What changed in this filing

/stocks — the workspaceLOADING

Item 2. Properties

2022-02-11 compared with 2021-02-12 · 367 added, 234 removed, 1040 unchanged (37% of the section changed)

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subsequently underwent a name change to Trilogy Metals Inc.

Under the Kennecott Purchase and Termination Agreement, Kennecott retained a 1% net smelter return (NSR) royalty that has been subsequently sold by Kennecott.

Under the Kennecott Purchase and Termination Agreement, Kennecott retained a 1% net smelter return (NSR) royalty that was subsequently sold by Kennecott.

The 1% NSR runs with the lands and is purchasable at any time from the royalty holder for a one-time payment of $10 million.

The Arctic Project is directly held by Ambler Metals, a 50/50 joint venture formed between South32 and Trilogy in February 2020.

Upon the formation of the joint venture, Trilogy contributed all of its Alaskan assets, including the Arctic Project and the NANA Agreement, to Ambler Metals in exchange for a 50% membership interest and at the same time, South32 contributed $145 million in cash for a 50% membership interest.

Ambler Metals holds approximately 185,805 acres (75,192 ha) of State of Alaska mining claims and US Federal patented mining claims in the Kotzebue Recording District.

Upon the formation of the joint venture, Trilogy contributed all of its Alaskan assets, including the Arctic

Project and the NANA Agreement, to Ambler Metals in exchange for a 50% membership interest and at the same time, South32 contributed $145 million in cash for a 50% membership interest.

The Arctic Project land tenure consists of 1,988 contiguous State mining claims, including 905 40-acre claims, 1,083 160-acre claims, and 18 Federal patented claims comprising 271.9 acres (110 ha) held in the name of Ambler Metals.

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Several years later, small gold placer deposits were located in the southern Cosmos Hills south of the Arctic deposit and worked intermittently over ensuing decades for gold and nephrite.

During this time copper mineralization was observed at Ruby Creek in the northern Cosmos Hills;

During this time copper mineralization

was observed at Ruby Creek in the northern Cosmos Hills;

however, no exploration was undertaken until 1947 when local prospector Rhinehart “Rhiny” Berg located outcropping copper mineralization along Ruby Creek.

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VMS-like stratabound mineralization can be found along the entire 110 km strike length of the district.

Immediately south of the Schist belt, in the Cosmos Hills, a time equivalent section of the Anirak Schist that includes the approximately 1 km thick Bornite Carbonate Sequence.

Immediately south of the Schist belt, in

the Cosmos Hills, a time equivalent section of the Anirak Schist that includes the approximately 1 km thick Bornite Carbonate Sequence.

Mineralization of both the VMS-like deposits of the Schist belt and the carbonate-hosted deposits of the Cosmos Hills has been dated at 375 to 387 Ma (Selby et al., 2009;

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Mineralization occurs as stratiform semi-massive sulphide (“SMS”) to massive sulphide (“MS”) beds within primarily graphitic schists and fine-grained quartz mica schists.

The sulphide beds average 4 m in thickness but vary from less than

1 m up to as much as 18 m in thickness.

The sulphide beds average 4 m in thickness but vary from less than 1 m up to as much as 18 m in thickness.

The sulphide mineralization occurs within eight modelled zones lying along the upper and lower limbs of the Arctic isoclinal anticline.

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Mineralization is predominately coarse-grained sulphides comprising chalcopyrite, sphalerite, galena, tetrahedrite-tennantite, pyrite, arsenopyrite, and pyrrhotite.

Sulphides occur as disseminated (<30%), semi-massive (30 to 50% sulphide) to massive (greater than 50% sulphide) layers.

Sulphides occur as disseminated (<30%), semi-massive (30 to 50%

sulphide) to massive (greater than 50% sulphide) layers.

Trace amounts of electrum are also present.

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Table 1 summarizes the exploration work conducted by NovaGold and Trilogy from 2004 to the present.

Field exploration was largely conducted during the period between 2004 to 2007 with associated engineering and characterization studies between 2008 and the present.

Table 1 - Summary of Overall Metal Recovery – Arctic Project

Field exploration was largely conducted during the period between 2004 to 2007 with associated engineering and characterization studies between 2008 and 2019.

Table 1 - Summary of Overall Exploration Activities Targeting VMS Style Mineralization in the Ambler Sequence Stratigraphy and the Arctic Deposit

Work Completed

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Long-term water treatment at the HDS WTP will be required in perpetuity.

A SeWTP will treat excess water in the TMF that is predicted to have elevated selenium concentrations.

A Selenium water treatment plant (SeWTP) will treat excess water in the TMF that is predicted to have elevated selenium concentrations.

The SeWTP is anticipated to commence treatment during operation in mine year 12.

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The SeWTP will cease once the TMF is dewatered (by approximately year 15 of closure).

Studies are being conducted to evaluate alternative water management strategies and treatment methods that will not require a mixing zone in the Shugnak River.

Market Studies

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A single-phase work program is recommended, which will include:

additional drilling program to upgrade a portion of the indicated resource to measures resource;

additional drilling program to upgrade a portion of the indicated resource to measured resource;

drill and blast study;

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Bornite Project

Except as otherwise stated, the scientific and technical information relating to the Bornite Project contained in this Form 10-K is derived from the 2018 Bornite Report titled “NI 43-101 Technical Report on the Bornite Project, Northwest Alaska, USA” dated July 20, 2018 with an effective date of June 5, 2018 prepared by BD Resource Consulting, Inc., SIM Geological Inc., and International Metallurgical & Environmental Inc.

Except as otherwise stated, the scientific and technical information relating to the Bornite Project contained in this Form 10-K is derived from the technical report entitled “NI 43-101 Technical Report on the Bornite Project, Northwest Alaska, USA” dated February 11, 2022, with an effective date of December 31, 2021, prepared by SIM Geological Inc., Bruce M.

Davis and International Metallurgical & Environmental Inc.

(the “2021 Bornite Report”).

The information regarding the Bornite Project is based on assumptions, qualifications and procedures which are not fully described herein.

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Bornite Project - Property Description and Location

The property is located in the Ambler mining district of the southern Brooks Range, in the NWAB of Alaska.

The property is located in the Ambler Mining District of the southern Brooks Range in the Northwest Artic Borough (“NWAB”) of Alaska.

The property is located in Ambler River A-2 quadrangle, Kateel River Meridian T 19N, R 9E, sections 4, 5, 8 and 9.

The Bornite Project is located 248 km east of the town of Kotzebue, 19 km north of the village of Kobuk, 275 km west of the Dalton Highway, an all-weather state maintained public road, at geographic coordinates N67.07° latitude and W156.94° longitude (Universal Transverse Mercator North American Datum 83, Zone 4W coordinates 7440449N, 589811E).

The Bornite Project is located 248 km east of the town of Kotzebue, 19 km north of the village of Kobuk, 275 km west of the Dalton Highway (an all-weather state maintained public road) at geographic coordinates N67.07°

latitude and W156.94° longitude (Universal Transverse Mercator North American Datum 83, Zone 4W coordinates 7440449N, 589811E).

At the time of the formation of Ambler Metals, Trilogy transferred its Alaskan assets, including the Bornite Project, to the newly formed joint venture.

See “ Significant Developments in 2020 ”.

The mineral resource estimates with respect to the Bornite Project are reported on a 100% basis, of which Trilogy’s share is 50%.

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There is daily commercial air service from Kotzebue to the village of Kobuk, the closest community to the property.

During the summer months, the Dahl Creek Camp airstrip is suitable for larger aircraft, such as C-130 and DC-6.

In addition to the four 1,500 m airstrips, there is a 700 m airstrip located at the Bornite Camp.

During the summer months, the Dahl Creek airstrip is suitable for larger aircraft, such as C-130 and DC-6.

There is also a 700 m airstrip located at the Bornite Camp.

The airstrip at Bornite is suited to smaller aircraft, which support the Bornite Camp with personnel and supplies.

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Winter temperatures are routinely below -25°C and can exceed -50°C.

Annual precipitation in the region averages at 395 mm with the most rainfall occurring from June through September, and the most snowfall occurring from November through January.

Drilling and mapping programs are seasonal and have been supported out of the Main Bornite Camp and Dahl Creek Camp.

Annual precipitation in the region averages 395 mm with the most rainfall occurring from June through September, and the most snowfall occurring from November through January.

Drilling and mapping programs are seasonal and have been supported out of the main Bornite Camp.

The main Bornite Camp facilities are located on Ruby Creek on the northern edge of the Cosmos Hills.

The camp provides office space and accommodations for the geologists, drillers, pilots, and support staff.

There are four 2-person cabins installed by NANA prior to our tenure.

In 2011, the main Bornite Camp was expanded to 20 sleeping tents, 3 administrative tents, 2 shower/bathroom tents, 1 medical tent, and 1 dining/cooking tent.

With these additions, the camp capacity was increased to 49 beds.

A 30 m by 9 m core logging facility was also built in the summer of 2011.

An incinerator was installed near the Bornite airstrip to manage waste created by the Bornite Project.

Power for the Bornite Project is supplied by a 175 kW Caterpillar diesel generator.

Water is provided by a permitted artesian well located 250 m from the Bornite Camp.

In 2012, the camp was further expanded with the addition of a laundry tent, a women's shower/washroom tent, a recreation tent, several additional sleeping tents, and a 2 x enlargement of the kitchen tent.

Camp capacity increased to 76 beds.

The septic field was upgraded to accommodate the increase in camp population.

One of the two-person cabins was winterized for use by the winter caretaker.

A permitted landfill was established to allow for the continued cleanup and rehabilitation of the historic shop facilities and surroundings.

The Dahl Creek camp is a leased facility used as an overflow or alternative facility to the main Bornite Camp.

The Dahl Creek camp has a main cabin for dining and administrative duties, and a shower facility.

Sleeping facilities include two hard-sided sleeping cabins with seven beds (primarily used for staff), one 4-person sleeping tent, and three 2-person sleeping tents for a total of 17 beds.

There are support structures, including a shop and storage facilities.

There were four two-person cabins installed by NANA prior to our tenure.

The 85-person capacity Bornite Camp consists of 35 structures most of which are metal-framed, insulated tents that house multi-occupancy sleeping accommodations, kitchen facilities, dining facilities, medical services, showers, washrooms, laundry, administrative offices, and a recreation tent.

