What changed in this filing

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Item 1. Financial Statements

2024-08-09 compared with 2024-05-15 · 284 added, 121 removed, 339 unchanged (54% of the section changed)

1 unchanged sentence

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

June 30, 2024

December 31, 2023

CURRENT ASSETS

18 unchanged sentences

Total current liabilities

Long-term debt, net of current portion

Stock payable to directors

2 unchanged sentences

Total liabilities

COMMITMENTS AND CONTINGENCIES (Note 8)

COMMITMENTS AND CONTINGENCIES (Note 8 and 11)

STOCKHOLDERS' EQUITY

13 unchanged sentences

The accompanying notes are an integral part of these condensed consolidated unaudited financial statements.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

UNITED STATES ANTIMONY CORPORATION AND SUBSDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

For the three months ended

For the six months ended

June 30, 2024

June 30, 2023

June 30, 2024

June 30, 2023

COST OF REVENUES

4 unchanged sentences

Loss on disposal of property, plant and equipment

Other operating expenses

TOTAL OPERATING EXPENSES

INCOME (LOSS) FROM OPERATIONS

LOSS FROM OPERATIONS

OTHER INCOME (EXPENSE):

3 unchanged sentences

TOTAL OTHER INCOME

INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES

Income tax expense

INCOME FROM CONTINUING OPERATIONS

INCOME (LOSS) FROM CONTINUING OPERATIONS

Discontinued operations:

Loss from discontinued operations before income taxes

Income (loss) from discontinued operations before income taxes

( 1,413,798 )

Income tax expense

Loss from discontinued operations (Note 11)

Income (loss) from discontinued operations (Note 11)

( 1,413,798 )

Net income (loss)

( 1,143,449 )

Preferred dividends

Net loss available to common stockholders

Net income (loss) available to common stockholders

($ 1,147,199 )

Basic and diluted earnings per common share:

Income from continuing operations

Loss from discontinued operations

Income (loss) from continuing operations

Income (loss) from discontinued operations

Net income (loss)

Weighted average shares outstanding:

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

For the three months ended March 31, 2024 and 2023

For the three and six months ended June 30, 2024 and 2023

Total Preferred Stock

Additional Paid In Capital

Shares to be returned to treasury

Accumulated Deficit

Balances, December 31, 2022

($33,070,332)

$ ( 33,070,332 )

Conversion of Preferred Series D to common stock

3 unchanged sentences

($33,877,316)

Balances, June 30, 2023

( 34,213,781 )

Balances, December 31, 2023

3 unchanged sentences

$ ( 39,741,387 )

Share-based compensation

Balances, June 30, 2024

$ ( 39,538,595 )

The accompanying notes are an integral part of these condensed consolidated unaudited financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

March 31, 2024

March 31, 2023

For the six months ended

June 30, 2024

June 30, 2023

CASH FLOWS FROM OPERATING ACTIVITIES OF CONTINUING OPERATIONS:

7 unchanged sentences

Share-based compensation

Allowance for doubtful accounts on accounts receivable

Other non-cash items

Changes in operating assets and liabilities:

Accounts receivable, net

Accounts receivable

Inventories, net

9 unchanged sentences

Purchases of properties, plant, and equipment

( 1,195,534 )

Net cash used by investing activities of continuing operations

( 1,195,534 )

CASH FLOWS FROM FINANCING ACTIVITIES OF CONTINUING OPERATIONS:

5 unchanged sentences

CASH FLOWS FROM DISCONTINUED OPERATIONS:

Net cash used by operating activities

Net cash provided (used) by operating activities

( 2,023,067 )

Net cash used by investing activities

Net cash flows used by discontinued operations

Net cash flows provided (used) by discontinued operations

( 2,175,389 )

6 unchanged sentences

Conversion of Preferred Series D to Common Stock

Equipment purchased with note payable

The accompanying notes are an integral part of these condensed consolidated unaudited financial statements.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

June 30, 2024

NOTE 1 - NATURE OF OPERATIONS

7 unchanged sentences

We recover certain amounts of precious metals, primarily gold and silver, at our plant in Montana from antimony concentrates.

Developments in the Current Period - Discontinued Operations

Developments in the Current Period

The Company has two subsidiaries in Mexico, US Antimony de Mexico, S.A.

(“USAMSA”) and Antimonio de Mexico, S.A.

