LION COPPER & GOLD CORP.
For the period ended Sep 30, 2024. Filed Nov 14, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 14, 2024
LCU$4.20-4.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-08-16.
0001062993-24-015240
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-11-14.
0001062993-24-019173
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 149 previous paragraphs and 156 current paragraphs.
95 unchanged; 32 reworded; 29 added; 21 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 4 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (29)
Current report
Should the Parties agree that Stage 2c is necessary, the Parties will memorialize the scope of work in a letter agreement. Subject to internal approvals, Nuton will advance another $5,000 of Stage 3 within 30 days of the execution of the Stage 2c Program of Work Agreement.
Current report
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Current report
Page 3 of 10
Current report
Eighteen drill holes were completed at MacArthur.
Current report
Four core drill holes were drilled at Yerington. The recently completed drilling, together with the discovery of an additional 17 historic Anaconda holes that were not included in the January 2024 Preliminary Economic Assessment ("PEA"), are now being incorporated into an updated mineral resource as a key input into the PFS. One of the core holes has been converted into a water level measuring well.
Current report
Eighteen reverse circulation drill holes were completed at MacArthur and a well was installed in one of the holes.
Current report
The objective of the 2024 drilling programs at MacArthur and Yerington was to convert as much of the inferred resource to the indicated resource classification so that it can be included in the prefeasibility study ("PFS").
Current report
The Vat Leached Tailings ("VLT") resource model was re-evaluated by incorporating highwall and backhoe sampling that was completed in 2011 and 2012. A detailed statistical evaluation of this information has allowed for increased search distances, influencing the assigned mineral resource classes. The updated resource will be used in the PFS.
Current report
Page 4 of 10
Current report
Metallurgical column leach testing is currently underway for MacArthur and Yerington material. Four columns representing the main MacArthur pit area and the North Ridge area started September 9, 2024. Five columns representing the oxide and transition portion of the Yerington pit started on September 30, 2024. Material from the Gallagher portion of the MacArthur deposit and the VLT have also been submitted to the laboratory for metallurgical testing. Column leach testing and hydrodynamic leach characterization of sulfides is also ongoing by Nuton™.
Current report
Two rotosonic drill holes were completed for a combined footage of 358 feet. A third drill hole is in progress. These drill holes were completed north of MacArthur for evaluating a potential Rapid Infiltration Basin (RIB) location for Yerington pit dewatering. One additional drill hole was completed in Q3 and material from drilling will be submitted for column testing and geochemical evaluation.
Current report
Bear Drilling
Current report
The Bear deposit is a large and partially defined porphyry copper exploration target located primarily on private lands approximately three miles north of the Yerington pit. Two diamond core holes, B-055 and B-056A, were drilled to depths of 3,435 feet and 3,613 feet, respectively, to further define the target. Drilling was completed in Q2, and assays were also received in Q2. B-055 was drilled on the far western extent of the deposit and directed to intersect a +55 Induced Polarization (IP) anomaly. Weak copper mineralization was encountered within a 2,330-foot intercept of sulfide mineralization, starting at 1,105 feet. B-056A was drilled to test a wide spaced drilling gap along the district northwest mineralization trend. This drill hole identified 0.40% TCu over 2,376 feet from a depth of 1,237 feet, including 130 ft of 0.65% TCu and 138 Ft of 0.62% TCu. The final two intervals encountered 1.150% TCu and 0.904% TCu, respectively, below which the borehole was lost. Oriented core measurements from this hole confirmed the northwest trend with a 40-50° north to northeast dip.
Current report
▪ On August 12, 2024, SPS received approval from the Nevada Division of Environmental Protection (NDEP) for an amendment to Reclamation Permit Number 0294 to allow for geotechnical drilling and monitoring well installation within the MacArthur Exploration project area.
Current report
▪ On September 17, 2024, SPS received a decision notice from the BLM authorizing the same work approved by NDEP in the August 12 permit approval. The work authorized by both agencies supports completion of the PFS.
