UNITED STATES ANTIMONY CORP 10-Q

uamy_10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 Or 15(d) Of The Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 ☐ Transition Report Under Section 13 Or 15(d) Of The Securities Exchange Act of 1934 For the transition period ________ to ________ COMMISSION FILE NUMBER 001-08675 UNITED STATES ANTIMONY CORPORATION (Exact name of small business issuer as specified in its charter) Montana 81-0305822 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) P.O. Box 643 Thompson Falls , MT 59873 (Address of principal executive office) (Postal Code) ( 406 ) 827-3523 (Issuer's telephone number) Title of Each Class Trading Symbol Name of Each Exchange on Which Registered Common Stock, $0.01 par value UAMY NYSE American Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by checkmark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post filed). Yes ☒ No ☐ Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “Accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act (Check one): Large Accelerated Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☒ Smaller Reporting Company ☒ Emerging Growth Company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ As of May 16, 2022, there were 106,240,361 shares of registrant’s common stock, $0.01 par value, issued and outstanding. Contents PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS 3 ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION. 15 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 21 ITEM 4. CONTROLS AND PROCEDURES 22 PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS. 23 ITEM 1A. RISK FACTORS. 23 ITEM 2. RECENT SALES OF UNREGISTERED SECURITIES. 23 ITEM 3. DEFAULTS UPON SENIOR SECURITIES. 23 ITEM 4. MINE SAFETY DISCOSURES. 23 ITEM 5. OTHER INFORMATION. 23 ITEM 6. EXHIBITS. 24 Page 2 of 25 Table of Contents PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) March 31, 2022 December 31, 2021 ASSETS CURRENT ASSETS Cash and cash equivalents $ 21,334,353 $ 21,363,048 Certificates of deposit 259,210 259,210 Accounts receivable 1,475,853 891,314 Inventories (NOTE 5) 1,026,980 1,055,420 Total current assets 24,096,396 23,568,992 Properties, plants and equipment, net 11,102,124 11,133,733 Restricted cash for reclamation bonds 57,281 57,281 IVA receivable and other assets 283,744 242,721 Total assets $ 35,539,545 $ 35,002,727 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES: Accounts payable $ 1,107,574 $ 1,385,752 Accrued liabilities 624,817 621,873 Long-term debt, current portion 12,287 13,230 Total current liabilities 1,744,678 2,020,855 Long-term debt, net of current portion 198,806 201,920 Stock payable to directors for services 140,625 112,500 Asset retirement obligations and accrued reclamation costs (NOTE 7) 300,381 298,649 Total liabilities 2,384,490 2,633,924 COMMITMENTS AND CONTINGENCIES (NOTE 9) STOCKHOLDERS’ EQUITY Preferred stock, $ 0.01 par value; 10,000,000 shares authorized: Series A: 0 shares issued and outstanding - - Series B: 750,000 shares issued and outstanding (liquidation preference $ 954,375 and $ 952,500 , respectively) 7,500 7,500 Series C: 177,904 shares issued and outstanding (liquidation preference $ 97,847 both periods) 1,779 1,779 Series D: 1,692,672 shares issued and outstanding (liquidation preference $ 4,979,632 ) 16,926 16,926 Common stock, $.001 par value; 300,000,000 shares authorized; 106,240,361 shares issued and outstanding 1,062,402 1,062,402 Additional paid-in capital 63,991,459 63,991,459 Accumulated deficit ( 31,925,011 ) ( 32,711,263 ) Total stockholders’ equity 33,155,055 32,368,803 Total liabilities and stockholders’ equity $ 35,539,545 $ 35,002,727 The accompanying notes are an integral part of these condensed consolidated unaudited financial statements. Page 3 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) For the three months ended March 31, 2022 March 31, 2021 REVENUE $ 3,580,306 $ 1,253,287 COST OF REVENUE 2,440,918 1,041,130 GROSS PROFIT 1,139,388 212,157 OPERATING EXPENSES: General and administrative 160,681 170,050 Salaries and benefits 73,135 76,659 Other operating expenses 3,915 184,037 Professional fees 122,077 123,137 TOTAL OPERATING EXPENSES 359,808 553,883 INCOME (LOSS) FROM OPERATIONS 779,580 ( 341,726 ) OTHER INCOME (EXPENSE) Interest expense ( 2,982 ) ( 2,255 ) Interest income 9,654 8,493 TOTAL OTHER INCOME (EXPENSE) 6,672 6,238 NET INCOME (LOSS) 786,252 ( 335,488 ) Preferred dividends ( 11,819 ) ( 12,162 ) Net income (loss) available to common stockholders $ 774,432 $ ( 347,650 ) Net income (loss) per share of common stock: Basic and diluted $ 0.01 Nil Weighted average shares outstanding: Basic 106,240,361 92,711,336 Diluted 106,389,761 92,711,336 The accompanying notes are an integral part of these condensed consolidated unaudited financial statements. Page 4 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED) For the three months ended March 31, 2022 and 2021 Total Preferred Stock Common Stock Additional Accumulated Total Stockholders’ Shares Amount Shares Amount Paid in Capital Deficit Equity BALANCE, December 31, 2020 2,678,909 $ 26,788 75,949,757 $ 759,496 $ 39,050,899 $ ( 32,650,794 ) $ 7,186,389 Common shares issued for cash - - 26,290,000 262,900 24,734,100 - 24,997,000 Common stock issuance costs - - - - ( 1,654,820 ) - ( 1,654,820 ) Common stock issued for exercise of warrants - - 3,723,810 37,238 1,726,381 - 1,763,619 Net loss - - - - - ( 335,488 ) ( 335,488 ) BALANCE, March 31, 2021 2,678,909 $ 26,788 105,963,567 $ 1,059,634 $ 63,856,560 $ ( 32,986,282 ) $ 31,956,700 BALANCE, December 31, 2021 2,620,576 $ 26,205 106,240,361 $ 1,062,402 $ 63,991,459 $ ( 32,711,263 ) $ 32,368,803 Net income - - - - - 786,252 786,252 BALANCE, March 31, 2022 2,620,576 $ 26,205 106,240,361 $ 1,062,402 $ 63,991,459 $ ( 31,925,011 ) $ 33,155,055 The accompanying notes are an integral part of these condensed consolidated unaudited financial statements. Page 5 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) For the three months ended March 31, 2022 March 31, 2021 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 786,252 $ ( 335,488 ) Adjustments to reconcile net loss to net cash used by operating activities Depreciation and amortization 220,150 222,464 Accretion of asset retirement obligation 1,732 1,732 Common stock payable for directors fees 28,125 28,125 Write-down of inventory to net realizable value - 57,530 Other non-cash items - ( 661 ) Changes in operating assets and liabilities: Accounts receivable ( 584,539 ) ( 298,933 ) Inventories 28,440 ( 125,067 ) IVA receivable and other assets ( 41,023 ) ( 50,546 ) Accounts payable ( 278,178 ) ( 582,360 ) Accrued liabilities 2,944 ( 80,998 ) Export tax assessment payable - ( 1,120,730 ) Payable to related parties - ( 164,922 ) Net cash provided (used) by operating activities 163,903 ( 2,449,854 ) CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of properties, plants and equipment ( 188,541 ) ( 23,298 ) Net cash used by investing activities ( 188,541 ) ( 23,298 ) CASH FLOWS FROM FINANCING ACTIVITIES: Change in checks issued and payable - ( 86,685 ) Payments on advances from related party - ( 56,216 ) Proceeds from issuance of common stock, net of issuance costs - 23,342,180 Proceeds from exercise of warrants - 1,763,619 Principal paid on notes payable to bank - ( 100,000 ) Principal payments of long-term debt ( 4,057 ) ( 12,518 ) Net cash provided (used) by financing activities ( 4,057 ) 24,850,380 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH ( 28,695 ) 22,377,228 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 21,420,329 722,377 CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 21,391,634 $ 23,099,605 The accompanying notes are an integral part of these condensed consolidated unaudited financial statements. Page 6 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) March 31, 2022 NOTE 1 - NATURE OF OPERATIONS AGAU Mines, Inc., predecessor of United States Antimony Corporation (“USAC” or “the Company”), was incorporated in June 1968 as a Delaware corporation to mine gold and silver. USAC was incorporated in Montana in January 1970 to mine and produce antimony products. In June 1973, AGAU Mines, Inc. was merged into USAC. In December 1983, the Company suspended its antimony mining operations when it became possible to purchase antimony raw materials more economically from foreign sources. The principal business of the Company has been the production and sale of antimony products. During 2000, the Company formed a 75 % owned subsidiary, Bear River Zeolite Company (“BRZ”), to mine and market zeolite and zeolite products from a mineral deposit in southeastern Idaho . In 2001, an operating plant was constructed at the zeolite site and zeolite production and sales commenced. During 2002, the Company acquired the remaining 25 % of BRZ and continued to produce and sell zeolite products. During 2005, the Company formed a 100 % owned subsidiary, Antimonio de Mexico S.A. de C.V . (“AM”), to explore and develop potential antimony properties in Mexico . During 2006, the Company acquired 100 % ownership in United States Antimony, Mexico S.A. de C.V . (“USAMSA”), which became a wholly-owned subsidiary of the Company. In 2018, the Company acquired 100 % ownership in Stibnite Holding Company US Inc . (previously Lanxess Holding Company US Inc.), Antimony Mining and Milling US LLC (previously Lanxess Laurel US LLC), a Delaware limited liability company and Lanxess Laurel de Mexico, S.A. de C.V (“Lanxess Laurel Mexico”), a Mexico corporation, both of which became a wholly-owned subsidiary of the Company. In its operations in Montana, the Company produces antimony oxide, antimony metal, and precious metals. Antimony oxide is a fine, white powder that is used primarily in conjunction with a halogen to form a synergistic flame-retardant system for plastics, rubber, fiberglass, textile goods, paints, coatings and paper. Antimony oxide is also used as a color fastener in paint, as a catalyst for production of polyester resins for fibers and film, as a catalyst for production of polyethylene pthalate in plastic bottles, as a phosphorescent agent in fluorescent light bulbs, and as an opacifier for porcelains. The Company also sells antimony metal for use in bearings, storage batteries and ordnance. In its operations in Idaho, the Company produces zeolite, a group of industrial minerals used in a variety of purposes including soil amendment and fertilizer. Zeolite is also used for water filtration, sewage treatment, nuclear waste and other environmental cleanup, odor control, gas separation and other miscellaneous applications. NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES In the opinion of the Company, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of March 31, 2022, and its results of operations for the three months ended March 31, 2022, and 2021, and cash flows for the three months ended March 31, 2022 and 2021. The condensed consolidated balance sheet at December 31, 2021, was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. These unaudited interim financial statements have been prepared by management in accordance with generally accepted accounting principles used in the United States of America (“U.S. GAAP”). These unaudited interim financial statements should be read in conjunction with the annual audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission on March 31, 2022. This summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to U.S. GAAP and have been consistently applied in the preparation of the financial statements. Page 7 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) March 31, 2022 Reclassifications Certain reclassifications have been made to conform prior periods’ amounts to the current presentation. These reclassifications have no effect on the results of operations, stockholders’ equity and cash flows as previously reported. COVID -19 The Company’s operations and business have experienced disruption due to the unprecedented conditions surrounding the COVID-19 pandemic spreading throughout the United States and elsewhere, causing disruptions to the Company’s business operations and management. These disruptions are most evident in the Company’s ability to retain and house employees and properly manage them while maintaining proper social distancing and with delays in obtaining materials and supplies. The effects of the continued outbreak of COVID-19 and related government responses could also include extended disruptions to supply chains and capital markets, reduced availability of contractors and a prolonged reduction in economic activity. These effects could have a variety of adverse impacts on the Company, including its ability to conduct operations. The Company has taken steps to mitigate the potential risks to suppliers and employees posed by the spread of COVID-19, including work from home policies where appropriate. The Company will continue to monitor developments affecting both its workforce and contractors, and