On March 11, 2024, the Company shut down the operations of USAMSA and announced its plans to sell its USAMSA subsidiary, operations, or assets.

On March 11, 2024, the Company shut down the operations of USAMSA and announced its plans to sell its USAMSA subsidiary.

The USAMSA subsidiary primarily includes the Company’s Madero antimony and precious metals plant in Parras de la Fuente Coahuila, Mexico and its Puerto Blanco antimony and precious metals plant in San Luis de la Paz Guanajuato, Mexico.

The Company intends to sell its USAMSA subsidiary, operations, or assets over the next year and has initiated an active search for buyers of its operations and/or existing assets.

The Company intends to sell its USAMSA subsidiary over the next year and has initiated an active search for buyers of its operations and/or assets.

While the Company will maintain its existing Los Juarez mining claims and concessions in Mexico, which are included in our ADM subsidiary, there are presently no active operations at Los Juarez.

See Note 11 for further information.

In May 2024, the Company made the decision to sell the personal residence it owns in Idaho that was previously used for management located near its Bear River Zeolite Company (“BRZ”) operation (“BRZ Home”).

BRZ is a wholly-owned subsidiary of USAC.

The Company also signed an agreement with a realtor in May 2024 to assist with the sale of its BRZ Home.

An active search for a buyer began after signing the agreement with the realtor and the Company expects the BRZ Home to be sold sometime over the next year.

See Note 11 for further information.

BRZ financed the purchase of a wheel loader in the second quarter of 2024.

See Note 7 for further information.

NOTE 2 - BASIS OF PRESENTATION AND 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, 2024, and its results of operations and cash flows for the three months ended March 31, 2024 and 2023.

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 June 30, 2024, and its results of operations and cash flows for the three and six months ended June 30, 2024 and 2023.

The Condensed Consolidated Balance Sheet as of December 31, 2023, was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2024

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.

3 unchanged sentences

GAAP and have been consistently applied in the preparation of the financial statements.

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period.

Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company's consolidated financial statements;

accordingly, it is possible that the actual results could differ from these estimates and assumptions, which could have a material effect on the reported amounts of the Company's consolidated financial position and results of operations.

Operating results for the three and six-month periods ended June 30, 2024, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2024.

Reclassifications

1 unchanged sentence

These reclassifications have no effect on the results of operations, stockholders’ equity and cash flows as previously reported.

Assets Held for Sale and Discontinued Operations

The Company classifies assets and liabilities to be sold ("Disposal Group") as held for sale in the period when all of the applicable criteria are met, including:

(i) management commits to a plan to sell, (ii) the Disposal Group is available to sell in its present condition, (iii) there is an active program to locate a buyer, (iv) the Disposal Group is being actively marketed at a reasonable price in relation to its fair value, (v) significant changes to the plan to sell are unlikely, and (vi) the sale of the Disposal Group is generally probable of being completed within one year.

Management performs an assessment at least quarterly or when events or changes in business circumstances indicate that a change in classification may be necessary.

Assets and liabilities held for sale are presented separately within the Condensed Consolidated Balance Sheets with any adjustments necessary to measure the Disposal Group at the lower of its carrying value or fair value less costs to sell.

Depreciation of property and equipment are not recorded while these assets are classified as held for sale.

For each period the Disposal Group remains classified as held for sale, its recoverability is reassessed and any necessary adjustments are made to its carrying value.

The Company categorizes the assets and liabilities of a Disposal Group, or business component, as discontinued operations once management commits to a plan to sell, the business segment is available for immediate sale, management has initiated a plan to sell at a price that is reasonable in relation to its fair value, management anticipates the sale will occur within one year, and it is unlikely that significant changes will be made to the plan to sell.

In addition, the business component must be comprised of operations and cash flows that are clearly distinguished from the rest of the entity.

The results of discontinued operations are aggregated and presented separately in the Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

Discontinued Operations

Disposal groups that meet the discontinued operations criteria by the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) 205-20-45 are classified as discontinued operations and are excluded from continuing operations and segment results for all periods presented.

June 30, 2024

Share-Based Compensation

1 unchanged sentence

RSUs are stock awards entitling the award recipient to a specified number of shares of the Company’s common stock as the award vests.

Each of our RSU grants include a time-based vesting condition, which is the only vesting condition related to the RSU grants.

Each RSU granted includes a service-based vesting condition, which is the only vesting condition related to the RSU grants.

