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Item 8. Financial Statements and Supplementary Data

2025-03-20 compared with 2024-04-12 · 415 added, 240 removed, 429 unchanged (60% of the section changed)

32 unchanged sentences

Assure CPA, LLC

April 12, 2024

March 20, 2025

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

5 unchanged sentences

Accounts receivable, net

Inventories, net

Prepaid expenses and other current assets

1 unchanged sentence

Properties, plants and equipment, net

Operating lease right-of-use asset

Restricted cash for reclamation bonds

6 unchanged sentences

Royalties payable

Dividends payable

Current portion of operating lease liability

Long-term debt, current portion

Total current liabilities

Noncurrent liabilities:

Noncurrent operating lease liability

Long-term debt, net of current portion

Stock payable to directors

Asset retirement obligations and accrued reclamation costs

Asset retirement obligations

Total liabilities

5 unchanged sentences

177,904 shares issued and outstanding (liquidation preference $ 97,847 both years)

0 and 1,692,672 shares issued and outstanding (liquidation preference $ 0 and $ 5,019,410 , respectively)

0 shares issued and outstanding

Common stock, $ 0.01 par value, 150,000,000 shares authorized;

1 unchanged sentence

Additional paid-in capital

Shares to be returned to treasury

Accumulated deficit

7 unchanged sentences

For the years ended December 31, 2024 and 2023

For the years ended December 31,

For the years ended

COST OF REVENUES

5 unchanged sentences

Professional fees

Loss on disposal of property, plant & equipment

Loss on sale or disposal of property, plant and equipment, net

Other operating expenses

TOTAL OPERATING EXPENSES

INCOME (LOSS) FROM OPERATIONS

LOSS FROM OPERATIONS

( 2,390,812 )

( 7,069,001 )

OTHER INCOME (EXPENSE):

Interest and investment income

Change in fair value of investments

Trademark and licensing income

Other miscellaneous income (expense)

TOTAL OTHER INCOME (EXPENSE)

INCOME (LOSS) BEFORE INCOME TAX

TOTAL OTHER INCOME

LOSS BEFORE INCOME TAXES

( 1,730,404 )

( 6,348,287 )

Income tax expense

NET INCOME (LOSS)

( 1,730,404 )

( 6,348,287 )

Preferred dividends

Net income (loss) available to common stockholders

Net loss available to common stockholders

$ ( 1,737,904 )

Net income (loss) per share of common stock:

$ ( 6,355,787 )

Net loss per share of common stock:

Weighted average shares outstanding:

4 unchanged sentences

Total Preferred Stock

Additional Paid In

Shares to be returned to

Balances, December 31, 2022

$ ( 202,980 )

Issuance of common stock for directors' fees

Series D preferred dividends declared

Repurchase of common stock

Balances, December 31, 2022

$ ( 33,070,332 )

Common stock buyback and retirement

5 unchanged sentences

$ ( 39,418,619 )

Share-based compensation

Issuance of common stock for cash, net of issuance costs

Common stock issued upon exercise of warrants

( 1,730,404 )

Balances, December 31, 2024

$ ( 41,149,023 )

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

2 unchanged sentences

For the years ended December 31, 2024 and 2023

For the years ended

December 31, 2024

December 31, 2023

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss)

$ ( 1,730,404 )

Adjustments to reconcile net income (loss) to net cash

used by operating activities:

$ ( 6,348,287 )

Adjustments to reconcile net loss to net cash provided (used) by operating activities:

Depreciation and amortization

1 unchanged sentence

Changes in asset retirement obligation estimates

Stock payable to directors

Loss on disposal of property, plant & equipment

Noncash operating lease expense

Share-based compensation

Loss on sale or disposal of property, plant and equipment, net

Write-down of inventory to net realizable value

Allowance for doubtful accounts on accounts receivable

Reserve on IVA receivable

Change in fair value of investments

Other non-cash items

Accounts receivable, net

Inventories, net

Change in allowance for doubtful accounts on accounts receivable

Change in IVA receivable and other assets, net

Other noncash items

Changes in operating assets and liabilities:

Accounts receivable

( 2,084,445 )

Prepaid expenses and other current assets

IVA receivable and other assets, net

Accounts payable

1 unchanged sentence

Accrued liabilities – directors

Stock payable to directors

Change in operating lease liability

Royalties payable

Net cash used by operating activities

Net cash provided (used) by operating activities

( 4,750,026 )

1 unchanged sentence

Proceeds from redemption of certificates of deposit

Purchase of investments

( 16,184,893 )

Proceeds from sale of investments

Purchases of properties, plants and equipment

( 1,528,672 )

Proceeds from sale of properties, plants and equipment

Purchases of properties, plant, and equipment

( 1,528,672 )

1 unchanged sentence

( 1,341,713 )

( 1,785,661 )

CASH FLOWS FROM FINANCING ACTIVITIES:

1 unchanged sentence

Principal payments on long-term debt

Repurchase of common stock

Net cash used by financing activities

( 1,071,292 )

NET DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH

Proceeds from issuance of common stock, net of issuance costs

Proceeds from exercise of warrants

Net cash provided (used) by financing activities

( 1,071,292 )

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH

( 7,163,031 )

| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF YEAR

CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF YEAR

CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD

CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

2 unchanged sentences

Equipment purchased with note payable

Issuance of common stock for directors

Preferred Series D dividends payable declared

Recognition of operating lease liability and right of use asset

Common stock buyback and retirement

4 unchanged sentences

NOTE 1 - NATURE OF OPERATIONS

United States Antimony Corporation and its subsidiaries in the U.S.

and Mexico (“USAC”, the “Company”, “Our”, “Us”, or “We”) sell processed antimony, zeolite, and precious metals products in the U.S.

The Company processes antimony ore primarily into antimony oxide, antimony metal, and antimony trisulfide.

Our antimony oxide is used to form a flame-retardant system for plastics, rubber, fiberglass, textile goods, paints, coatings and paper, as a color fastener in paint, and as a phosphorescent agent in fluorescent light bulbs.

Our antimony metal is used in bearings, storage batteries, and ordnance.

Our antimony trisulfide is used as a primer in ammunition.

In its operations in Idaho, the Company mines and processes zeolite, a group of industrial minerals used in soil amendment and fertilizer, water filtration, sewage treatment, nuclear waste and other environmental cleanup, odor control, gas separation, animal nutrition, and other miscellaneous applications.

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

United States Antimony Corporation and its subsidiaries in the U.S., Mexico, and Canada (“USAC,” the “Company,” “Our,” “Us,” or “We”) sell antimony, zeolite, and precious metals primarily in the U.S.

The Company processes third party ore primarily into antimony oxide, antimony metal, antimony trisulfide, and precious metals at its facilities located in Montana and Mexico.