Current report
On July 15, 2024, SPS applied for a permit to appropriate water contained within the Yerington Pit Lake for storage purposes only. The permit application did not seek appropriate additional water for consumptive use. While the water storage permit is not a prerequisite for future dewatering of Yerington Pit Lake, it would have streamlined anticipated future administrative changes to other existing water rights. On August 5, 2024, SPS received correspondence from the State of Nevada that the application for water storage was denied based on similar applications for water storage that were also denied by the State in 2011 for an applicant other than SPS. SPS disputes this rationale as SPS provided information clearly showing how its application materially differed from those denied by the State in 2011. SPS filed a timely appeal of the denial with the District Court.
Current report
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Current report
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Current report
Page 7 of 10
Current report
On November 8, 2024, the company closed a non-brokered private placement by issuing 25,155,554 units at $0.045 per unit for gross proceeds of $1.13 million. Each Unit comprises one common share and one common share purchase warrant that exercisable at $0.06 till November 8, 2029. The Company intends to use the proceeds for general working capital purposes and repayment of convertible debentures.
Current report
On February 16, 2024, the Company issued 12-month convertible debentures of $0.941 million to replace previously issued debentures that were due in February 2024. These debentures are convertible into common shares of the Company at $0.06 (C$0.08) per share, or at the holder’s option, are converted-in-kind for common shares of FCC at $0.25 per FCC shares. 15,696,883 share purchase warrants exercisable at $0.06 (C$0.08) per share were issued associated with these debentures which expire on February 16, 2025.
Current report
In conjunction with the Company’s CSE listing on September 19, 2024, 41,707,215 warrants were issued to certain directors and individuals who converted their debts into common shares of the Company on March 8, 2024. Each warrant is exercisable into one common share at $0.056 per share till September 19, 2029. These warrants were treated as a contingency with their fair value being recorded as a derivative liability on March 8, 2024. On September 19, 2024. These warrants were revalued at $359 and recorded as equity since all are exercisable in USD, the functional currency of the Company.
Current report
Page 8 of 10
Current report
(3) Charles Travis Naugle, Former CEO, Director - $Nil (2023 - $215); Stephen Goodman, Former CFO Director - $85 (2023 - $166); Tony Alford, Director - $215 (2023 - $306), Thomas Patton, Director - $Nil (2023 - $54), Thomas Pressello, Director - $Nil (2023 - $54); Steven Dischler, CEO - $44 (2023 - $Nil); John Banning, COO - $37 (2023 - $Nil)
Current report
Page 9 of 10
Current report
▪ 411,011,264 common shares
Current report
▪ 46,575,248 stock options
Current report
▪ 110,477,171 warrants
Removed paragraphs (21)
Previous report
Page 2 of 8
Previous report
Page 3 of 8
Previous report
Work to upgrade the mineral resource within the MacArthur mineral resource domain as represented in the PEA included contractor engagement to author the necessary sections of the PFS report as it refers to the MacArthur resource. The information from drilling, that includes 6,165 feet of drilling in 18 drill holes, was added to the MacArthur datasets and preparation for the resource model estimation was completed.
Previous report
Two additional core drill holes were completed in the Yerington resource with a combined drill footage of 1,270 feet. One core hole reached 562 feet by March 31 and an additional 708 feet was drilled in April. A second core hole was completed to 634 feet and has been converted into a water level measuring station. The purpose of additional core drilling is to increase and upgrade the mineral resource along the margin of and beneath the Yerington pit. The mineral resource estimation will include adding recent drilling and newly discovered historical Anaconda drilling to the model, and by varying search distances to determine the influence on assigned mineral resource classes. The updated resource will be included in the PFS.
Previous report
Page 4 of 8
Previous report
On May 21, 2024, SPS submitted to Nevada Division of Environmental Protection (NDEP) a revised application for a major modification to the Yerington Mine Exploration Reclamation Permit #0321. As of June 30, 2024, the revised permit had not been received by SPS.
Previous report
On May 31, 2024, SPS submitted to NDEP an application for a Temporary Discharge Permit to allow exploration drilling into the bottom of the Yerington Pit Lake from a barge platform that would be constructed and floated on the surface of the pit lake. As of June 30, 2024, the permit had not been received by SPS.
