UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended December 31, 2017
OR
☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 001-35770
CONTANGO ORE, INC.
(Exact name of registrant as specified in its charter)
DELAWARE |
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27-3431051 |
(State or other jurisdiction of incorporation or organization) |
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(IRS Employer Identification No.) |
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3700 BUFFALO SPEEDWAY, SUITE 925 HOUSTON, TEXAS 77098 |
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(Address of principal executive offices) |
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(713) 877-1311
(Registrant ’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ☐ |
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Accelerated filer ☐ |
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Non-accelerated filer ☐ |
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Smaller reporting company ☒ |
Emerging growth company ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The total number of shares of common stock, par value $0.01 per share, outstanding as of January 30, 2018 was 5,975,048.
CONTANGO ORE, INC.
TABLE OF CONTENTS
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Page |
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PART I – FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
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Condensed Consolidated Balance Sheets (unaudited) as of December 31, 2017 and June 30, 2017 |
3 |
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Condensed Consolidated Statements of Operations (unaudited) for the three and six months ended December 31, 2017 and 2016 |
4 |
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Condensed Consolidated Statements of Cash Flows (unaudited) for the six months ended December 31, 2017 and 2016 |
5 |
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Condensed Consolidated Statement of Shareholders ’ Equity (unaudited) for the six months ended December 31, 2017 |
6 |
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Notes to the Condensed Consolidated Financial Statements (unaudited) |
7 |
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Item 2. |
Management ’s Discussion and Analysis of Financial Condition and Results of Operations |
17 |
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Item 3. |
Quantitative and Qualitative Disclosures about Market Risk |
43 |
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Item 4. |
Controls and Procedures |
43 |
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PART II – OTHER INFORMATION |
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Item 1. |
Legal Proceedings |
43 |
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Item 1A. |
Risk Factors |
43 |
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Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds |
43 |
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Item 4. |
Mine Safety Disclosures |
43 |
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Item 5. |
Other Information |
43 |
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Item 6. |
Exhibits |
44 |
All references in this Form 10-Q to the “Company”, “CORE”, “we”, “us” or “our” are to Contango ORE, Inc.
CONTANGO ORE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
Item 1 - Financial Statements
The accompanying notes are an integral part of these condensed consolidated financial statements.
CONTANGO ORE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended December 31, |
Six Months Ended December 31, |
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2017 | 2016 |
2017 |
2016 |
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EXPENSES: |
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General and administrative expense |
$ | 808,344 | $ | 592,142 | $ | 1,476,980 | $ | 1,547,792 | ||||||||
Total expenses |
808,344 | 592,142 | 1,476,980 | 1,547,792 | ||||||||||||
OTHER EXPENSE |
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Loss from equity investment in Peak Gold, LLC (Note 4) |
— | — | — | — | ||||||||||||
NET LOSS |
$ | (808,344 | ) | $ | (592,142 | ) | $ | (1,476,980 |
) |
$ | (1,547,792 |
) |
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LOSS PER SHARE |
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Basic and diluted |
$ | (0.14 | ) | $ | (0.13 | ) | $ | (0.28 |
) |
$ | (0.36 |
) |
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WEIGHTED AVERAGE COMMON SHARES OUTSTANDING |
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Basic and diluted |
5,650,321 | 4,640,034 | 5,289,934 | 4,315,444 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
CONTANGO ORE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended December 31, |
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2017 |
2016 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net loss |
$ | (1,476,980 |
) |
$ | (1,547,792 |
) |
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Adjustments to reconcile net loss to net cash used in operating activities: |
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Stock-based compensation |
998,117 | 959,650 | ||||||
Changes in operating assets and liabilities: |
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Decrease/(increase) in prepaid expenses and other |
50,231 | (61,917 | ) | |||||
Increase/(decrease) in accounts payable and accrued liabilities |
(6,495 | ) | 71,681 | |||||
Net cash used in operating activities |
(435,127 |
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(578,378 |
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CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
Cash paid for shares withheld from employees for payroll tax withholding | — | (171,158 | ) | |||||
Cash from warrant exercises and capital raise, net | 11,065,116 | 5,287,500 | ||||||
Net cash provided by financing activities |
11,065,116 | 5,116,342 | ||||||
NET (DECREASE) IN CASH AND CASH EQUIVALENTS | 10,629,989 | 4,537,964 | ||||||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD |
5,191,749 | 1,254,489 | ||||||
CASH AND CASH EQUIVALENTS, END OF PERIOD |
$ | 15,821,738 | $ | 5,792,453 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
CONTANGO ORE, INC.
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS ’ EQUITY
(Unaudited)
Common Stock |
Additional Paid-In |
Treasury |
Accumulated |
Total Shareholders ’ |
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Shares |
Amount |
Capital |
Stock At Cost | Deficit |
Equity |
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Balance at June 30, 2017 |
4,930,231 | $ | 49,303 | $ | 40,500,239 | $ | (207,400 | ) | $ | (35,112,021 |
) |
$ | 5,230,121 | |||||||||||
Stock-based compensation |
— | — | 998,117 | — | — | 998,117 | ||||||||||||||||||
Restricted shares activity | 155,000 | 1,550 | (1,550 | ) | — | — | — | |||||||||||||||||
Treasury stock activity | (9,068 | ) | (91 | ) | (207,309 | ) | 207,400 | — | — | |||||||||||||||
Issuance of common stock | 553,672 | 5,537 | 10,514,231 | — | — | 10,519,768 | ||||||||||||||||||
Cost of common stock issuance | — | — | (642,143 | ) | — | — | (642,143 | ) | ||||||||||||||||
Stock option exercises | 93,026 | 930 | (930 | ) | — | — | — | |||||||||||||||||
Stock warrant exercises |
252,187 | 2,522 | 1,184,969 | — | 1,187,491 | |||||||||||||||||||
Net loss for the period |
— | — | — | — | (1,476,980 |
) |
(1,476,980 |
) |
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Balance at December 31, 2017 |
5,975,048 | $ | 59,751 | $ | 52,345,624 | $ | — | $ | (36,589,001 |
) |
$ | 15,816,374 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
CONTANGO ORE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Unaudited)
1. Organization and Business
Contango ORE, Inc. (“ CORE” or the “Company”) is a Houston-based company that engages in the exploration in Alaska for gold and associated minerals through a joint venture company, Peak Gold, LLC (the "Joint Venture Company"). The Company was formed on September 1, 2010 as a Delaware corporation for the purpose of engaging in the exploration in the State of Alaska for gold ore and associated minerals. The Company currently has two wholly owned subsidiaries, AU CORE, Inc. and CORE Alaska, LLC. AU CORE, Inc. historically owned unpatented mining claims. Those claims were transferred to the Joint Venture Company in January 2015. CORE participates in the Joint Venture Company through its wholly owned subsidiary, CORE Alaska, LLC .
