i-80 Gold Corp. 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS On June 17, 2025, the Company closed a private placement with a single investor (the “Investor”) of 3,000,000 units of the Company (the “Units”), with each Unit consisting of one common share of the Company and one-half of one common share purchase warrant (the “Warrants”) of the Company at a price of $0.50 per Unit for aggregate gross proceeds of $1.5 million (the “Private Placement”). Each Warrant is exercisable by the holder thereof to acquire one common share of the Company at an exercise price of $0.70 per share, was immediately exercisable and expires on the 30 month anniversary of the date of issuance. In connection with the Private Placement, the Company and the Investor entered into a subscription agreement setting out the detailed terms of the Private Placement The Private Placement was exempt from registration under Section 4(a)(2) and Rule 506(b) of Regulation D under the Securities Act of 1933, as amended based upon representations and warranties of the Investor in connection therewith. The Company intends to use the net proceeds from the Private Placement for general working capital and corporate purposes. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURES Information pertaining to mine safety matters is reported in accordance with Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act in Exhibit 95.1 attached to this Form 10-Q. 41