Early 1960s-era legacy structures constructed by Kennecott to support Bornite Shaft sinking are used for equipment maintenance, storage, and sleeping cabins.

Core is logged in two, metal-clad buildings:

one from the early 1970s and one 30 m x 9 m structure that was built in 2011.

Electricity is generated at site by one 275 kW primary and one 300 kW backup diesel-powered generator.

Potable water is sourced from a permitted well.

Solid waste disposal is accomplished by a combination of diesel-fired incineration and permitted landfill placement.

The primary camp’s domestic wastewater is treated in a packaged bioreactor-style treatment plant before it is discharged.

Wastewater from a small portion of the camp is treated in a conventional septic system.

The Bornite Project is located on Ruby Creek on the northern edge of the Cosmos Hills.

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They subsequently staked claims over the Ruby Creek showings and constructed an airstrip for access.

In 1957, BCMC, Kennecott's exploration subsidiary, optioned the property from Berg.

Exploration drilling in 1961 and 1962 culminated in the discovery of the “No.1 Ore Body” where drill hole RC-34 cut 20 m of 24% copper (the “No.1 Ore Body” is a historic term used by BCMC that does not connote economic viability in the present context;

it is convenient to continue to use the term to describe exploration work and historic resource estimation in a specific area of what is now generally known as Ruby Creek Upper Reef).

The discovery of the “No.1 Ore Body” led to the development of an exploration shaft in 1966.

In 1957, Bear Creek Mining Company (“BCMC”), Kennecott's exploration subsidiary, optioned the property from Berg.

Exploration drilling in 1961 and 1962 culminated in the discovery of the “No.1 Ore Body” where drill hole RC-34 cut 20 m of 24% Cu (the “No.1 Ore Body” is a historical term used by BCMC that does not connote economic viability in the present context;

it is convenient to continue to use the term to describe exploration work and historical mineral resource estimation in a specific area that was previously referred to as the Ruby Creek zone and is now referred to simply as the Ruby Zone).

The discovery of the “No.1 Ore Body” led to the development of an exploration shaft in 1965 through 1966.

The shaft, which reached a depth of 328 m, encountered a significant watercourse and was flooded near completion depth.

The shaft was subsequently dewatered and an exploration drift was developed to provide access for sampling and mapping, and to accommodate underground drilling to further delineate mineralization.

A total of 59 underground holes were drilled and, after the program, the shaft was allowed to re-flood.

A total of 59 underground holes were drilled before the shaft was allowed to re-flood.

The discovery of the Arctic Project in 1965 prompted a hiatus in exploration at Bornite, and only limited drilling occurred up until 1976.

In the late 1990s, Kennecott resumed its evaluation of the Bornite deposit and the mineralization in the Cosmos Hills with an intensive soil, stream, and rock chip geochemical sampling program using 32 element ICP analyses.

Grid soil sampling yielded 765 samples.

Ridge and spur sampling resulted in an additional 850 soil samples in the following year.

Skeletonized core samples (85 samples) from key historic drill holes were also analyzed using 32 element ICP analytical methods.

Skeletonized core samples (85 samples) from key historical drill holes were also analyzed using 32 element ICP analytical methods.

Geochemical sampling identified multiple areas of elevated copper and zinc in the Bornite region.

Kennecott completed numerous geophysical surveys as an integral part of exploration throughout their tenure on the property.

Kennecott completed numerous geophysical surveys as an integral part of exploration throughout its tenure on the property.

Various reports, notes, figures, and data files stored in Kennecott’s Salt Lake City exploration office indicated that geophysical work included, but was not limited to, the following:

● Airborne magnetic and EM surveys (fixed-wing INPUT) (1950s)

● Gravity, single point (“SP”), Audio-Frequency Magneto-Telluric (“AMT”), EM, borehole and surface IP/resistivity surveys (1960s)

● Gravity, airborne magnetic, and CSAMT surveys (1990s)

We have little information or documentation associated with these geophysical surveys conducted prior to the 1990s.

● Gravity, single point (“SP”), audio-frequency magnetotelluric (“AMT”), EM, borehole and surface IP/resistivity surveys (1960s)

● Gravity, airborne magnetic, and controlled-source audio-frequency (“CSAMT”) surveys (1990s)

We have minimal information or documentation associated with these geophysical surveys conducted prior to the 1990s.

Where data are available in these earlier surveys, the lack of details in data acquisition, coordinate systems, and data reduction procedures limit their usefulness.

The only complete geophysical report available concerns down-hole IP/resistivity results.

Most notable is the 1996 gravity survey from the Bornite deposit into the Ambler lowlands.

The only complete geophysical report that is available concerns down-hole IP/resistivity results.

Most notable is the 1996 Bouguer gravity survey from the Bornite deposit into the Ambler Lowlands.

The Bornite deposit itself is seen as a significant 3 milligal anomaly.

Numerous 2 milligal to > 6 milligal anomalies occur under cover in the Ambler Lowlands and near the Aurora Mountain and Pardner Hill occurrences.

In addition to the geophysical

surveys conducted by Kennecott, the ADNR completed an aeromagnetic survey of portions of the Ambler mining district in 1974-1975.

In addition to the

geophysical surveys conducted by Kennecott, the ADNR completed an aeromagnetic survey of portions of the Ambler mining district in 1974-1975.

Several studies have been undertaken reviewing the geology and geochemistry of the Bornite deposit.

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In 1961, Kennecott collected 32 coarse reject samples from five drill holes to support preliminary metallurgical test work at Bornite.

Samples targeted high-grade (> 10%) copper mineralization from the Upper Reef at Ruby Creek.

Samples targeted high-grade (> 10%) copper mineralization from the Upper Reef at the Ruby Zone.

Bornite Project - Geological Setting and Mineralization

The Bornite Project is located within the Arctic Alaska Terrane, a sequence of mostly Paleozoic continental margin rocks that make up the Brooks Range and North Slope of Alaska.

It is within the Phyllite Belt geologic subdivision, which together with the higher-grade Schist Belt, stretches almost the entire length of the Brooks Range and is considered to represent the hinterland of the Jurassic Brooks Range orogeny.

It is within the Phyllite Belt geologic subdivision, which together with the higher-metamorphic grade Schist Belt, stretches almost the entire length of the southern Brooks Range and is considered to represent the hinterland of the Jura-Cretaceous Brookian orogeny.

The southern margin of the Phyllite Belt is marked by mélange and low-angle faults associated with the Kobuk River fault zone, while the northern boundary is thought to be gradational with the higher-grade metamorphic rocks of the Schist Belt.

The geology of the Bornite resource area is composed of alternating beds of carbonate rocks (limestone and dolostone) and calcareous phyllite.

Limestone transitions laterally into dolostone, which hosts the majority of the mineralization and is considered to be hydrothermal in origin.

Spatial relationships and petrographic work establish dolomitization as genetically related to early stages of the copper mineralizing system.

Work by Trilogy in 2015 focused on furthering the understanding of the distribution and nature of the various lithologic units and their context in a sedimentary depositional model.

The updated model, based on lithogeochemical signatures of the various units along with their historical visual logging, shows stacked debris flows composed of basal non-argillaceous channelized debris flows breccias with a fining upward sequence of increasingly argillaceous-rich breccias capped by high calcium (Ca) phyllites, confined laterally in channels between either massive or thin-bedded platform carbonates.

Two stacked debris flow sequences are apparent, the Lower and Upper reefs.

The Upper Reef grades vertically into capping argillaceous limestones instead of discrete high Ca phyllites indicating a shallowing upward or filling of the debris flow channels.

Based on this updated interpretation, a series individual debris flow cycles have been modeled.

Low calcium (Ca) phyllites, such as the Anirak Schist (QP) and the Beaver Creek Phyllite respectively underlie and cap the local stratigraphy suggesting different sourcing than the locally derived high Ca phyllites of the debris flow dominated Bornite Carbonate sequence stratigraphy.

The Beaver Creek Phyllite is in structural contact with the Bornite Carbonate Sequence while the contact with the underlying Anirak Schist is an unconformity.

In addition to the stacked sedimentary stratigraphy, a crosscutting breccia dubbed the P-Breccia has been identified in and around the recently discovered South Reef mineralization.

Though poorly defined by the overall lack of drilling in the area, the body which contains excellent copper grade lies at or near the Iron Mountain discontinuity.

It remains unclear whether the P-Breccia is a post-depositional structural, hydrothermal or solution-collapse induced breccia.

Structural fabrics observed on the property include bedding and two separate foliations.

The geology of the Bornite resource area is composed of alternating inervals of carbonate rocks (limestone and dolostone) and calcareous phyllite.

Limestone transitions laterally into dolostone near zones of mineralization and is considered to be hydrothermally altered.

Spatial relationships and petrographic work suggest that dolomitization is genetically related to early stages of the copper mineralizing system;

however, recent re-logging has questioned this view.

In 2015, Trilogy made an effort to improve the understanding of the distribution and nature of the various lithologic units and their context within a sedimentary depositional model.

A new interpreation, based on lithogeochemical signatures of the various units along with their historical visual logging, concluded that stacked debris flows composed of basal non-argillaceous channelized breccias were overlain by upward fining upward sequence of increasingly argillaceous-rich breccias capped by high calcium (Ca) phyllites, confined laterally in channels between either massive or thin-bedded platform carbonates.

Two mineralized stacked debrite sequences were named the Lower and Upper Reefs.

The Upper Reef grades upward into argillaceous limestones instead of discrete high Ca phyllites indicating a waning of debris supply.

Based on this interpretation, a series of individual debrites were identified and modeled.

In contrast to the locally derived high-Ca phyllites of the debrite- dominated Bornite carbonate sequence, low calcium (Ca) phyllites are abundant in the allochthonous Anirak schist (quartz phyllite) and the The Beaver Creek phyllite that underlie and overlie the Bornite carbonate sequence, respectively.

In addition to depositional lithostratigraphy, a crosscutting mineralized breccia called the “P-Breccia” has been identified in and around the South Reef deposit.

Though poorly defined due to lack of drilling in the area, the P-Breccia zone—which contains excellent copper grade—lies at the apex of the Iron Mountain discontinuity.

Although clearly post-deformational, it remains unclear whether the P-Breccia is a post-depositional structural, hydrothermal or solution-collapse breccia.