Antimony oxide is used to form a flame-retardant system for plastics, rubber, fiberglass, textile goods, paints, coatings, and paper, as a color fastener in paint, and as a phosphorescent agent in fluorescent light bulbs.

Antimony metal is used in bearings, storage batteries, and ordnance.

Antimony trisulfide is used as a primer in ammunition.

The Company also recovers precious metals, primarily gold and silver, at its Montana facility from third party ore.

At its facility located in Idaho, the Company mines and processes zeolite, a group of industrial minerals used in water filtration, sewage treatment, nuclear waste and other environmental cleanup, odor control, gas separation, animal nutrition, soil amendment and fertilizer, and other miscellaneous applications.

The Company acquired mining claims and leases located in Alaska and Ontario, Canada and leased a metals concentration facility in Montana in 2024 that could expand its operations as well as its product offerings.

Recent Development

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

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

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

In March 2024, the Company shut down the operations of USAMSA and announced its intent to sell its USAMSA subsidiary.

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

In December 2024, the Company announced plans to restart its Madero facility in Mexico and made the decision not to sell its USAMSA subsidiary because of substantially increased demand and market price for antimony.

Therefore, the Company reclassified its USAMSA subsidiary’s assets and liabilities in its Consolidated Balance Sheets and related Notes to Consolidated Financial Statements from its presentation in the interim quarterly financial statements for the quarterly periods ended March 31, 2024, June 30, 2024, and September 30, 2024 to held-and-used.

Also, the Company reported its USAMSA subsidiary’s operations in continuing operations in its Consolidated Statements of Operations, Consolidated Statements of Cash Flows, and related Notes to Consolidated Financial Statements for all periods presented in this Annual Report.

NOTE 2 – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The Company’s consolidated financial statements include the accounts of its wholly owned subsidiaries, Bear River Zeolite Company (“BRZ”), AGUA Mines, Inc., Stibnite Holding Company US Inc., Antimony Mining and Milling US LLC, and Lanxess Laurel de Mexico, S.A.

de C.V., and its majority owned subsidiaries, USAMSA and ADM.

The Company’s consolidated financial statements include the accounts of its wholly owned subsidiaries, Bear River Zeolite Company (“BRZ”), AGAU Mines, Inc., Stibnite Holding Company US Inc., Antimony Mining and Milling US LLC, Lanxess Laurel de Mexico, S.A.

de C.V., Great Land Minerals, LLC, Denali Minerals, LLC, Alaska Antimony LLC, and UAMY Cobalt Corporation, and its majority owned subsidiaries, USAMSA and ADM.

All intercompany balances and transactions are eliminated in consolidation.

AGUA Mines, Inc., Stibnite Holding Company US Inc., Antimony Mining and Milling US LLC, and Lanxess Laurel de Mexico, S.A.

AGAU Mines, Inc., Stibnite Holding Company US Inc., Antimony Mining and Milling US LLC, and Lanxess Laurel de Mexico, S.A.

are inactive.

Use of Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S.

GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

Critical accounting estimates include impairment of long-lived assets, antimony content of mineral resources, and asset retirement obligations.

Actual results could differ from those estimates.

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.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Reclassifications

Certain reclassifications have been made to conform prior period amounts to the current presentation.

Certain reclassifications have been made to conform the amounts presented in the December 31, 2023 financial statements to the current presentation.

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

1 unchanged sentence

The Company considers cash in banks and investments with original maturities of three months or less when purchased to be cash and cash equivalents.

At December 31, 2023 and 2022, restricted cash for reclamation bonds of $ 55,061 and $ 57,288 is included with the cash and cash equivalents and restricted cash balances in the statements of cash flows.

At December 31, 2024, the $ 18,270,898 presented in the Consolidated Statements of Cash Flows consists of $ 18,172,120 of cash and cash equivalents and $ 98,778 of restricted cash for reclamation bonds.

At December 31, 2023, the $ 11,954,635 presented in the Consolidated Statements of Cash Flows consists of $ 11,899,574 of cash and cash equivalents and $ 55,061 of restricted cash for reclamation bonds.

Restricted Cash

Restricted cash at December 31, 2024 and 2023 consists of cash held for reclamation performance bonds and is held in certificates of deposit with financial institutions.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Accounts Receivable

5 unchanged sentences

Inventories at December 31, 2024 and 2023 consisted of finished antimony products (oxide and metal), antimony concentrates, antimony ore, and finished zeolite products, and are stated at the lower of first-in, first-out weighted average cost or estimated net realizable value, whichever is lower.

Finished antimony products (oxide and metal) and finished zeolite products costs include direct materials, direct labor, facility overhead costs, depreciation, and freight allocated based on production quantity.

Finished antimony products (oxide and metal) and finished zeolite products include costs related to direct materials, direct labor, facility overhead, depreciation, and freight allocated based on production quantity.

Stockpiled ore is carried at the lower of average cost or net realizable value.

Since the Company’s antimony inventory is a commodity with a sales value that is subject to world prices for antimony that are beyond the Company’s control, a significant change in the world market price of antimony could have a significant effect on the net realizable value of inventories.

The Company periodically reviews its inventories to identify excess and obsolete inventories and to estimate reserves for obsolete inventories as necessary to reflect inventories at net realizable value.

The Company periodically reviews its inventories to identify excess and obsolete inventories and to estimate reserves for excess and obsolete inventories as necessary to reflect inventories at net realizable value.

Cost related to recording reserves for excess and obsolete inventory is recognized in “cost of revenues” in the Consolidated Statements of Operations.

Foreign Currency Transactions

7 unchanged sentences

The estimated useful life of plant and equipment ranges from three to twenty years and buildings ranges from twenty to forty years.

Depreciation expense is in included in “Cost of revenues” in the Consolidated Statements of Operations.

Maintenance and repairs are charged to operations as incurred.

1 unchanged sentence

When assets are retired or sold, the costs and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is reflected in the results of operations.

The costs to obtain the legal right to explore, extract and retain at least a portion of the benefits from mineral deposits are capitalized as mineral rights in the year of acquisition.

These capitalized costs are amortized in the statement of operations using the units-of-production method, based upon estimated the units of mineral resource, or the straight-line method, based upon the estimated lives of the properties.

The costs to obtain the legal right to explore, extract and retain at least a portion of the benefits from mineral deposits are capitalized in the year of acquisition as “Mineral rights and interests” in “Properties, plants, and equipment” in the Consolidated Balance Sheets.

These capitalized costs are amortized in the statement of operations over the estimated economic life of the mineral resource, if one is identified, based on the units-of-production method.

If a mineral resource is not identified, these capitalized costs are expensed.