Previous report
On June 18, 2024, SPS received a Surface Air Disturbance Permit for the MacArthur Mine Exploration Project from NDEP.
Previous report
On June 18, 2024, SPS received a Surface Air Disturbance Permit for the Yerington Mine Exploration Project from NDEP.
Previous report
On June 27, 2024, SPS received a Stormwater Construction General permit for the Yerington Mine Exploration Project from NDEP.
Previous report
On June 27, 2024, SPS received a Stormwater Construction General permit for the MacArthur Mine Exploration Project from NDEP.
Previous report
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Previous report
On February 16, 2024, the Company issued new convertible debentures totaling $0.941 million to replace the existing debentures. The new debentures will have, a maturity date of 12 months; bear interest at a rate of 20% per annum, non-compounding, and accrued interest or may be converted into common shares of the Company at a conversion price equal to $0.06 (C$0.08) per share, or at the holder's option into common shares the Company owns of Falcon Butte at $0.25 (C$0.32) per share; and one Warrant will be issued for every $0.06 of principal new debentures issued. New debentures holders also received 15,696,883 share purchase warrants, exercisable at $0.06 (C$0.08) per share which expire on February 16, 2025.
Previous report
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Previous report
Certain directors and individuals did not receive warrants with their convertible debenture settlement and will receive these warrants upon the Company's listing on the CSE ("Contingent Warrants"). The Company expects to list in the near future, therefore management concluded that the issuance of the 41,707,215 Contingent Warrants is probable. As such, the fair value of the warrants as of March 8, 2024, of $0.648 million was recognized as a derivative liability at issuance
Previous report
(3) Charles Travis Naugle, Former CEO, Director - $Nil (2023 - ($81)); Stephen Goodman, Former CFO Director - $66 (2023 - ($81)); Tony Alford, Director - $215 (2023 - $Nil).
Previous report
Page 7 of 8
Previous report
385,855,710 common shares
Previous report
58,021,020 stock options
Previous report
130,970,408 warrants
Reworded paragraphs (32)
Previous wording
For the three and six months ended June 30, 2024
Current wording
For the three and nine months ended September 30, 2024
Previous wording
This Management's Discussion and Analysis ("MD&A") of Lion Copper and Gold Corp. and its wholly owned subsidiaries (collectively, "Lion CG" or the "Company"), dated August 14, 2024, should be read in conjunction with the condensed interim consolidated financial statements for the three and six months ended June 30, 2024 and audited consolidated financial statements for the year ended December 31, 2023, and related notes thereto which have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). All dollar amounts in this MD&A are United States dollars unless otherwise noted.
Current wording
This Management's Discussion and Analysis ("MD&A") of Lion Copper and Gold Corp. and its subsidiaries (collectively, "Lion CG" or the "Company"), dated November 14, 2024, should be read in conjunction with the condensed interim consolidated financial statements for the three and nine months ended September 30, 2024 and audited consolidated financial statements for the year ended December 31, 2023, and related notes thereto which have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). All dollar amounts in this MD&A are United States dollars unless otherwise noted.
Previous wording
Steve Dischler, CEO of the Company, is a Qualified Person under National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101"), and has approved the scientific and technical information in this MD&A.
Current wording
Steven Dischler, CEO of the Company, is a Qualified Person under National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101"), and has approved the scientific and technical information in this MD&A.
Previous wording
The Company is incorporated in British Columbia, Canada. Its registered and records offices are located at 1200 - 750 West Pender Street, Vancouver, British Columbia, Canada, V6C 2T8.
Current wording
The Company is incorporated in British Columbia, Canada on May 11, 1993. Its registered and records offices are located at 1200 - 750 West Pender Street, Vancouver, British Columbia, Canada, V6C 2T8.
Previous wording
On November 22, 2021, the Company changed its name and began trading on the TSX Venture Exchange ("TSXV") under the symbol "LEO" and on the OTCQB Market under the symbol "LCGMF".