On November 29, 2010, Contango Mining Company (“Contango Mining”), a wholly owned subsidiary of Contango Oil & Gas Company (“Contango”), assigned its properties and certain other assets and liabilities to Contango. Contango contributed the properties and $3.5 million of cash to the Company, in exchange for approximately 1.6 million shares of the Company’s common stock, which were distributed to Contango's shareholders of record. The above transactions occurred among companies under common control and were accounted for as transactions among entities under common control, in accordance with Accounting Standards Codification ("ASC") 805, "Business Combinations" whereby the acquired assets and liabilities were recognized in the financial statements at their carrying amounts .
The Company is still in an exploration stage. The Company’s fiscal year end is June 30 .
The properties contributed by Contango included: (i) a 100% leasehold interest in an estimated 675,000 acres (the “ Tetlin Lease”) from the Tetlin Village Council, the council formed by the governing body for the Native Village of Tetlin, an Alaska Native Tribe (the "Tetlin Village Council"); (ii) approximately 18,021 acres in unpatented mining claims from the state of Alaska for the exploration of gold ore and associated minerals. If any of the properties are placed into commercial production, the Joint Venture Company would be obligated to pay a 3.0% production royalty to Royal Gold, Inc. ("Royal Gold"). On September 29, 2014, Juneau Exploration L.P. (“JEX”) sold its 3.0% production royalty to Royal Gold. See Note 9 - Related Party Transactions .
In September 2012, the Company and JEX entered into an Advisory Agreement in which JEX assisted the Company in acquiring 474 unpatented state of Alaska mining claims consisting of 71,896 acres for the exploration of gold ore and associated minerals in exchange for a 2.0% production royalty on properties acquired after July 1, 2012. If any such properties are placed into commercial production, the Joint Venture Company would be obligated to pay Royal Gold a 2.0% production royalty. On September 29, 2014, JEX sold its 2.0% production royalty to Royal Gold and the Company terminated its Advisory Agreement with JEX. See Note 9 - Related Party Transactions .
On September 29, 2014, the Company entered into a Master Agreement (the “Master Agreement”) with Royal Gold, pursuant to which the parties agreed, subject to the satisfaction of various closing conditions, to form a joint venture to advance exploration and development of the Peak Gold Joint Venture Property, prospective for gold ore and associated minerals (the “Transactions”). The Transactions closed on January 8, 2015 ( the "Closing") .
In connection with the Closing, the Company contributed its Tetlin Lease and state of Alaska mining claims near Tok, Alaska (the "Peak Gold Joint Venture Property"), together with other property, to the Joint Venture Company, a newly formed limited liability company (the “Joint Venture Company”). The Joint Venture Company is managed according to a Limited Liability Company Agreement (the "JV LLCA") between subsidiaries of Royal Gold and the Company. At the Closing, Royal Gold made an initial investment of $5 million to fund exploration activity. The initial $5 million did not give Royal Gold an equity stake in the Joint Venture Company. Royal Gold has the option to obtain up to 40% interest in the joint venture by investing up to $30 million (inclusive of the initial $5 million investment) prior to October 2018. The proceeds of Royal Gold’s investment will be used by the Joint Venture Company for additional exploration of the Peak Gold Joint Venture Property. Royal Gold serves as the Manager of the Joint Venture Company and initially manages, directs, and controls operations of the Joint Venture Company. As of December 31, 2017, Royal Gold has contributed approximately $29.3 million to the Joint Venture Company and has earned an interest of 39.0% .
The Company has completed eight years of exploration efforts on the Peak Gold Joint Venture Properties, which has resulted in identifying two mineral deposits (Peak and North Peak) and several other gold, silver, and copper prospects. In 2017, three phases of exploration drilling were completed by the Joint Venture Company on the Peak Gold Joint Venture Property. During the quarter ended December 31, 2017, the Joint Venture Company completed Phase III of the 2017 drilling program, which consisted of exploration drilling in the West Peak, West Peak Extension, 7 O’clock, Forks, and North Peak areas.
On November 10, 2017, subsidiaries of Royal Gold and the Company entered into Amendment No. 1 to the JV LLCA, which, among other things, amended the JV LLCA to add certain claims, previously purchased by the Joint Venture Company. The claims that were added consist of 541 unpatented state of Alaska mining claims over 84,840 acres for the exploration of gold ore and associated minerals (the “New Properties”). In return for locating the New Properties and incurring all related expenses, the Joint Venture Company granted to a subsidiary of Royal Gold a 3.0% production royalty on (i) the New Properties, (ii) prior to October 31, 2018, any additional properties contributed to the Joint Venture Company, and (iii) subsequent to October 31, 2018, any additional properties contributed to the Joint Venture Company if Royal Gold earns a 40% interest in the Joint Venture Company by October 31, 2018 ( all such properties subject to the 3.0% production royalty, “Additional Properties”).
2. Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), including instructions to Form 10 -Q and Article 8 of Regulation S- X. Accordingly, they do not include all the information and footnotes required by GAAP for complete annual consolidated financial statements. In the opinion of management, all adjustments considered necessary for a fair statement of the consolidated financial statements have been included. All such adjustments are of a normal recurring nature. The consolidated financial statements should be read in conjunction with the audited financial statements and notes included in the Company ’s Form 10 -K for the fiscal year ended June 30, 2017. The results of operations for the three and six months ended December 31, 2017 are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2018.
3. Summary of Significant Accounting Policies
The Company ’s significant accounting policies are described below .
Management Estimates. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, 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. Actual results could differ from those estimates .
Cash Equivalents. Cash equivalents are considered to be highly liquid securities having an original maturity of 90 days or less at the date of acquisition .
Stock-Based Compensation . The Company applies the fair value method of accounting for stock-based compensation. Under this method, compensation cost is measured at the grant date based on the fair value of the award and is recognized over the award vesting period. The Company classifies the benefits of tax deductions in excess of the compensation cost recognized for the options (excess tax benefit) as financing cash flows. The fair value of each option award is estimated as of the date of grant using the Black-Scholes option-pricing model. The fair value of each restricted stock award is equal to the Company's stock price on the date the award is granted .
Income Taxes. The Company follows the liability method of accounting for income taxes under which deferred tax assets and liabilities are recognized for the future tax consequences of (i) temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements and (ii) operating loss and tax credit carry-forwards for tax purposes. Deferred tax assets are reduced by a valuation allowance when, based upon management’s estimates, it is more likely than not that a portion of the deferred tax assets will not be realized in a future period. The Company recognized a full valuation allowance as of December 31, 2017 and June 30, 2017 and has not recognized any tax provision or benefit for any of the periods. The Company reviews its tax positions quarterly for tax uncertainties. The Company did not have any uncertain tax positions as of December 31, 2017 or June 30, 2017. The Tax Cuts and Jobs Act was signed into law on December 22, 2017, which enacts significant changes to U.S. income tax and related laws. Among other things, the Tax Cuts and Jobs Act reduces the top U.S. corporate income tax rate from 35.0% to 21.0%, and makes changes to certain other business-related exclusions, deductions and credits. The Company has assessed the impact of the tax bill on the financial statements as of December 31, 2017. Due to the Company's full valuation allowance, the changes to the income tax provision as a result of the bill, are not expected to have a consolidated financial statement impact.