will take additional precautions as necessary. The ultimate impact of COVID-19 depends on factors beyond management’s knowledge or control, including its duration and third-party actions to contain its spread and mitigate its public health effects. Therefore, the Company cannot estimate the potential future impact to its financial position, results of operations and cash flows, but the impacts could be material. New Accounting Pronouncements Accounting standards that have been issued or proposed by the Financial Accounting Standards Board (“FASB”) that do not require adoption until a future date are not expected to have a material impact on the financial statements upon adoption. NOTE 3– EARNINGS PER SHARE Basic Earnings Per Share (“EPS”) is computed as net income (loss) available to common stockholders divided by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from common shares issuable through stock options and warrants. For the three months ended March 31, 2022, the calculation of diluted income per common share included 149,400 warrants to purchase one share of common stock. At March 31, 2022 and 2021, the potentially dilutive common stock equivalents not included in the calculation of diluted earnings per share as their effect would have been anti-dilutive are as follows: March 31, 2022 March 31, 2021 Warrants 9,400,207 2,471,089 Convertible preferred stock 1,692,672 1,751,005 TOTAL POSSIBLE DILUTIVE SHARES 11,092,879 4,222,094 NOTE 4 – REVENUE RECOGNITION Products consist of the following: · Antimony: includes antimony oxide, sodium antimonate, antimony trisulfide and antimony metal · Zeolite: includes coarse and fine zeolite crushed in various sizes · Precious metals: includes unrefined and refined gold and silver Page 8 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) March 31, 2022 Sales of products for the three-months ended March 31, 2022 and 2021 were as follows: For the three months ended March 31, 2022 March 31, 2021 Antimony $ 2,828,930 $ 657,107 Zeolite 674,042 519,947 Precious metals 77,334 76,233 TOTAL REVENUE BY PRODUCT $ 3,580,306 $ 1,253,287 The Company’s trade accounts receivable balance related to contracts with customers was $ 1,475,853 at March 31, 2022 and $ 891,314 at December 31, 2021. The Company’s products do not involve any warranty agreements and product returns are not typical. NOTE 5– INVENTORIES Inventories at March 31, 2022 and December 31, 2021 consisted primarily of finished antimony products, antimony metal, antimony ore, and finished zeolite products that are stated at the lower of first-in, first-out cost or estimated net realizable value. Finished antimony products, antimony metal and finished zeolite products costs include raw materials, direct labor and processing facility overhead costs and freight. Inventories at March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 December 31, 2021 Antimony Metal $ 397,815 $ 234,461 Antimony Oxide 361,797 439,086 Antimony Ore Concentrates 15,222 119,046 Total antimony 774,834 792,593 Zeolite 252,146 262,827 TOTAL INVENTORIES $ 1,026,980 $ 1,055,420 Antimony oxide and metal inventory consisted of finished product held at the Company’s plants in Montana and Mexico. Antimony concentrates and ore were held primarily at sites in Mexico. The Company’s zeolite inventory consists of saleable zeolite material. Page 9 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) March 31, 2022 NOTE 6 – PROPERTIES, PLANTS AND EQUIPMENT The major components of the Company’s properties, plants and equipment by segment at March 31, 2022 and December 31, 2021 are shown below: Antimony Segment Zeolite Segment Precious Metals March 31, 2022 USAC USAMSA BRZ Segment TOTAL Plant and equipment $ 1,713,328 $ 8,774,212 $ 3,881,612 $ 1,338,774 $ 15,707,926 Buildings 243,248 613,449 1,093,554 - 1,950,251 Mineral rights and interests - 848,012 - - 848,012 Land and other 2,431,387 2,478,044 16,753 - 4,926,184 4,387,963 12,713,717 4,991,919 1,338,774 23,432,373 Accumulated depreciation ( 2,742,278 ) ( 5,761,012 ) ( 3,359,362 ) ( 467,597 ) ( 12,330,249 ) $ 1,645,685 $ 6,952,705 $ 1,632,557 $ 871,177 $ 11,102,124 Antimony Segment Zeolite Segment Precious Metals December 31, 2021 USAC USAMSA BRZ Segment TOTAL Plant and equipment $ 1,684,977 $ 8,757,775 $ 3,853,056 $ 1,330,394 $ 15,626,202 Buildings 243,248 613,449 986,736 - 1,843,433 Mineral rights and interests - 848,012 - - 848,012 Land and other 2,431,387 2,478,044 16,753 - 4,926,184 4,359,612 12,697,280 4,856,545 1,330,394 23,243,831 Accumulated depreciation ( 2,732,809 ) ( 5,622,555 ) ( 3,314,658 ) ( 440,076 ) ( 12,110,098 ) $ 1,626,803 $ 7,074,725 $ 1,541,887 $ 890,318 $ 11,133,733 At March 31, 2022 and December 31, 2021, the Company had $ 956,965 and $ 665,175 , respectively, of assets that were not yet placed in service and have not yet been depreciated. NOTE 7 – ASSET RETIREMENT OBLIGATION AND ACCRUED RECLAMATION COSTS Changes in the asset retirement obligation for the three months ended March 31, 2022 and 2021 are as follows: Three months ended March 31, 2022 2021 Asset retirement obligation, beginning of period $ 191,149 $ 184,219 Accretion expense 1,732 1,732 Asset retirement obligation, end of period $ 192,881 $ 185,951 The Company’s total asset retirement obligation and accrued reclamation costs of $ 300,318 and $ 298,649 , at March 31, 2022 and December 31, 2021, respectively, include reclamation obligations for the Idaho and Montana operations of $ 107,500 . Page 10 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) March 31, 2022 NOTE 8 – DEBT Long term debt at March 31, 2022 and December 31, 2021 is as follows: March 31, 2022 December 31, 2021 Promissory note payable to First Security Bank of Missoula, bearing interest at 2.25%, payable in 59 monthly installments of $1,409 with a final payment of $152,726 maturing November 9, 2026; collateralized by a lien on Certificate of Deposit $ 211,093 $ 215,150 Less current portion ( 12,287 ) ( 13,230 ) Long term portion $ 198,806 $ 201,920 At March 31, 2022, principal payments on debt are due as follows: Twelve months ending March 31, Principal payment 2023 $ 12,287 2024 12,555 2025 12,852 2026 13,144 2027 160,255 $ 211,093 NOTE 9 – COMMITMENTS AND CONTINGENCIES From time to time, the Company is assessed fines and penalties by the Mine Safety and Health Administration (“MSHA”). Using appropriate regulatory channels, management may contest these proposed assessments. At March 31, 2022 and December 31, 2021, the Company had accrued