The Company calculates the fair value of RSUs on the grant date using the closing market price of the Company’s common stock on the grant date.

The Company expenses the grant date fair value of RSUs ratably over the requisite service period, other than RSUs that vest on the grant date, the grant date fair value of which is expensed on the grant date.

The Company recognizes the grant date fair value of RSUs as share-based compensation expense ratably over the requisite service period, other than RSUs or portions of RSUs that vest on the grant date, in which case the grant date fair value of that RSU or portion of RSU is recognized as share-based compensation expense on the grant date.

The Company recognizes forfeitures as they occur.

Stock options grant award recipients the option to purchase a specified number of shares of the Company’s common stock at an exercise price per share specified in the grant agreement as the stock options vest.

Stock option grants include either a time-based vesting condition or performance-based vesting conditions with a specified term to meet the performance condition.

Stock option grants include either a service-based vesting condition or performance-based vesting conditions with a specified contractual term.

The Company calculates the fair value of stock options on the grant date using the Black-Scholes option-pricing model, which requires the Company to make estimates and assumptions, such as expected volatility, expected term, and risk-free interest rate.

For time-based vesting stock option grants, the Company expenses the grant date fair value of the award ratably over the requisite service period.

For performance-based vesting stock option grants, the Company expenses the grant date fair value of the award based on the probability and timing of achieving the performance criteria.

The Company recognizes forfeitures as they occur.

Service and performance conditions are not considered in determining the award’s fair value on the grant date.

The Company recognizes share-based compensation expense related to stock option awards from the grant date through the vesting date.

For service-based vesting stock option grants, the Company expenses the grant date fair value of the award ratably over the requisite service period.

For performance-based vesting stock option grants, the Company expenses the grant date fair value of the award ratably from the grant date through the vesting date based on the probability and timing of achieving the performance conditions.

The Company recognizes forfeitures and expirations as they occur.

The expense related to employee and non-employee director share-based awards is recorded in “Salaries and benefits” and “General and administrative,” respectively, in the Condensed Consolidated Statements of Operations.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2024

Recent Accounting Pronouncements

3 unchanged sentences

Among the disclosure enhancements are new disclosures regarding significant segment expenses that are regularly provided to the chief operating decision-maker and included within each reported measure of segment profit or loss, as well as other segment items bridging segment revenue to each reported measure of segment profit or loss.

The amendments in ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, and are applied retrospectively.

The amendments in ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and for interim periods beginning January 1, 2025, and are applied retrospectively.

Early adoption is permitted.

We are currently evaluating the impact of this update on our consolidated financial statements and disclosures.

We are currently evaluating the effect the updated standard will have on our consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

2 unchanged sentences

Early adoption and retrospective application of the amendments are permitted.

We are currently evaluating the impact of this update on our consolidated financial statements and disclosures.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

We are currently evaluating the effect the updated standard will have on our consolidated financial statements and disclosures.

NOTE 3 – EARNINGS PER SHARE

1 unchanged sentence

Diluted EPS reflects the potential dilution that could occur from common shares issuable through convertible preferred stock, stock options, RSUs, and warrants.

At March 31, 2024 and 2023, the potentially dilutive common stock equivalents not included in the calculation of diluted earnings per share as their effect would have been anti-dilutive were as follows:

At June 30, 2024 and 2023, the potentially dilutive common stock equivalents not included in the calculation of diluted earnings per share as their effect would have been anti-dilutive were as follows:

June 30, 2024

June 30, 2023

Stock options and RSU awards

Total possible dilution

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2024

NOTE 4 – REVENUE RECOGNITION

4 unchanged sentences

includes unrefined and refined gold and silver.

Sales of products for the three months ended March 31, 2024 and 2023 were as follows:

Sales of products for the three months ended June 30, 2024 and 2023 were as follows:

For the three months ended

June 30, 2024

June 30, 2023

Antimony product revenue

2 unchanged sentences

TOTAL REVENUES

Domestic and foreign revenues for the three months ended March 31, 2024 and 2023 were as follows:

Sales of products for the six months ended June 30, 2024 and 2023 were as follows:

For the six months ended

June 30, 2024

June 30, 2023

Antimony product revenue

Zeolite product revenue

Precious metals product revenue

TOTAL REVENUES

Domestic and foreign revenues for the three months ended June 30, 2024 and 2023 were as follows:

For the three months ended

June 30, 2024

June 30, 2023

Domestic revenues

1 unchanged sentence

TOTAL REVENUES

Domestic and foreign revenues for the six months ended June 30, 2024 and 2023 were as follows:

For the six months ended

June 30, 2024

June 30, 2023

Domestic revenues

Foreign revenues

TOTAL REVENUES

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

The Company’s trade accounts receivable balance related to contracts with customers was $ 1,057,742 at March 31, 2024 and $ 625,256 at December 31, 2023, net of an allowance for doubtful accounts related to trade accounts receivables of $ 271,212 at March 31, 2024 and December 31, 2023.