Investment in the Joint Venture Company. The Company’s consolidated financial statements include the investment in the Joint Venture Company which is accounted for under the equity method. The Company has designated one of the three members of the Management Committee and on December 31 , 2017 held a 61.0% ownership interest in Peak Gold. Royal Gold will initially serve as the Manager of the Joint Venture Company and will manage, direct, and control operations of the Joint Venture Company. The Company recorded its investment at the historical cost of the assets contributed. The cumulative losses of the Joint Venture Company exceed the historical cost of the assets contributed to the Joint Venture Company; therefore the Company's investment in the Joint Venture Company as of December 31, 2017 and June 30, 2017 is zero. The portion of the cumulative loss that exceeds the Company's investment will be suspended and recognized against earnings, if any, from the investment in the Joint Venture Company in future periods .
Recently Adopted Accounting Pronouncements. In August 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update ("ASU") No. 2014 - 15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Before this new standard, there was minimal guidance in U.S. GAAP specific to going concern. Under the new standard, disclosures are required when conditions give rise to substantial doubt about a company’s ability to continue as a going concern within one year from the financial statement issuance date. The new standard applies to all companies and is effective for the annual period ending after December 15, 2016, and all annual and interim periods thereafter. The Company has adopted this standard, and updated our going concern analysis and disclosures accordingly .
In March 2016, the FASB issued ASU No. 2016 - 09: Compensation – Stock Compensation (Topic 718 ): Improvements to Employee Share-Based Payment Accounting (ASU 2016 - 09 ). ASU 2016 - 09 is part of an initiative to reduce complexity in accounting standards. The areas of simplification in ASU 2016 - 09 involve several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. For public entities, ASU 2016 - 09 is effective for financial statements issued for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years; early application is permitted. The Company adopted this ASU in a prior quarter. The adoption of the standard did not have a material impact on the consolidated financial statements .
Recently Issued Accounting Pronouncements. In August 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016 - 15: Statement of Cash Flows (Topic 230 ), Classification of Certain Cash Receipts and Cash Payments. The main objective of this update is to reduce the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. This update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The eight cash flow updates relate to the following issues: 1 ) debt prepayment or debt extinguishment costs; 2 ) settlement of zero -coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; 3 ) contingent consideration payments made after a business combination; 4 ) proceeds from the settlement of insurance claims; 5 ) proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies; 6 ) distributions received from equity method investees; 7 ) beneficial interest in securitization transactions; and 8 ) separately identifiable cash flows and application of the predominance principle. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company will continue to assess the impact this may have on its consolidated statement of cash flows .
The Company has evaluated all other recent acco unting pronouncements and believes that none of them will have a significant effect on the Company's consolidated financial statements .
4 . Investment in the Joint Venture Company
The Company recorded its investment at the historical book value of the assets contributed to the Joint Venture Company which was approximately $1.4 million. As of December 31, 2017, Royal Gold has contributed approximately $29.3 million to the Joint Venture Company, and earned a cumulative economic interest of approximately 39.0%. Of the $29.3 million, $2.1 million was contributed during the quarter ended December 31, 2017. Therefore, as of December 31, 2017, the Company holds a 61.0% economic interest in the Joint Venture Company. As of June 30, 2017, the Company held a 70.5% economic interest in the Joint Venture Company.
The following table is a roll-forward of our investment in the Joint Venture Company from January 8, 2015 ( inception) to December 31, 2017:
Investment |
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in Peak Gold, LLC |
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Investment balance at June 30, 2014 |
$ | — | ||
Investment in Peak Gold, LLC, at inception January 8, 2015 |
1,433,886 | |||
Loss from equity investment in Peak Gold, LLC |
(1,433,886 |
) |
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Investment balance at June 30, 2015 |
$ | — | ||
Investment in Peak Gold, LLC |
— | |||
Loss from equity investment in Peak Gold, LLC |
— | |||
Investment balance at June 30, 2016 |
$ | — | ||
Investment in Peak Gold, LLC |
— | |||
Loss from equity investment in Peak Gold, LLC |
— | |||
Investment balance at June 30, 2017 | $ | — | ||
Loss from equity investment in Peak Gold, LLC | — | |||
Investment in Peak Gold, LLC | — | |||
Investment balance at December 31, 2017 |
$ | — |
The following table presents the condensed balance sheet for the Joint Venture Company as of December 31, 2017 and June 30, 2017:
December 31, 2017 |
June 30, 2017 |
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ASSETS |
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Cash and cash equivalents |
$ | 92,640 | $ | 58,955 | ||||
Mineral properties |
1,433,886 | 1,433,886 | ||||||
TOTAL ASSETS |
$ | 1,526,526 | $ | 1,492,841 | ||||
LIABILITIES AND MEMBERS' EQUITY | ||||||||
Accounts payable and other liabilities |
$ | 274,213 | $ | 1,754,009 | ||||
TOTAL LIABILITIES |
274,213 | 1,754,009 | ||||||
MEMBERS' (DEFICIT) EQUITY |
1,252,313 | (261,168 | ) | |||||
TOTAL LIABILITIES AND MEMBERS' EQUITY |
$ | 1,526,526 | $ | 1,492,841 |
The Company's share of the Joint Venture Company's results of operations for the three and six months ended December 31, 2017 was a loss of approximately $0.9 million and $3.0 million, respectively. The Company's share in the results of operations for the three and six months ended December 31, 2016 was a loss of approximately $2.1 million and $5.0 million, respectively. The Joint Venture Company loss does not include any provisions related to income taxes as the Joint Venture Company is treated as a partnership for income tax purposes. As of December 31, 2017 and June 30, 2017, the Company's share of the Joint Venture Company's inception-to-date cumulative loss of approximately $24.2 million and $21.2 million, respectively, exceeded the historical book value of our investment in the Joint Venture Company, of $1.4 million. Therefore, the investment in the Joint Venture Company had a balance of zero as of December 31, 2017 and June 30, 2017. The Company is currently not obligated to make additional capital contributions to the Joint Venture Company and therefore only records losses up to the point of the initial investment which was $1.4 million. The portion of the cumulative loss that exceeds the Company's investment will be suspended and recognized against earnings, if any, from the Company's investment in the Joint Venture Company in future periods. The suspended losses for the period from inception to December 31, 2017 are approximately $22.8 million. The following table presents the condensed results of operations for Joint Venture Company for the three and six month periods ended December 31, 2017 and 2016:
Three Months Ended |
Three Months Ended |
Six Months Ended | Six Months Ended | Period from Inception January 8, 2015 to | ||||||||||||||||
December 31, 2017 |
December 31, 2016 |
December 31, 2017 | December 31, 2016 | December 31, 2017 | ||||||||||||||||
EXPENSES: |
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Exploration expense |
$ | 1,186,445 | $ | 2,203,430 | $ | 4,094,520 | $ | 5,233,030 | $ | 24,886,695 | ||||||||||
General and administrative |
236,723 | 395,852 | 691,999 | 818,945 | 4,594,878 | |||||||||||||||
Total expenses |
1,423,168 | 2,599,282 | 4,786,519 | 6,051,975 | 29,481,573 | |||||||||||||||
NET LOSS |
$ | 1,423,168 | $ | 2,599,282 | $ | 4,786,519 | $ | 6,051,975 | $ | 29,481,573 |
5. Prepaid Expenses and other
The Company has prepaid expenses of $125,560 and $175,791 as of December 31 , 2017 and June 30, 2017, respectively. Prepaid expenses primarily relate to prepaid insurance and management fees.