The Company expenses costs as incurred during the mine exploration stage.

The mine development stage begins once the Company has determined an ore body is feasible.

Expenditures incurred during the development stage are capitalized as deferred development costs and amortized using the units-of-production method, based upon estimated the units of mineral resource, or the straight-line method, based upon the estimated lives of the properties.

Expenditures incurred during the development stage are capitalized as deferred development costs and amortized using the units-of-production method, based upon estimating the units of mineral resource, or the straight-line method, based upon the estimated lives of the properties.

Costs to improve, alter, or rehabilitate primary development assets which appreciably extend the life, increase capacity, or improve the efficiency of such assets are also capitalized.

6 unchanged sentences

(i) product and metals to be recovered from identified mineralization and other resources (ii) future production and capital costs, (iii) estimated selling prices (considering current, historical, and future prices) over the estimated remaining life of the asset and (iv) market values of assets.

It is possible that changes could occur in the near term that could adversely affect the estimate of future cash flows and salvage values to be generated from operating assets.

If estimated undiscounted cash flows or salvage values are less than the carrying value of an asset, an impairment loss is recognized for the difference between the carrying value and fair value of the asset.

Prepaid Expenses and Other Long-Term Assets

Prepaid expenses relate to goods or services that have been paid for but for which the good or service has not been received yet.

These expenses are recorded as an asset in the Consolidated Balance Sheet and expensed in the Consolidated Statement of Operations as the asset's benefits are realized.

It is possible that changes could occur in the near term that could adversely affect the estimate of salvage values and future cash flows to be generated from operating assets.

If estimated undiscounted cash flows and/or salvage values are less than the carrying value of an asset, an impairment loss is recognized for the difference between the carrying value and fair value of the asset.

Prepaid Expenses

Prepaid expenses relate to goods or services that have been paid for but for which the good or service has not yet been received.

These costs are recorded in “Prepaid expenses and other current assets” in the Consolidated Balance Sheet and expensed in the Consolidated Statement of Operations as the asset's benefits are realized.

Prepaid expenses are recorded as a current asset in the Consolidated Balance Sheet if the benefits will be realized within twelve months from the date of the Consolidated Balance Sheet or as a long-term asset if the benefits will be realized after twelve months from the date of the Consolidated Balance Sheet.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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.

If a change in classification is warranted, the Company reclassifies the disposal group’s assets and liabilities to held-and-used and reports the results of operations and cash flows in continuing operations.

Assets and liabilities held for sale are presented separately within the 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 Consolidated Balance Sheets, Consolidated Statements of Operations, and Consolidated Statements of Cash Flows.

Accrued Liabilities

The Company records accrued liabilities for expenses that have been incurred prior to the reporting date but not paid.

The accrued liabilities balance at December 31, 2024 of $ 1.4 million consists of $ 1.2 million of accrued compensation and $0.2 million of miscellaneous accrued liabilities.

The accrued liabilities balance at December 31, 2023 of $ 0.1 million consists primarily of $ 0.1 million of accrued compensation.

The Company determines if an arrangement contains a lease at inception.

An arrangement contains a lease if it implicitly or explicitly identifies an asset to be used and conveys the right to control the use of the identified asset in exchange for consideration.

As a lessee, the Company includes operating leases in "Operating lease right-of-use assets" and "Current and noncurrent operating lease liabilities" in its Consolidated Balance sheet.

Right-of-use assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease.

Operating lease right-of-use assets and liabilities are recognized upon commencement of the lease based on the present value of the lease payments over the lease term.

Incremental costs of a lease that would not have been incurred if the lease had not been obtained are capitalized as initial direct costs (“IDC”).

The Company amortizes the undiscounted fixed lease cost and the IDC on a straight-line basis over the lease term.

If a lease does not provide an implicit interest rate, the Company uses its incremental borrowing rate based on the information available at commencement date to determine the present value of lease payments.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Asset Retirement Obligations

4 unchanged sentences

After the initial measurement of the asset retirement obligation, this liability will be adjusted to reflect changes in the estimated costs or timing of the future cash flows underlying the obligation.

Determination of any amounts included in the determination of the fair value of the asset retirement obligation can change periodically as the calculation of the fair value of the asset retirement obligation is based upon numerous estimates and assumptions, including, among others, future retirement costs, future inflation rate, and the Company’s credit-adjusted risk-free interest rate.

Determination of any amounts included in the fair value of the asset retirement obligation can change periodically as the calculation of the fair value of the asset retirement obligation is based upon numerous estimates and assumptions, including, among others, future retirement costs, future inflation rate, and the Company’s credit-adjusted risk-free interest rate.

The asset retirement obligation is classified as current or noncurrent based on the expected timing of expenditures.

12 unchanged sentences

For zeolite products, royalty expenses due to a third party by the Company are also recorded to cost of sales upon sale in accordance with terms of underlying royalty agreements.

Refining related to sales of precious metals are recorded to cost of sales as incurred.

The Company has determined that its customer contracts do not include a significant financing component.

6 unchanged sentences

Common Stock Issued for Consideration Other than Cash

All transactions in which goods or services are received for the issuance of shares of the Company’s common stock are accounted for based on the fair value of the common stock issued.

All transactions in which goods or services are received for the issuance of shares of the Company’s common stock are accounted for based on the fair value of the common stock issued, which is typically based on the trading price of the Company’s common shares on the date of the issuance.

Treasury Stock

3 unchanged sentences

When the Company's stock is purchased for constructive retirement, any excess purchase price over par value is allocated between additional paid-in capital to the extent that previous net gains from sales or retirements are included therein, and the remainder to accumulated deficit.

Share-Based Compensation

The Company’s share-based awards consist of restricted stock units (“RSUs”) and stock options granted to employees, consultants, and directors of the Company.

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 RSU granted includes a service-based vesting condition.

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 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 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.

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 as they occur.

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

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company’s income tax expense and deferred tax assets and liabilities reflect the Company’s best assessment of estimated future taxes to be paid or refunded.

13 unchanged sentences

The carrying value of these instruments approximates fair value based on their contractual terms.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Fair Value Measurements

10 unchanged sentences

If a loss contingency is not probable or reasonably estimable, disclosure of the loss contingency is made in the financial statements when it is at least reasonably possible that a material loss could be incurred.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

New Accounting Pronouncements

The Company does not believe that issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2016 - 13, “ Financial Instruments – Credit Losses (Topic 326 ):

Measurement of Credit Losses on Financial Instruments ”, which requires entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables.

The FASB has subsequently issued updates to the standard to provide additional clarification on specific topics.

The Company adopted the ASU on January 1, 2023, and determined that it had no material impact on the Company’s consolidated financial statements and disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

1 unchanged sentence

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.