A short lithostratigraphic project carried out during the 2021 field season updated the depositional environment of the Bornite succession;

this resulted in significant differences when compared to the previously summarized interpretations.

The Bornite succession is now understood to be a carbonate slope deposit characterized by (a) lime mudstone, exported to the slope from a contemporaneous shallow-marine carbonate factory, variably mixed with and interlayered with (b) “background” argillaceous sediment that is locally carbonaceous.

Superimposed on these calcite-dominated “normal”

slope strata are locally impressive thicknesses of dolomudstone-clast conglomerate (formerly “breccia”).

Slope limestone and siltstone-mudstone were originally centimetrically to decimetrically bedded, but are commonly ductilely deformed, producing the variably limey ‘phyllites’ that exhibit sub-mm scale foliation.

In contrast, the dolostone-clast conglomerates and individual dolomudstone clasts responded brittlely to Brookian stress and show no significant shearing or plastic deformation.

Instead, plastic deformation is largely restricted to the various phyllitic layers around the peripheries of the dolostone bodies.

Structural fabrics observed on the property include rare bedding and two distinct metamorphic foliations.

Bedding (S0) can be measured only rarely where phyllite and carbonate are interbedded and it is unclear to what extent it is transposed.

The pervasive foliation (S 1 ) is easily measured in phyllites and may be reflected by colour banding and/or stylolamination (flaggy habit in outcrop) of the carbonates.

The pervasive foliation (S1) is often mylonitic and exhibits both an imprinted stretching lineation and preferred “top” direction.

It is easily measured in phyllites and is commonly reflected by colour banding and/or stylolamination (flaggy habit in outcrop) of the carbonates.

Core logging shows that S1 is folded gently on the 10 m scale and locally tightly folded at the decimetre scale.

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Both S1 and S2 foliations are considered to be Jurassic in age.

Owing to their greater strength, bodies of secondary dolostone have resisted strain and foliation development, whereas the surrounding limestone and calc-phyllite appear in places to have been

attenuated during deformation.

This deformation, presumably Jurassic, complicates sedimentological interpretations.

Potentially the earliest and most prominent structural feature in the resource area is the northeast-trending Iron Mountain discontinuity which is still problematic in its interpretation.

Mineralization at Bornite occurs as tabular mineralized zones that coalesce into crudely stratiform bodies hosted in secondary dolomite.

Two significant dolomitic horizons that host mineralization have been mapped by drilling and include:

1) the Lower Reef, a 100 to 300 m thick dolomitized zone lying immediately above the basal quartz phyllite unit of the Anirak Schist;

and 2) the Upper Reef, a 100 to 150 m thick dolomite horizon roughly 300 m higher in section.

The Lower Reef dolomite outcrops along the southern margin of the Ruby Creek zone and is spatially extensive throughout the deposit area.

It hosts a significant portion of the shallow resources in the Ruby Creek zone as well as higher grade resources down dip and to the northeast in the South Reef.

The Upper Reef zone hosts relatively high-grade resources to the north in the Ruby Creek zone.

The Upper reef zone appears to lie at an important NE- trending facies transition to the NW of the main drilled area and locally appears to be at least partially thrust over the Lower Reef stratigraphy to the southeast.

Drill results from 2013 show dolomitization and copper mineralization in the Upper and Lower Reefs coalescing into a single horizon along the northern limits of current exploration.

The NE- trending Ruby Creek and South Reef zones also coalesce into a roughly 1000 m wide zone of >200 m thick dolomite containing significant copper mineralization dipping north at roughly 5-10 degrees.

The 2017 drill results show that the mineralized dolomite horizon continues for at least another 700m down-dip to the northeast.

Some limestone outcrops, in particular the “TBLS” on Aurora Mountain and the marbles at the base of Coral Hill, also exhibit a stretching lineation.

Core-logging shows that S1 is folded gently on a 10 m scale and locally tightly folded at the decimetre scale forming a common S2 axial planar cleavage.

S2 is folded gently on a 10 m scale forming an upright mesoscale S3 foliation.

S1 and S3 foliations are thought to be Jura-Cretaceous in age.

Structural mapping in 2021 recognized a well-developed stretching lineation (i.e., L-tectonite) in the carbonate-phyllite rocks, typically oriented shallowly towards the NNE or SSW.

“Top” direction indicate movement to the S or SSW along the vector of the stretching lineation.

Moreover, new mapping indicates that stiff Bornite rocks, in particular metric to hectametric dolostone bodies, have been boudinaged into 3-D ellipsoids.

Slip is accommodated by phyllites., Additional mapping is required to determine whether such a tectonic style plays a role in the distribution of copper mineralization.

Owing to their greater rigidity, dolostone bodies of secondary dolostone manifest strain differently:

tan hydrothermal dolostone tends to be broken into centimetre- to decimetre-scale blocks, whereas grey (diagenetic?) dolostone may exhibit unusual, contorted forms, some resembling human fingers or swan necks, as evident in outcrop.

Dolostone is rarely cut by plastically deformed zones and instead forms metric to hectametric lenses (“augens”) encased in plastically deformed calc-mylonite and calc-phyllite.

This deformation, presumably a product of the Jura-Cretaceous Brookian orogeny, complicates sedimentological interpretations.

Mineralization at Bornite forms tabular mineralized zones that coalesce into crudely stratabound bodies hosted in dolostone conglomerate/breccia.

Two significant dolomitic horizons that host mineralization have been identified by drilling and include:

1) the Lower Reef, a substantial 100 m to 300 m thick dolomitized zone lying immediately above the basal quartz phyllite unit of the Anirak schist and 2) the Upper Reef, a 100 m to 150 m thick dolomite horizon that sits roughly 300 m higher in the section.

The Lower Reef is separated from the Upper Reef by a zone of ductilely sheared phyllites up to 60 m thick.

The Lower Reef dolostone outcrops along the southern margin of the Ruby Zone and is spatially extensive throughout the deposit area.

It hosts a significant portion of the shallow mineral resources in the Ruby Zone as well as higher grade mineral resources down-dip and to the northeast in the South Reef area.

The Upper Reef hosts relatively high-grade mineral resources to the north in the Ruby Zone.

The Upper Reef appears to lie at an important NE-trending facies transition to the NW of the main drilled area and appears to be at least partially thrust over the Lower Reef stratigraphy to the southeast.

Drill results from 2013 show dolomitization and copper mineralization in the Upper and Lower Reefs coalescing into a single unit along the northern limits of current exploration.

The NE- trending Ruby Zone and South Reef areas also coalesce into a roughly 1,000 m wide zone of >200 m thick dolomite containing significant copper mineralization dipping north at roughly 5-10 degrees.

The 2017 drill results show that the mineralized dolomite interval continues for at least another 700m down-dip to the northeast from mineralization in the Upper and Lower Reefs.

Bornite Project – Mineralization

Copper mineralization at Bornite is comprised of chalcopyrite, bornite, and chalcocite distributed in stacked, roughly stratiform zones exploiting favourable stratigraphy within the dolomitized limestone package.

Mineralization occurs, in order of increasing grade, as disseminations, irregular and discontinuous stringer-style veining, breccia matrix replacement, and stratiform massive sulphides.

The distribution of copper mineral species is zoned around the bottom-centre of each zone, with bornite-chalcocite-chalcopyrite at the core and progressing outward to chalcopyrite-pyrite.

Additional volumetrically minor copper species include carrollite, digenite, tennantite-tetrahedrite, and covellite.

Stringer pyrite and locally significant sphalerite occur above and around the copper zones, while locally massive pyrite and sparse pyrrhotite occur in association with siderite alteration below copper mineralization in the Lower Reef.

In addition to the copper mineralization, significant cobalt mineralization is found accompanying bornite-chalcocite mineralization.

Cobalt occurs with high-grade copper as both carrollite (Co2CuS4) and as cobaltiferous rims on recrystallized pyrite grains.

Preliminary geometallurgical work by Trilogy supports this observation and shows cobalt occurring primarily as cobaltiferious pyrite (approximately 80% of he contained cobalt) and within other cobalt minerals such as carrollite, and cobaltite (CoAsS) present throughout the deposit (Upper Reef, Lower Reef, and South Reed).

Appreciable silver values are also found with bornite-rich mineralization in the South Reef and Ruby Creek zones.

Copper mineralization at Bornite comprises chalcopyrite, bornite, and chalcocite distributed in stacked, roughly stratiform zones exploiting favourable lithologies (conglomerate/berccia) within the Bornite sequence.

Mineralization occurs, in order of increasing grade, as disseminations, irregular and discontinuous stringer-style veining, breccia matrix replacement, and stratabound massive sulphides.

The distribution of copper minerals is zoned around the bottom-centre of each zone of mineralization, with bornite-chalcocite-chalcopyrite at the core progressing outward to a fringe of chalcopyrite-pyrite.

Additional volumetrically minor copper minerals include carrollite, digenite, tennantite-tetrahedrite, and covellite.

Stringer pyrite and locally significant sphalerite occur above and around the copper zones and locally massive pyrite and sparse pyrrhotite are associated with siderite alteration below copper mineralization in the Lower Reef.

Significant cobalt mineralization is found accompanying bornite-chalcocite mineralization.

Cobalt often occurs with high-grade copper as carrollite (Co2CuS4) and as cobaltiferous rims on recrystallized pyrite grains.

Preliminary geometallurgical work by Trilogy showed that cobalt occurs primarily as cobaltiferious pyrite (approximately 80% of he contained cobalt) and within other cobalt minerals such as carrollite, and cobaltite (CoAsS).

Some appreciable silver values are also found at Bornite, particularly in association with bornite-rich mineralization in the South Reef area and Ruby Zones.

Bornite Project – Exploration

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Subsequent resource drilling between 2011 and 2013 based on the exploration targeting is discussed in the “ Bornite Project - Mineral Resource Estimates” section below.

2006 NovaGold Exploration

In 2006, NovaGold contracted Fugro Airborne Surveys to complete a detailed helicopter DIGHEM magnetic, EM and radiometric survey of the Cosmos Hills.

The survey covered a rectangular block approximately 18 km by 49 km which totaled 2,852 line kilometres.

2006 NovaGold

In 2006, NovaGold contracted Fugro Airborne Surveys to complete a detailed helicopter DIGHEM (frequency-domain EM), magnetic and radiometric survey of the Cosmos Hills.