Current wording
On November 22, 2021, the Company changed its name and began trading on the TSX Venture Exchange ("TSXV") under the new symbol "LEO" and on the OTCQB Market under the symbol "LCGMF". On September 19, 2024, the Company's common shares were voluntarily delisted on the TSXV and were subsequently listed on the Canadian Securities Exchange ("CSE") under the same symbol "LEO".
Previous wording
During the year ended December 31, 2022, the Company transitioned into the SEC reporting system because more than 50% of its outstanding voting common shares are held directly or indirectly by residents of the United States, and the majority of its directors are U.S. citizens. Consequently, the Company must adhere to the SEC's reporting and disclosure requirements, enhance financial and corporate governance and ensure greater transparency.
Current wording
During the year ended December 31, 2022, the Company transitioned into the SEC reporting system because more than 50% of its outstanding voting common shares are held directly or indirectly by residents of the United States, and the majority of its directors are U.S. citizens. Consequently, the Company must adhere to the SEC's reporting and disclosure requirements.
Previous wording
Effective April 27, 2022, the Company entered an option to earn-in agreement (the "Rio Agreement") with Rio Tinto America Inc. ("Rio Tinto"), to advance studies and exploration at the Company's copper projects in Mason Valley, Nevada. Under the Rio Agreement, Rio Tinto has the exclusive option to earn a 65% interest in the projects comprising Yerington, MacArthur, Wassuk, Bear and associated water rights (the "Mining Assets") for $50 million over three stages.
Current wording
On March 18, 2022, the Company entered an option to earn-in agreement (the “Rio Agreement”) with Rio Tinto America Inc. (“Rio Tinto”), to advance studies and exploration at the Company’s copper projects in Mason Valley, Nevada. The Agreement defines three stages of investment by Nuton. Following the completion of Stage 2, Rio Tinto has the exclusive option to earn an initial 65% interest in the projects comprising Yerington, MacArthur, Wassuk, Bear and associated water rights (the "Mining Assets") by making staged investments in the Mining Assets at Yerington.
Previous wording
In addition, Rio Tinto evaluates the potential commercial deployment of its Nuton™ technologies at the site. Nuton™ offers copper heap leaching technologies developed by Rio Tinto to deliver greater copper recovery from mined ore and access new sources of copper, such as low-grade sulfide resources and reprocessing of stockpiles and mineralized waste. These technologies have the potential to deliver leading environmental performance through more efficient water usage, lower carbon emission, and the ability to reclaim mine sites by reprocessing waste.
Current wording
Rio Tinto is evaluating the potential commercial deployment of its Nuton™ technologies at the site. Nuton™ offers copper heap leaching technologies developed by Rio Tinto to deliver greater copper recovery from mined ore and access new sources of copper, such as low-grade sulfide resources and reprocessing of stockpiles and mineralized waste. These technologies have the potential to deliver leading environmental performance through more efficient water usage, lower carbon emission, and the ability to reclaim mine sites by reprocessing waste.
Previous wording
The Rio Agreement was amended in October 2023 with Stage 2 being modified to Stage 2a and Stage 2b. The Company completed Stage 1 on December 22, 2022, Stage 2a on January 12, 2024, and is currently progressing in State 2b.
Current wording
The Agreement was subsequently assigned to Nuton LLC, a Rio Tinto venture. The Rio Agreement was amended in October 2023 with Stage 2 being modified to Stage 2a and Stage 2b. The Company completed Stage 1 on December 22, 2022, Stage 2a on January 12, 2024, and is currently progressing in Stage 2b.
Previous wording
As of June 30, 2024, the Company has received $23 million accumulative funding from Rio Tinto, incurred $16.742 million expenditures, including $12.755 million in exploration, $3.318 million in general operating and $0.669 million in capital items under the Rio Agreement.
Current wording
As of September 30, 2024, the Company has received $23 million cumulative funding from Rio Tinto, of which $9,000 was for Stages 1 and 2, and $14,000 was advanced funding of Stage 3. As of September 30, 2024, the Company has, incurred $19.011 million expenditures, including $14.074 million in exploration, $4.335 million in general operating and $0.602 million in capital items under the Rio Agreement.
Previous wording
During the quarter ending June 30, 2024, PFS progressive work included exploration drilling, environmental and geotechnical studies, metallurgical testing and engineering.
Current wording
During the quarter ending September 30, 2024, PFS progressive work included resource updates, environmental and geotechnical studies, metallurgical testing and engineering.
Previous wording
Yerington core drilling provided material for geomechanical testing, oriented core measurement and geotechnical logging to assess stability of pit slope design. A pit slope stability evaluation, including geotechnical pit bench mapping was initiated during Q2. Additional drill core samples were selected and delivered for metallurgical column leach test work and hydrodynamic leach characterization of Yerington sulfide material. Drill core samples were submitted for laboratory tests to characterize the geochemistry of planned mined materials.
Current wording
Yerington core drilling provided material for geomechanical testing, oriented core measurement and geotechnical logging to assess pit slope design. A pit slope stability evaluation, including geotechnical pit bench mapping was initiated during Q2. Additional drill core samples were selected and delivered for metallurgical column leach test work. Drill core samples were submitted for laboratory testing to characterize the geochemistry of the planned mined materials. Laboratory results have been received and are currently in review and an analysis will be provided in the PFS.
Previous wording
Additional geotechnical and exploration drilling on the Yerington Site to support the PFS are in the planning stages. The timing and scope of additional drilling is dependent on receipt of permits from NDEP, as discussed in the next section.
Current wording
Nine geotechnical test pits were completed, and samples from the test pits have been submitted for laboratory testing. Geotechnical drilling at Yerington and MacArthur to support the PFS are in the planning stages. The timing and scope of additional drilling is dependent on receipt of permits from NDEP, as discussed in the next section. This geotechnical field and test work will progress the optimization and siting of project infrastructure for the PFS.
Previous wording
On June 21, 2024, SPS received a decision notice from the Bureau of Land Management (BLM) authorizing exploration drilling on public lands administered by the BLM at the Yerington Mine Project.
Current wording
▪ On August 22, 2024, SPS received a decision notice from the Bureau of Land Management (BLM) authorizing exploration work on public lands located north and east the MacArthur Exploration project area. The authorized work supports completion of the PFS.
Previous wording
All permits either applied for or received during the period are aligned to the Stage 2B and 3 work plan requirements. For those permits that SPS has applied for but not yet received, the Company continues to work cooperatively and proactively with NDEP to facilitate permit issuance in a timely manner.
Current wording
All permits either applied for or received during the period are aligned to the Stage 2B work plan requirements. For those permits that SPS has applied for but has not yet received, the Company continues to work cooperatively and proactively with NDEP to facilitate permit issuance in a timely manner. SPS expects to receive the remaining permits from NDEP in the fourth quarter of 2024.
Previous wording
On September 28, 2023, SPS simultaneously timely filed an Amended Petition for Review and a Complaint for Equitable Relief with the Third Judicial District Court in Lyon County, Nevada seeking judicial relief from the August 30 Forfeiture Notice. On October 10, 2023, the Judge signed an order granting a Stipulated Stay of the August 30, 2023, Forfeiture Notice while the appeal process is ongoing. A hearing regarding both legal paths described above is tentatively scheduled for January 2025.
Current wording
On September 28, 2023, SPS simultaneously timely filed an Amended Petition for Review and a Complaint for Equitable Relief with the Third Judicial District Court in Lyon County, Nevada seeking judicial relief from the August 30 Forfeiture Notice. On October 10, 2023, the Judge signed an order granting a Stipulated Stay of August 30, 2023, Forfeiture Notice while the appeal process is ongoing.
Previous wording
The US firms representing SPS completed the briefing on the Amended Petition for Judicial Review and filed the opening brief on the Complaint for Equitable Relief. The hearing on both matters will occur in early January 2025. The firms interviewed the likely witnesses in the matter and developed the Declarations in Support of the Equitable Relief briefing. The firms await the response brief from the State of Nevada which is due on or before September 6, 2024. Thereafter the firms will determine whether expert or other witness testimony is necessary to the pursuit of the matters.
