What changed in this filing

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Item 1. Financial Statements

2023-07-28 compared with 2023-07-20 · 49 added, 51 removed, 441 unchanged (18% of the section changed)

40 unchanged sentences

Total liabilities and shareholders' deficit

(1) Not reviewed by the Company’s independent registered public accounting firm.

See accompanying notes to the unaudited consolidated financial statements

15 unchanged sentences

Diluted weighted average

(1) Not reviewed by the Company’s independent registered public accounting firm.

See accompanying notes to the unaudited consolidated financial statements

2 unchanged sentences

For the three months ended March 31, 2023 and 2022

Common Stock (1)

Balance, December 31, 2022

15 unchanged sentences

$ ( 304,367 )

(1) Not reviewed by the Company’s independent registered public accounting firm.

See accompanying notes to the unaudited consolidated financial statements

32 unchanged sentences

Shares issued for the acquisition of mineral properties

(1) Not reviewed by the Company’s independent registered public accounting firm.

See accompanying notes to the consolidated financial statements

98 unchanged sentences

Golden Idaho Project

On January 3, 2023, the Company entered into an

asset purchase agreement with Gold Express Mines, Inc (“Golden Express”).

Pursuant to the agreement, the Seller sell the following

1) Golden, Idaho Project located in Idaho County, Idaho and consisting of seventy-two unpatented mining claims 2) Seafoam District - located

in Custer County, Idaho and consisting of five unpatented mining claims 3) Blacktail District - located in Lemhi County, Idaho and consisting

of eight unpatented mining claims 4) Big-it Project- located in Shoshone County, Idaho consisting of twenty-five unpatented mining claims

and a mineral lease over three unpatented mining claims and 94.86 acres of real property and 5) Terror Gulch (Capparelli Group) located

in Shoshone County, Idaho consisting of twelve unpatented mining claims.

As of March 31, 2023, the total purchase price for the acquisition

was determined to be $ 1,000,000 which consisted of 5,000,000 shares of common stock with a fair value of $ 1,000,000 .

The Company concluded

the transaction qualified as an asset acquisition and all such acquisition costs have been capitalized.

The Company concluded the

purchase of a single set of assets qualified as an asset acquisition and all such acquisition costs have been capitalized as mineral rights

and properties on the balance sheet.

On January 3, 2023, the Company entered into

an asset purchase agreement with Gold Express Mines, Inc (“Golden Express”).

Pursuant to the agreement, the Seller sold the

following 1) Golden, Idaho Project located in Idaho County, Idaho and consisting of seventy-two unpatented mining claims 2) Seafoam District

- located in Custer County, Idaho and consisting of five unpatented mining claims 3) Blacktail District - located in Lemhi County, Idaho

and consisting of eight unpatented mining claims 4) Big-it Project- located in Shoshone County, Idaho consisting of twenty-five unpatented

mining claims and a mineral lease over three unpatented mining claims and 94.86 acres of real property and 5) Terror Gulch (Capparelli

Group) located in Shoshone County, Idaho consisting of twelve unpatented mining claims.

As of March 31, 2023, the total purchase price

for the acquisition was determined to be $1,000,000 which consisted of 5,000,000 shares of common stock with a fair value of $1,000,000.

The Company concluded the transaction qualified as an asset acquisition and all such acquisition costs have been capitalized.

concluded the purchase of a single set of assets qualified as an asset acquisition and all such acquisition costs have been capitalized

as mineral rights and properties on the balance sheet.

As of March 31, 2023, the Gold Express mineral rights and properties balance totaled

106 unchanged sentences

On July 1, 2020, the Company issued a $125,000

Secured Convertible Note to a related party for the as part of the purchase of Clearwater Mining Corporation.

Secured Convertible Note to a related party as part of the purchase of Clearwater Mining Corporation.

The convertible note is

11 unchanged sentences

AJB Convertible Note

On February 10, 2021, the Company entered

into a debt agreement to borrow $ 200,000 .

The secured note has an original issuance discount of $ 16,000 along with $ 9,000 in legal

and finder fees recorded as a discount, which will be amortized over the life of the note.