The survey covered a rectangular block approximately 18 km by 49 km which totaled 2,852-line km.

The survey was flown at 300 m line spacing with a line direction of N20E.

The DIGHEM helicopter survey system produced detailed profile data of magnetics, EM responses and radiometrics (total count, uranium, thorium, and potassium) and was processed into maps of magnetics, discrete EM anomalies, EM apparent resistivity, and radiometric responses.

2010 NovaGold Exploration

2010 NovaGold

In 2010, in anticipation of completing the NANA Agreement, NANA granted NovaGold permission to begin low level exploration at Bornite;

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In addition to the 2010 re-logging effort, NovaGold contracted a consulting geophysicist, Lou O'Connor, to compile a unified airborne magnetic map for the Ambler mining district from Kennecott, Alaska DNR, and NovaGold airborne geophysical surveys.

2011 NovaGold Exploration

2011 NovaGold

In 2011, NovaGold contracted Zonge International Inc.

(“Zonge”) to conduct both dipole-dipole complex resistivity induced polarization (“CRIP”) and natural source audio-magnetotelluric (“NSAMT”) surveys over the northern end of the prospect to develop tools for additional exploration targeting under cover to the north.

NSAMT data were acquired along two lines totaling 5.15 line-km, with one line oriented generally north-south through the centre of the survey area and one being the southernmost east-west line in the survey area.

(“Zonge”) to conduct both dipole-dipole complex resistivity induced polarization (“CRIP”) and natural source audio-magnetotelluric (“NSAMT”) surveys over the northern end of Bornite to develop tools for additional exploration targeting under cover to the north.

NSAMT data were acquired along two lines totaling 5.15 line-km;

one line is oriented generally north-south through the centre of the survey area and the other being the southernmost east-west line in the survey area.

CRIP data were acquired on five lines:

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Well-defined and often very strong chargeability anomalies are also present, but appear in part to be masked by phyllitic units which also have strong chargeability signatures.

The NSAMT show similar resistivity features as the IP, but are less well resolved.

2012 Trilogy Exploration

NSAMT shows similar resistivity features as the IP, but these are less well resolved.

2012 NovaCopper

In light of the success of the 2011 geophysical program, we contracted Zonge to conduct a major district-wide dipole/dipole IP survey, a down-hole IP radial array survey in the South Reef area, and an extensive physical property characterization study of the various lithologies to better interpret the existing historical geophysical data.

Zonge completed 48 line km of 200 m dipole/dipole IP during 2012, infilling and expanding on the 2011 survey, and stretching across the most prospective part of the outcropping permissive Bornite carbonate sequence.

The results show a well-defined low resistivity area associated with mineralization and variable IP signatures attributed both to

mineralization and the overlying Beaver Creek phyllite.

The results show a well-defined low resistivity area associated with mineralization and variable IP signatures attributed both to mineralization and the overlying Beaver Creek phyllite.

Numerous target areas occur in the immediate Bornite area with lesser targets occurring in the Aurora Mountain and Pardner Hill areas and in the far east of the survey area.

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In addition to the extensive ground IP survey, Zonge also completed 9 km of down-hole radial IP using an electrode placed in drill hole RC12-0197 to further delineate the trend and potential in and around the South Reef.

In addition to the 2012 ground geophysical surveys, extensive physical property data including resistivity, chargeability, specific gravity, and magnetic susceptibility were captured for use in modelling the existing ground IP and gravity surveys, and the airborne EM and magnetic surveys.

Extensive physical property data including resistivity, chargeability, specific gravity, and magnetic susceptibility were captured for use in modelling the existing ground IP and gravity surveys, and the airborne EM and magnetic surveys.

In addition to geophysical focused exploration, a district wide geologic map was compiled integrating Kennecott’s 1970’s mapping of the Cosmos Hills with selective Trilogy mapping in 2012.

2013 Trilogy Exploration

2013 NovaCopper

The emphasis of the 2013 program was to further validate and refine the 2012 geologic map of the Cosmos Hills.

A deep penetrating soil and vegetation geochemical orientation survey was completed over the South Reef deposit, utilizing various partial leaches and pH methods.

A deep penetrating soil and vegetation geochemical orientation survey was completed over the South Reef deposit, using various partial leaches and pH methods.

The initial, approximately 1 km, test lines suggest a good response for several of the partial leaches of the soils but little response in the vegetative samples.

further follow-up is warranted to the north of the deposit into the Ambler lowlands.

2014 Trilogy Exploration

Follow-up is warranted to the north of the deposit into the Ambler Lowlands.

2014 NovaCopper

During 2014, exploration work was limited to a re-logging and re-sampling program of historical Kennecott drill core.

2015 Trilogy Exploration

2015 NovaCopper

As a follow-up to the 2013 field program, a deep penetrating soil and vegetation geochemical survey was extended north of the deposit into the Ambler Lowlands.

Trilogy geologists completed a lithogeochemical desktop study and a comprehensive update to the 3D lithology model.

the updated domains have been utilized in the most recent resource estimation.

2017 Trilogy Exploration

The 2017 field program extended the 2013 and 2015 Deep Penetrating Geochemical soil survey another 500m to the northeast.

The 2017 field program extended the 2013 and 2015 deep penetrating geochemical (“DPG”) soil survey another 500m to the northeast.

The 2013 soil line was extended 1,500m to the east to test over the covered projection of the Two Grey Hills carbonate section.

The 3D lithology model was updated to incorporate the 2017 drill program results, which are described in Section 10,

Trilogy also completed a close spaced (100m station spacing) ground gravity survey over a 2 km by 4km grid covering the existing resource area and extending northeast over the 2017 drill target area.

Trilogy also completed a close spaced ground gravity survey over a 2 km by 4km grid with 100 m station spacing over the resource area and extending northeast over the 2017 drill target area.

The complete Bouguer anomaly residual plot (removes a strong decreasing to the northeast regional gradient) shows good correlation with the Lower Reef mineralization that outcrops on surface with the gravity high gradually decreasing down-dip to the northeast.

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Two areas of anomalously high densities (>2.9 g/cc) were identified.

The first area extends up to 750m to the east-northeast of RC17-

0239, which was one of the more successful holes in 2017 and is coincident with the Iron Mountain structure.

The first area extends up to 750m to the east-northeast of RC17-0239, which was one of the more successful holes in 2017 and is coincident with the Iron Mountain structure.

The second anomaly is located just above the Anirak contact (Lower Reef) to the west of the 2017 target area and 700m to the north of the closest drill hole (RC-53), which is weakly mineralized along that horizon.

This area falls along the northwest-southeast high grade thickness trend.

2018 Trilogy Exploration

The 2018 field program comprised of 12 drill holes totaling approximately 10,123 meters (33,212 feet) of exploration drilling through a combination of infill and expansion drill holes in and around the known deposit.

The original drilling campaign was budgeted to be 8,000 meters utilizing 3 drill rigs and was subsequently expanded to 10,000 meters with the addition of 2 more drill rigs.

The 2018 program followed up on drilling completed during the 2017 exploration program, which was one of the larger programs in the history of drilling at the Bornite Project.

The objective of the 2018 drill campaign was to infill and expand the currently defined open pit and underground mineral resources.

During the 2018 field season, Trilogy Metals carried out additional DPG and a 2D seismic survey at Bornite.

In addition, geophysical and geochemical data from Bornite were studied using existing datasets.

Soil sampling was completed on the westerly extension of the DPG lines on the northwestern portion of the Bornite deposit.

DPG was used to assist with outlining the edges of the deposit as well as to corroborate gravity anomalies defined during the 2017 field season.

A 2D seismic survey was completed by HiSeis (3D seismic imaging) in June 2018.

This 2D acquisition program was designed to test whether seismic reflection was suitable for the Bornite deposit and to understand the logistics of any future 3D seismic survey over the project area.

Two 6 km 2D seismic lines, a dip line and a strike line, were acquired with a total of 792 unique source locations to attempt to image hanging wall and footwall shears;

other faults and shears;

folding of stratigraphy;

internal (within Bornite sequence) phyllite units;

facies changes within the dolostones;

detection of massive sulphide mineralization;

and any alteration associated with mineralization.

Acquisition of this 2D dataset used 500 g seismic charges as a means of producing seismic energy.

All seismic vibrations were measured on a “fully active” line of 1,189 geophone receivers which provided up to 6 km of offset on either side of the source using the Aries I seismic acquisition system.

Supporting rock property data were acquired from drill core stored in Fairbanks, Alaska.

Mira Geosciences completed a 3D inversion model of the 100 m spaced ground gravity data that were collected over the Bornite deposit during the 2017 exploration season.

Using geology to constrain the model, three areas of anomalously higher gravity were defined.

Unfortunately, none of these intervals were properly tested in 2017 with two holes, those at Anomaly “B” and “C”, ending above the gravity anomalies.

Two of the three identified anomalies from the 2017 inversion modelling changed in size and relative orientation with the updated geologic model.

Anomaly B, which stretches to the northwest from hole RC17-0238 decreased in extent, likely the result of a thicker-than-previously-modelled Upper Reef carbonate section in RC17-0238.

Anomaly C is much broader and less defined, indicating that it may be the result of underestimating the SG in the lithology model (incorrect interpretation).

This anomaly remains untested with the failures of drill holes RC17-0242 and RC18-0245 and should be redrilled in the future.

Anomaly A is relatively unchanged and remains coincident with the Iron Mountain structure.

Holes RC18-0246, RC18-0249, and RC18-0250 tested the southwest edge of the anomaly where it joins the South Reef trend.

Hole RC18-0250 suggests that mineralization wanes to the east, though this hole may have just missed mineralization controlled by the Iron Mountain structure.

The northeast extent of this anomaly is still considered a viable exploration target.

South32 completed a QA/QC review, lithogeochemical-alteration assessment, and a vectoring/targeting exercise on downhole geochemical data on the Bornite deposit.

The purpose of this exercise was to use downhole analyses to assess the geology, alteration, and mineralogy of the deposit to vector towards mineralization.

The Bornite sequence can be classified into three geochemical groups including:

1) very low immobiles;

2) low immobiles;

and 3) higher immobiles.

The latter was then subdivided into five groups based on Al, Cr, and V concentrations.

The “very low” and “low immobile” groups are predominately limestones and dolomites (including breccias), whereas increasing Al in “higher immobiles” represent the increasingly argillaceous/micaceous units (phyllites).