Early adoption is permitted.

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

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.

The Company adopted this pronouncement for its fiscal year ended December 31, 2024 and applied it retrospectively.

See Note 13 of the Notes to Consolidated Financial Statements in this Annual Report for further details.

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

3 unchanged sentences

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

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses, which requires disclosure about the types of costs and expenses included in certain expense captions presented on the income statement.

The new disclosure requirements are effective for the Company's annual periods for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted, and may be applied either prospectively or retrospectively.

We are currently evaluating the ASU to determine its impact on our consolidated financial statements and disclosures.

The Company does not believe that issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

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 convertible preferred stock and warrants.

At December 31, 2023 and 2022, 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:

Convertible preferred stock

TOTAL POSSIBLE DILUTIVE SHARES

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

At December 31, 2024 and 2023, each warrant, stock option, and RSU represents one share of our common stock and 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:

Stock options and RSU awards

Total possible share dilution

See Note 12 of the Notes to Consolidated Financial Statements in this Annual Report for further details on these warrants, stock options, and RSUs.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 4 – REVENUE RECOGNITION

5 unchanged sentences

Sales by product for the years ended December 31, 2024 and 2023 were as follows:

For the year ended

For the years ended

Antimony product revenue

3 unchanged sentences

The Company also received royalties related to a trademark and licensing agreement in its antimony business segment, which is recorded in “Trademark and licensing income” under the caption “Other Income (Expense)” in its Consolidated Statements Operations.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following is sales information by geographic area based on the location of customers for the years ended December 31, 2024 and 2023:

For the year ended

United States revenue

Canada revenue

For the years ended

Domestic revenues

Canada revenues

Mexico revenues

TOTAL REVENUES

Sales to customers representing more than 10% of our total revenues during the years ended December 31, 2024 and 2023 were as follows:

For the year ended

For the years ended

Customer A revenue

1 unchanged sentence

Customer C revenue

Total significant customer revenue

Customer revenue as a % of total revenues

All precious metals sales of $ 326,496 and $ 261,707 for the years ended December 31, 2023 and 2022, respectively were to one customer, Teck American, Inc.

Customer receivables representing more than 10 % of our net accounts receivable balance as of December 31, 2023 and 2022 were as follows:

Customer B receivables

Customer A receivables

Customer E receivables

Total significant customer receivables

Customer receivables as a % of net accounts receivable

The Company’s net accounts receivable balance related to contracts with customers was $ 625,256 at December 31, 2023 and $ 784,457 at December 31, 2022.

The Company’s allowance for doubtful accounts related to accounts receivable was $ 271,212 at December 31, 2023 and $ 31,440 at December 31, 2022, the increase of which was primarily included in our U.S.

Antimony Segment.

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

Total customer revenue as a % of total Company revenues

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Customer receivables representing more than 10 % of our net accounts receivable balance as of December 31, 2024 and 2023 were as follows:

For the years ended

Customer A receivable

Customer B receivable

Total customer receivables as a % of Company net accounts receivable

The Company’s trade accounts receivable balance related to contracts with customers was $ 1,156,564 at December 31, 2024 and $ 625,256 at December 31, 2023, which is net of an allowance for doubtful accounts related to trade accounts receivables of $ 10,165 and $ 271,212 at December 31, 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 by type at December 31, 2024 and 2023 were as follows:

Antimony oxide

Antimony metal

Antimony ore and concentrates

Antimony oxide inventory

Antimony metal inventory

Antimony ore and concentrates inventory

Total antimony inventory

Zeolite inventory

TOTAL INVENTORIES

As of December 31, 2023 and 2022, inventories were valued at cost except for the portion of the inventory related to our Mexico Antimony Segment operations, which was valued at net realizable value because the cost of our Mexico inventory was greater than the amount the Company expected to receive upon the sale of the inventory.

The adjustment to inventory to net realizable value was $ 2,073,404 and $ 277,146 for the years ended December 31, 2023 and 2022, respectively.

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 primarily of saleable zeolite material in Idaho.

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

The adjustment to value inventory at net realizable value was $ 65,647 and $nil for zeolite for the years ended December 31, 2024 and 2023, respectively, and $nil and $ 2,073,404 for antimony related to our Mexico facilities for the years ended December 31, 2024 and 2023, respectively.

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

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

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

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

3 unchanged sentences

December 31, 2024

Antimony Segment

Zeolite Segment

Precious Metals

Plant and equipment

Land and other

Mineral rights and interests

Construction in progress

3 unchanged sentences

( 13,711,769 )

( 13,632,199 )

December 31, 2023

Antimony Segment

Zeolite Segment

Precious Metals

Plant and equipment

Land and other

Mineral rights and interests

Construction in progress

3 unchanged sentences

( 12,694,423 )

( 12,923,713 )

The properties, plants and equipment by location was as follows:

United States properties, plants and equipment, net

Mexico properties, plants and equipment, net

Domestic PP&E, net

Mexico PP&E, net

Canada PP&E, net

Total PP&E, net

The Company’s precious metals segment includes properties, plants and equipment in both the United States and Mexico.

At December 31, 2023 and December 31, 2022, the Company had $ 289,357 and $ 1,117,041 , respectively, of assets that were not yet placed in service and have not yet been depreciated.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In May 2024, the Company made the decision to sell a non-core asset of its zeolite segment, which was a personal residence (“BRZ Home”) located near its operations in Idaho.

In September 2024, the Company sold its BRZ Home and recorded a gain on this sale as follows:

Proceeds from the sale

Net carrying value of the BRZ Home

Gain on sale of PP&E

Sudbury Agreement for Mining Claims and Leases

In August 2024, the Company executed an option agreement to acquire the ownership rights to ninety-seven mining claims and three mining leases located in the Sudbury District of Ontario, Canada (“Sudbury Agreement”).

Payments are to be made by the Company as follows to acquire these claims:

November 2024

February 2025

The payments to acquire these mining claims and leases are capitalized when paid in the “Mineral rights and interests” component of “Properties, plants and equipment, net” in the Consolidated Balance Sheets, which totaled $ 25,000 as of December 31, 2024, and are included in the “All Other” category for segment reporting.

The Sudbury Agreement requires a royalty payment by the Company based on potential future production from the claims (“Net Smelter Royalty”) with a minimum royalty payment beginning on the fifth anniversary of the agreement.

A certain percentage of the Net Smelter Royalty can be purchased back by the Company.

Also, the Sudbury Agreement includes a commitment by the Company to spend an aggregate of $250,000 on exploring and developing these claims over four years from the agreement date, with various milestones over this four-year period .