June 30, 2024

The Company’s trade accounts receivable balance related to contracts with customers was $ 1,393,760 at June 30, 2024 and $ 625,256 at December 31, 2023, net of an allowance for doubtful accounts related to trade accounts receivables of $ 256,955 and $ 271,212 at June 30, 2024 and December 31, 2023, respectively.

The Company’s products do not involve any warranty agreements and product returns are not typical.

NOTE 5– INVENTORIES

Inventories at March 31, 2024 and December 31, 2023 consisted primarily of finished antimony metal and oxide products, antimony ore and concentrates, and finished zeolite products.

Inventories at June 30, 2024 and December 31, 2023 consisted primarily of finished antimony metal and antimony oxide products, antimony ore and concentrates, and finished zeolite products.

Inventories are stated at the lower of first-in, first-out cost or estimated net realizable value.

Finished antimony products and finished zeolite products costs include direct materials, direct labor, overhead, depreciation, and freight.

Inventories at March 31, 2024 and December 31, 2023 were as follows:

Finished antimony products and finished zeolite products costs primarily include direct materials, direct labor, overhead, depreciation, and freight.

Inventories at June 30, 2024 and December 31, 2023 were as follows:

June 30, 2024

December 31, 2023

Antimony oxide inventory

4 unchanged sentences

TOTAL INVENTORIES

At March 31, 2024 and December 31, 2023, inventories were valued at cost, except for the portion of inventory related to zeolite which was valued at net realizable value because costs were greater than the amount the Company expected to receive on the sale of zeolite inventory.

The adjustment to inventory for net realizable value was $ 80,143 and $Nil for the three months ended March 31, 2024 and 2023, respectively.

Antimony oxide and metal inventory consisted of finished product held by the Company’s plants in Montana and Mexico.

Antimony ore and concentrates were held primarily at its sites in Montana and Mexico.

The Company’s zeolite inventory consisted primarily of saleable zeolite material at the Company’s plant located in Idaho.

At June 30, 2024 and December 31, 2023, inventories were valued at cost, except for the portion of inventory related to zeolite at June 30, 2024, which was valued at net realizable value because costs were greater than the amount the Company expected to receive on the sale of zeolite inventory.

The adjustment to value inventory at net realizable value was $ 10,501 and $nil at June 30, 2024 and 2023, respectively.

Antimony oxide and metal inventory consisted of finished products held by the Company’s plant in Montana.

Antimony ore and concentrates were held primarily at its plants in Montana and Mexico.

The Company’s zeolite inventory consisted primarily of saleable zeolite material at the Company’s plant in Idaho.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

June 30, 2024

NOTE 6 – PROPERTIES, PLANTS AND EQUIPMENT

The major components of the Company’s properties, plants and equipment (“PP&E”) by segment at March 31, 2024 and December 31, 2023 were as follows:

March 31, 2024

The major components of the Company’s properties, plants and equipment (“PP&E”) by segment at June 30, 2024 and December 31, 2023 were as follows:

June 30, 2024

Antimony Segment

19 unchanged sentences

( 6,594,418 )

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

NOTE 7 – LONG-TERM DEBT

Long-term debt at March 31, 2024 and December 31, 2023 was as follows:

Long-term debt at June 30, 2024 and December 31, 2023 was as follows:

June 30, 2024

December 31, 2023

Installment contract payable to Komatsu, bearing interest at 3.49%, payable in 36 monthly installments of $11,799 maturing May 2027;

collateralized by the Komatsu Wheel Loader

Installment contract payable to Caterpillar Financial Services, bearing interest at 6.65%, payable in 24 monthly installments of $7,210 maturing April 28, 2024;

2 unchanged sentences

Long term portion of debt

The principal payments owed Caterpillar Financial Services of $ 7,170 at March 31, 2024 will be due in April 2024.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2024

At June 30, 2024, principal payments on debt were due as follows:

Twelve months ending June 30,

Principal Payment

NOTE 8 – COMMITMENTS AND CONTINGENCIES

6 unchanged sentences

Using appropriate regulatory channels, management may contest these proposed assessments.