The loan is secured by common stock of

the Company, bears interest at a rate of 10% and has a six-month maturity.

In August 2021, the note was extended six months and the

interest rate was increase to 15%.

The unpaid principal is convertible into shares of the Company’s common stock at the

conversion price.

The conversion price shall be the less of 90% of the lowest trading price during the previous twenty (20) trading

day period ending on the issuance date, or during the previous twenty (20) trading day period ending on date of conversion of this

The Company issued the debt holder 266,667 common shares as a commitment fee.

Due to the variable conversion feature the note

conversion feature was bifurcated from the note and recorded as a derivative liability.

The day one derivative liability was $ 95,715

was recorded as a discount on the convertible notes payable.

On February 10, 2021, the Company entered into

a debt agreement to borrow $200,000.

The secured note has an original issuance discount of $16,000 along with $9,000 in legal and finder

fees recorded as a discount, which will be amortized over the life of the note.

The loan is secured by common stock of the Company, bears

interest at a rate of 10% and has a six-month maturity.

In August 2021, the note was extended six months and the interest rate was increased

The unpaid principal is convertible into shares of the Company’s common stock at the conversion price.

The conversion price

shall be the less of 90% of the lowest trading price during the previous twenty (20) trading day period ending on the issuance date, or

during the previous twenty (20) trading day period ending on date of conversion of this note.

The Company issued the debt holder 266,667

common shares as a commitment fee.

Due to the variable conversion feature the note conversion feature was bifurcated from the note and

recorded as a derivative liability.

The day one derivative liability of $95,715 was recorded as a discount on the convertible notes payable.

On February 9, 2022, the Company extended the maturity to May 10, 2022.

In consideration of the extension, the Company issued the debt holder 180,000 shares of common stock valued at $ 54,000 .

incremental value of the debt modification of $54,000 will be recorded over the remaining life of the note ending May 10, 2022.

May 11, 2022, the Company agreed to a second amendment to extend the maturity of the AJB note to August 10, 2022.

In consideration

for the extension, the Company issued 233,334 shares of common stock at a price of $0.30 per share for a total value of $ 70,000 .

incremental value of the debt modification of $ 70,000 will be recorded over the remaining life of the note ending August 10, 2022.

On August 9, 2022, the Company agreed to a third amendment to extend the maturity of the AJB note to November 9, 2022.

consideration for the extension, the Company issued 233,334 shares of common stock at a price of $0.24 per share for a total value

of $ 56,000 .

The incremental value of the debt modification of $56,000 will be recorded over the remaining life of the note ending

November 9, 2022.

In consideration of the extension, the Company issued the debt

holder 180,000 shares of common stock valued at $54,000.

The incremental value of the debt modification of $54,000 will be recorded over

the remaining life of the note ending May 10, 2022.

On May 11, 2022, the Company agreed to a second amendment to extend the maturity of

the AJB note to August 10, 2022.

In consideration for the extension, the Company issued 233,334 shares of common stock at a price of $0.30

per share for a total value of $70,000.

The incremental value of the debt modification of $70,000 will be recorded over the remaining

life of the note ending August 10, 2022.

On August 9, 2022, the Company agreed to a third amendment to extend the maturity of the AJB

note to November 9, 2022.

In consideration for the extension, the Company issued 233,334 shares of common stock at a price of $0.24 per

share for a total value of $56,000.

The incremental value of the debt modification of $56,000 will be recorded over the remaining life

of the note ending November 9, 2022.

Th AJB Convertible Note is due and payable in November 2023.

In January 2023, the Note was extended to June 30,

In January 2023, the Note was extended

to June 30, 2023.

During the year ended December 31, 2022, the Company recognized $180,000 of expense related to the debt modification.

the three months ended March 31, 2023, the Company repaid $ 100,000 of principal on this note.

During the three months ended March 31, 2023, the Company repaid $100,000 of principal on this note.

As of March 31, 2023 and December

103 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/A

Item 1. Financial Statements