The Sudbury Agreement can be terminated without cause at any time by the Company with thirty days’ notice.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 7 – LEASES

In September 2024, the Company leased a metals concentration facility located in Philipsburg, Montana, which was accounted for as an operating lease (also called “Philipsburg Lease”).

The Philipsburg Lease has a term of 18 months with fixed cash payments in advance in the first six months of the lease of $10,000 per month, or $60,000 in total, and fixed cash payments in advance in the last twelve months of the lease of $95,000 per month, or $1.14 million in total, which consists of a fixed monthly fee of $45,000 and a minimum milling fee of $50,000 per month.

An additional payment of $50 per ton is due each month in the last twelve months of the lease for all milling in excess of 1,000 tons per month .

The Company has not included any milling fee payments above the minimum in its calculation of the lease liability as it is not deemed probable at this time.

$ 10,000 was paid upon signing the lease, which is being accounted for as an initial direct cost ("IDC").

The Company is amortizing the undiscounted fixed lease cost and the IDC on a straight-line basis over the term of the lease.

The Company recorded the present value of the fixed lease cost over the lease term as an operating lease liability and Right of Use ("ROU") asset.

The Company used its incremental borrowing rate of 3.49 % as of the date of initial possession of the leased asset when determining the present value of future payments of this operating lease as the rate implicit in the lease was not readily determinable.

The lease includes provisions for the Company to use the existing mill building and all contents related to its use and to process owned and non-owned ore containing antimony and other minerals.

The lease does not include any transfer of ownership of the facility at the end of the lease, nor any option to extend the lease or purchase the facility, nor any residual value guarantees.

The Company can terminate the lease without cause with thirty days’ notice and must provide the facility to the lessor at the end of the lease in the same condition as it was received.

The lease liability related to this operating lease, which represents the present value of the lease payments, was $ 787,477 at inception and $ 755,569 and $nil at December 31, 2024 and December 31, 2023, respectively.

The ROU asset, which includes the unamortized portions of the IDC and is adjusted for any accrued or prepaid lease, was $ 565,289 and $nil at December 31, 2024 and December 31, 2023, respectively.

During the years ended December 31, 2024 and 2023, the Company recorded $ 235,280 and $nil, respectively, of lease expense related to this lease and IDC in "Cost of Revenues" in the Consolidated Statements of Operations.

IDC paid upon signing this lease was $ 10,000 and $nil and lease payments were $ 45,000 and $nil during the years ended December 31, 2024 and 2023, respectively, which were included in operating cash flows.

The following table summarizes expense and cash payments for operating leases during the periods noted:

For the years ended

Operating lease expense

Cash paid for operating lease liability

Cash paid for initial direct cost

The following table contains the remaining lease term and discount rate as of the end of the period:

Remaining lease term - operating lease

Discount rate - operating lease

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The table below is a maturity analysis of the future minimum lease payments as of December 31, 2024.

Twelve months ending December 31,

Total undiscounted future minimum lease payments

discount on lease liability

Total discounted lease liability at December 31, 2024

current portion of operating lease liability

Noncurrent operating lease liability

See Note 14 of the Notes to Consolidated Financial Statements in this Annual Report for further details on the Philipsburg Lease.

NOTE 8 – ASSET RETIREMENT OBLIGATION

6 unchanged sentences

Asset retirement obligation, end of period

The Company recalculated its asset retirement obligations based on indications that the associated costs had changed.

Based on these changes in the estimate of cash flow costs and timing, the Company's asset retirement obligation liability increased by $ 1,075,061 and $ 15,596 and the Company’s asset retirement obligation expense increased by $ 324,984 and $nil during the years ended December 31, 2023 and 2022, respectively.

The Company added layers to its asset retirement obligations and assets at its credit-adjusted risk-free rate of 6.65 % and 6 % during the years ended December 31, 2023 and 2022, respectively.

At December 31, 2022, the Company had an asset retirement obligation and an accrued reclamation liability of $ 332,011 , which included accrued reclamation liabilities for Montana and Idaho totaling $ 107,500 .

The Company recorded accretion expense of $ 73,081 and $ 13,471 during the years ended December 31, 2024 and 2023, respectively.

During the year ended December 31, 2023, the Company recalculated its asset retirement obligations based on indications that the associated costs had changed.

Based on these changes in the estimate of cash flow costs and timing, the Company's asset retirement obligation liability increased by $ 1,075,061 and the Company’s asset retirement obligation expense increased by $ 324,984 during the year ended December 31, 2023.

The Company added layers to its asset retirement obligations and assets at its credit-adjusted risk-free rate of 6.65 % during the year ended December 31, 2023.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9 – DEBT

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

At December 31,

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

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

collateralized by the 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 Company paid off the promissory note payable to First Security Bank in the fourth quarter of 2023 with no prepayment penalty.

The principal payments owed Caterpillar Financial Services of $ 28,443 at December 31, 2023 will be due in 2024.

At December 31, 2024, principal payments on debt were due as follows:

Twelve months ending December 31,

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

1 unchanged sentence

NOTE 10 – INCOME AND OTHER TAXES

Income tax expense for the years ended December 31, 2023 and 2022 consisted of the following:

Current income tax expense:

Total current

Deferred income tax expense:

Total deferred

Total income tax expense

Domestic and foreign components of income (loss) before income taxes for the years ended December 31, 2023 and 2022 were as follows:

There was no income tax expense (benefit) for the years ended December 31, 2024 and 2023.

Domestic and foreign components of loss before income taxes for the years ended December 31, 2024 and 2023 were as follows:

$ ( 1,009,939 )

1 unchanged sentence

( 5,951,131 )

Income (loss) before income taxes

Loss before income taxes

$ ( 1,730,404 )

$ ( 6,348,287 )

The income tax expense (benefit) differs from the amount of income tax determined by applying the U.S.

2 unchanged sentences

$ ( 363,000 )

$ ( 1,333,000 )

State income tax provision (benefit) net

3 unchanged sentences

Adjustment for prior year tax estimate to actual-foreign

Impact on change in state tax rate

Share-based compensation

Impact on change in foreign exchange rate

8 unchanged sentences

Foreign net operating loss carry forward

Allowance for doubtful accounts

Share-based compensation

Deferred tax asset

7 unchanged sentences

Total deferred tax liability

$ ( 487,000 )

$ ( 256,000 )

Net deferred tax asset after valuation allowance

11 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Mexican Tax Assessment

Mexico Tax Assessment

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

3 unchanged sentences

The assessment was settled in 2018 with no assessment due from the Company.

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.

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

In 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 $ 865,000 USD as of December 31, 2019.

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

An appeal was filed by the Company in November 2019 suspending SAT from taking immediate action regarding the assessment.

The Company posted a guarantee of the amount in March 2020 as is required under the appeal process.