At March 31, 2024 and December 31, 2023, the Company had no accrued liabilities relating to such assessments.

However, during the first quarter of 2024, Bear River Zeolite Company (“BRZ”), a wholly owned subsidiary of the Company, received four significant and substantial citations from MSHA, all of which have been rectified by BRZ prior to the filing of this quarterly report.

At June 30, 2024 and December 31, 2023, the Company had no accrued liabilities relating to such assessments.

However, during the six months ended June 30, 2024, Bear River Zeolite Company (“BRZ”), a wholly owned subsidiary of the Company, received four significant and substantial citations from MSHA, all of which have been rectified by BRZ.

On a combined basis, BRZ pays royalties ranging from 8 % to 13 % on the sale of zeolite products.

At March 31, 2024 and December 31, 2023, the Company had accrued royalties payable of $ 52,527 and $ 153,429 , respectively.

At June 30, 2024 and December 31, 2023, the Company had accrued royalties payable of $ 113,917 and $ 153,429 , respectively.

NOTE 9 – STOCKHOLDERS’ EQUITY

On January 25, 2023, the holders of 1,692,672 shares of Series D Preferred stock converted the preferred shares and the Company issued 1,692,672 shares of common stock.

The Company also paid the holders $ 787,730 for dividends payable as declared on November 28, 2022.

The Company also paid the holders $ 787,730 for cumulative dividends payable as declared on November 28, 2022.

1,590,672 shares of the 1,692,672 shares of Series D Preferred stock that were converted and $ 740,261 of the $ 787,730 of dividends paid related to the estate of John Lawrence, who was a prior President and Chairman of the Company.

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

Stock option and RSU awards were granted on January 29, 2024 and March 1, 2024 in accordance with our 2023 Equity Incentive Plan, which was approved by the Company’s shareholders.

No other equity grants were outstanding at March 31, 2024.

The Company’s Board of Directors granted to an employee on January 29, 2024 100,000 RSUs, one-third of which vest each year beginning each anniversary subsequent to the grant date, and 200,000 stock options with performance-based vesting conditions and a 10-year term.

The fair value of the RSUs granted on January 29, 2024 was $24,000 and the fair value of the stock options granted on January 29, 2024 was $48,000.

The Company’s Board of Directors also granted 2,375,000 RSUs and 3,400,000 stock options to employees and non-employee directors on March 1, 2024 with the RSUs vesting one-third each year beginning on the grant date, 2,500,000 stock options vesting one-third each year beginning each anniversary subsequent to the grant date, and 900,000 stock options with performance-based vesting conditions and a 3-year term.

The fair value of the RSUs granted on March 1, 2024 was $522,500 and the fair value of the stock options granted on March 1, 2024 was $544,000.

One-third of the RSUs granted on March 1, 2024, which equates to 791,667 shares of the Company’s common stock, vested during the three months ended March 31, 2024.

At March 31, 2024, 1,583,333 RSU’s are unvested from the March 1, 2024 grant and 100,000 RSUs are unvested from the January 29, 2024 grant.

The Company expensed $205,925 and $nil during the three months ended March 31, 2024 and 2023, respectively, related to stock option and RSU grant s.

The remaining unrecognized compensation expense for RSUs granted on January 29, 2024 was $ 22,667 at March 31, 2024, which is expected to be recognized over the next 2.83 years.

The remaining unrecognized compensation expense for RSUs granted on March 1, 2024 was $ 333,819 at March 31, 2024, which is expected to be recognized over the next 2.92 years.

The remaining unrecognized compensation expense for stock options granted on January 29, 2024 was $ 47,200 at March 31, 2024, which is expected to be recognized over the next 8.33 years.

These stock options had no intrinsic value at March 31, 2024.

The remaining unrecognized compensation expense for stock options granted on March 1, 2024 was $ 528,889 at March 31, 2024, which is expected to be recognized over the next 2.92 years.

The intrinsic value of these stock options at March 31, 2024 was $ 102,000 .

The fair value of stock options granted on January 29, 2024 and March 1, 2024 and the key assumptions used in the Black-Scholes valuation model to calculate the fair value are as follows:

June 30, 2024

Share-based compensation

The Company had no equity awards outstanding during fiscal year 2023.

