What changed in this filing

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Item 2. Management’s Discussion and Analysis

2023-03-17 compared with 2022-12-15 · 42 added, 32 removed, 77 unchanged (49% of the section changed)

16 unchanged sentences

Business Development

Developments in our Company's business during the July 31, 2022 fiscal year and the three-month period ended October 31, 2022 include the following:

Developments in our Company's business during the July 31, 2022 fiscal year and the six-month period ended January 31, 2023 include the following:

On January 31, 2023, the Company completed the first tranche of a non-brokered private placement for gross proceeds totalling $1,779,626 through the issuance of 4,449,066 units at a price of $0.40 per Unit, where each Unit consists of one share of common stock and one-half of one share purchase warrant.

Each whole warrant entitles the holder to acquire one additional common share at an exercise price of $0.60 until January 31, 2025.

Certain directors of the Company purchased an aggregate of 1,476,363 Units of this first tranche of the private placement for gross proceeds of $590,545.

The Company has paid fees of $2,767 and issued 6,900 finder's warrants relating to the first tranche, where each finder's warrant entitles the holder to acquire one common share at a price of $0.60 until January 31, 2025.

The Company has paid associated legal fees of $4,889 in connection with this financing.

Subsequent to the period ended January 31, 2023, the Company completed the second and final tranche of the non-brokered private placement for gross proceeds of $1,220,374 through the sale of 3,050,934 units at a price of $0.40 per Unit, where each Unit consists of one share of common stock and one-half of one share purchase warrant.

Each whole warrant entitles the holder to acquire one additional common share at an exercise price of $0.60 until February 17, 2025.

Certain directors of the Company purchased an aggregate of 917,936 Units of this second tranche of the private placement for gross proceeds of $367,174.

The Company has paid fees of $1,420 and issued 3,540 finder's warrants relating to the second tranche, where each finder's warrant entitles the holder to acquire one common share at a price of $0.60 until February 17, 2025.

The Company raised a total of $3,000,000 through the sale of 7,500,000 Units.

Subsequent to the period ended January 31, 2023, the Company renegotiated its debt agreement with Eridanus Capital LLC whereby the Company has agreed to pay $250,000 to Eridanus to reduce the outstanding balance of the loan and issue 575,000 share purchase warrants to Eridanus.

The maturity date of the loan has been extended by one year to September 4, 2024 and the interest rate has been reduced to 15% for a period of 12 months following the date of issuance of the Eridanus Warrants.

Each Warrant entitles the holder to acquire one share at an exercise price of $0.60 for a period of two years from the date of issuance.

The Eridanus Warrants and any shares acquired upon the exercise of the Eridanus Warrants will be subject to statutory hold periods in accordance with applicable United States and Canadian securities laws.

Subsequent to the period ended January 31, 2023, the Company granted a total of 1,045,000 stock options to employees, officers, directors, and consultants of the Company, exercisable at a weighted average price of $0.53 per share for a period of five years.

On December 16, 2022, the Company announced that Nevada County released the Final Environmental Impact Report (“FEIR”) for the Idaho-Maryland Mine Project.

The report’s release represents a major milestone toward approving the Company’s Use Permit application to reopen the historic past-producing Idaho-Maryland Gold Mine.

On February 7, 2022, the Company granted a total of 805,000 stock options to employees, officers, directors, and consultants of the Company, exercisable at a price of $0.65 (C$0.82) per share with an expiry date of February 7, 2027.

2 unchanged sentences

Certain directors of the Company purchased an aggregate of 2,075,000 Units of this private placement for gross proceeds of $830,000.

On January 4, 2022, the Company announced that the Nevada County government released the DEIR (as defined below) for the Idaho-Maryland Mine Project.

The report's release represents a major milestone toward the approval of the Company's Use Permit application to reopen the historic past-producing Idaho-Maryland Gold Mine.

Plan of Operations

As at October 31, 2022, the Company had a cash balance of $166,805, compared to a cash balance of $471,918 as at July 31, 2022.

As at January 31, 2023, the Company had a cash balance of $1,800,079, compared to a cash balance of $471,918 as at July 31, 2022.

Our plan of operations for the next 12 months is to complete the Use Permit process in Nevada County California.

1 unchanged sentence

On April 28, 2020, with a vote of 5-0, the Nevada County ("County") Board of Supervisors approved the contract for Raney Planning & Management Inc.

("Raney") to prepare an Environmental Impact Report and conduct contract planning services on behalf of the County for the proposed Idaho-Maryland Mine Project.