liabilities of $ 1,270 and $Nil, respectively, relating to such assessments, which is included in accrued liabilities on the condensed consolidated balance sheets. The Company pays various royalties on the sale of zeolite products. On a combined basis, royalties vary from 8 %- 13 %. During the three months ended March 31, 2022 and 2021, the Company incurred royalty expense of $ 62,030 and $ 62,130 , respectively. Royalty expense is included in cost of goods sold on the Statement of Operations. At March 31, 2022 and December 31, 2021, the Company had accrued royalties payable of $ 381,054 and $ 346,242 , respectively, which is included in accrued liabilities on the condensed consolidated balance sheets. The Company is currently in negotiations with certain royalty holders to modify the terms of the agreements. NOTE 10 – STOCKHOLDERS’ EQUITY During the three months ended March 31, 2021, the Company sold shares of its common stock in two separate transactions: on February 3, 2021, 15,300,000 shares were sold at $ 0.70 for gross proceeds of $ 10,710,000 ; and on February 18, 2021, 10,990,000 shares were sold at $ 1.30 for gross proceeds of $ 14,287,000 . A total of $ 1,654,820 of issuance costs were incurred on these sales. During the three months ended March 31, 2021, the Company issued 3,723,810 shares of common stock and received $ 1,763,619 in cash from the exercise of warrants. During the three months ended March 31, 2022 and March 31, 2021, the Company expensed $ 28,125 and $ 28,125 , respectively, in directors’ fees payable that will be paid in common stock. The Company issued no shares of common stock during the three months ended March 31, 2022. Page 11 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) March 31, 2022 Common stock warrants In February 2021, concurrent with sale of common stock, the Company issued warrants to purchase 7,650,000 shares of common stock at an exercise price of $ 0.85 per share. The warrants are initially exercisable six months following issuance and expire five and one-half years from the issuance date. In connection with the February 2021 sales of common stock, the Company also issued 1,606,500 warrants with an exercise price of $ 0.85 and 804,000 warrants with an exercise price of $ 0.46 as commission to the placement agent. The Company issued no warrants to purchase common stock during the three months ended March 31, 2022. The following is a summary of the Company’s warrants to purchase shares of common stock activity: Number of warrants Exercise prices Balance outstanding at December 31, 2020 6,194,899 $ 0.65 Issued 10,060,500 $ 0.46 - $ 0.85 Exercised ( 3,765,477 ) $ 0.46 - $ 0.65 Balance outstanding at December 31, 2021 and March 31, 2022 12,489,922 $ 0.75 The composition of the Company’s warrants outstanding at March 31, 2022 is as follows: Number of warrants Exercise Price Expiration Date Remaining life (years) 143,707 $ 0.65 8/12/2022 0.37 2,285,715 0.46 7/31/2025 3.34 804,000 0.46 1/27/2026 3.83 7,650,000 0.85 3/8/2026 4.35 1,606,500 0.85 2/1/2026 3.84 12,489,922 NOTE 11 – BUSINESS SEGEMENTS The Company is currently organized and managed by four segments, which represent our operating units: United States antimony operations, Mexican antimony operations, precious metals recovery and United States zeolite operations. The Puerto Blanco mill and the Madero smelter at the Company’s Mexico operation bring antimony up to an intermediate or finished stage, which may be sold directly or shipped to the United States operation for finishing at the Thompson Falls, Montana plant. The Puerto Blanco mill in Mexico is the site of our crushing and flotation plant, and a cyanide leach plant which will recover precious metals after the ore goes through the crushing and flotation cycles. A precious metals recovery plant is operated in conjunction with the antimony processing plant at Thompson Falls, Montana, where a 99% precious metals mix will be produced. The zeolite operation produces zeolite near Preston, Idaho. Almost all of the sales of products from the United States antimony and zeolite operations are to customers in the United States, although the Company does have a sales operation in Canada. Page 12 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) March 31, 2022 Total Assets: March 31, 2022 December 31, 2021 Antimony United States $ 24,749,039 $ 24,130,348 Mexico 7,575,114 7,771,515 Subtotal antimony 32,324,153 31,901,863 Precious metals United States 189,567 107,464 Mexico 681,610 782,854 Subtotal precious metals 871,177 890,318 Zeolite 2,344,215 2,210,546 TOTAL $ 35,539,545 $ 35,002,727 For the three months ended Capital expenditures: March 31, 2022 March 31, 2021 Antimony United States $ 28,350 $ - Mexico 16,437 4,872 Subtotal antimony 44,787 4,872 Precious metals 8,380 18,426 Zeolite 135,374 - TOTAL $ 188,541 $ 23,298 Page 13 of 25 Table of Contents UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) March 31, 2022 Segment operations for the three months ended March 31, 2022 Antimony - USA Antimony -Mexico Total antimony Precious Metals Zeolite Total Total revenues $ 2,828,930 $ - $ 2,828,930 $ 77,334 $ 674,042 $ 3,580,306 Depreciation and amortization $ 9,469 $ 138,457 $ 147,926 $ 27,520 $ 44,704 $ 220,150 Income (loss) from operations $ 1,391,512 $ ( 684,037 ) $ 707,475 $ 49,814 $ 22,291 $ 779,580 Other income (expense) 7,310 - 7,310 - ( 638 ) 6,672 NET INCOME (LOSS) $ 1,398,822 $ ( 684,037 ) $ 714,785 $ 49,814 $ 21,653 $ 786,252 Segment operations for the three months ended March 31, 2021 Antimony - USA Antimony -Mexico Total antimony Precious Metals Zeolite Total Total revenues $ 657,107 $ - $ 657,107 $ 76,233 $ 519,947 $ 1,253,287 Depreciation and amortization $ 7,891 $ 144,952 $ 152,843 $ 27,604 $ 42,017 $ 222,464 Income (loss) from operations $ ( 218,669 ) $ ( 238,568 ) $ ( 457,237 ) $ 48,630 $ 66,881 $ ( 341,726 ) Other income (expense) 6,635 - 6,635 - ( 397 ) 6,238 NET INCOME (LOSS) $ ( 212,034 ) $ ( 238,568 ) $ ( 450,602 ) $ 48,630 $ 66,484 $ ( 335,488 ) Page 14 of 25 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION . CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This quarterly report and the exhibits attached hereto contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements concern the Company’s anticipated results and developments in the Company’s operations in future periods, planned exploration and development of its properties, plans related to its business and other matters that may occur in the future. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management. Any statement that expresses or involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “estimates”, or “intends”, or states that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements, including, without limitation: · Risks related to the Company’s properties being in the exploration stage; · Risks related to the mineral operations being subject to government regulation; · Risks related to environmental concerns; · Risks related to the Company’s ability to obtain additional capital to develop the Company’s resources, if any; · Risks related to mineral exploration and development activities; · Risks related to mineral estimates; · Risks related to the Company’s insurance coverage for operating risks; · Risks related to the fluctuation of prices for precious and base metals, such as gold, silver and copper; · Risks related to the competitive industry of mineral exploration; · Risks related to the title and rights in the Company’s mineral properties; · Risks related to the possible dilution of the Company’s common stock from additional financing activities; · Risks related to potential conflicts of interest with the Company’s management; · Risks related to the Company’s shares of common stock; This list is not exhaustive of the factors that may affect the Company’s forward-looking statements. Some of the important risks and uncertainties that could affect forward-looking statements are described further under the sections titled “Risk Factors”, “Description of Business” and “Management’s Discussion and Analysis and Plan of Operation” of this Quarterly Report. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, believed, estimated or expected. The Company cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. United States Antimony Corporation disclaims any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events, except as required by law. The Company advises readers to carefully review the reports and documents filed from time to time with the Securities and Exchange Commission (the “SEC”), particularly the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. United States Antimony Corporation qualifies all forward-looking statements contained in this Quarterly Report by the foregoing cautionary statement. Certain statements contained in this Quarterly Report on Form 10-Q constitute “forward-looking statements.” These statements, identified by words such as “plan,” “anticipate,” “believe,” “estimate,” “should,” “expect,” and similar expressions include the Company’s expectations and objectives regarding its future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under the caption “Management’s Discussion and Analysis or Plan of Operation” and elsewhere in this Quarterly Report. Page 15 of 25 Table of Contents As used in this Quarterly Report, the terms “we,” “us,” “our,” “United State Antimony Corporation,”, “US Antinomy “and the “Company”, mean United States Antimony Corporation, unless otherwise indicated. All dollar amounts in this Quarterly Report are expressed in U.S. dollars, unless otherwise indicated. Management’s Discussion and Analysis is intended to be read in conjunction with the Company’s condensed consolidated financial statements and the integral notes (“Notes”) thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ending December 31, 2021. The following statements may be forward-looking in nature and actual results may differ materially. Reports to Security Holders The Registrant does not issue annual or quarterly reports to security holders other than the annual Form 10-K and quarterly Forms 10-Q as electronically filed with the SEC. Electronically filed reports may be accessed at www.sec.gov. DESCRIPTION OF BUSINESS History United States Antimony Corporation, or USAC, was incorporated in Montana in January 1970 to mine and produce antimony products. In December 1983, we suspended antimony mining operations but continued to produce antimony products from domestic and foreign sources. In April 1998, we formed United States Antimony SA de CV or USAMSA, to mine and smelt antimony in Mexico. Bear River Zeolite Company, or BRZ, was incorporated in 2000, and it is mining and producing zeolite in southeastern Idaho. On August 19, 2005, USAC formed Antimonio de Mexico, S. A. de C. V. to explore and develop antimony and silver deposits in Mexico. Our principal business is the production and sale of antimony, silver, gold, and zeolite products. On May 16, 2012, we started trading on the NYSE MKT (now NYSE AMERICAN) under the symbol UAMY. Antimony Division Our antimony smelter and precious metals plant is located in the Burns Mining District of Sanders County, Montana, approximately 15 miles west of Thompson Falls, MT. We hold 2 patented mill sites where the plant is located. We have no “proven reserves” or “probable reserves” of antimony, as these terms are defined by the Securities and Exchange Commission. Environmental restrictions preclude mining at this site. Mining was suspended in December 1983, because antimony could be purchased more economically from foreign sources. For 2021, and since 1983, we relied on foreign sources for raw materials, and there are risks of interruption in procurement from these sources and/or volatile changes in world market prices for these materials that are not controllable by us. We have sources of antimony in Mexico but we are still depending on foreign companies for raw material in the future. We expect to receive raw materials from our owned and leased properties for 2022 and later years. We continue working with suppliers in North America, Central America, and South America. We currently own 100% of the common stock, equipment, and the leases on real property of United States Antimony, Mexico S.A. de C.V. or “USAMSA”, which was formed in April 1998. We currently own 100% of the stock in Antimony de Mexico SA de CV (ADM) which owns the San Miguel concession of the Los Juarez property. USAMSA has two divisions, (1) the Madero smelter in Coahuila, (2) the Puerto Blanco flotation mill and oxide circuit in Guanajuato. ADM possesses the Los Juarez mineral deposit. In our existing operations in Montana, we produce antimony oxide, antimony metal, and precious metals. Antimony oxide is a fine, white powder that is used primarily in conjunction with a halogen to form a synergistic flame-retardant system for plastics, rubber, fiberglass, textile goods, paints, coatings and paper. Antimony oxide is also used as