During the six months ended June 30, 2024, stock option and RSU awards were granted in accordance with our 2023 Equity Incentive Plan, which was approved by the Company’s shareholders.

The Company recognized $ 94,922 and $nil during the three months ended June 30, 2024 and 2023, respectively, and $ 300,847 and $nil during the six months ended June 30, 2024 and 2023, respectively, of share-based compensation expense arising from stock option and RSU grants as follows:

Three Months Ended June 30,

Six Months Ended June 30,

Share-based compensation expense:

Stock options

Total share-based compensation expense

Stock options:

Fair value per share of options granted

Options granted

Exercise price per share

Stock options granted have either a 3 -year or 10 -year contractual term and are subject to either service or performance-based vesting conditions.

The following table shows the annual weighted-average assumptions used to value options granted during the six months ended June 30, 2024:

Six Months Ended

Grant-Date Weighted-Average Assumptions

June 30, 2024

Expected term (in years)

Risk-free rate

Risk-free interest rate

Expected dividend yield

Expected volatility

Fair value per share of options granted

Expected term – The expected term represents the period of time that options are expected to be outstanding.

As the Company does not have sufficient historical exercise behavior, it uses the contractual term of the option for the expected term assumption.

Risk-free interest rate – The risk-free interest rate is based on the U.S.

Treasury rate in effect at the time of the grant with an equivalent term approximating the expected term of the options.

Expected dividend yield —The Company bases the expected dividend yield assumption on the fact that it has never paid cash dividends and has no present intention to pay cash dividends.

Expected volatility – The expected volatility is based on the historical volatility of our stock price over the expected term of the stock option.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

June 30, 2024

Activity with respect to stock options is summarized as follows:

Weighted-Average

Exercise Price

Term (in years)

Options outstanding, December 31, 2023

Options outstanding, June 30, 2024

Nonvested options, June 30, 2024

Vested and exercisable options, June 30, 2024

At June 30, 2024, total unrecognized share-based compensation expense related to stock options was $ 606,531 , which is expected to be recognized over a weighted-average remaining period of 4.0 years.

Restricted stock units:

Activity with respect to RSUs is summarized as follows:

Weighted-Average

Nonvested shares at December 31, 2023

Nonvested shares at June 30, 2024

At June 30, 2024, total unrecognized share-based compensation expense related to RSUs was $ 363,172 , which is expected to be recognized over a weighted-average remaining period of 1.9 years.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2024

Common stock warrants

No warrants were issued, expired, or exercised during the three months ended March 31, 2024 and 2023.

The composition of the Company’s warrants outstanding at March 31, 2024 and 2023 was as follows:

No warrants were issued, expired, or exercised during the six months ended June 30, 2024 and 2023.

The composition of the Company’s warrants outstanding at June 30, 2024 and 2023 was as follows:

Number of warrants

2 unchanged sentences

Remaining life (years)

NOTE 10 – BUSINESS SEGEMENTS

NOTE 10 – BUSINESS SEGMENTS

The Company is organized and managed with four business segments, which represent our operating units:

1 unchanged sentence

See Note 11 for the Mexico discontinued operations that are excluded from business segments.

Total assets by segment at March 31, 2024 and December 31, 2023 were as follows:

Total assets by segment at June 30, 2024 and December 31, 2023 were as follows:

Total Assets, Excluding Discontinued Operations

June 30, 2024

December 31, 2023

Antimony segment:

10 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

Total capital expenditures by segment for the three months ended March 31, 2024 and 2023 were as follows:

June 30, 2024

Total capital expenditures by segment for the three and six months ended June 30, 2024 and 2023 were as follows:

Capital expenditures, Excluding Discontinued Operations

For the three months ended

For the six months ended

June 30, 2024

June 30, 2023

June 30, 2024

June 30, 2023

Antimony segment:

5 unchanged sentences

Total capital expenditures, excluding discontinued operations

Selected segment operational information for the three months ended March 31, 2024 and 2023 were as follows:

The zeolite segment’s capital expenditures for the three and six months ended June 30, 2024 excludes $402,722 related to a wheel loader purchased with a note payable.