6. Loss Per Share
A reconciliation of the components of basic and diluted net loss per share of common stock is presented below:
Three Months Ended December 31, |
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2017 |
2016 |
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Loss |
Weighted Average Shares |
Loss Per Share |
Loss |
Weighted Average Shares |
Loss Per
|
|||||||||||||||||||
Basic Loss per Share: |
||||||||||||||||||||||||
Net loss attributable to common stock |
$ | (808,344 |
) |
5,650,321 | $ | (0.14 |
) |
$ | (592,142 |
) |
4,640,034 | $ | (0.13 |
) |
||||||||||
Diluted Loss per Share: |
||||||||||||||||||||||||
Net loss attributable to common stock |
$ | (808,344 |
) |
5,650,321 | $ | (0.14 |
) |
$ | (592,142 |
) |
4,640,034 | $ | (0.13 |
) |
Six Months Ended December 31, |
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2017 |
2016 |
|||||||||||||||||||||||
Loss |
Weighted Average Shares |
Loss Per Share |
Loss |
Weighted Average Shares |
Loss Per
|
|||||||||||||||||||
Basic Loss per Share: |
||||||||||||||||||||||||
Net loss attributable to common stock |
$ | (1,476,980 |
) |
5,289,934 | $ | (0.28 |
) |
$ | (1,547,792 |
) |
4,315,444 | $ | (0.36 |
) |
||||||||||
Diluted Loss per Share: |
||||||||||||||||||||||||
Net loss attributable to common stock |
$ | (1,476,980 |
) |
5,289,934 | $ | (0.28 |
) |
$ | (1,547,792 |
) |
4,315,444 | $ | (0.36 |
) |
Options and warrants to purchase 271,000 and 845,999 shares of common stock were outstanding as of December 31, 2017 and June 30, 2017, respectively. These options and warrants were not included in the computation of diluted earnings per share for each of the three and six month periods ended December 31, 2017 and 2016 because they are anti-dilutive as a result of the Company’s net loss for all periods presented.
7. Shareholders ’ Equity
The Company ’s authorized capital stock consists of 30,000,000 shares of common stock and 15,000,000 shares of preferred stock. As of December 31, 2017, we had 5,975,048 shares of common stock outstanding, including 298,998 shares of unvested restricted stock. The Company also has options and warrants to purchase 271,000 shares of common stock outstanding as of December 31, 2017. No shares of preferred stock have been issued. The remaining restricted stock outstanding will vest between August 2018 and January 2020.
In September 2016, the Company distributed a Private Placement Memorandum to its warrant holders to give them the opportunity to exercise their warrants at a reduced exercise price and receive shares of common stock, par value $0.01 per share of the Company by paying the reduced exercise price in cash and surrendering the original warrants. The offering applied to warrant holders with an exercise price of $10.00 per share originally issued in March 2013. The offering gave the warrant holders the opportunity to exercise the warrants for $9.00 per share. The offer expired on November 15, 2016. In conjunction with the offering a total of 587,500 warrants were exercised resulting in total cash to the Company of $5.3 million. Of the total warrants exercised, 83,334 were exercised by entities controlled by Mr. Brad Juneau, the Company's Chairman, President and Chief Executive Officer. Proceeds from the exercise of the warrants will be used for working capital purposes and for funding future obligations to the Joint Venture Company.
On October 13, 2017, the Company distributed a Private Placement Memorandum to its warrant holders to give them the opportunity to exercise their warrants at a reduced exercise price and receive shares of common stock, par value $0.01 per share of Contango ORE, Inc. by paying the reduced exercise price in cash and surrendering the original warrants. The offering applied to warrant holders with an exercise price of $10.00 per share originally issued in March 2013. The offering gave the warrant holders the opportunity to exercise the warrants for $9.50 per share. The offer expired on November 10, 2017. In conjunction with the offering a total of 124,999 warrants were exercised resulting in total cash to the Company of $1.2 million. Proceeds from the exercise of the warrants will be used for working capital purposes and for funding future obligations to the Joint Venture Company.
In connection with the exercise offer, the Company entered into a Registration Rights Agreement dated as of November 10, 2017, with each investor who exercised warrants in the offering. The Company agreed to file up to two demand registration statements w ith the SEC at any time after expiration of the offer but before three years after expiration of the offer in order to register the resale of shares of Common Stock, issued in the offer. In addition, the Registration Rights Agreement granted certain piggyback rights to the investors.
On October 23, 2017, the Company completed the issuance and sale of an aggregate of 553,672 shares of common stock, par value $0.01 per share, of the Company at a purchase price of $19.00 per share of Common Sto ck, in a private placement (the "Private Placement") to certain purchasers (the "Purchasers") pursuant to a Stock Purchase Agreement dated as of October 23, 2017 ( the "Purchase Agreement"), by and among the Company and each Purchaser. The Private Placement resulted in approximately $10.5 million of gross proceeds and approximately $10.0 million of net proceeds. The Company will use the net proceeds from the Private Placement for working capital purposes and for funding future obligations to the Joint Venture Company. Petrie Partners Securities, LLC ("Petrie") acted as sole placement agent in connection with the Private Placement and received a placement agent fee equal to 6.50%, which was reduced to 3.25% for existing stockholders and other Purchasers referred by those existing stockholders, or a total of $0.5 million in placement agent fees. Juneau Exploration L.P., which is controlled by Brad Juneau, the Company ’s President and Chief Executive Officer, purchased 13,200 shares of Common Stock, or $250,800, in the Private Placement on the same terms and conditions as all other Purchasers.
The shares sold in the Private Placement were issued in reliance on an exemption from registration under the Securities Act of 1933, as amended, pur suant to Section 4 ( 2 ) thereof. The bases for the availability of this exemption include the facts that the issuance was a private transaction which did not involve a public offering and the shares were offered and sold to a limited number of purchasers.
Pursuant to a Registration Rights Agreement dated as of October 23, 2017 ( the "Registration Rights Agreement"), by and among the Company and the Purchasers, the Company agreed to file up to two demand registration statements with the Securities and Exchan ge Commission at any time after one year after the Private Placement but before three years after the Private Placement in order to register the resale of the shares of Common Stock. In addition, the Registration Rights Agreement granted certain piggyback rights to the Purchasers.
Rights Plan
On Decembe r 19, 2012, the Company adopted a Rights Plan which was amended on March 21, 2013, September 29, 2014, December 18, 2014, and on November 11, 2015. Under the terms of the amended Rights Plan, each right (a "Right") will entitle the holder to purchase 1/100 of a share of Series A Junior Preferred Stock of the Company (the “Preferred Stock”) at an exercise price of $80 per share. The Rights will be exercisable and will trade separately from the shares of common stock only if a person or group, other than the Mr. Kenneth R. Peak Marital Trust and its affiliates, acquires beneficial ownership of 23% or more of the Company's common stock. Under the terms of the Rights Plan, Rights have been distributed as a dividend at the rate of one Right for each share of common stock that was held as of the close of business on December 20, 2012. Stockholders will not receive certificates for the Rights, but the Rights will become part of each share of common stock. An additional Right will be issued along with each share of common stock that is issued or sold by the Company after December 20, 2012. The Rights are scheduled to expire on December 19, 2018.