a color fastener in paint, as a catalyst for production of polyester resins for fibers and film, as a catalyst for production of polyethylene pthalate in plastic bottles, as a phosphorescent agent in fluorescent light bulbs, and as an opacifier for porcelains. We also sell antimony metal for use in bearings, storage batteries and ordnance. Page 16 of 25 Table of Contents We estimate (but have not independently confirmed) that our present share of the domestic market and international market for antimony oxide products is approximately 4% and less than 1%, respectively. We are the only significant U.S. producer of antimony products, while China supplies 92% of the world antimony demand. We believe we are competitive both domestically and world-wide due to the following: · We have a reputation for quality products delivered on a timely basis. · We have the only two operating, permitted, antimony smelters in North and Central America. · We are the only domestic producer of antimony products. · We can ship on short notice to domestic customers. · We are vertically integrated, with raw materials from our own mines, mills, and smelter in Mexico, along with the raw materials from exclusive supply agreements we have with numerous ore and raw material suppliers. · Our smelter in Coahuila is the largest operating antimony smelter in Mexico or the United States with a current maximum capacity of about 32,600 pounds of feed per day and permitting for 50% to 70% expansion. Zeolite Division We own 100% of Bear River Zeolite Company, (BRZ, an Idaho corporation) that was incorporated on June 1, 2000. BRZ has a lease with Webster Farm, L.L.C. that entitles BRZ to surface mine and process zeolite on property located near Preston, Idaho, in exchange for a royalty payment. In 2010 the royalty was adjusted to $10 per ton sold. The current minimum annual royalty is $60,000. In addition, BRZ has more zeolite on U.S. Bureau of Land Management land. The Company pays various royalties on the sale of zeolite products. William Raymond and Nancy Couse are paid a royalty that varies from $1 to $5 per ton. On a combined basis, royalties vary from 8%-13% of sales. Shortly after inception BRZ constructed a processing plant on the property which improved its productive capacity. Ground-breaking for an additional warehouse to store additional inventory and a shop to service equipment started in 2021 and the warehouse and shop are expected to be completed by mid-2022. A vertical-shaft-impactor crusher was replaced by a hammer mill for crushing line number 1 in 2021 for increased production rate. A replacement jaw crusher was installed and put into service in 2021. The new jaw crusher was further improved with a variable-speed apron feeder in late 2021 and subsequent and substantial improvements have been made to the jaw crusher in 2022. In 2021, the Company purchased a house in Preston Idaho for the express purpose of housing workers for its zeolite operation. We have no reserves nor resources of zeolite, as these terms are defined by the Securities and Exchange Commission. “Zeolite” refers to a group of industrial minerals that consist of hydrated aluminosilicates that hold cations such as calcium, sodium, ammonium, various heavy metals, and potassium in their crystal lattice. Water is loosely held in cavities in the lattice. BRZ zeolite is regarded as one of the best zeolites in the world due to its high CEC of approximately 180-220 meq/100 gr., its hardness and high clinoptilolite content, its absence of clay minerals, and its low sodium content. BRZ’s zeolite deposits’ characteristics which make the mineral useful for a variety of purposes including: ☐ Soil Amendment and Fertilizer . Zeolite has been successfully used to fertilize golf courses, sports fields, parks and common areas, and high value agricultural crops ☐ Water Filtration . Zeolite is used for particulate, heavy metal and ammonium removal in swimming pools, municipal water systems, fisheries, fish farms, and aquariums. ☐ Sewage Treatment . Zeolite is used in sewage treatment plants to remove nitrogen and as a carrier for microorganisms. ☐ Nuclear Waste and Other Environmental Cleanup . Zeolite has shown a strong ability to selectively remove strontium, cesium, radium, uranium, and various other radioactive isotopes from solution. Zeolite can also be used for the cleanup of soluble metals such as mercury, chromium, copper, lead, zinc, arsenic, molybdenum, nickel, cobalt, antimony, calcium, silver and uranium. ☐ Odor Control . A major cause of odor around cattle, hog, and poultry feed lots is the generation of the ammonium in urea and manure. The ability of zeolite to absorb ammonium prevents the formation of ammonia gas, which disperses the odor. Page 17 of 25 Table of Contents ☐ Gas Separation . Zeolite has been used for some time to separate gases, to re-oxygenate downstream water from sewage plants, smelters, pulp and paper plants, and fish ponds and tanks, and to remove carbon dioxide, sulfur dioxide and hydrogen sulfide from methane generators as organic waste, sanitary landfills, municipal sewage systems, animal waste treatment facilities, and is excellent in pressure swing apparatuses. ☐ Animal Nutrition . According to other research, feeding up to 2% zeolite increases growth rates, decreases conversion rates, and prevents scours. BRZ does not make these claims. ☐ Miscellaneous Uses . Other uses include catalysts, petroleum refining, concrete, solar energy and heat exchange, desiccants, pellet binding, horse and kitty litter, floor cleaner and carriers for insecticides, pesticides and herbicides . SELECTED FINANCIAL DATA. Statement of Operations Information: For the three months ended March 31, 2022 March 31, 2021 Revenues $ 3,580,306 $ 1,253,287 Cost of revenues 2,440,918 1,041,130 Gross profit 1,139,388 212,157 Total operating expenses 359,808 553,883 Income (loss) from operations 779,580 (341,726 ) Other income (expense) 6,671 6,238 NET INCOME (LOSS) $ 786,252 $ (335,488 ) Weighted average shares of common stock (basic) 106,240,361 92,711,336 Weighted average shares of common stock (diluted) 106,389,761 92,711,336 Income (loss) per share (basic and diluted) $ 0.01 $ Nil Balance Sheet Information: March 31, 2022 December 31, 2021 Working capital $ 22,351,718 $ 21,548,137 Total assets 35,539,545 35,002,727 Accumulated deficit (31,925,011 ) (32,711,263 ) Stockholders’ equity 33,155,055 32,368,803 Page 18 of 25 Table of Contents Operational and financial performance Antimony