Raney has been working since that time on review of the technical studies submitted by Rise with the Use Permit application and preparing the Draft Environmental Impact Report ("Draft EIR or DEIR").

A general outline of remaining milestones in the process to approval of the permit is outlined as follows;

1) County planning staff and Raney prepare a Draft EIR (Completed on January 4, 2022);

2) Draft EIR is published for public comment;

(Completed on April 4, 2022)

3) Raney publishes a Final EIR which includes responses to public comments on the Draft EIR;

4) County decision makers review the Final EIR, certify the environmental document and consider approval of the Use Permit and Reclamation Plan at a public hearing.

("Raney") to prepare an Environmental Impact Report ("EIR") and conduct contract planning services on behalf of the County for the proposed Idaho-Maryland Mine Project.

On January 4, 2022, the Company announced that the Nevada County government released the Draft Environmental Impact Report for the Idaho-Maryland Mine Project.

The report's release represents a major milestone toward the approval of the Company's Use Permit application to reopen the historic past-producing Idaho-Maryland Gold Mine.

The public comment period ended on April 4, 2022 and the preparation of the Final EIR is currently in progress.

The public comment period ended on April 4, 2022.

On December 16, 2022, the Company announced that Nevada County has released the Final Environmental Impact Report ("FEIR") for the Idaho-Maryland Mine Project.

A general outline of remaining milestones in the process to approval of the permit is outlined as follows:

1) The Nevada County Planning Commission holds a public hearing to consider the Final EIR and makes a recommendation on project approval to the Nevada County Board of Supervisors;

2) The Board of Supervisors holds a public hearing to consider and make a final decision on the Idaho-Maryland Mine Project.

A majority vote of the five supervisors is required to approve the Project.

Project Design

19 unchanged sentences

Results of Operations

For the Periods Ended October 31, 2022 and 2021

The Company's operating results for the periods ended October 31, 2022 and 2021 are summarized as follows:

For the Periods Ended January 31, 2023 and 2022

The Company's operating results for the periods ended January 31, 2023 and 2022 are summarized as follows:

ended January

Accretion expense

Consulting 105,570 129,513

Directors' fees

6 unchanged sentences

Promotion and shareholder communication

Salaries 33,750 33,750

Loss $ (702,522 ) $ (550,089 )

Gain on fair value adjustment on derivative liability 17,984 337,093

Other income - 696

Gain (loss) on fair value adjustment on derivative liability

Net loss and comprehensive loss for the period

3 unchanged sentences

Working Capital

At October 31,

2022 At July 31,

Current Assets

1 unchanged sentence

Working Capital

For the three-month

October 31, 2022 For the three-month

October 31, 2021

For the six-month

January 31, 2023

For the six-month

January 31, 2022

Net Cash used in Operating Activities

1 unchanged sentence

Net Cash provided by Financing Activities

Net decrease in Cash During the Period $ (305,113 ) $ (376,179 )

As of October 31, 2022, the Company had $166,805 in cash, $606,333 in current assets, $5,301,169 in total assets, $539,807 in current liabilities and $1,847,234 in non-current liabilities, a working capital of $66,526 and an accumulated deficit of $23,693,142.

During the three-month period ended October 31, 2022, the Company used $305,113 (2021 - $376,179) in net cash on operating activities.

Net increase in Cash During the Period

As of January 31, 2023, the Company had $1,800,079 in cash, $2,133,238 in current assets, $6,882,292 in total assets, $872,603 in current liabilities and $2,735,069 in non-current liabilities, a working capital of $1,260,635 and an accumulated deficit of $25,154,620.

During the six-month period ended January 31, 2023, the Company used $493,809 (2022 - $1,238,580) in net cash on operating activities.

The difference in net cash used in operating activities during the two periods was largely due to the lower net loss for the most recent period as a result of the revaluation adjustment of the derivative liability.

The Company had no investing activities during the three-month periods ending October 31, 2022 (October 31, 2021 - $Nil).

The Company had no financing activities during the three-month periods ending October 31, 2022 (October 31, 2021 - $Nil).

The Company had no investing activities during the six-month periods ending January 31, 2023 (January 31, 2022 - $Nil).

The Company received net cash of $1,821,970 (2022 - $2,392,998) from financing activities related to the private placement during the six-month periods ending January 31, 2023.

The Company expects to operate at a loss for at least the next 12 months.

8 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 2. Management’s Discussion and Analysis