High Al samples in the lower Bornite sequence can be discriminated from those in the upper sequence based on high Ni:Cu ratios.

In the South Reef area, lithogeochemistry supported Trilogy Metals’ geologic model, identified the lower, central and upper Bornite sequence units and distinguished many of the logged phyllites from breccias.

The results support Trilogy Metals’ interpretation that the Ruby Zone in the Lower Reef is hosted in units corresponding to the South Reef central sequence.

In 2019, Trilogy Metals contracted Geotech Ltd.

(Geotech) of Aurora, Ontario to complete VTEM Plus (versatile time domain electromagnetic) and ZTEM (z-axis tipper electromagnetic) airborne helicopter geophysical surveys over the Cosmos Hills and the Ambler VMS belt.

Magnetics were measured using a cesium vapour sensor, while radiometrics was not collected due to snow cover.

The VTEM survey was flown along 200 m spaced lines oriented northwest-southeast over the entire Bornite carbonate sequence north of the Cosmos Arch (which hosts the Bornite deposit), with additional lines at 100 m spacing directly above the Bornite resource.

A second set of perpendicular lines (southwest-northeast) were flown at 200 m spacing over just the general Bornite area.

Tie lines at ~4,000 m spacing were flown perpendicular to the EM flight lines to provide control for the magnetic survey.

The VTEM results from the Bornite sequence are complex and appear to be mostly reflecting bedrock lithologies (the graphitic phyllites).

The conductive plates that were modelled are generally coincident with the interpreted phyllite units, as are the apparent anomalies tested by holes RC19-0263 and RC19-0266.

2020 Ambler Metals

Trilogy Metals and South32 decided not to proceed with the 2020 exploration program due to the coronavirus (COVID-19) pandemic.

The Bornite geologic model was updated using the 2019 drill program results.

The Irish Centre for Research in Applied Geosciences initiated a machine-learning geochemical modelling project to help define the controls on high-grade copper mineralization.

2021 Ambler Metals

During the 2021 field season, the understanding of the Bornite deposit and the potential for additional deposits was advanced with a new interpretation of the carbonate sequence at Bornite and an improved structural understanding of the Cosmos Hills.

Elizabeth Turner, specialist in carbonate geology from Laurentian University, re-logged two fences/sections of drill holes, E-W and N-S, through the Bornite deposit, to identify, distinguish and correlate lithofacies within the Bornite sequence and to identify and distinguish different types/ages of dolomitization, including, if possible, their relation to mineralization.

Turner describes the Bornite sequence as a tectonized ”normal” carbonate slope deposit that consists of calcitic material (lime mud) derived from a nearby shallow-marine source area, interlayered with variable amounts of ”background” terrigenous mud (argillaceous proportion increases with distance downslope).

The observed sequence includes massive lime mudstone, thin-bedded argillaceous lime mudstone, lime mudstone centimetrically interbedded with terrigenous mudstone, calcareous siltstone, and limestone-clast slope conglomerates.

Brookian deformation strained these argillaceous limestone slope deposits to varying degrees producing phyllites and recrystallized, strained limestones/marbles.

Importantly, superimposed on the active limestone slope system is the local presence of dolostone-clast conglomerate.

Dolostone clasts are equant and irregular;

predominantly dolomudstone (locally with fossil fragments) and are likely derived from subaqueous horst blocks of pre-existing older dolostone and shed into the slope limestone system.

The fault scarp(s) that shed dolostone clasts were probably part of a seafloor paleotopographic system that developed during regional extension and associated fault-mediated syn-depositional subsidence.

Also initiated in 2021 was structural mapping around Pardner Hill and Aurora Mountain by Dr.

Initial results indicate:

(1) Large carbonate bodies, such as Pardner Hill, Shield Mountain, and probably also Aurora Mountain, are fault klippen in allochthonous contact with the structurally subjacent Anirak schist;

(2) Dolostone bodies are typically boudinaged forming metric to hectametric 3-D ellipsoids encased in ductilely deformed phyllites and, in some places, calc-mylonites (limestone protolith);

(3) Top-South (to SSW) deformation at a number of outcrops in the Cosmos Hills suggest that this entire structural “block” may have been juxtaposed southward from the position of the Ambler Lowlands or, potentially, from off the top of the Ambler Highlands (Arctic area) during exhumation that was part of the Brookian orogeny;

(4) the fault contact with the overlying Beaver Creek phyllite is likely a low-angle normal fault that cuts out of the Bornite deposit to the southeast where Beaver Creek is in structural contact with Anirak schist.

Bornite Project – Drilling

A total of 214 surface core holes and 51 underground core holes, totaling 104,587 meters have been drilled targeting the Bornite deposit during 23 different annual campaigns dating from 1957 through 2019.

All the drill campaigns, except for the 2011 NovaGold campaign and the 2012, 2013, 2017 to 2019 Trilogy campaigns were completed by Kennecott or their exploration subsidiary BCMC.

All drill holes except RC13-230 and RC13-232 which have been reserved for metallurgical studies and the 2017 to 2019 drill holes were utilized in the estimation of the current resource.

The 2017 through 2018 drill holes were used for a resource estimation in early 2019 that was not materially different for the current resource and was not disclosed.

In the 2017 drill campaign, nine holes were initiated but two abandoned due to drilling problems.

The seven drill holes completed in 2017 stepped-out between 250 to 400m from the previous drill holes, distances considered too far to support the estimation of mineral resources.

Additional, closer-spaced drill holes are required in this area to provide the degree of confidence required to support resource estimation.

Sprague and Henwood, a Pennsylvania-based drilling company, completed all of the Kennecott drilling, with the exception of the 1997 program (three drill holes) completed by Tonto Drilling Services, Inc.

(a NANA-Dynatech company).

The 2011 thru 2013 NovaGold/Trilogy programs used Boart Longyear Company as the drill contractor.

From 1957 to 2019, a total of 273 holes targeted the Bornite deposit during 24 different campaigns;

222 surface core holes and 51 underground core holes were drilled, totalling 106,406 m.

All of the drill campaigns prior to 2011 were completed by Kennecott or its exploration subsidiary, BCMC, and the drill campaigns since 2011 were completed by NovaGold (2011), NovaCopper (2012 and 2013) or Trilogy.

In the summer of 2017, Trilogy Metals initiated eleven holes, but four were abandoned due to drilling problems.

The seven remaining drill holes stepped-out to the north for distances between 250 m to 400 m from the previous drill holes;

these were distances considered too far to support the estimation of mineral resources at that time.

From 1957 to 1976, Kennecott used drilling contractor Sprague and Henwood, a Pennsylvania-based drilling company.

Kennecott’s 1997 program (three drill holes) was completed by Tonto Drilling Services, Inc.

(a NANA-Dynatec company).

The 2011 through to 2013 NovaGold/Trilogy Metals programs used Boart Longyear Company as the drill contractor.

The 2017 program used Tuuq drilling, a NANA company, who sub-contracted Major Drilling.

In the initial years of drilling at Bornite, Kennecott relied on AX core (1.1875 in or 30.2 mm diameter), but, as drilling migrated towards deeper targets, a change to BX core (1.625 in or 41.3 mm diameter) was implemented to help limit deviation.

From 1966 to 1967, drilling activity at Bornite moved underground and EX diameter core (0.845 in or 21.5 mm diameter) was implemented to define the Ruby Creek Upper Reef zone “No.1 Ore Body”.

Drilling activity moved back to the surface in 1968, and, from 1968 to 1972, BX core was most commonly drilled.

The 2018 program used both Major and Tuuq as the primary drill contactors and the 2019 program used Major as the primary contractor.

In the initial years of drilling at Bornite, Kennecott relied on AX diameter core (1.1875 in or 30.2 mm diameter), but, as drilling migrated towards deeper targets, a change to BX diameter core (1.625 in or 41.3 mm diameter) was implemented to help limit deviation.

From 1966 to 1967, drilling activity at Bornite moved underground and EX diameter core (0.845 in or 21.5 mm diameter) was implemented to define the Ruby Upper Reef zone “No.1 Ore Body”.

In 1968, drilling activity moved back to the surface and from 1968 to 1972, BX diameter core was most commonly drilled.

In later years, core size increased to NX (2.125 in or 54.0 mm diameter) and finally, in 2011, core size increased to NQ (1.874 in or 47.6 mm diameter) and HQ (2.5 in or 63.5 mm diameter).

Progressively larger diameter drill rods have been continually used over the years in an attempt to minimize drill hole deviation.

There is only partial knowledge of specific drill core handling procedures used by Kennecott during their tenure at the Bornite Deposit.

All of the drill data collected during the Kennecott drilling programs (1958 to 1997) was logged on paper drill logs, copies of which are stored in the Kennecott office in Salt Lake City, Utah.

Over the years, progressively larger diameter drill rods have been used in an effort to minimize drill hole deviation.

There is only limited information with respect to the specific drill core handling procedures used by Kennecott during its tenure at the Bornite deposit.

All of the drill data collected during the Kennecott drilling programs (1958 to 1997) were logged on paper drill logs, and copies were stored in the Kennecott office in Salt Lake City, Utah.

Electronic, scanned copies of the paper logs, in PDF format, are held by Trilogy.

Drill core was sawed or split with a splitter, with half core submitted to various assay labs and the remainder stored in the Kennecott core storage facility at the Bornite Deposit.

In 1995, Kennecott entered the drill assay data, the geologic core logs, and the down hole collar survey data into an electronic format.

In 2009, NovaGold geologists verified the geologic data from the original paper logs against the Kennecott electronic format and then merged the data into a Microsoft™ SQL database.

Drill core was sawed or split in half with a splitter, half was submitted to various assay labs and the remainder was stored in the Kennecott core storage facility at the Bornite deposit.

In 1995, Kennecott converted the drill assay data, geologic core logs and the down-hole collar survey data into an electronic format.

In 2009, NovaGold geologists verified the geologic data from the original paper logs against the Kennecott electronic format and then merged the data into a MicrosoftTM SQL database.

Sampling of drill core by Kennecott and BCMC focused primarily on the moderate to high grade mineralized zones.

Intervals of visible sulphide mineralization containing roughly

>0.5 to 1% copper were selected for analysis by Union Assay Office Inc.