Selected segment operational information for the three and six months ended June 30, 2024 and 2023 were as follows:

Segment Operations, Excluding Discontinued Operations

For the three months ended March 31, 2024

For the three months ended June 30, 2024

Total revenues

1 unchanged sentence

Income (loss) from operations

$ ( 148,260 )

$ ( 213,604 )

Income tax expense

Loss from continuing operations

Segment Operations, Excluding Discontinued Operations

For the three months ended March 31, 2023

For the three months ended June 30, 2023

Total revenues

1 unchanged sentence

Income (loss) from operations

$ ( 317,513 )

$ ( 341,653 )

$ ( 197,335 )

Income tax expense

Loss from continuing operations

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

NOTE 11 – DISCONTINUED OPERATIONS

As described in Note 1 , on March 11, 2024, the Company shut down the operations of USAMSA and announced its plans to sell its USAMSA subsidiary, operations, or assets over the next year.

June 30, 2024

Segment Operations, Excluding Discontinued Operations

For the six months ended June 30, 2024

Total revenues

Depreciation and amortization

Income (loss) from operations

$ ( 579,761 )

$ ( 282,350 )

Income tax expense

Income from continuing operations

Segment Operations, Excluding Discontinued Operations

For the six months ended June 30, 2023

Total revenues

Depreciation and amortization

Income (loss) from operations

$ ( 255,441 )

$ ( 307,430 )

$ ( 117,459 )

Income tax expense

Income from continuing operations

NOTE 11 – DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

As described in Note 1 , on March 11, 2024, the Company shut down the operations of USAMSA, which was part of the antimony segment, and announced its plans to sell its USAMSA subsidiary over the next year.

The accounting requirements for reporting USAMSA as a discontinued operation were met in the first quarter of 2024.

Accordingly, the condensed consolidated financial statements and notes to the condensed consolidated financial statements reflect the results of USAMSA as a discontinued operation and are excluded from continuing operations and segment results for all periods presented.

Our Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Operations, and Condensed Consolidated Statements of Cash Flows report discontinued operations separate from continuing operations.

Accordingly, our Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Operations, and Condensed Consolidated Statements of Cash Flows report discontinued operations separate from continuing operations for all periods presented.

Our Condensed Consolidated Statements of Equity combine the results of continuing and discontinued operations.

The key components of the loss from discontinued operations for the three months ended March 31, 2024 and 2023 were as follows:

In addition, the Notes to Condensed Consolidated Financial Statements exclude discontinued operation for all periods presented.

Also as described in Note 1 , in May 2024, the Company made the decision to sell the personal residence it owns in Idaho that was previously used for management located near its BRZ operation (“BRZ Home”), which is part of the zeolite segment.

The Company also signed an agreement with a realtor in May 2024 to assist with the sale of its BRZ Home.

An active search for a buyer began after signing the agreement with the realtor and the Company expects the BRZ Home to be sold sometime over the next year.

This sale of the BRZ Home did not meet the accounting requirements to report the BRZ Home as a discontinued operation but did meet the criteria to be reported as an asset held for sale in the second quarter of 2024.

Accordingly, our Condensed Consolidated Balance Sheets report the $ 297,873 net book value of the BRZ Home in “Noncurrent assets held for sale” at June 30, 2024, while the prior period in our Condensed Consolidated Balance Sheets does not reflect this reclassification of the BRZ Home to “Noncurrent assets held for sale” at December 31, 2023.

There were no other significant assets or liabilities related to the BRZ Home at June 30, 2024.

In addition, the BRZ Home continues to be reported with continuing operation in our Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Cash Flows, and Condensed Consolidated Statements of Equity.

However, there were no significant amounts in the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Cash Flows related to the BRZ Home.

Also, no gain or loss has been recorded related to the BRZ Home since the decision was made to sell it.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2024

The key components of the income (loss) from discontinued operations for the three and six months ended June 30, 2024 and 2023 were as follows:

For the three months ended

For the six months ended

June 30, 2024

June 30, 2023

June 30, 2024

June 30, 2023

COST OF REVENUES

GROSS PROFIT (LOSS)

( 1,020,925 )

OPERATING EXPENSES:

3 unchanged sentences

TOTAL OPERATING EXPENSES

LOSS FROM OPERATIONS

INCOME (LOSS) FROM OPERATIONS

( 1,404,486 )

2 unchanged sentences

TOTAL OTHER EXPENSE

LOSS FROM DISCONTINUED OPERATIONS BEFORE TAX

INCOME (LOSS) FROM DISCONTINUED OPERATIONS, BEFORE TAX

( 1,413,798 )

Income tax expense

LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX

INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX

$ ( 313,433 )

$ ( 150,373 )

Depreciation and amortization expense of USAMSA totaled $nil and $ 154,909 for the three months ended March 31, 2024 and 2023, respectively.