Current wording
The US firms representing SPS completed the briefing on the Amended Petition for Judicial Review and filed the opening brief on the Complaint for Equitable Relief. The hearing on both matters is tentatively scheduled to occur in the first quarter of 2025. The firms interviewed the likely witnesses in the matter and developed the Declarations in Support of the Equitable Relief briefing. The State of Nevada timely filed its responsive brief. SPS timely filed its reply brief on November 1, 2024. Further review of witness testimony is ongoing, and decisions are being contemplated regarding the necessity of expert testimony. The hearing, is tentatively scheduled for 1Q2025 in Lyon County Circuit Court. Simultaneously with diligently defending against the forfeiture, SPS seeks non-judicial resolutions with the State Engineer.
Previous wording
pay an additional payment commitment of $51,000 by July 1, 2024 (Paid as a subsequent event);
Current wording
▪ pay an additional payment commitment of $51,000 by July 1, 2024 (Paid);
Previous wording
The Butte Valley Royalty is represented by a 1.0% NSR, subject to a buy-down to a 0.5% NSR in exchange for an aggregate payment of $15,000,000.
Current wording
The Butte Valley Royalty is represented by a 1.0% NSR, subject to a buy-down to a 0.5% NSR in exchange for an aggregate payment of $15 million.
Previous wording
For the six months ended June 30, 2024, the Company incurred operating expenses of $1.908 million compared to $1.437 million in the prior period. The increase of $0.471 million is primarily due to professional fees in the current period related to convertible debenture and water rights dispute.
Current wording
For the nine months ended September 30, 2024, the Company incurred operating expenses of $2.665 million compared to $3.667 million in the prior period. The decrease of $1.002 million is primarily due to an increase in net Rio Tinto funding of $1.935 million as a result of stage 2(b) and 3 funding received, partially offset by professional fees in the current period related to convertible debenture and water rights dispute.
Previous wording
During the six months ended June 30, 2024, the Company recognized a $1.75 million loss on debenture conversion and repayment. The Company also recorded $0.66 million share-based payments expense versus a $0.136 million recovery in the same prior period resulting from the RSU cancellation.
Current wording
During the nine months ended September 30, 2024, the Company recognized a $1.75 million loss on debenture conversion and repayment. The Company also recorded $0.789 million share-based payments expense versus $1.133 million expense in the same prior period.
Previous wording
The following table summarizes the Company's cash flows for the six months ended June 30, 2024, and 2023:
Current wording
The following table summarizes the Company's cash flows for the nine months ended September 30, 2024, and 2023:
Previous wording
As of June 30, 2024, the Company had cash and cash equivalents of $8.318 million (December 31, 2023 - $ 2.31 million) and working capital deficit of $0.589 million (December 31, 2023 - $2.854 million). The decrease in the working capital deficit of $2.265 million is primarily due to the increase in cash and cash equivalents of $6.008 million which was offset by an increase in the Rio Tinto deposit of $4.901 million.
Current wording
As of September 30, 2024, the Company had cash and cash equivalents of $5.487 million (December 31, 2023 - $ 2.31 million) and working capital deficit of $0.416 million (December 31, 2023 - $2.854 million). The decrease in the working capital deficit of $2.438 million is primarily due to the increase in cash and cash equivalents of $3.177 million which was partially offset by an increase in the Rio Tinto deposit of $2.632 million.
Previous wording
As of June 30, 2024, the Company had convertible debentures with a face value of $1.011 million and a carrying value of $0.932 million.
Current wording
As of September 30, 2024, the Company had convertible debentures with a face value and a carrying value of $1.01 million.
Previous wording
On March 8, 2024, the Company issued 4,107,998 units and 41,707,215 common shares to settle $1.924 million of existing debenture debt. The existing debenture holders converted their principal and interest into units of the Company at $0.045 (C$0.06) per Unit. Each Unit is comprised of one common share and one share purchase warrant. Each warrant is exercisable into one additional common share at a price of $0.06 (C$0.08) per share for a period of 5 years from the date of issuance.