8. Formation of Joint Venture Company
On January 8, 2015, the Company and Royal Gold, through their wholly-owned subsidiaries, consummated the Transactions contemplated under the Master Agreement, including the formation of a joint venture to advance exploration and development of the Company ’s Peak Gold Joint Venture Properties, for gold ore and associated minerals prospects.
In connection with the Closing of the Transactions, the Company formed the Joint Venture Company. The Company contributed to the Joint Venture Company its Peak Gold Joint Venture Properties near Tok, Alaska, together with other property (the “Contributed Assets”) with a historical book value of $1.4 million and an agreed fair value of $45.7 million (the “Contributed Assets Value”). At the Closing, the Company and Royal Gold, through their wholly-owned subsidiaries, entered into the JV LLCA.
Royal Gold serves as manager of the Joint Venture Company ("the Manager") and will initially manage, direct, and control the operations of the Joint Venture Company.
As a condition to the Closing, the Company and the Tetlin Village Council entered into a Stability Agreement dated October 2, 2014, pursuant to which the Company and the Tetlin Village Council, among other things, acknowledged the continued validity of the Tetlin Lease and all its terms notwithstanding any future change in the status of the Tetlin Village Council or the property subject to the Tetlin Lease.
At Closing, Royal Gold, as an initial contribution to the Joint Venture Company, contributed $5 million (the “Royal Gold Initial Contribution”). The Royal Gold Initial Contribution did not entitle Royal Gold to a percentage interest in the Joint Venture Company. Therefore, at Closing, Royal Gold ’s percentage interest in the Joint Venture Company equaled 0% and the Company’s percentage interest in the Joint Venture Company equaled 100%. In addition, as part of the Closing, Royal Gold paid the Company $750,000 which was utilized to partially reimburse the Company for costs and expenses incurred in the Transactions and is included as an expense reimbursement on our consolidated statements of operations.
The JV LLCA provides Royal Gold with the right, but not the obligation, to earn a percentage interest in the Joint Venture Company (up to a maximum of 40% ) by making additional contributions of capital to the Joint Venture Company of up to $30 million (inclusive of the Royal Gold Initial Contribution of $5 million) during the period beginning on the Closing and ending on October 31, 2018. If Royal Gold funds its full $30 million investment by October 31, 2018, it will receive a percentage interest of 40% in the Joint Venture Company, and the Company will retain a percentage interest of 60% in the Joint Venture Company. From inception through December 31, 2017, Royal Gold has contributed approximately $29.3 million (inclusive of the Royal Gold Initial Contribution of $5 million) to the Joint Venture Company and earned a percentage interest of 39.0%.
The proceeds of Royal Gold ’s contributions to the Joint Venture Company (including the Royal Gold Initial Contribution) have been used by the Joint Venture Company to fund further exploration activities on the Peak Gold Joint Venture Properties. Any additional contributions to the Joint Venture Company by Royal Gold to fund future drilling activities, or otherwise, will bring Royal Gold ’s cumulative contributions closer to $30 million.
Both the Company and Royal Gold will have the right to transfer each of their respective percentage interests in the Joint Venture Company to a third party, subject to certain terms and conditions set forth in the JV LLCA. If either member intends to transfer all or part of its percentage interest to a bona fide third party purchaser, the other member will have the right to require the transferring member to include in the intended transfer the other member ’s proportionate share of its percentage interests at the same purchase price and terms and conditions. Once Royal Gold has earned a 40% interest in the Joint Venture Company, it will have the additional right to require the Company to sell up to 20% of the Company’s interest in the Joint Venture Company in a sale of Royal Gold’s entire 40% interest to a bona fide third party purchaser. If Royal Gold exercises this right, the Company will be obligated to sell the relevant portion of its percentage interest to a bona fide third party purchaser on the same terms and conditions as the interest being sold by Royal Gold.
After October 31, 2018, or such earlier time as Royal Gold has earned a 40% interest in the Joint Venture Company, the members will contribute funds to approved programs and budgets in proportion to their respective percentage interests in the Joint Venture Company. If a member elects not to contribute to an approved program and budget or elects to contribute less than its proportionate interest, its percentage interest will be recalculated by dividing (i) the sum of (a) the value of its initial contribution plus (b) the total of all of its capital contributions plus (c) the amount of the capital contribution it elects to fund, by (ii) the sum of (a), (b) and (c) above for both members multiplied by 100.
The Joint Venture Company is a variable interest entity as defined by FASB ASU No. 2015 - 02, Consolidation (Topic 810 ): Amendments to the Consolidation Analysis . The Company is not the primary beneficiary since it does not currently have the power to direct the activities of the Joint Venture Company. The Company's ownership interest in the Joint Venture Company is therefore accounted under the equity method.
9. Related Party Transactions
Mr. Brad Juneau, the Company's Chairman, President and Chief Executive Officer, is also the sole manager of JEX, a private company involved in the exploration and production of oil and natural gas. JEX was responsible for securing and negotiating the Tetlin Lease and assisting in obtaining other properties and initially engaged Avalon Development Corporation ("Avalon") to conduct mineral exploration activities on the Tetlin Lease. In agreeing to transfer its interests in such properties to Contango Mining, a predecessor of the Company, JEX retained a 3.0% overriding royalty interest in the properties transferred.
In September 2012, the Company and JEX entered into an Advisory Agreement in which JEX provided assistance in acquiring additional properties in Alaska in exchange for an overriding royalty of 2.0% on properties acquired after July 1, 2012.
On September 29, 2014, pursuant to a Royalty Purchase Agreement between JEX and Royal Gold (the “Royalty Purchase Agreement”), JEX sold its entire overriding royalty interest in the Peak Gold Joint Venture Property to Royal Gold. On the same date, the Company terminated its Advisory Agreement with JEX.
In September 2016, the Company and JEX entered into a Management Services Agreement effective October 1, 2016. Under the Management Services Agreement, JEX will manage the business and affairs of the Company and its interest in the Joint Venture Company, subject to the direction of the Board, including corporate finance, accounting, budget, SEC reporting, risk management, operations and stockholder relation functions of the Company for an initial term of one year for a monthly fee of $32,000 which includes an allocation of approximately $6,900 for office space and equipment. No part of the fee will be allocated for compensation of Brad Juneau who will be compensated separately as determined by the independent Directors of the Company. JEX will also be reimbursed for its reasonable and necessary costs and expenses of third parties incurred for the Company. In addition, executives of JEX may be granted restricted stock, stock options or other forms of compensation by the independent Directors of the Company. The Company has adopted this management and compensation program because employees of JEX have historically spent significant time and effort in managing and administering the affairs of the Company. While the Company remains a small exploratory stage entity whose shares are publicly traded, the successful drilling program of the Joint Venture Company has required a significant additional allocation of time and effort to the business and affairs of the Company by the three part time executives, two of whom are officers of the Company. The amount of time and expertise required to effectively manage and administer the business and affairs of the Company will continue to be monitored by the Board for necessary adjustments or modifications depending upon the amount of time required to be spent on the business and affairs of the Company by the executives and the progress of the Joint Venture Company in its exploratory programs in Alaska.
On October 23, 2017, the Company completed the issuance and sale of an aggregate of 553,672 shares of common stock, par value $0.01 per share, of the Company at a purchase price of $19.00 per share of Common Sto ck, in a private placement (the "Private Placement") to certain purchasers (the "Purchasers") pursuant to a Stock Purchase Agreement dated as of October 23, 2017 ( the "Purchase Agreement"), by and among the Company and each Purchaser. The Private Placement resulted in approximately $10.5 million of gross proceeds and approximately $10.0 million of net proceeds. The Company will use the net proceeds from the Private Placement for working capital purposes and for funding future obligations to the Joint Venture Company. Petrie Partners Securities, LLC ("Petrie") acted as sole placement agent in connection with the Private Placement and received a placement agent fee equal to 6.50%, which was reduced to 3.25% for existing stockholders and other Purchasers referred by those existing stockholders, or a total of $0.5 million in placement agent fees. JEX, which is controlled by Brad Juneau, the Company ’s President and Chief Executive Officer, purchased 13,200 shares of Common Stock, or $250,800, in the Private Placement on the same terms and conditions as all other Purchasers.
10. Stock-Based Compensation
On September 15, 2010, the Company’s Board of Directors (the “Board”) adopted the Contango ORE, Inc. Equity Compensation Plan (the “2010 Plan”). On November 14, 2017, the Stockholders of the Company approved and adopted the Contango ORE, Inc. Amended and Restated 2010 Equity Compensation Plan (the “Amended Equity Plan”). The amendments to the 2010 Plan included (a) increasing the number of shares of Common Stock that the Company may issue under the plan by 500,000 shares; (b) extending the term of the plan until September 15, 2017; and (c) allowing the Company to withhold shares to satisfy the Company ’s tax withholding obligations with respect to grants paid in Company Stock. Under the Amended Equity Plan, the Board may issue up to 1,500,000 shares of common stock and options to officers, directors, employees or consultants of the Company. Awards made under the Amended Equity Plan are subject to such restrictions, terms and conditions, including forfeitures, if any, as may be determined by the Board. As of December 31, 2017, there were 298,998 shares of unvested restricted common stock outstanding and options to purchase 75,000 shares of common stock outstanding issued under the Amended Equity Plan. Stock-based compensation expense for the three and six months ended December 31, 2017 was $580,379 and $998,117, respectively. Stock-based compensation expense for the three and six months ended December 31, 2016 was $331,306 and $959,650, respectively. The amount of compensation expense recognized does not reflect cash compensation actually received by the individuals during the current period, but rather represents the amount of expense recognized by the Company in accordance with GAAP. All restricted stock grants are expensed over the applicable vesting period based on the fair value at the date the stock is granted. The grant date fair value may differ from the fair value on the date the individual's restricted stock actually vests.
Restricted Stock. In November 2010, the Company granted 70,429 restricted shares of common stock to its executives and directors and an additional 23,477 restricted shares to a former technical consultant. All of the restricted stock from this grant is fully vested.
In December 2013, the Company's directors, executives, and a former technical consultant were granted an aggregate of 95,000 shares of restricted stock. The restricted stock was set to vest over two years, beginning with one - third vesting on the date of grant. All of the restricted stock granted in December 2013 is fully vested.
In November 2014, the Company granted 27,000 restricted shares of common stock to its executives. The restricted stock was originally set to vest over two years, beginning with one - third vesting on the date of grant. In September 2016, the restricted stock agreements were modified. The final one - third of the grant will now vest in January 2019. As of December 31 , 2017, there were 9,000 shares of such restricted stock that remained unvested.
In January 2015, the Company granted an aggregate of 30,000 restricted shares of common stock to two of its non-executive directors, of which 10,000 shares vested immediately and the remaining two -thirds vested equally over two years. In addition, the Company granted 10,000 restricted shares of common stock to a former technical consultant which vested immediately. The Compensation Committee also elected to immediately vest all of the stock options and restricted stock previously issued to the former technical consultant. All of the restricted stock granted in January 2015 is fully vested .
In September 2015, the Company granted 85,000 restricted shares of common stock to its executives. The restricted stock was originally set to vest over two years, beginning with one - third vesting on the date of grant. In September 2016, the restricted stock agreements for two executives were modified such that the final one - third of their restricted stock grant will vest in January 2019. As of December 31 , 2017, there were 13,332 shares of such restricted stock that remained unvested.
In December 2015, the Company granted 40,000 restricted shares of common stock to two of its non-executive directors. The restricted stock vests over two years, beginning with one - third vesting on the date of grant. As of December 31 , 2017, all of the restricted stock from this grant was fully vested.
In August 2016, the Company granted 100,000 restricted shares of common stock to its executives. A portion of the restricted stock granted vests over two years, beginning one - third on the date of grant. The remainder of the restricted stock granted vests in January 2019. As of December 31, 2017, there were 46,666 shares of such restricted stock that remained unvested.
In November 2016, the Company granted 75,000 restricted shares of common stock to its non-executive directors. The restricted stock granted vests in January 2019. As of December 31, 2017, there were 75,000 shares of such restricted stock that remained unvested.
In November 2017, the Company granted 155,000 restricted shares of common stock to its executives and non-executive directors. The restricted stock granted vests in January 2020. As of December 31, 2017, there were 155,000 shares of such restricted stock that remained unvested.
As of December 31 , 2017, the total compensation cost related to unvested awards not yet recognized was $4,241,890. The remaining costs will be recognized over the remaining vesting period of the awards. Brad Juneau, the Company's Chairman, President and Chief Executive Officer, nor any of the Company's non-executive directors have ever been paid a salary or cash compensation.
Stock Options. The option awards listed in the table below have been granted to directors, executives and consultants of the Company:
Option Awards |
|||||||
Period Granted |
|
Options Granted |
|
Weighted Average Exercise Price |
|
Vesting Period (7) |
Expiration Date |
September 2011 (1) |
|
50,000 |
|
$13.13 |
|
Vested over two years, beginning with one-third on the grant date. |
September 2016 |
July 2012 (2) |
|
100,000 |
|
$10.25 |
|
Vested over two years, beginning with one-third on the grant date. |
July 2017 |
December 2012 (3) |
|
250,000 |
|
$10.20 |
|
Vested over two years, beginning with one-third on the grant date. |
December 2017 |
June 2013 (4) |
|
37,500 |
|
$10.00 |
|
Vested Immediately |
June 2018 |
July 2013 (5) |
|
5,000 |
|
$10.00 |
|
Vested Immediately |
July 2018 |
September 2013 (6) |
|
37,500 |
|
$10.01 |
|
Vested Immediately |
September 2018 |
September 2013 (6) |
|
15,000 |
|
$10.01 |
|
Vests over two years, beginning with one-third on the grant date. |
September 2018 |
( 1 ) The Company granted 40,000 stock options to its directors and executives and an additional 10,000 stock options to a former technical consultant, for services performed during fiscal year 2011. Of the total options granted 15,000 were later forfeited.
( 2 ) The Company granted 75,000 stock options to its directors and executives and an additional 25,000 stock options to a former technical consultant for services performed during fiscal year 2012. Of the total options granted as a part of this grant, 25,000 were later forfeited.
( 3 ) The Company granted 175,000 stock options to its directors and executives and an additional 75,000 stock options to a former technical consultant for services performed during fiscal year 2013. Of the total options granted as a part of this grant, 50,000 were later forfeited.
( 4 ) The Company granted 37,500 stock options to its executives for services performed during fiscal year 2013.
( 5 ) The Company granted 5,000 stock options to an employee of Avalon for services performed during fiscal year 2013.
( 6 ) The Company granted 52,500 stock options to its executives for services performed during the first quarter of fiscal year 2014.
( 7 ) If at any time there occurs a change of control, as defined in the Amended Equity Plan, any options that are unvested at that time will immediately vest. The Company's Compensation Committee has determined that the Transactions do not constitute a change of control under the Amended Equity Plan.
During the quarter ended December 31, 2017, the Company's current executives, directors, and consultants cashless exercised 190,000 stock options resulting in the issuance of 93,026 shares of common stock to the exercising parties and no proceeds to the Company. During the year ended 2017, the Company's current and former executives, directors, and consultants cashless exercised 140,000 stock options resulting in the issuance of 71,454 shares of common stock to the exercising parties and no proceeds to the Company. The Company applies the fair value method to account for stock option expense. Under this method, cash flows from the exercise of stock options resulting from tax benefits in excess of recognized cumulative compensation cost (excess tax benefits) are classified as financing cash flows. See Note 3 – Summary of Significant Accounting Policies. All employee stock option grants are expensed over the stock option’s vesting period based on the fair value at the date the options are granted. The fair value of each option is estimated as of the date of grant using the Black-Scholes options-pricing model. As of December 31, 2017, the stock options had a weighted-average remaining life of approximately 0.6 years. The total compensation cost related to these options has been fully recognized as all of the options are fully vested.
A summary of the status of stock options granted under the Amended Equity Plan as of December 31, 2017 and changes during the six months then ended, is presented in the table below:
Six Months Ended
|
||||||||
Shares Under Options |
Weighted Average Exercise Price |
|||||||
Outstanding, June 30, 2017 |
265,000 | $ | 10.00 | |||||
Granted |
— | — | ||||||
Exercised |
190,000 | $ | — | |||||
Forfeited |
— | — | ||||||
Outstanding, December 31, 2017 |
75,000 | $ | 10.01 | |||||
Aggregate intrinsic value |
$ | 687,300 | ||||||
Exercisable, end of period |
75,000 | $ | 10.01 | |||||
Aggregate intrinsic value |
$ | 687,300 | ||||||
Available for grant, end of period |
384,094 |
11. Commitments and Contingencies
Tetlin Lease . The Tetlin Lease had an initial ten year term beginning July 2008 which was extended for an additional ten years to July 15, 2028, and for so long thereafter as the Joint Venture Company initiates and continues to conduct mining operations on the Tetlin Lease.
Pursuant to the terms of the Tetlin Lease, the Joint Venture Company is required to spend $350,000 per year until July 15, 2018 in exploration costs. However, the Company's exploration expenditures through the 2011 exploration program have satisfied this requirement because exploration funds spent in any year in excess of $350,000 are credited toward future years’ exploration cost requirements. Additionally, should the Joint Venture Company derive revenues from the properties covered under the Tetlin Lease, the Joint Venture Company is required to pay the Tetlin Tribal Council a production royalty ranging from 2.0% to 5.0%, depending on the type of metal produced and the year of production. As of December 31, 2017, the Company had paid the Tetlin Tribal Council $225,000 in exchange for reducing the production royalty payable to them by 0.75%. These payments lowered the production royalty to a range of 1.25% to 4.25%. On or before July 15, 2020, the Tetlin Tribal Council has the option to increase their production royalty by (i) 0.25% by payment to the Joint Venture Company of $150,000, (ii) 0.50% by payment to the Joint Venture Company of $300,000, or (iii) 0.75% by payment to the Joint Venture Company of $450,000. Until such time as production royalties begin, the Joint Venture Company must pay the Tetlin Tribal Council an advance minimum royalty of $50,000 per year. On July 15, 2012, the advance minimum royalty increased to $75,000 per year, and subsequent years are escalated by an inflation adjustment.
Gold Exploration. The Joint Venture Company’s Triple Z, Tok/Tetlin, Eagle, Bush, West Fork, and Noah claims are all located on state of Alaska lands. The annual claim rentals on these projects vary based on the age of the claims, and are due and payable in full by November 30 of each year. Annual claims rentals for the 2017 - 2018 assessment year totaled $155,505. The Joint Venture Company has met the annual labor requirements for the state of Alaska acreage for the next four years, which is the maximum time allowable by Alaska law.
Royal Gold Royalties . The Joint Venture Company is obligated to pay Royal Gold (i) an overriding royalty of 3.0% should the Joint Venture Company derive revenues from the Tetlin Lease, Additional Properties and certain other properties and (ii) an overriding royalty of 2.0% should the Joint Venture Company derive revenues from certain properties.
Available Information
General information about the Company can be found on the Company's website at www.contangoore.com. Our annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, as well as any amendments and exhibits to those reports, are available free of charge through our website as soon as reasonably practicable after we file or furnish them to the Securities and Exchange Commission (“SEC”).
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and the accompanying notes and other information included elsewhere in this Form 10-Q and in our Form 10-K, for the fiscal year ended June 30, 2017, previously filed with the SEC.
Cautionary Statement about Forward-Looking Statements
Some of the statements made in this report may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The words and phrases “should be”, “will be”, “believe”, “expect”, “anticipate”, “estimate”, “forecast”, “goal” and similar expressions identify forward-looking statements and express our expectations about future events. These include such matters as:
• |
The Company's financial position |
• |
Business strategy, including outsourcing |
• |
Meeting Company forecasts and budgets |
• |
Anticipated capital expenditures |
• |
Prices of gold and associated minerals |
• |
Timing and amount of future discoveries (if any) and production of natural resources on our Peak Gold Joint Venture Property |
• |
Operating costs and other expenses |
• |
Cash flow and anticipated liquidity |
• |
Prospect development |
• |
New governmental laws and regulations |
Although the Company believes the expectations reflected in such forward-looking statements are reasonable, such expectations may not occur. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from future results expressed or implied by the forward-looking statements. These factors include among others:
• |
Ability to raise capital to fund capital expenditures |
• |
Operational constraints and delays |
• |
The risks associated with exploring in the mining industry |
• |
The timing and successful discovery of natural resources |
• |
Availability of capital and the ability to repay indebtedness when due |
• |
Declines and variations in the price of gold and associated minerals |
• |
Price volatility for natural resources |
• |
Availability of operating equipment |
• |
Operating hazards attendant to the mining industry |
• |
Weather |
• |
The ability to find and retain skilled personnel |
• |
Restrictions on mining activities |
• |
Legislation that may regulate mining activities |
• |
Impact of new and potential legislative and regulatory changes on mining operating and safety standards |
• |
Uncertainties of any estimates and projections relating to any future production, costs and expenses. |
• |
Timely and full receipt of sale proceeds from the sale of any of our mined products (if any) |
• |
Stock price and interest rate volatility |
• |
Federal and state regulatory developments and approvals |
• |
Availability and cost of material and equipment |
• |
Actions or inactions of third-parties |
• |
Potential mechanical failure or under-performance of facilities and equipment |
• |
Environmental risks |
• |
Strength and financial resources of competitors |
• |
Worldwide economic conditions |
• |
Expanded rigorous monitoring and testing requirements |
• |
Ability to obtain insurance coverage on commercially reasonable terms |
• |
Competition generally and the increasing competitive nature of our industry |
|
• | Risks related to title to properties |
You should not unduly rely on these forward-looking statements in this report, as they speak only as of the date of this report. Except as required by law, we undertake no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances occurring after the date of this report or to reflect the occurrence of unanticipated events.