Accretion of asset retirement obligation of USAMSA totaled $nil and $ 2,993 for the three months ended March 31, 2024 and 2023, respectively.

$ ( 1,413,798 )

Depreciation and amortization expense of USAMSA totaled $nil for the three and six months ended June 30, 2024, and $ 155,974 and $ 310,883 for the three and six months ended June 30, 2023, respectively.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

Write down of inventory to net realizable value of USAMSA totaled $ 43,074 and $ 246,792 for the three months ended March 31, 2024 and 2023, respectively.

Capital expenditures of USAMSA totaled $nil and $ 113,568 for the three months ended March 31, 2024 and 2023, respectively.

The carrying amounts of major classes of assets and liabilities of USAMSA included in assets and liabilities of discontinued operations were as follows:

June 30, 2024

Capital expenditures of USAMSA were $nil for the three and six months ended June 30, 2024, and $ 38,754 and $ 152,322 for the three and six months ended June 30, 2023, respectively.

The carrying amounts of major classes of assets and liabilities of USAMSA and BRZ Home included in assets and liabilities of discontinued operations were as follows:

June 30, 2024

CURRENT ASSETS

Accounts receivable

Inventories, net

Prepaid expenses

Total current assets, discontinued operations

8 unchanged sentences

Total liabilities, discontinued operations

Mexican Tax Assessment

December 31, 2023

CURRENT ASSETS

Inventories, net

Total current assets, discontinued operations

Properties, plants and equipment, net

IVA receivable and other assets, net

Total assets, discontinued operations

CURRENT LIABILITIES

Accounts payable

Accrued liabilities

Total current liabilities, discontinued operations

Asset retirement obligations

Total liabilities, discontinued operations

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2024

Mexico Tax Assessment

In 2015, the Mexican tax authority (“SAT”) initiated an audit of the USAMSA’s 2013 income tax return.

4 unchanged sentences

In early 2019, the Company was notified that SAT re-opened its assessment of USAMSA’s 2013 income tax return and, in November 2019, SAT assessed the Company $ 16.3 million pesos, which was approximately $ 795,000 USD as of December 31, 2021.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

March 31, 2024

Management reviewed the 2019 assessment notice from SAT and, similar to the earlier assessment, believes the findings have no merit.

7 unchanged sentences

Management determined that no amount should be accrued at December 31, 2023 or December 31, 2022 relating to this potential tax liability.

In March 2024, the Company received a favorable ruling from its appeal with no assessment due related to this audit of USAMSA’s 2013 income tax return by SAT.

This ruling supports the Company’s position on this tax matter and had no impact on the Company’s financial statements at March 31, 2024 or December 31, 2023.

Mexico’s lower court will issue a final ruling on this matter as to whether this decision can be appealed by the appropriate Mexican authorities.

In March 2024, Mexico’s appellate court ruled in favor of the Company with no assessment due related to this audit of USAMSA’s 2013 income tax return by SAT and instructed the lower court to issue a new ruling.

In May 2024, Mexico’s lower court issued a final ruling on this matter in favor of the Company releasing any requirement for a guarantee on this matter from the Company but left open the possibility for the SAT to re-open their audit.

These rulings support the Company’s position on this tax matter and had no impact on the Company’s financial statements at June 30, 2024.

Mexico Value Added Tax

USAMSA records a receivable for the Value Added Tax (“VAT” or “IVA”) it pays on certain goods and services representing amounts to be reimbursed from the Mexican government.

USAMSA has a reserve of $ 717,647 and $ 687,534 on its IVA receivable balance at March 31, 2024 and December 31, 2023, respectively.

The net IVA receivable of $ 470,083 and $ 435,094 at March 31, 2024 and December 31, 2023, respectively, is recorded in “IVA receivable and other assets, net” in assets held for sale in discontinued operations.

This receivable balance of $ 1,053,966 and $ 1,122,628 at June 30, 2024 and December 31, 2023, respectively, is recorded in “IVA receivable and other assets, net” in USAMSA’s assets held for sale in discontinued operations net of a reserve of $ 653,749 and $ 687,534 at June 30, 2024 and December 31, 2023, respectively.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements