What changed in this filing

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Item 1A. Risk Factors

2025-03-20 compared with 2024-04-12 · 68 added, 66 removed, 413 unchanged (24% of the section changed)

5 unchanged sentences

We have experienced losses in recent years and may continue to incur losses.

We have experienced a loss from operations and a net loss in each of the fiscal years ended December 31, 2019 to December 31, 2023 other than the fiscal year ended December 31, 2022.

We have experienced a loss from operations in all but one of the prior six fiscal years.

We may continue to experience losses in the future.

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seismic events;

natural disasters;

availability of hydroelectric power;

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We cannot assure you that we will not experience net losses in the future.

Continued losses may have an adverse effect on our cash balances, require us to curtail certain activities and investments, or may require us to raise additional capital or sell assets.

Macroeconomic factors, including inflation, high interest rates, recession risks, unemployment rates, rising labor costs, fiscal policy, geopolitical events, and the lagging effects of the COVID-19 pandemic, have caused downturns in key markets and created other commercial disruptions, which have and could further adversely impact our businesses.

Continued losses may have an adverse effect on our cash and cash equivalents balance and liquidity, require us to curtail certain activities and investments, or may require us to raise additional capital or sell assets.

Macroeconomic factors, including inflation, high interest rates, recession risks, unemployment rates, rising labor and utility costs, fiscal policy, tariffs, geopolitical events and risks, climate-related and other environmental, social, and governance related risks, and the effects of the health pandemics, have caused downturns in key markets and created other commercial disruptions, which have and could further adversely impact our businesses.

Many macroeconomic factors affect our business and the industries and companies that purchase our products.

As a result, these macroeconomic factors have and could cause further changes to demand for our products.

These factors include:

These factors include, among others:

(i) inflation;

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(iii) recession risks;

(iv) rising labor costs;

(iv) rising labor and utility costs;

(v) disruptions to supply chains;

(vi) fiscal policy, (vii) geopolitical events, (viii) interruptions of international and regional commerce;

and (ix) the lagging effects of the COVID-19 pandemic.

Price erosion may occur as competitors become more aggressive in pricing practices.

To the extent that these factors increase our costs and/or reduce demand for our products and/or increase competition due to their effects on our customers and vendors, our business, financial position, results of operations and cash flows could be adversely impacted.

(vi) fiscal policy risks, including tariffs, import duties, and other similar charges, (vii) geopolitical events and risks, (viii) interruptions of international and regional commerce;

(ix) climate-related and other environmental, social, and governance related risks;

and (x) the effects of health pandemics.

Tariffs imposed on imports into the United States from Canada, Mexico, or other countries, and reciprocal tariffs, could significantly increase the cost of our products, which could significantly lower our sales if our customers are unable or unwilling to purchase our products at a higher price, which could have a material adverse impact on our results and financial condition.

Also, price erosion may occur as competitors become more aggressive in pricing practices.

To the extent that these and other factors increase our costs and/or reduce demand for our products and/or increase competition, which effects our relationship with our customers and vendors, our business, financial position, results of operations and cash flows could be materially adversely impacted.

We may seek or require additional financing, which may not be available on acceptable terms, if at all.

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Failure to obtain such additional financing could result in the delay or indefinite postponement of further acquisitions, investments, exploration and development, curtailment of business activities or even a loss of property interests.

Metal prices are volatile.

A substantial or extended decline in metals prices would have a material adverse effect on us.

We have broad discretion in the use of our cash and cash equivalents, including the net proceeds we receive from stock offerings, and may not use them effectively.

Our management has broad discretion to use our cash and cash equivalents, including proceeds received from stock offerings, to fund our operations and could spend these funds in ways with which you may not agree or in ways which do not improve our results of operations or enhance the value of our common stock.

The failure by our management to apply these funds effectively could result in financial losses that could have a material adverse effect on our business and cause the price of our common stock to decline.

Pending their use to fund our operations, we may invest our cash and cash equivalents in a manner that does not produce income or that loses value.

Metal market prices are volatile, including the antimony metal market price.

A substantial and/or extended decline in metals prices, and specifically the antimony market price, would have a material adverse effect on us, especially during the time period that the antimony market price was declining.

Our revenue is derived primarily from the sale of antimony and zeolite products, and to a lesser extent silver and gold products, and, as a result, our earnings are directly related to the prices of these metals and products.

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other political, regulatory and economic conditions.

These factors are largely beyond our control and are difficult to predict.

If the market prices for these metals and products fall below our production, exploration or development costs for a sustained period of time, we will experience losses and may have to discontinue exploration, development or operations, or incur asset write-downs at one or more of our properties.

These factors are beyond our control and are difficult to predict.

If the market prices for these metals and products fall below our production, exploration or development costs for a sustained period of time, we may experience significant losses and may have to discontinue exploration, development, and/or operations, and may incur asset write-downs at one or more of our properties.

An extended decline in metals prices, an increase in operating or capital costs, mine accidents or closures, increasing regulatory obligations, or our inability to convert resources or exploration targets to reserves may cause us to record write-downs, which could negatively impact our results of operations.

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Our profitability could be affected by the prices of other commodities.

Our profitability is sensitive to the costs of commodities such as fuel, steel, and cement.

While the recent prices for such commodities have been stable or in decline, prices have been historically volatile, and material increases in commodity costs could have a significant effect on our results of operations.

Our profitability is sensitive to the costs of commodities, such as fuel, coal, and sodium carbonate, which have experienced price volatility historically.

Material increases in these and other commodity costs could have a significant effect on our results of operations and financial condition.

We are subject to the risk of fluctuations in the relative values of the U.S.

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Mexico has experienced periods of significant inflation.

If Mexico experiences substantial inflation in the future, the Company’s costs in peso terms will increase significantly, subject to movements in applicable exchange rates.

If Mexico experiences substantial inflation in the future, the Company’s costs in peso will increase significantly, subject to movements in applicable exchange rates.

Also, we sell zeolite to customers in Canada in Canadian dollars.

Significant fluctuations in the exchange rates between the U.S.

Dollar and the Canadian Dollar may therefore have a material adverse effect on the Company’s financial results.

Dollar and the Canadian Dollar may therefore have a material adverse effect on the Company’s financial results and cash flow.

Our liabilities for environmental reclamation and retirement and safety may exceed the amounts accrued on our financial statements.

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We do not have environmental liability insurance now, and we do not expect to be able to obtain insurance at a reasonable cost.

If we incur liability for environmental damages while we are uninsured, it could have a harmful effect on our financial condition and results of operations.

The range of reasonably possible losses from our exposure to environmental liabilities in excess of amounts accrued to date cannot be reasonably estimated at this time.

If we incur liabilities for environmental damages while we are uninsured, it could have a significant adverse effect on our financial condition and results of our operations.

Our accounting and other estimates may be imprecise.

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mineral reserves, resources, and exploration targets that are the basis for future income and cash flow estimates and units-of-production depreciation, depletion and amortization calculations;

environmental reclamation and retirement obligations;

environmental reclamation and asset retirement obligations;

permitting and other regulatory considerations;

asset impairments;

valuation of business combinations;

value of mineral claims;

asset valuations;

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reserves for contingencies and litigation;

deferred tax asset and liability valuation allowance.

deferred tax asset and liability valuation allowances.

Future estimates and actual results may differ materially from these estimates as a result of using different assumptions or conditions.

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Mining is a business that by its nature is speculative.

We have not completed an S-K 1300 technical report summary, nor have we declared proven and probable mineral reserves at our BRZ plant where we are extracting zeolite.

The Company is in the process of completing a technical report summary documenting the estimate of total mineral resources and reserves associated with the zeolite mine under lease.

Unusual or unexpected geological formations, geological formation pressures, fires, power outages, labor disruptions, flooding, explosions, cave-ins, landslides and the inability to obtain suitable or adequate machinery, equipment or labor are just some of the many risks involved in mineral exploration programs.

If we are unable to extract zeolite at a profit, our zeolite business could fail.

We are substantially dependent on a few significant customers and the ordering levels for our products may vary based on customer needs.

Further, we face significant risks associated with changes in our relationship with these significant customers.

Historically, most of our revenues are concentrated with a limited number of customers.

We are substantially dependent on one supplier in Canada that supplies the majority of the ore we process and sell to our antimony customers.

A decrease in the supply or an increase in the cost of this supplier’s ore could have a material adverse effect on our business, results of operations, and financial condition.

Historically, we have received most of our ore supply for antimony from one supplier in Canada.

Because of this concentration of supply with one supplier, a decrease in ore from this supplier or an increase in the cost of this supplier’s ore could have a material adverse effect on our business, results of operations, and cash flow.

We are substantially dependent on a lease agreement related to the property that we mine, process, and sell zeolite.

Changes to this lease agreement could have a material adverse effect on our business, results of operations, and financial condition.

We have renewed this lease agreement related to our BRZ business periodically with minor changes to the terms and conditions in the past.

However, changes to this lease agreement or the inability to renew this lease agreement could have a material adverse effect on our business, results of operations, and cash flow.

We are substantially dependent on a few significant customers, and we face significant risks associated with changes in our relationship with these significant customers.

Some of the markets we serve have a limited number of customers.

In 2023, three customers accounted for more than 10% of our consolidated revenues, and our three largest customers accounted for 46% of our consolidated revenues.

As a result, most of our revenues are concentrated with a limited number of customers.

In 2024, our two largest customers accounted for 43% of our consolidated revenues.

Additionally, not all our customers make purchases every year.

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We could lose market share with our customers to our competitors or to our customers themselves, should they decide to become more vertically integrated and produce the products that we currently provide.

In addition, even if our customers continue to do business with us, we could be adversely affected by a number of other potential developments with our customers.

In addition, even if our customers continue to do business with us, we could be adversely effected by a number of other potential developments with our customers.

The inability or failure of our customers to meet their contractual obligations could have a material adverse effect on our business, financial position and results of operations.

If we are unable to deliver products to our customers in accordance within the timeframe outlined in the order, the revenue associated with that order as well as future orders from that customer may not occur, which could have an adverse affect on the results of our operations and financial condition.

If we are unable to deliver products to our customers in accordance within the timeframe outlined in the order, the revenue associated with that order as well as future orders from that customer may not occur, which could have an adverse effect on the results of our operations and financial condition.

A material change in payment terms with a significant customer could have a material adverse effect on our short-term cash flows.

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These market-based contracts expose us to price volatility and fluctuations due to factors beyond our control and without any direct relationship to the price of our products.

For example, extreme weather events throughout 2022 across the United States resulted in increases to power prices More recently, market disruptions in global energy markets related to the war in Ukraine caused significant increases in market-based power prices.

For example, extreme weather events over the past several years across the United States resulted in increases to power prices.

More recently, market disruptions in global energy markets related to the war in Ukraine caused significant increases in market-based power prices.

Market-based electricity contracts expose us to market price volatility and fluctuations driven by, among other things, coal and natural gas prices, renewable energy production, regulatory changes and weather events, in each case, without any direct relationship to the price of our products.

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While prior incidents have not materially affected our business strategy, results of operations, or financial condition, there is no guarantee that a future cyber incident would not materially affect our business strategy, results of operations, or financial condition.

Any security breach could compromise our networks, and the information contained therein could be improperly accessed, disclosed, lost or stolen.

Any security breach could compromise our network, and the information contained therein could be improperly accessed, disclosed, lost or stolen.

Because techniques used to sabotage, obtain unauthorized access to systems or prohibit authorized access to systems change frequently and generally are not detected until successfully launched against a target, we may not be able to anticipate these attacks nor prevent them from harming our business or network.

Any unauthorized activities could disrupt our operations, damage our reputation, be costly to fix or result in legal claims or proceedings, any of which could adversely affect our business, reputation or operating results.

Any unauthorized activities could disrupt our operations and be costly to fix, which could adversely affect our business and operating results.

Competition from other mining companies may harm our business.

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Shares of our common stock are listed on NYSE American.

The market price for our common stock has been volatile, often based on:

The market price for our common stock has been volatile, sometimes based on:

changes in metals prices, particularly antimony;

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Our Series B preferred stock has a liquidation preference of $1.00 per share or $750,000 plus accumulated dividends.

If we were liquidated, holders of our preferred stock would be entitled to receive approximately $750,000 plus any accumulated and unpaid dividends from any liquidation proceeds before holders of our common stock would be entitled to receive any proceeds.

If we were liquidated, holders of our preferred stock would be entitled to receive $750,000 plus any accumulated and unpaid dividends from any liquidation proceeds before holders of our common stock would be entitled to receive any proceeds.

Our Series C preferred stock has a liquidation preference of $0.55 per share or $97,847.

If we were liquidated, holders of our preferred stock would be entitled to receive approximately $97,847 from any liquidation proceeds before holders of our common stock would be entitled to receive any proceeds.

We do not expect to pay dividends to our stockholders in the foreseeable future.

We have no plans to pay dividends in the foreseeable future.

Our directors will determine if and when dividends should be declared and paid in the future based on our financial position at the relevant time.

If we were liquidated, holders of our preferred stock would be entitled to receive $97,847 from any liquidation proceeds before holders of our common stock would be entitled to receive any proceeds.

The issuance of additional equity securities in the future could adversely affect holders of our common stock.

The market price of our common stock may be influenced by any preferred or common stock or options, warrants, convertible debt or other rights to acquire any preferred or common stock we may issue.

The market price of our common stock may be affected by the issuance, exercise, or conversion of preferred stock, options, restricted stock, warrants, convertible debt or other rights to acquire any preferred or common stock.

Our Board is authorized to issue additional classes or series of preferred stock without any action on the part of our stockholders.

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a provision that special meetings of our board of directors may be called only by our chief executive officer or a majority of our Board;

a provision that special meetings of stockholders may only be called pursuant to a resolution approved by a majority of our Board;

a provision that special meetings of stockholders may only be called (i) pursuant to a resolution approved by a majority of our Board or (ii) by the Chairman of the Board or the Secretary of the Company upon the written request or requests of one or more persons that own shares representing at least 25% of the voting power of the stock entitled to vote on the matter or matters to be brought before the proposed special meeting;

a prohibition against action by written consent of our stockholders;

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Controls and Procedures” of this Annual Report, we have concluded that our internal control over financial reporting was ineffective as of December 31, 2024 due to material weaknesses in our internal control over financial reporting.

The identified material weaknesses related primarily to lack of segregation of duties.

We intend to take the necessary steps to remediate these material weaknesses.

However, we cannot assure you that we will be successful in implementing effective internal control over financial reporting during 2024 or that, once implemented, such controls will remain effective.

However, we cannot assure you that we will be successful in implementing effective internal control over financial reporting or that, once successful, such controls will remain effective.

It may require significant resources and management oversight to effectively comply with our regulatory obligations and to avoid future violations.

In addition, significant resources and management oversight may also be required to maintain and, if necessary, improve our disclosure controls and procedures and internal control over financial reporting.

As a result of our efforts to comply with the above rules and regulations, management’s attention may be diverted from other business concerns, which could adversely affect our business and operating results.

To comply with these requirements, we may need to hire more employees in the future or engage outside consultants, which would increase our costs and expenses.

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We are subject to the continued listing standards of the NYSE American and such exchange will consider suspending dealings in, or delisting, securities of an issuer that does not meet its continued listing standards.

We may not be able to satisfy these requirements.

In the past, NYSE American has notified us of certain alleged violations by our company of the NYSE American continued listing requirements.

In addition, in early fiscal year 2023, we determined that one of the members of our Board’s Audit Committee, Joseph Bardswich, did not satisfy the SEC and NYSE American independence requirements applicable to an Audit Committee member, because he was concurrently receiving compensation for serving as our geologic and investor relations consultant.

We believe that we have regained compliance with the Audit Committee independence requirements by replacing Mr.

Bardswich with Dr.

Aguirre on the Audit Committee .

However, we cannot assure you that our past deficiencies will not affect the continued listing of our common stock on the NYSE American.

To maintain our NYSE American listing, we must maintain certain standards, such as various corporate governance standards as well as minimum levels or values related to share price, shareholders’ equity balance, market capitalization value, and various share distribution levels.

In addition to objective standards, the NYSE American may delist the securities of any issuer, among other reasons, if the issuer sells or disposes of principal operating assets, ceases to be an operating company or has discontinued a substantial portion of its operations or business for any reason or the NYSE American otherwise determines that the securities are unsuitable for continued trading.

We may not be able to satisfy these standards and remain listed on the NYSE American.

A delisting of our common stock could also adversely affect our reputation, ability to raise funds through the sale of equity or securities convertible into equity and the terms of any such fundraising, the liquidity and market price our common stock and the ability of broker-dealers to purchase the common stock.

In addition to objective standards, the NYSE American may delist the securities of an issuer if it determines that the securities are unsuitable for continued trading, which could be the result if the issuer sells or disposes of principal operating assets, ceases to be an operating company, or discontinues a substantial portion of its operations or business.

We may not be able to satisfy these standards and remain listed on the NYSE American, which could adversely affect the market price of our common stock and our ability to raise funds through the sale of our common stock, which could adversely affect our liquidity.

We face substantial governmental regulations, including the Mine Safety and Health Act, various environmental laws and regulations and the 1872 Mining Law.

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surface and underground mines like those at our Preston Operations are inspected periodically by MSHA, which inspections often lead to notices of violation under the Mine Safety and Health Act.

Our facilities or mines at Preston Idaho could be subject to a temporary or extended shutdown due to a violation alleged by MSHA.

For more information on the status of inspections by MSHA, see Note 10 of the Notes to Consolidated Financial Statements in this Annual Report for the status of MSHA inspections.

Our facility or mine at Preston Idaho could be subject to a temporary or extended shutdown due to a violation alleged by MSHA.

For more information on the status of inspections by MSHA, see Note 11 of the Notes to Consolidated Financial Statements in this Annual Report.

Some mining laws prevent mining companies that have been found to (i) have engaged in environmentally harmful conduct or (ii) be responsible for environmentally harmful conduct engaged in by affiliates or other third parties, including in other jurisdictions, from maintaining current or obtaining future permits until remediation or restitution has occurred.

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Mining accidents and fatalities or toxic waste releases, whether at our mines or related to metals mining, may increase the likelihood of additional regulation or changes in law or enhanced regulatory scrutiny.

In addition, enforcement or regulatory tools and methods available to regulatory bodies such as MSHA or the U.S.

Environmental Protection Agency (“EPA”), which have not been or have infrequently been used against us or the mining industry, in the future could be used against us or the industry in general.

Enforcement or regulatory tools and methods available to regulatory bodies, such as MSHA or the U.S.

Environmental Protection Agency (“EPA”), could be used against us or the industry in general and materially adversely affect our financial condition.

From time to time, the U.S.

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Congressional action is difficult to predict.

Changes to the 1872 Mining Law, if adopted, could adversely affect our ability to economically develop mineral reserves on federal lands.

For example, in 2021 the U.S.

Congress debated imposing royalties on minerals extracted from federal lands.

Although legislation was not passed as of the date of this report, it is possible that in the future royalties or taxes will be imposed on mining operations conducted on federal land, which could adversely impact our financial results.

Changes to the 1872 Mining Law, if adopted, could adversely affect our ability to economically develop mineral reserves on federal lands, which could materially adversely affect our financial condition.

Our operations are subject to complex, evolving and increasingly stringent environmental laws and regulations.

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federal and state laws and regulations and by laws and regulations in the foreign jurisdictions in which we operate to reclaim our mining properties.

The specific requirements may change and vary among jurisdictions, but they are similar in that they aim to minimize long term effects of exploration and mining and processing disturbance by requiring the control of possible deleterious effluents and re-establishment to some degree of pre-disturbance land forms and vegetation.

In some cases, we are required to provide financial assurances as security for reclamation costs, which may exceed our estimates for such costs.

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We do not maintain title insurance on our properties.

Mining Claims may not be feasible or economical.

The Company owns mining claims, however, the mineral resources and reserves contained in these mining claims may not be feasible or economical for mining, development, and production.

If not feasible or economical, the Company would have no return on its investment and no owned ore supply from these mining claims, which could have a material adverse effect on the results of its operations and its financial condition.

Artificial intelligence may have a material adverse effect on our business, results of operations, and financial condition.

The advances and increased adoption of artificial intelligence could have significant and far-reaching effects on our business and our industry, which could adversely impact our mining and processing of minerals, the selling of our products, the demand for our products, the pricing of our products, the cost structure of our Company, and our ability to adequately compete in our industry, among other things.

As a result, the impact of artificial intelligence could have a material adverse effect on the results of our operations and our financial condition.

There is uncertainty as to the termination and renewal of our mining concessions.

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The potential risks to our operations might increase if the violence spreads to our areas of production.

As described in the “ Recent Developments ” section in this Annual Report, the Company announced the shutdown of the operational activities of USAMSA, which primarily includes USAMSA’s Madero and Puerto Blanco antimony and precious metals plants in Mexico.

The Company intends to sell or lease its USAMSA entity, operations, or assets over the next year.

However, we cannot provide any assurance that political developments and economic conditions in Mexico, including any changes to economic policies, changes to government regulations, requirements, and restrictions on VAT refunds, the adoption of other reforms proposed by existing or future administrations in Mexico, or the advent of drug-related violence in the country, will have no material adverse effect on the price of our securities, our ability to obtain financing, and our results of operations or financial condition.

We cannot provide any assurance that political developments and economic conditions in Mexico, including any changes to economic policies, changes to government regulations, requirements, and restrictions on VAT refunds, the adoption of other reforms proposed by existing or future administrations in Mexico, or the advent of drug-related violence in the country, will not have a material adverse effect on the price of our securities, our ability to obtain financing, and our results of operations or financial condition.

Mexican inflation, restrictive exchange control policies and fluctuations in the peso exchange rate may adversely affect our financial condition and results of operations.

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dollar-denominated obligations and could have an adverse effect on our business and financial condition.

Not realizing the value of our USAMSA assets in Mexico upon sale, lease, or disposal may adversely affect our results of operations and financial condition.

The Company may not be able to obtain the value it expects or the net book value of its USAMSA assets upon sale or lease and the Company may not be able to sell or lease the assets of USAMSA, which would adversely affect the results of operations and financial condition.

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

What changed 10-K

Item 1A. Risk Factors