $ 1,898 $ ( 1,676 ) $ ( 4,898 )
+Added: Repayment — — — — 5,000
Fair value adjustments 8,692 1,426 ( 9,897 ) ( 7,989 ) ( 102 )
1 unchanged sentence
Fair value adjustments ( 696 ) 23 ( 7,246 ) ( 17 ) —
−Removed: Balance as at March 31, 2025 $ ( 1,760 ) $ ( 46 ) $ ( 15,474 ) $ ( 17,928 )
+Added: Balance as at June 30, 2025 $ ( 1,032 ) $ ( 10 ) $ ( 15,245 ) $ ( 9,682 ) $ —
The Company's derivative instruments are described in the level 1, 2 and 3 tables in this note.
13 unchanged sentences
one in relation to the embedded silver price within the agreement and the other in relation to the gold substitution option whereby i-80 Gold can choose to deliver gold instead of silver at a ratio of 75 :1, both are measured at fair value each reporting period (level 3).
−Removed: On initial recognition and at March 31, 2025 and December 31, 2024, the gold substitution option did not have any value.
+Added: On initial recognition and at June 30, 2025 and December 31, 2024, the gold substitution option did not have any value.
In determining the fair value of the embedded derivatives at each reporting period, management judgement is required in respect to input variables of the financial model used for estimation purposes.
1 unchanged sentence
Gains and losses were recorded in other income and other expense in the Consolidated Statement of Operations.
−Removed: SUBSEQUENT EVENTS
−Removed: Working Capital Facility
−Removed: On April 29, 2025, the Company finalized a master purchase and sale agreement with Auramet International, Inc., for the prepayment of sulfide material, totaling $ 12.0 million and $ 11.6 million net proceeds.
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.