In August 2020, the Company filed a lawsuit against SAT for resolution of the process and, in December 2020, filed closing arguments.

In 2022, the Mexican court ruled against the Company in the above matter.

The Company subsequently appealed the ruling.

In 2022, the Mexican court ruled against the Company in the above matter, which was subsequently appealed by the Company.

As of December 31, 2023, the updated SAT assessment was approximately $22.4 million pesos, or approximately $1,320,000 USD, which includes $ 352,000 of unpaid income taxes and $ 968,000 of interest and penalties.

Management, along with its legal counsel, assessed the possible outcomes for this tax audit and believes, based on discussions with its attorneys located in Mexico, that the most likely outcome will be that the Company will be successful in its appeal resulting in no tax due.

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 has no impact on the Company’s financial statements at December 31, 2023.

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

Mexico Value Added Tax

USAMSA, which is part of the Mexico Antimony Segment, records a receivable for the Value Added Tax (“VAT” or “IVA”) it pays on certain goods and services as it should be reimbursed from the Mexican government.

USAMSA has a reserve of $ 687,534 and $nil on its IVA receivable balance at December 31, 2023 and 2022, respectively.

The net IVA receivable of $ 435,094 and $ 526,536 at December 31, 2023 and 2022, respectively, is recorded in “IVA receivable and other assets, net” in the Consolidated Balance Sheet.

Management, along with its legal counsel, assessed the possible outcomes for this tax audit and believed, based on discussions with its attorneys located in Mexico, that the most likely outcome would be that the Company would be successful in its appeal resulting in no tax due.

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

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 but left open the possibility for the SAT to re-open their audit.

Subsequent to this judgment, the Company requested a final ruling on whether SAT can re-open this matter, on which the appellate court has not ruled.

These rulings support the Company’s position on this tax matter and have had no impact on the Company’s financial statements.

Mexico Import Value Added Tax

USAMSA recorded a receivable of $ 907,408 and $ 1,122,628 at December 31, 2024 and December 31, 2023, respectively, for the Import Value Added Tax (“IVA tax” or “VAT”) it pays on certain goods and services representing amounts to be reimbursed from the Mexican government.

USAMSA also recorded a reserve on this IVA tax receivable of $ 575,151 and $ 687,534 at December 31, 2024 and December 31, 2023, respectively.

The net IVA tax receivable of $ 332,257 and $ 435,094 at December 31, 2024 and 2023, respectively, is recorded in “IVA receivable and other assets, net” in the Consolidated Balance Sheets.

NOTE 11 – COMMITMENTS AND CONTINGENCIES

1 unchanged sentence

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

At December 31, 2023 and December 31, 2022, the Company had no accrued liabilities relating to such assessments.

However, in 2023, Bear River Zeolite Company (“BRZ”), a wholly owned subsidiary of the Company, received fourteen significant and substantial citations and three orders from MSHA, all of which have been rectified by BRZ prior to the filing of this Annual Report.

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

At December 31, 2023 and 2022, the Company had accrued royalties payable of $ 153,429 and $ 435,075 , respectively.

In 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.

At December 31, 2024 and December 31, 2023, BRZ had $ 19,074 and $nil, respectively, of accrued liabilities relating to MSHA citations.

BRZ pays royalties on the sale of zeolite products and had accrued royalties payable of $ 133,434 and $ 153,429 at December 31, 2024 and 2023, respectively.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On August 8, 2022, USAMSA executed a preliminary Purchase Option Agreement (the “Agreement”) with SB Wadley SA de CV (“Wadley”) whereby USAMSA leases, with an option to acquire, mining claims located in Mexico known as the Wadley Property.

Under the Agreement, USAMSA agreed to pay Wadley eight monthly installments of $10,000 plus VAT for the right to mine and conduct geological and resource studies as due diligence and exploration on the Wadley Property.

At the end of such eight-month period, should USAMSA choose to exercise its option to acquire following due diligence and assessment of geological and resource studies, USAMSA agreed to pay Wadley $2,230,000 and seven annual payments of $1,160,000.

The due diligence period under the Agreement was extended to October 15, 2023 .

After evaluation in October 2023 of Wadley Property information and the Agreement, USAMSA officially notified Wadley on October 12, 2023 that it did not intend to acquire the Wadley Property and terminated this Agreement.

During the fourth quarter of 2023, USAMSA, which is part of the Mexico Antimony Segment, recorded a loss on disposal of assets of approximately $ 130,000 related to the termination of this Agreement.

NOTE 12 – STOCKHOLDERS’ EQUITY

Issuance of Common Stock

On August 24, 2022, the Company issued 132,980 shares of common stock to the board of directors to satisfy the stock payable to directors for their board services that were outstanding and accrued at December 31, 2021.

The number of shares issued was based on the amount of board service fees due of $ 62,501 divided by the market price of the Company’s common shares on the date of issuance.

On January 25, 2023, the holders of 1,692,672 shares of Series D Preferred stock, which represents all outstanding shares of Series D Preferred Stock, converted their respective preferred shares and the Company issued 1,692,672 shares of common stock.

The Company also paid the holders $ 787,730 on January 18, 2023 for 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.

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 cumulative dividends payable as declared on November 28, 2022.

On January 26, 2023, in conjunction with its share repurchase plan, the Company returned to treasury and cancelled 418,696 of its common shares which were repurchased prior to December 31, 2022 for $202,980 .

During the year ended December 31, 2024, the Company issued 800,000 shares of its common stock in conjunction with the vesting of Restricted Stock Units.

See the “Share-Based Compensation” section below for further details.

Sale of Common Stock

In the fourth quarter of 2024, the Company sold 2.3 million shares of its common stock in an “at the market offering” at a weighted average price of $ 1.27 for gross proceeds of $ 2,925,069 .

A total of $ 165,388 of direct issuance costs were incurred related to this sale.

The Company also issued 2,204,000 shares of its common stock in the fourth quarter of 2024 related to the exercise of warrants.

See the “Common Stock Warrants” section below for further details.

Share-Based Compensation

In December 2023, the shareholders of the Company approved our 2023 Equity Incentive Plan (“the Plan”), which provides for the grant of incentive stock options and non-qualified stock options to purchase shares of our common stock and other types of awards.

The general purpose of the Plan is to provide a means whereby eligible employees, officers, directors and other service providers develop a sense of proprietorship and personal involvement in our development and financial success, and to encourage them to devote their best efforts to our business, thereby advancing our interests and the interests of our shareholders.

By means of the Plan, we seek to retain the services of such eligible persons and to provide incentives for such persons to exert maximum efforts for our success and the success of our subsidiaries.

The maximum number of shares of common stock available for issuance in connection with options and other awards granted under the Plan is 8,700,000 .

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

During the year ended December 31, 2024, stock option and RSU awards were granted in accordance with the Plan.

The Company recognized $ 568,588 and $nil during the years ended December 31, 2024 and 2023, respectively, of share-based compensation expense arising from stock option and RSU grants as follows:

For The Years Ended December 31,

Share-based compensation expense:

Stock options

Total share-based compensation expense

For the year ended December 31, 2024, the Company recognized in its Consolidated Statements of Operations $ 363,195 of share-based compensation expense in “General and administrative” expenses, $ 198,891 of share-based compensation expense in “Salaries and benefits” expenses, and $ 6,502 of share-based compensation expense in “Professional fees.”

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Stock options:

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 year ended December 31, 2024:

For The Year Ended

Grant-Date Weighted-Average Assumptions

December 31, 2024

Expected term (in years)

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.

Activity with respect to stock options is summarized as follows:

Weighted-Average

Exercise Price

Term (in years)

Options outstanding, December 31, 2023

Options outstanding, December 31, 2024

Nonvested options, December 31, 2024

Vested and exercisable options, December 31, 2024

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

At December 31, 2024, total unrecognized share-based compensation expense related to stock options was $ 575,938 , which is expected to be recognized over a weighted-average remaining period of 1.9 years.

Restricted stock units:

Activity with respect to RSUs is summarized as follows:

Weighted-Average

Nonvested shares at December 31, 2023

Nonvested shares at December 31, 2024

At December 31, 2024, total unrecognized share-based compensation expense related to RSUs was $ 331,131 , which is expected to be recognized over a weighted-average remaining period of 1.7 years.

The weighted-average remaining contractual term of the nonvested RSU shares was 1.5 years at December 31, 2024.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Common Stock Warrants

No warrants were issued, expired, or exercised during the years ended December 31, 2023 and 2022, other than 143,707 warrants with an exercise price of $ 0.65 expired on August 12, 2022 .

The composition of the Company’s warrants outstanding at December 31, 2023 and 2022 were as follows:

During the fourth quarter of 2024, the Company issued 2,204,000 shares of common stock related to the exercise of warrants and received gross proceeds, at a weighted average exercise price of $ 0.67 , of $ 1,481,840 .

No other warrants were exercised during the years ended December 31, 2024 and 2023.

Also, no warrants were issued or expired during the years ended December 31, 2024 and 2023.

Following is a summary of the Company’s warrant activity:

Weighted Average

Exercise Price

Balance outstanding at December 31, 2023 and 2022

( 2,204,000 )

Balance outstanding at December 31, 2024

Each warrant represents one share of the Company’s common stock.

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

Number of warrants

2 unchanged sentences

Remaining life (years)

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Preferred Stock

11 unchanged sentences

The Series C preferred stock has preference over the Company’s common stock and has voting rights equal to that number of shares outstanding, but no conversion or dividend rights.

In the event of dissolution or liquidation of the Company, the preferential amount payable to Series C preferred stockholders is $ 0.55 per share.

Stock Repurchase Program

On November 21, 2022 the Board of Directors of the Company approved a stock repurchase program under which management is authorized to repurchase up to 5,000,000 shares of the Company’s outstanding common stock.

Repurchases under the program may be made occasionally, as the Company deems appropriate, based on a variety of factors such as share price, capital position, liquidity, financial performance, alternative uses of capital and overall market conditions.

NOTE 12 – 2023 Equity Incentive Plan

In December 2023, the shareholders of the Company approved United States Antimony Corporation’s 2023 Equity Incentive Plan (“the Plan”).

The Plan provides for the grant of incentive stock options and non-qualified stock options to purchase shares of our common stock and other types of awards.

The general purpose of the Equity Incentive Plan is to provide a means whereby eligible employees, officers, non-employee directors and other individual service providers develop a sense of proprietorship and personal involvement in our development and financial success, and to encourage them to devote their best efforts to our business, thereby advancing our interests and the interests of our shareholders.

By means of the Equity Incentive Plan, we seek to retain the services of such eligible persons and to provide incentives for such persons to exert maximum efforts for our success and the success of our subsidiaries.

The maximum number of shares of common stock available for issuance in connection with options and other awards granted under the Equity Incentive Plan is 8,700,000 .

At December 31, 2023, no shares had been issued under the Plan.

In the event of dissolution or liquidation of the Company, the preferential amount payable to Series C preferred stockholders is $ 0.55 per share, or $ 97,847 in total.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 13 – BUSINESS SEGEMENTS

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

United States antimony operations, Mexico antimony operations, precious metals recovery operations, and United States zeolite operations.

Total assets by segment at December 31, 2023 and 2022 were as follows:

Total Assets:

NOTE 13 – BUSINESS SEGMENTS

The Company has two reportable segments:

antimony and zeolite.

Our antimony segment consists of:

Our facility located in the Burns Mining District of Sanders County in Montana that processes ore primarily into antimony oxide, antimony metal, antimony trisulfide, and precious metals, and

Our two facilities in our USAMSA subsidiary located in Mexico that process ore primarily into antimony metal and a lower grade of antimony oxide.

Our Montana facility processes ore containing antimony and precious metals, which consist of gold and silver.

The gold and silver in this ore represent all precious metals processing and sales of the Company.

Even though these are different types of metals, our precious metals operations and financial results are included in our antimony segment for several reasons.

Our ore processing costs related to antimony, gold, and silver cannot be separated between antimony and precious metals.

Also, our chief operating decision maker reviews the operating results of our Montana facility that includes both antimony and precious metals processing and sales.

Therefore, our precious metals operations and financial results are included in our antimony segment.

Our zeolite segment consists of our facility located in Preston, Idaho that mines, processes, and sells zeolite.

The accounting policies of these segments are the same as those described in the basis of presentation and significant accounting policies in Note 2 of the Notes to Consolidated Financial Statements in this Annual Report.

The chief operating decision maker evaluates the performance of the Company’s reportable segments based on segment profit or loss from operations, which is inclusive of all respective expenses.

The profitability target of each segment is at the profit or loss from operations level, which is how the chief operating decision maker assesses performance.

The chief operating decision maker also uses profit or loss from operations to allocate capital and personnel to the segments, which is typically done to improve the efficiency and effectiveness of operations or for expansion of operations, and ultimately to increase profit from operations.

Included in profit or loss from operations is an allocation of centralized costs based on each segment’s total expense relative to the Company’s total expense.

The Company’s reportable segments are strategic business units that offer different products.

They are managed separately because each business requires different expertise to ensure quality products are produced in an efficient manner and because each business has a different customer base.

Both businesses started as separate units with management selected based on specific skill sets and knowledge related to the product and the industry.

The Company’s chief operating decision maker is the chief executive officer.