Intervals of visible sulphide mineralization containing roughly >0.5% to 1% Cu were selected for analysis by Union Assay Office Inc.

of Salt Lake City, Utah.

This approach left numerous intervals containing weak to moderate copper mineralization un-sampled in the historic drill core.

This approach left numerous intervals containing weak to moderate copper mineralization, un-sampled in the historical drill core.

During the 2012 exploration program, we began sampling a portion of this remaining drill core in select holes in the South Reef area.

Trilogy extended this sampling program to the Ruby Creek area in 2013 and 2014.

Throughout our tenure at Bornite, the following core handling procedures have been implemented.

Trilogy extended this sampling program to the Ruby Zone in 2013 and 2014.

Throughout our tenure at Bornite, the following core handling procedures have been implemented (including programs conducted by NovaGold and NovaCopper).

Core is slung by helicopter, or transported by truck or ATV, from the drill rig to the core-logging facility.

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Geotechnicians then measure the core to calculate percent recovery and rock quality designation (“RQD”).

RQD is the sum of the total length of all pieces of core over 12 cm in a run.

RQD is the sum of the total length of all pieces of core in a run over 12 cm.

The total length of core in each run is measured and compared to the corresponding run length to determine percent recovery.

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Structural data is collected as point data.

Geologists then mark sample intervals to capture each lithology or other geologically appropriate intervals.

Sample intervals of core are typically between 1 m and 3 m in length but are not to exceed 3 m in length.

Occasionally, if warranted by the need for better resolution of geology or mineralization, smaller sample intervals have been employed.

Geologists then mark sample intervals to indicate each lithology or other geologically appropriate intervals.

Sample intervals of core are typically between 1 m and 3 m in length but are not to exceed 3 m long.

Occasionally, if warranted by the need for better resolution of geology or mineralization, smaller sample intervals have been used.

Geologists staple sample tags on the core boxes at the start of each sample interval and mark the core itself with a wax pencil to designate sample intervals.

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Samples are selected for specific gravity measurements.

In 2013, 33 historic drill holes in the Ruby Creek area, and in 2014, 37 historic drill holes in the Ruby Creek Area were re-logged, re-sampled and re-assayed as these holes had previously only been selectively sampled by Kennecott.

Entire holes were re-logged utilizing Trilogy protocols discussed above.

Samples were submitted either as half-core, where previously sampled, or whole core where un-sampled (this was done to ensure that a sufficient volume of material was provided for analysis).

Sample intervals were matched to historic intervals whenever possible or selected to reflect Trilogy sampling procedures described above.

In 2013 and 2014, 33 historical drill holes and 37 historical drill holes, respectively, in the Ruby Zone were re-logged, re-sampled and re-assayed as these holes had previously only been selectively sampled by Kennecott.

Entire holes were re-logged using Trilogy protocols discussed above.

Samples were submitted either as half-core, where previously sampled,

or whole core where un-sampled (to ensure that a sufficient volume of material was provided for analysis).

Sample intervals were matched to historical intervals whenever possible or selected to reflect Trilogy sampling procedures described above.

The objectives of the re-assay/re-logging program were threefold:

1) to implement a QA/QC program on intervals previously sampled by Kennecott in order to confirm the validity of their results;

2) to identify additional lower grade (0.2-0.5% copper), which was not previously sampled;

1) to implement a QA/QC program on intervals previously sampled by Kennecott in order to confirm the validity of its results;

2) to identify additional lower grade (0.2%-0.5% Cu), which was not previously sampled;

and 3) to provide additional multi-element ICP data to assist in the geologic interpretation of the deposit.

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The 2011 to 2013 and 2017 samples were either in the custody of NovaGold or Trilogy personnel or the assay laboratories at all times, and the chain of custody of the samples is well documented.

Once drill core was sawed, one half was retained for future reference and the other half was sent to ALS Minerals (formerly ALS Chemex) in Vancouver for analyses.

Shipment of core samples from the Bornite camp occurred whenever backhaul capacity was available on the chartered aircraft, which was generally 5 to 6 days a week.

Rice bags, containing two to four individual poly-bagged core samples, were marked and labeled with the ALS Minerals address, project name (Bornite), drill hole number, bag number, and sample numbers enclosed.

Rice bags were secured with a pre-numbered plastic security tie, assembled into loads for transport by chartered flights on a commercial airline to Fairbanks, and directly delivered by a contracted expeditor to the ALS Minerals preparation facility in Fairbanks.

In addition to the core samples, control samples were inserted into the shipments at the rate of one standard, one blank and one duplicate per

17 core samples.

Once drill core was sawed in half, one half was retained for future reference and the other half was sent to ALS Minerals (formerly ALS Chemex) in Vancouver, BC for analyses.

Core samples were shipped from the Bornite Camp when backhaul capacity was available on the chartered aircraft;

this was generally five to six days a week.

Rice bags were secured with a pre-numbered plastic security tie, assembled into loads for transport by chartered flights on a commercial airline to Fairbanks, Alaska, and delivered directly to the ALS Minerals preparation facility by a contracted expeditor.

Core samples were also inserted into these shipments at the rate of one standard, one blank and one duplicate per 17 core samples.

Samples were logged into a tracking system on arrival at ALS Minerals, and weighed.

Samples were then crushed, dried, and a 250 g split was pulverized to greater than 85% passing 75 μm.

Gold assays in 2011 and 2012 were determined using fire analysis followed by an atomic absorption spectroscopy finish;

Copper and cobalt data were derived using an additional 48-element suite assayed by inductively coupled plasma-mass (ICP-MS) and atomic emission spectroscopy (ICP-AES) methodologies, following a four-acid digestion.

Over limit (>1.0%) copper and cobalt analyses were completed by atomic absorption (AA), following a four-acid digestion.

In 2011 and 2012, gold assays were determined using fire analysis followed by an atomic absorption spectroscopy (AAS) finish.

Gold was not analyzed in 2013 or 2014.

The lower detection limit was 0.005 ppm gold;

the upper limit was 10 ppm gold.

An additional 48-element suite was assayed by ICP-MS and ICP-AES methodologies, following a four-acid digest.

Over limit (>1.0%) copper and zinc analyses were completed by AA, following a four-acid digest.

The lower detection limit was 0.005 ppm Au;

the upper limit was 10 ppm Au.

ALS Minerals has attained International Organization for Standardization (ISO) 9001:2000 registration.

In addition, the ALS Minerals laboratory in Vancouver is accredited to ISO 17025 by Standards Council of Canada for a number of specific test procedures including fire assay of gold by AA, ICP and gravimetric finish, multi-element ICP and AA assays for silver, copper, lead and zinc.

Trilogy has no relationship with any primary or check assay labs utilized.

During 2012, 2013, and 2014, Trilogy staff performed continuous validation of the drill data;

both while logging was in progress and after the field program was complete.

Trilogy also retained independent consultant Caroline Vallat, P.Geo.

Trilogy has no relationship with any of the primary or check assay labs used on the Bornite Project.

In 2012, 2013, 2014, and 2017 through to 2019, Trilogy Metals staff performed continuous validation of the drill data during the logging process and after the field program was complete (West, 2013;

Morris, 2014).

Trilogy Metals also retained independent consultant Caroline Vallat, P.Geo.

of GeoSpark Consulting Inc.

1) import digital drill data to the master database and conduct QA/QC checks upon import, 2) conduct a QA/QC review of paired historical assays and Trilogy 2012, 2013 and 2014 re-assays;

(GeoSpark) to import digital drill data to the master database and conduct QA/QC checks upon import;

conduct a QA/QC review of paired historical assays and Trilogy Metals 2012, 2013 and 2014 re-assays;

monitor an independent check assay program for the 2012, 2013 and 2014 campaigns;

and 4) generate a QA/QC report for the 2012, 2013, and 2014 campaigns along with a 2017 review of the cobalt data.

and generate a QA/QC report for each of the drilling campaigns conducted in 2012, 2013, 2014, 2017, 2018 and 2019, including a 2017 review of the cobalt data.

Bornite Project - Mineral Resource Estimates

The mineral resource estimate has been prepared by BD Resource Consulting, and SIM Geological Inc.

We have filed several previous NI 43-101 Technical Reports on the Bornite Project dated March 18, 2014, February 5, 2013, July 18, 2012 and April 19, 2016.

The effective date of this resource is June 5, 2018.

During the summer of 2017, Trilogy drilled seven drill holes testing the area down-dip continuity of the northern part of the Bornite deposit.

These drill holes successfully tested the mineralized target horizon but the spacing of these holes is considered too far to support the generation of additional mineral resource estimates.

As a result, the estimates of copper resources remain unchanged from those reported in April 2016.

During the period from 2011 through 2017, Trilogy implemented an expanded program of re-sampling and re-assaying for an extended suite of elements including cobalt.

This report includes a description of the procedures used to estimate cobalt resources for the Bornite deposit.

The Bornite Project database comprises a total of 243 diamond drill (core) holes totaling 86,584 m;

173 holes target the Ruby Creek zone and 45 holes target the South Reef zone.

The remaining 25 holes in the database are exploratory in nature and test for satellite mineralization proximal to the Bornite Deposit.

The database contains a total of 32,138 samples that have been analyzed for copper content and 26,574 that have been analyzed for cobalt content.

During 2014, Trilogy geologists re-logged and sampled 37 Kennecott drill holes comprising approximately 13,000 meters with partial or no assays.

The resource estimate incorporates the results from the 2014 field program as well as advancements to the 3D geological model completed during 2015.

Mineralization in the Ruby Creek zone occurs as two discrete strata bound lenses:

a Lower Reef which outcrops and dips approximately 10-15 degrees to the northeast;

and an Upper Reef lying roughly 150+ meters above the Lower Reef stratigraphy and which includes a small high-grade zone historically referred to as the "No.1 Orebody"

by Kennecott.

Mineralization is hosted by a Devonian age carbonate sequence containing broad zones of dolomite alteration and associated sulfide mineralization including bornite, chalcopyrite, and chalcocite occurring as disseminations and vein stockworks as well as crackle and mosaic breccia fillings and locally massive to semi-massive replacement bodies.

The geological and assay database have been reviewed and audited by BDRC and SGI.

It is of the opinion of BDRC and SGI that the current drilling information is sufficiently reliable to interpret with confidence the boundaries for copper mineralization and that the assay data are sufficiently reliable to support mineral resource estimation.

That estimation

utilizes two-meter compositing of assays from 216 drill holes completed between 1961 and 2013.

Estimated blocks were 5 x 5 x 5 meters on a side.

Sixty domains were established for the estimation, all of which were treated as hard boundaries with no mixing of data between the domains.

A series of carbonate and phyllite lithology domains together with grade probability shells at 2% copper and 0.2% copper thresholds were used to constrain the estimates.

Visual inspections of the probability shells show that they fit well with observed levels of bornite, chalcocite and chalcopyrite mineralization.

Based on the interpreted local high-grade nature of the mineralization, both capping and outlier restriction strategies were implemented to control the influence of high-grade mineralization in the resource model.

This methodology removed approximately 3% of the contained copper in the Ruby Creek area and 7% of the contained copper in the South Reef area.

A total of 5,366 samples containing specific gravity measurements were utilized to estimate densities in the block model.

Specific gravity values were estimated into model blocks using inverse distance squared moving averages using the domains described previously.

Copper and cobalt grades in model blocks were estimated using ordinary kriging.

A dynamic search orientation strategy was utilized, during both grade and specific gravity interpolations, which is controlled by the interpreted trends of mineralization in the Upper, Lower and South Reef zones.

The block model has been validated through a combination of visual and statistical methods to ensure that the grade and density estimates are an appropriate representation of the underlying sample data.

The Bornite deposit comprises several zones of relatively continuous moderate to high-grade copper mineralization that extends from surface to depths of more than 800 m below surface.

The deposit is potentially amenable to a combination of open pit and underground extraction methods.

It is important to recognize that these discussions of underground and surface mining parameters are used solely for the purpose of testing the “reasonable prospects for economic extraction,” and do not represent an attempt to estimate mineral reserves.

No mineral reserves have been calculated for the Bornite Project.

Indicated Mineral Resources includes blocks in the model that are potentially amenable to open pit extraction methods and are delineated by drilling with holes spaced at a maximum distance of 75 meters and exhibit a relatively high degree of confidence in the grade and continuity of mineralization.

Resources in the Inferred category require a minimum of one drill hole within a maximum distance of 100 m and exhibit reasonable confidence in the grade and continuity of mineralization.

In the opinion of the Qualified Persons, the level of understanding of the geologic controls that influence the distribution of copper mineralization at the Bornite Deposit is relatively good.

The drilling, sampling and validation practices utilized by Trilogy during the various campaigns have been conducted in a professional manner and adhere to accepted industry standards.

The confidence in older, historic, drilling conducted by Kennecott has been demonstrated through a series of validation checks and, overall, the underlying database is considered sufficient for the estimation of Indicated and Inferred Mineral Resources.

The mineral resources have been estimated in conformity with generally accepted CIM Estimation of Mineral Resources and Mineral Reserves Best Practices Guidelines and are reported in accordance with the Canadian Securities Administrators’ NI 43-101.

We have filed several previous NI 43-101 Technical Reports on the Bornite Project dated March 18, 2014, February 5, 2013, July 18, 2012, April 19, 2016 and July 20, 2018.

The effective date of this resource is December 31, 2021.

These discussions of underground and surface mining parameters are used solely for the purpose of testing the “reasonable prospects for economic extraction” and do not represent an attempt to estimate mineral reserves.

No mineral reserves were calculated for the Bornite Project.

These preliminary evaluations are used to assist with the preparation of a Mineral Resource Statement and to select appropriate reporting assumptions.

In the opinion of the QPs, the mineral resource evaluation reported herein is a sound representation of the copper and cobalt mineral resources for the Bornite Project at the current level of sampling.

The mineral resources were estimated in conformity with generally accepted CIM Estimation of Mineral Resources and Mineral Reserves Best Practice Guidelines (November 2019) and are reported in accordance with the Canadian Securities Administrators’ NI 43-101.

Mineral resources are not mineral reserves and do not have demonstrated economic viability.

There is no certainty that all or any part of the mineral resource will be converted into mineral reserve.

The estimate of mineral resources for the Bornite Project are summarized in “Bornite Project – Mineral Resource Statement” .

There is no certainty that all or any part of the mineral resource will be converted into a mineral reserve.

The QPs audited the database used to estimate the Bornite Project mineral resource, and the QPs are of the opinion that the current drilling information is sufficiently reliable to confidently interpret the boundaries for copper and cobalt mineralization, and the assay data are sufficiently reliable to support mineral resource estimation.

In the summer of 2017, seven holes were drilled that tested the down-dip continuity of the northern part of the Bornite deposit.

These drill holes successfully intersected the mineralized target horizon, but the spacing of these holes was considered too far apart to support the generation of additional mineral resource estimates at that time, and as a result, the estimate of copper mineral resources remained unchanged in the June 2018 report from those reported in the previous technical report dated April 2016, and the June 2018 technical report included an estimate of cobalt mineral resources.

In the summer of 2018, Trilogy Metals conducted a drilling program on the Bornite deposit that included the completion of 12 holes that infilled gaps in previous drilling in the northern, down-dip part of the deposit as well as in the central area between the Ruby Zone and South Reef area.

In the summer of 2019, another drilling program was conducted on the Property comprising eight holes that tested the continuity of the mineralization within the Bornite deposit and two holes that tested exploration targets located about 1 km south and southeast of the deposit.

From 2011 through 2017, Trilogy Metals implemented an expanded program of re-sampling and re-assaying for an extended suite of elements, including cobalt.

Analyses of these additional elements were continued on samples collected during the 2018 and 2019 drilling programs, and once again, estimates of both copper and cobalt mineral resources are included in this report.

The Bornite Project database comprises a total of 273 diamond drill (core) holes totalling 106,406 m;

203 holes target the Ruby Zone to the west and 58 holes target the South Reef area to the east.

The remaining 12 holes in the database are exploratory in nature and test for satellite mineralization proximal to the Bornite deposit or represent holes that encountered problems and were therefore abandoned.

The database contains a total of 39,740 samples that were analyzed for copper content and 34,177 that were analyzed for cobalt content.

Most holes drilled by Trilogy, plus a few select historical holes drilled by Kennecott, contain additional analyses for elements such as zinc, lead, gold, silver, and cobalt;

at this time, only copper and cobalt show any significant economic potential, and the others were excluded from the estimation of mineral resources.

During the 2012, 2013 and 2014 field seasons, Trilogy collected samples from drill hole intervals that Kennecott never sampled.

It is assumed that Kennecott did not sample these intervals because, visually, they did not exhibit the presence of high-grade copper mineralization (amenable to underground mining).

In previous mineral resource estimates, these un-sampled intervals were assigned a default grade of 0% Cu.

At this current stage, the majority of the core drilled by Kennecott has been sampled and analyzed for copper content.

The sampling and assaying for cobalt is less extensive.

Where assay data are not available, these intervals are assigned a zero grade for copper (0% Cu) when the host rocks are phyllite, or they left as “missing” when the host rocks are carbonates.

No adjustments were made to intervals where cobalt grades are missing, and mineral resource estimates are estimated using the available sample data.

Individual sample intervals range from 3 cm to 39.58 m long and average 2.09 m.

Drill hole spacing at the Ruby Zone varies from approximately 10 m to 20 m for underground holes and 50 m to 100 m or more for holes drilled from surface.

All holes testing the South Reef area are collared from surface and typically intersect mineralization at approximately 100 m to 200 m spacing.

Specific gravity (SG) measurements were conducted on 7,476 samples in the database and range from a minimum of 2.12 to a maximum of 5.20 and average 2.89.

The distribution of SG data is considered sufficient to support block model estimation.

Drill core recovery was recorded for approximately one half of the drill holes at the Ruby Zone and in essentially all of the South Reef drill holes.

Overall, core recoveries are considered to be very good with an average of 86% for the Project.

Only 8% of samples have recoveries ≤ 50%, and approximately 85% of samples have core recoveries ≥ 75%.

There is no apparent correlation between copper grade and drill core recovery.

There were no adjustments or omissions to the mineral resource database in response to drill core recoveries.

Trilogy provided a topographic digital terrain surface derived from a 2010 PhotoSat 1 m resolution model.

Drill hole collar locations, surveyed using a differential GPS, correlate very well with the local, digital terrain (topographic) surface.

The geologic model interpreted for the Bornite deposit consists primarily of a series of inter-bedded carbonate and phyllitic rocks that dip gently to the north and overlay a quartz-phyllite footwall.

Copper and associated cobalt mineralization occurs primarily as massive, semi-massive, stringer, veinlet and disseminated accumulations of chalcopyrite, bornite and chalcocite in dolomitized portions of the sedimentary host rocks.

Cobalt minerals such as carrolite and cobaltiferous pyrite tend to be associated with the copper mineralization.

The geologic model comprises 18 individual phyllite domains and 16 separate carbonate domains plus a series of separate domains representing the hanging wall (Beaver Creek phyllite), the footwall (quartz-phyllite Anirak schist), and the overlying overburden.

Some of the phyllite and carbonate units are continuous across the entire deposit area and others “pinch out” and are more localized.

The parts of the deposit with the highest grades occur within areas where semi-massive and massive sulphides are present.

The density of drilling is insufficient in most areas to allow for the interpretation of these massive sulphide domains, and a probability shell approach is used to identify areas where higher grade mineralization is likely to occur.

Two probability shells were generated:

one at a threshold of 2% Cu and another at a threshold of 0.2% Cu.

The 2% Cu shell generally correlates with the presence of massive and semi-massive zones of bornite and chalcopyrite mineralization, and the 0.2% Cu shell correlates with the visual presence of chalcopyrite mineralization.

Cobalt mineralization is strongly associated with both sets of copper mineralization.

The higher grade shell occurs mainly in the South Reef area and is based primarily on visual observations of the distribution of sample data suggesting that a relatively continuous zone of higher grade copper mineralization occurs above a threshold grade of 2% Cu.

Approximately 90% of the sample data in the South Reef area is below 2% Cu and 10% of the data is greater than 2% Cu.

A relatively small (>2%) copper probability shell is also generated in the Upper Reef area of the Ruby Zone.

Approximately one half of the samples in the carbonate domains have copper grades above the lower grade threshold of 0.2% copper.

This limit roughly segregates areas of “mineralized” versus “unmineralized” (including cobalt) rocks and is still below the anticipated cut-off grade of the mineral resource, ensuring that sufficient internal dilution is retained in the mineral resource model.