Current wording
On March 8, 2024, the Company issued 4,107,998 units and 41,707,215 common shares to settle $1.924 million of existing debenture debt. The debenture holders converted their principal and interest into units of the Company at $0.045 (C$0.06) per Unit. Each Unit is comprised of one common share and one share purchase warrant. Each warrant is exercisable into one additional common share at a price of $0.06 (C$0.08) per share for a period of 5 years from the date of issuance.
Previous wording
(1) Charles Travis Naugle, Former CEO, Director - $104 (2023 - $125); Stephen Goodman, Former CFO, Director - $83 (2023 - $105); Steven Dischler, CEO - $17 (2023 - $-); Lei Wang, CFO $8 (2023 - $-).
Current wording
(1) Charles Travis Naugle, Former CEO, Director - $104 (2023 - $187); Stephen Goodman, Former CFO, Director - $83 (2023 - $158); Steven Dischler, CEO - $67 (2023 - $Nil); Lei Wang, CFO - $30 (2023 - $Nil); John Banning, COO - $53 (2023 - $Nil).
Previous wording
(4) Charles Travis Naugle, Former CEO, Director - $40 (2023 - $16); Tony Alford, Director - $79 (2023 - $84); Ekaterina Naugle, spouse of a director - $5 (2023 - $2); Stephen Goodman, Former CFO, Director $2 (2023 - $1); Thomas Pressello, Director - $Nil (2023 - $1)
Current wording
(4) Charles Travis Naugle, Former CEO, Director - $55 (2023 - $25); Tony Alford, Director - $82 (2023 - $139); Ekaterina Naugle, spouse of a director - $7 (2023 - $3); Stephen Goodman, Former CFO, Director $2 (2023 - $3); Thomas Pressello, Director - $Nil (2023 - $1)
Previous wording
Other transactions for the six months ended June 30, 2024
Current wording
Other transactions for the nine months ended September 30, 2024
Previous wording
c) On March 8, 2024, the Company recognized 36,675,478 Contingent Warrants for former CEO, former CFO, directors, and other related parties who converted their existing debentures into units. The value of the contingent warrants upon recognition was $570,000. The related parties will receive these warrants upon the Company's listing on the CSE.
Current wording
c) On March 8, 2024, the Company recognized 41,707,215 Contingent Warrants for the current CEO, former CEO, former CFO, directors, and other related parties who converted their existing debentures into units. The value of the contingent warrants upon recognition was $649,000. The related parties received these warrants, which were valued to be $359,000, on September 19, 2024, upon the Company's listing on the CSE.
Previous wording
d) On March 8, 2024, the former CFO and directors subscribed for 12,202,380 common shares for a total proceeds of $513,000 in relation of a private placement. Additionally, the directors received 12,202,380 warrants with a value of $177,000.
Current wording
d) On March 8, 2024, the former CFO and directors subscribed for 12,202,380 common shares for a total proceeds of $513,000 in relation to a private placement. Additionally, the directors received 12,202,380 warrants with a value of $177,000.
Previous wording
e) As at June 30, 2024, the Company had $30,000 (December 31, 2023 - $290,000) in interest accrued relating to outstanding convertible debentures with directors and officers of the Company.
Current wording
e) As of September 30, 2024, the Company had $50,000 (December 31, 2023 - $290,000) in interest accrued relating to outstanding convertible debentures with directors and officers of the Company.
Previous wording
g) As at June 30, 2024, there was $12,000 (December 31, 2023 - $Nil) in accounts payable for CEO, and CFO of the company relating to wages.
Current wording
g) As at September 30, 2024, there was $13,000 (December 31, 2023 - $Nil) in accounts payable for CEO, and CFO of the company relating to wages.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
The US firms representing SPS completed the briefing on the Amended Petition for Judicial Review and filed the opening brief on the Complaint for Equitable Relief. The hearing on both matters will occur in early January 2025. The firms interviewed the likely witnesses in the matter and developed the Declarations in Support of the Equitable Relief briefing. The firms await the response brief from the State of Nevada which is due on or before September 6, 2024. Thereafter the firms will determine whether expert or other witness testimony is necessary to the pursuit of the matters.