The Company has no active operations at, nor any revenue being generated from the following four components of its business:

Los Juarez, Mexico, Ontario, Canada, Alaska, and Philipsburg, Montana.

Also, the chief operating decision maker does not regularly review the operating results of these components.

Therefore, these components have been included in the “All Other” category for segment reporting.

Total expense related to these components was $ 751,762 and $ 114,639 for the years ended December 31, 2024 and 2023, respectively.

All expenses related to these components for the year end December 31, 2023 relate to Los Juarez, Mexico.

Prior year segment reporting was recast to conform to the current year segment reporting related to the following:

precious metals, Los Jaurez, Mexico, and centralized costs.

First, precious metals is included in the antimony segment for the year ended December 31, 2024, whereas precious metals was a reportable segment for the year ended December 31, 2023.

Revenue related to the precious metals segment was $ 525,087 and $ 326,496 for the years ended December 31, 2024 and 2023, respectively.

Second, our Los Juarez, Mexico component or location is included in the “All Other” category for the year ended December 31, 2024, whereas Los Juarez, Mexico was included in the antimony reportable segment for the year ended December 31, 2023.

There was no revenue related to the Los Juarez, Mexico component for the years ended December 31, 2024 and 2023, and the Los Juarez, Mexico loss from operations was $ 104,785 and $ 114,639 for the years ended December 31, 2024 and 2023, respectively.

Third, centralized costs were allocated to the segments for the year ended December 31, 2024, whereas centralized costs were included in the antimony reportable segment for the year ended December 31, 2023.

For the year ended December 31, 2023, centralized costs in the antimony reportable segment decreased by $ 342,146 and centralized costs in the zeolite reportable segment and “All Other” category increased by $ 331,467 and $ 10,679 , respectively.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

Antimony segment:

United States total assets

Mexico total assets

Subtotal antimony segment

Precious metals segment:

United States total assets

Mexico total assets

Subtotal precious metals segment

Zeolite segment

Total capital expenditures by segment for the years ended December 31, 2024 and 2023 were as follows:

For the years ended

Capital expenditures

Antimony segment

United States capital expenditures

Mexico capital expenditures

Subtotal antimony segment

Precious metals segment

Zeolite segment

Total capital expenditures

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The zeolite segment’s capital expenditures for the years ended December 31, 2024 excludes $ 402,722 related to a wheel loader purchased with a note payable.

Selected segment operational information for the years ended December 31, 2024 and 2023 were as follows:

Segment operations for the year ended December 31, 2023

For the year ended December 31, 2024

Total revenues

4 unchanged sentences

$ ( 2,390,812 )

Other income (expense)

Income tax expense

NET INCOME (LOSS)

$ ( 1,730,404 )

Segment operations for the year ended December 31, 2022

For the year ended December 31, 2023

Total revenues

2 unchanged sentences

( 5,858,289 )

Other income (expense)

( 1,096,073 )

( 7,069,001 )

Income tax expense

NET INCOME (LOSS)

$ ( 6,348,287 )

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 14 – SUBSEQUENT EVENTS

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, terminated a majority of USAMSA employees, the cost of which related to this employee termination was approximately $ 40,000 , and announced its plans to sell, lease, or dispose of its USAMSA subsidiary, operations, or assets.

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 or lease its USAMSA subsidiary, operations, or assets over the next year and has initiated an active search for buyers or leasing opportunities of its operations and/or existing assets.

The Company will maintain its existing Los Juarez mining claims and concessions in Cadereyta de Montes Queretaro, Mexico, which are included in our ADM subsidiary.

There are presently no active operations at Los Juarez.

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 has no impact on the Company’s financial statements at December 31, 2023.

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

Fairbanks Agreement for Mining Claims

In January 2025, the Company executed an option agreement to acquire the ownership rights to one hundred and twenty mining claims located in the Fairbanks District of Alaska (“Fairbanks Agreement”).

Payments are to be made by the Company as follows to acquire these claims:

These payments will be capitalized when paid in the “Mineral rights and interests” component of “Properties, plants and equipment, net” in the Consolidated Balance Sheets.

The Fairbanks Agreement requires a royalty payment by the Company based on the production from the claims (“Net Smelter Royalty on Claims”) and another royalty payment by the Company based on the production from certain areas surrounding these one hundred and twenty mining claims (“Net Smelter Royalty on Surrounding Area”).

A certain percentage of the Net Smelter Royalty on Claims can be purchased back by the Company with certain factors causing an escalation in this buyback amount.

Also, the Fairbanks Agreement includes a commitment by the Company to spend an aggregate of $ 2,250,000 on exploring and developing these claims over five years from the agreement date, with various milestones over this five-year period.

The Fairbanks Agreement can be terminated without cause at any time by the Company with thirty days’ notice.

Supply Agreement

Our Montana facility purchases ore primarily from one supplier located in Canada.

In February 2025, the Company renewed its annual contract with this supplier for calendar year 2025, which had similar terms and conditions as the prior contract other than as follows:

i) larger quantities of ore supply for fiscal year 2025 were projected, ii) pricing terms were amended to include tiered pricing based on ore supply volume, and iii) immediate termination or suspension of the contract by either party was included should the cost of any tariff, import duty, or other similar charge make this arrangement uneconomical.

UNITED STATES ANTIMONY CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

BRZ has a lease with Zeolite, LLC that entitles BRZ to surface mine and process zeolite on property in Preston, Idaho, in exchange for an annual payment and a royalty payment, which is based on the amount of zeolite shipped from the leased property (“BRZ Lease”).

In February 2025, the Company extended the BRZ Lease through December 31, 2034 with similar terms and conditions as the prior agreement.

Personal Residence Purchase

In February 2025, the Company purchased a personal residence located near its operations in Thompson Falls, Montana for $ 445,000 , which will be used by management personnel working in Montana.

This asset and related expenses will be included in the “All Other” category in the Company’s segment reporting.

Philipsburg Lease

The Company leases a metals concentration facility in Philipsburg, Montana.

In February 2025, the Company amended its Philipsburg Lease extending the term of the lease to September 2, 2026 and changing the fixed monthly lease payments to $ 10,000 per month through the month of June 2025, $ 25,000 per month during the months of July 2025 to October 2025, and $ 95,000 per month thereafter to the end of the lease term.

Sale of Common Stock

In February 2025, the Company sold 200,000 shares of its common stock in an “at the market offering” at a weighted average price of $ 2.042 for gross proceeds of $ 408,400 .

Common Stock Warrants

In February and March of 2025, the Company issued 400,000 shares of common stock related to the exercise of warrants and received gross proceeds, at a weighted average exercise price of $ 0.85 , of $ 340,000 .

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

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 8. Financial Statements and Supplementary Data