There are also areas where the phyllite domains contain appreciable copper or cobalt grades (above the 0.2% copper threshold), but these tend to be rare and localized occurrences.

Indicator values are assigned to 2 m composites at the grade thresholds described here, and indicator variograms are produced.

Probability values are estimated in model blocks using ordinary kriging;

the vertical range and locations are controlled dynamically using elevations relative to the trend planes described previously.

A series of shells are generated at varying probability thresholds and are then compared to the distribution of the underlying sample data.

The higher grade shell represents areas where there is greater than a 30% probability that the grade will be more than 2% Cu.

The lower grade shell envelopes areas where there is a greater than 50% probability that the grade will exceed 0.2% Cu.

At this stage of project evaluation, copper is the main economic contributor at Bornite, and it can be assumed that cobalt will act as a secondary metal or byproduct.

Therefore, reasonable prospects for eventual economic extraction only address the copper content in the deposit, and the available cobalt is reported based on a copper cut-off grade threshold.

It is very rare that appreciable cobalt grades occur where there is no associated copper mineralization.

deposit comprises several zones of relatively continuous moderate- to high-grade copper mineralization that extends from surface to depths of more than 800 m below surface.

The deposit is potentially amenable to a combination of open pit and underground extraction methods.

The “reasonable prospects for eventual economic extraction” requirement was tested using a pit shell based on a series of technical and economic assumptions considered appropriate for a deposit of this type, scale and location.

A pit shell was generated in the area of the Ruby Zone that extends to a depth of approximately 500 m below surface and contains a total of 1.01 billion tonnes.

As stated previously, it is assumed that extraction from the Bornite deposit is based on the copper content in the rocks and that cobalt would be a secondary contributor to the potential economic viability of the deposit.

As a result, both copper and cobalt mineral resource estimates are defined based on a copper cut-off grade threshold.

Mineral resource estimates are reported based at two cut-off grades:

0.5% Cu for material that is amenable to open pit extraction and 1.5% Cu for mineral resources that occur below the pit shell.

The cut-off grade of mineral resources amenable to underground extraction is based on an underground mining cost of US$65/tonne.

Mineral resources below the open pit shell are separated into two separate areas to highlight that the underground mineral resources in the South Reef area are much thicker and higher grade than those present in the area of the Ruby Zone.

Based on the drilling information to date, the South Reef underground resource occurs in a relatively continuous zone, measuring approximately 1,100 m north-south by 400 m east-west, that dips at about -25 degrees to the north and is located between 400 m and 1,000 m below surface.

The true thickness of the underground mineral resource at South Reef is variable from 5 m to more than 40 m in some areas and averages about 15 m to 20 m thick.

The underground resources at the Ruby Zone tend to be lower grade, narrower and more patchy or discontinuous in nature, with average true thicknesses typically ranging from 5 m to 10 m in most areas.

Mineral resources located below the open pit shell exclude zones of mineralization that are above the base case cut-off grade of 1.5% Cu but are considered too small and/or isolated to be considered economically viable.

The resulting continuity of grade and thickness of mineralization included in the estimate of mineral resources below the pit shell exhibits reasonable prospects of eventual economic extraction using underground mining methods such as a combination of longhole stoping and cut-and-fill mining.

Bornite Project - Mineral Resource Statement

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See “ Risk Factors ” and “ Cautionary Note to United States Investors ”.

Estimate of Copper Mineral Resources – Indicated

Estimate of Copper Mineral Resources for the Bornite Project - Indicated

Average Grade

Contained Metal

These resource estimates have been prepared in accordance with NI 43-101 and the CIM Definition Standards.

Mineral resources that are not mineral reserves do not have demonstrated economic viability.

See “Risk Factors” and “Cautionary Note to United States Investors.”

Resources stated as contained within a pit shell developed using a metal price of US$3.00/lb Cu, mining costs of US$2.00/tonne, milling costs of US$11/tonne, G&A cost of US$5.00/tonne, 87% metallurgical recoveries and an average pit slope of 43 degrees.

Rounding as required by reporting guidelines may result in apparent summation differences between tonnes, grade and contained metal content.

Mineral resources stated as contained within a pit shell developed using a metal price of US$3.50/lb Cu, mining costs of US$3/tonne, milling costs of US$11/tonne, G&A cost of US$5/tonne, 87% metallurgical recoveries and an average pit slope of 43 degrees.

Underground mining cost is US$65/tonne.

Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability.

There is no certainty that all or any part of the Mineral Resources will be converted into Mineral Reserves.

Rounding as required by reporting guidelines may result in apparent summation differences between tonnes, grade and con-tained metal content.

Tonnage and grade measurements are in metric units.

11 unchanged sentences

Estimate of Copper Mineral Resources – Inferred

Below-Pit (3)

Average Grade

Contained Metal

Total Inferred

1 unchanged sentence

See “ Risk Factors ” and “ Cautionary Note to United States Investors .”

Mineral resources at a 1.5% cut-off are considered as potentially economically viable in an underground mining scenario based on an assumed projected copper price of $3.00/lb, underground mining costs of $65.00 per tonne, milling costs of $11.00 per tonne, G&A of $5.00 per tonne, and an average metallurgical recovery of 87%.

Rounding as required by reporting guidelines may result in apparent summation differences between tonnes, grade and contained metal content.

Underground mining cost is US$65/tonne.

Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability.

There is no certainty that all or any part of the Mineral Resources will be converted into Mineral Reserves.

Rounding as required by reporting guidelines may result in apparent summation differences between tonnes, grade and con-tained metal content.

Tonnage and grade measurements are in metric units.

4 unchanged sentences

Following the formation of Ambler Metals, Trilogy and South32 each own 50% of the Bornite Project.

It is reasonably expected that the majority of Inferred mineral resources could be upgraded to Indicated mineral resources with additional exploration.

Estimate of Cobalt Mineral Resources – Inferred

Total Inferred

Underground mining cost is US$65/tonne.

Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability.

1 unchanged sentence

It is reasonably expected that the majority of Inferred mineral resources could be upgraded to Indicated mineral resources with additional exploration.

Due to limited sample data, none of the cobalt resource meets the confidence for Indicated class resources.

All cobalt resources are considered in the Inferred category.

Due to limited sample data, none of the cobalt mineral resource meets the confidence level for Indicated-class mineral resources.

All cobalt mineral resources are considered to be in the Inferred category.

Mineral resources are reported on a 100% basis.

3 unchanged sentences

Metallurgical test work to date indicates that the Bornite Project can be treated using standard grinding and flotation methods to produce copper concentrates.

Initial testing indicates copper recoveries of approximately 87% resulting in concentrate grades of approximately 28% copper with very low potential penalty elements.

Initial testing indicates copper recoveries of approximately 87% resulting in concentrate grades of approximately 28% Cu with very low potential penalty elements.

Further metallurgical test work is warranted to test these assumptions.

2 unchanged sentences

Since 2008, baseline environmental data collection has occurred in the area including archaeology, aquatic life surveys, sediment sampling, wetlands mapping, surface water quality sampling, hydrology, meteorological monitoring, and subsistence.

Additional baseline environmental data in NANA’s Bornite and ANCSA lands, the Ruby Creek drainage, the Shungnak River drainage, portions of the Ambler Lowlands, and downstream receiving environments will be required to support future mine design, development of an EIS, permitting, construction and operations.

Additional baseline environmental data in NANA’s Bornite and ANCSA lands, Ruby Creek drainage, Shungnak River drainage, portions of the Ambler Lowlands, and downstream receiving environments will be required to support future mine design, development of an EIS, permitting, construction and operations.

Bornite Project – Mining Operations

3 unchanged sentences

Development of the Bornite Project will require a significant number of permits and authorizations from state, federal, and regional organizations.

Much of the groundwork to support a successful permitting effort must be undertaken prior to submission of permit applications so that issues can be identified and resolved, baseline data can be acquired, and regulators and stakeholders can become familiar with the proposed project.

Much of the groundwork to support a successful permitting effort must be conducted before permit applications are submitted so that issues can be identified and resolved, baseline data can be acquired, and regulators and stakeholders can become familiar with the proposed project.

The comprehensive permitting process for the Bornite Project can be divided into three categories:

Exploration state/regional permitting:

Exploration state/regional permitting phase:

required to obtain approval for drilling, camp operations, engineering, and environmental baseline studies.

8 unchanged sentences

The following technical terms defined in this section are used throughout this Form 10-K:

“2D” is two dimensional.

“3D” is three dimensional.

“ AA ” is atomic absorption.

1 unchanged sentence

“ Ai ” is abrasion index.

“Al” is the chemical symbol for aluminum.

“ AMT ” is audio-magnetotelluric.

1 unchanged sentence

“ BWi ” is bond ball mill work index.

“C” is the chemical symbol for carbon.

“Ca” is the chemical symbol for calcium.

“ CIM ” is the Canadian Institute of Mining, Metallurgy and Petroleum.

“ Co ” is the chemical symbol for cobalt.

“CSAMT” is controlled-source audio-frequency magnetotelluric.

“ Cu ” is the chemical symbol for copper.

“ CuEq ” is copper equivalent.

“ DIGHEM ” is a proprietary geophysical survey system.

is days per annum.

1 unchanged sentence

“ dip ” is the angle of inclination of a geological feature/rock from the horizontal.

“ DIGHEM ” is a proprietary geophysical survey system.

“DPG” is deep penetrating geochemistry.

“ EM ” is electromagnetic.

“ fault ” is the surface of a fracture along which movement has occurred.

“Fe” is the chemical symbol for iron.

“ gangue ” are non-valuable components of the ore.

7 unchanged sentences

“ ICP-AES ” is inductively coupled plasma-atomic emission spectroscopy.

“IP” is induced polarization.

“ IRR ” is internal rate of return.

“K” is the chemical symbol for potassium.

“ km ” is a kilometer.

7 unchanged sentences

“masl” is meters above sea level.

“Mg” is the chemical symbol for magnesium.

“ ML/ARD ” is metal leaching and acid rock drainage.

5 unchanged sentences

“ NPV ” is net present value.

“ NSR ” mean net smelter return

“NSAMT” is natural source audio-magnetotelluric.

“ NSR ” is net smelter return

“ ounce ” or “ oz ” is a troy ounce.

20 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-K

Item 2. Properties