Financial and operational metrics of antimony for the three months ended March 31, 2022 and 2021 was as follows: Antimony – combined USA and Mexico 2022 2021 Total revenue - antimony $ 2,828,930 $ 657,107 Gross profit - antimony 1,055,777 87,467 Total pounds of antimony sold 433,350 181,969 Average sales price per pound $ 6.53 $ 3.61 Average cost per pound $ 4.09 $ 3.13 Average gross profit per pound $ 2.44 $ 0.48 During the three months ended March 31, 2022, the average sales price for antimony increased $2.92 per pound compared to the three months ended March 31, 2021. Gross profit per pound increased $1.96 over the three months ended March 31, 2021. Total revenue from antimony increased $2,171,823 to $2,828,930 for the three months ended March 31, 2022 compared to $657,107 for the comparable prior period ending March 31, 2021. The increase is attributed to an increase in average sales price of $2.92 coupled with an increase of 251, 3851 pound in volume of antimony sold during the three months ended March 31, 2022 compared to the three months ended March 31, 2021. Gross profit improved from $87,467 (17.3% of revenue) for the three months ended March 31, 2021 to $1,055,777 (60.6% of revenue) for the three months ended March 31, 2022. The company experienced increased labor costs for the current three-month period relative to the same timeframe in the prior year. A portion of that increase is due to resuming more normalized production levels in 2022 compared to 2021, while a portion is attributable to higher costs of attracting workers. The Company previously increased it starting wage to attract workers during 2021 and the effects thereof impact current cost of goods sold. While it is difficult to estimate the full impact of current inflationary pressures relative to other costs of production and materials, management expects labor costs to remain relatively steady as COVID-related government benefits are being phased out, encouraging the labor force to go back to work. Management expects the sales price of antimony to remain strong and keep pace with inflation in the short term. Modifications to the initial two new furnaces used to produce antimony trisulfide were completed and production runs were conducted confirming the efficacies of the design changes. These furnaces produced 3,091 pounds of antimony trisulfide in January/February time period. Two additional electric furnaces have been ordered in anticipation of demand for antimony trisulphide and to allow for down-time servicing. These furnaces have been delivered and the necessary modifications are being completed The Montana operating team continues to improve and was able to increase sales and shipments during the period to take advantage of the favorable market prices for antimony. The Company anticipates demand for antimony to remain strong for the foreseeable future and has a strong pipeline of orders in place. Zeolite Financial and operational performance of zeolite for the three months ended March 31, 2022 and 2021 was as follows: Zeolite 2022 2021 Total revenue – zeolite $ 674,042 $ 519,947 Gross profit – zeolite 33,797 76,061 Total tons of zeolite sold 3,026 2,743 Average sales price per ton $ 222.75 $ 189.55 Average cost per pound ton $ 211.58 $ 161.83 Average gross profit per ton $ 11.17 $ 27.73 Sales volume of zeolite for the three months ended March 31, 2022 increased 283 tons over the three months ended March 31, 2021. Average sales price per ton increased $33.20 for the same comparable period. Total revenue from zeolite sales increased $154,095 for the three months ended March 31, 2022 to $674,042 compared to $519,947 for the three months ended March 31, 2021. The increase in revenue is attributable to stronger sales price for zeolite in 2022. Gross profit for the three months ended March 31, 2022 decreased $42,264 to $33.797 compared to $76,061 for the three months ended March 31, 2021. The Company incurred equipment maintenance expense in the amount of $38,965 during the three months ended March 31, 202 compared to $788 for the three months ended March 31, 2021 when the Company deferred certain expenses in anticipation of closing its capital raise. Precious Metals Financial and operational performance of precious metals for the three months ended March 31, 2022 and 2021 was as follows: Precious metals 2022 2021 Total revenue – precious metals $ 77,334 $ 76,233 Ounces sold – gold 10.29 7.28 Ounces sold - silver 4,856 3,354 EARNINGS BEFORE INTEREST TAX DEPRECIATION AND AMORTIZATION The Company utilizes Earnings Before Interest Taxes Depreciation and Amortization (“EBITDA”), a non-GAAP financial measurement which approximates free cash flow. Our company-wide Earnings Before Interest Taxes Depreciation Amortization (“EBITDA”) was a $1,009,384 for the three months ended March 31, 2022, compared to a negative EBITDA of $110,769 for the three months ended March 31, 2021. Page 19 of 25 Table of Contents EBIDTA schedules by business segment is presented as follows. Antimony – Combined USA and Mexico March 31, 2022 March 31, 2021 Antimony revenue $ 2,828,930 100.0 % $ 657,107 100.0 % Cost of sales (1,773,153 ) (62.7%) (569,640 ) (86.7%) Gross profit 1,055,777 37.3 % 87,467 13.3 % Operating expenses (348,302 ) (12.3%) (544,704 ) (82.9%) Non-operating income 7,310 0.3 % 6,635 1.0 % Net income (loss) - antimony 714,785 25.3 % (450,602 ) (68.6%) Interest expense 2,345 0.1 % 1,527 0.2 % Depreciation and amortization 147,926 5.2 % 152,843 23.3 % EBITDA - Antimony $ 865,055 30.6 % $ (296,232 ) (45.1%) Zeolite March 31, 2022 March 31, 2021 Zeolite revenue $ 674,042 100.0 % $ 519,947 100.0 % Cost of sales (640,245 ) (95.0%) (443,886 ) (85.4%) Gross profit 33,797 5.0 % 76,061 14.6 % Operating expenses (11,506 ) (1.7%) (9,179 ) (1.8%) Non-operating income (638 ) (0.1%) (397 ) (0.1%) Net income - zeolite 21,653 3.2 % 66,485 12.8 % Interest expense 638 0.1 % 728 0.1 % Depreciation and amortization 44,704 6.6 % 42,017 8.1 % EBITDA - Zeolite $ 66,995 9.9 % $ 109,230 21.0 % Precious Metals March 31, 2022 March 31, 2021 Precious metals revenue $ 77,334 100.0 % $ 76,233 100.0 % Cost of sales (27,520 ) (35.6%) (27,604 ) (36.2%) Net income – precious metals 49,814 64.4 % 48,629 63.8 % Depreciation and amortization 27,520 35.6 % 27,604 36.2 % EBITDA - Precious metals $ 77,334 100.0 % $ 76,233 100.0 % Page 20 of 25 Table of Contents Company-wide March 31, 2022 March 31, 2021 Revenue $ 3,580,306 100.0 % $ 1,253,287 100.0 % Cost of sales (2,440,918 ) (68.2%) (1,041,130 ) (83.1%) Gross profit 1,139,388 31.8 % 212,157 16.9 % Operating expenses (359,808 ) (10.0%) (553,883 ) (44.2%) Non-operating income 6,672 0.2 % 6,238 0.5 % Net income (loss) - antimony 786,252 22.0 % (335,488 ) (26.8%) Interest expense 2,983 0.1 % 2,255 0.2 % Depreciation and amortization 220,150 6.1 % 222,464 17.8 % EBITDA $ 1,009,384 28.2 % $ (110,769 ) (8.8%) LIQUIDITY AND FINANCIAL CONDITION WORKING CAPITAL March 31, 2022 December 31, 2021 Current assets $ 24,096,396 $ 23,568,992 Current liabilities (1,744,678 ) (2,020,855 ) Working capital $ 22,351,718 $ 21,548,137 For the three months ended CASH FLOWS March 31, 2022 March 31, 2021 Cash flow provided (used) by operating activities $ 163,903 $ (2,449,854 ) Cash flow used by investing activities (188,541 ) (23,298 ) Cash flow provided (used) by financing activities (4,057 ) 24,850,380 Net change in cash during period $ (28,695 ) $ 22,377,228 As of March 31, 2022, the Company had cash on hand of $21,334,353. For the year ending December 31, 2022, we are planning to use funds acquired from the two stock offerings raised in 2021 to make significant improvements to our operations at Madero, Puerto Blanco, Bear River Zeolite, and Thompson Falls facilities with the goal of increasing production and decreasing costs. OFF-BALANCE SHEET ARRANGEMENTS The Company has no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to its stockholders. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company does not hold any derivative instruments and does not engage in any hedging activities. Page 21 of 25 Table of Contents ITEM 4. CONTROLS AND PROCEDURES Conclusions of Management Regarding Effectiveness of Disclosure Controls and Procedures At the end of the period covered by this Quarterly Report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of the Company's management, including the President and Principal Executive Officer ("PEO") and Principal Financial Officer ("PFO"), of the effectiveness of the design and operations of the Company's disclosure controls and procedures (as defined in Rule 13a – 15(e) and Rule 15d – 15(e) under the Exchange Act). Based on that evaluation, the PEO and the PFO have concluded that as of the end of the period covered by this report, the Company's disclosure controls and procedures were not effective as it was determined that there were material weaknesses affecting our disclosure controls and procedures. Management of the Company believes that these material weaknesses are due to the small size of the Company's accounting staff. The small size of the Company's accounting staff may prevent adequate controls in the future, such as segregation of duties, due to the cost/benefit of such remediation. To mitigate the current limited resources and limited employees, we rely heavily on direct management oversight of transactions, along with the use of external legal and accounting professionals. As the Company grows, management expects to increase the number of employees, which will enable us to implement adequate segregation of duties within the internal control framework. Changes in Internal Control over Financial Reporting There have been no changes during the quarter ended March 31, 2022 in the Company’s internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, internal controls over financial reporting. Page 22 of 25 Table of Contents PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS . United States Antimony Corporation is not a party to any material legal proceedings, and, to Management’s knowledge, no such proceedings are threatened or contemplated. No director, officer or affiliate of United States Antimony Corporation and no owner of record or beneficial owner of more than 5% of the Company’s securities or any associate of any such director, officer or security holder is a party adverse to United States Antimony Corporation or has a material interest adverse to United States Antimony Corporation in reference to pending litigation. ITEM 1A. RISK FACTORS. There have been no material changes from the risk factors as previously disclosed in the Company’s Form 10-K for the year ended December 31, 2021 which was filed with the SEC on March 31, 2022. ITEM 2. RECENT SALES OF UNREGISTERED SECURITIES . For the three months ended March 31, 2022, the Company sold no common stock. During the three months ended March 31, 2022, neither the Company nor any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Exchange Act) purchased any shares of our Common Stock, the only class of the Company’s equity securities registered pursuant to section 12 of the Exchange Act at the date of this filing. ITEM 3. DEFAULTS UPON SENIOR SECURITIES . None ITEM 4. MINE SAFETY DISCOSURES. Pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”), issuers that are operators, or that have a subsidiary that is an operator, of a coal or other mine in the United States are required to disclose in their periodic reports filed with the SEC information regarding specified health and safety violations, orders and citations, related assessments and legal actions, and mining-related fatalities. The information concerning mine safety violations or other regulatory matters required by Section 1503 (a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this Annual Report. ITEM 5. OTHER INFORMATION. None Page 23 of 25 Table of Contents ITEM 6. EXHIBITS. Exhibit No. Description 31.1 Rule 15d-14(a) Certification by Principal Executive Officer 31.2 Rule 15d-14(a) Certification by Principal Financial Officer 32.1 Section 1350 Certification of Principal Executive Officer 32.2 Section 1350 Certification of Principal Financial Officer 95 Mine Safety Disclosure 101.INS Inline XBRL Instance Document. 101.SCH Inline XBRL Taxonomy Extension Schema Document. 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document. 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document. 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document. 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). In accordance with Rule 402 of Regulation S-T, the XBRL information included in Exhibit 101 to this Form 10-Q shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Page 24 of 25 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. UNITED STATES ANTIMONY CORPORATION Date: May 16, 2022 By: /s/ Russell Lawrence Russell Lawrence (Principal Executive Officer, President and Director) Date: May 16, 2022 By: /s/ Kelly J. Stopher Kelly J. Stopher (Principal Accounting Officer) Page 25 of 25