See the information under the heading “Risk Factors” in this Form 10-Q for some of the important factors that could affect our financial performance or could cause actual results to differ materially from estimates contained in forward-looking statements.
Overview
The Company is a Houston-based company, whose primary business is the participation in a joint venture to explore in the State of Alaska for gold ore and associated minerals. On January 8, 2015, the Company and Royal Gold, Inc. ( “Royal Gold”), through their wholly-owned subsidiaries, consummated the transactions (the “Transactions”) contemplated under the Master Agreement, dated as of September 29, 2014 (the “Master Agreement”), including the formation of the Joint Venture Company, to advance exploration of the Peak Gold Joint Venture Property (as defined below), which is prospective for gold and associated minerals. As of December 31, 2017, the Joint Venture Company leased or controlled over an estimated 849,900 acres for the exploration of gold ore and associated minerals.
Background
Contango Mining Company (“ Contango Mining”), a wholly owned subsidiary of Contango Oil & Gas Company (“Contango”), was formed for the purpose of mineral exploration in the State of Alaska. The Company was formed on September 1, 2010 as a Delaware corporation and on November 29, 2010, Contango Mining assigned all its properties and certain other assets and liabilities to Contango. Contango contributed the properties and $3.5 million of cash to the Company, pursuant to the terms of a Contribution Agreement (the “Contribution Agreement”), in exchange for approximately 1.6 million shares of the Company’s common stock. The transactions occurred between companies under common control. Contango then distributed all of the Company’s common stock to Contango’s stockholders of record as of October 15, 2010, promptly after the effective date of the Company’s Registration Statement Form 10 on the basis of one share of common stock for each ten (10) shares of Contango’s common stock then outstanding .
Contango Mining acquired an interest in properties from Juneau Exploration, L.P., (“ JEX”) in exchange for $1 million and a 3.0% overriding royalty interest in the properties granted to JEX. JEX assisted the Company in acquiring additional properties in Alaska pursuant to an Advisory Agreement dated September 6, 2012, and the Company granted to JEX a 2% overriding royalty interest in the additional properties acquired. On September 29, 2014, pursuant to a Royalty Purchase Agreement between JEX and Royal Gold (the “Royalty Purchase Agreement”), JEX sold its entire overriding royalty interest in the properties to Royal Gold. On the same date, the Company terminated the Advisory Agreement with JEX. In connection with the closing of the Transactions with Royal Gold (the “Closing”), the Company formed the Joint Venture Company and contributed to the Joint Venture Company the Peak Gold Joint Venture Property near Tok, Alaska, together with other personal property (the “Contributed Assets”) with a historical cost of $1.4 million and an agreed value of $45.7 million (the “Contributed Assets Value”). At the Closing, the Company and Royal Gold, through their wholly-owned subsidiaries, entered into the JV LLCA.
Upon Closing, Royal Gold initially contributed $5 million to fund explorati on activity of the Joint Venture Company. The initial $5 million did not give Royal Gold an equity stake in the Joint Venture Company. In connection with the initial contribution, Royal Gold received an option to earn up to a 40% interest in the Joint Venture Company by investing up to $30 million (inclusive of the initial $5 million investment) prior to October 2018. As of December 31, 2017, Royal Gold has contributed $29.3 million (including its initial $5 million investment) to the Joint Venture Company and earned a 39.0% interest in the Joint Venture Company. The proceeds of Royal Gold’s investment have been and will be used by the Joint Venture Company for additional exploration of the property it controls .
Properties
Since 2009, the Company's primary focus has been the exploration of a mineral lease with the Native Village of Tetlin whose governmental entity is the Tetlin Tribal Council (“Tetlin Tribal Council”) for the exploration of minerals near Tok, Alaska on a currently estimated 675,000 acres (the “Tetlin Lease”) and almost all of the Company's resources have been directed to that end. All significant work presently conducted by the Company has been directed at exploration of the Tetlin Lease and increasing understanding of the characteristics of, and economics of, any mineralization. There are no known quantifiable mineral reserves on the Tetlin Lease or any of the Company's other properties as defined by the Securities and Exchange Commission ("SEC") Industry Guide 7.
The Tetlin Lease originally had a ten year term beginning July 2008 which was extended for an additional ten years to July 15, 2028. If the properties under the Tetlin Lease are placed into commercial production, the Tetlin Lease will be held throughout production and the Company would be obligated to pay a production royalty to the Tetlin Tribal Council, which varies from 2.0% to 5.0%, depending on the type of metal produced and the year of production. In June 2011, the Company paid the Tetlin Tribal Council $75,000 in exchange for reducing the production royalty payable to them by 0.25%. In July 2011, the Company paid the Tetlin Tribal Council an additional $150,000 in exchange for further reducing the production royalty by 0.50%. These payments lowered the production royalty to a range of 1.25% to 4.25%, depending on the type of metal produced and the year of production. On or before July 15, 2020, the Tetlin Tribal Council has the option to increase its production royalty by (i) 0.25% by payment to the Joint Venture Company of $150,000, (ii) 0.50% by payment to the Joint Venture Company of $300,000, or (iii) 0.75% by payment to the Joint Venture Company of $450,000.
The Joint Venture Company also holds certain State of Alaska unpatented mining claims for the exploration of gold ore and associated minerals. The Company believes that the Joint Venture Company holds good title to its properties, in accordance with standards generally accepted in the mineral industry. As is customary in the mineral industry, the Company conducted only a preliminary title examination at the time it acquired the Tetlin Lease. The Joint Venture Company conducted a title examination prior to the assignment of the Tetlin Lease to the Joint Venture Company and performed certain curative title work. Before the Joint Venture Company begins any mine development work, however, the Joint Venture Company is expected to again conduct a full title review and perform curative work on any defects that it deems significant. A significant amount of additional work is likely required in the exploration of the properties before any determination as to the economic feasibility of a mining venture can be made.
The following table summarizes the Tetlin Lease and unpatented mining claims (the "Peak Gold Joint Venture Property") held by the Joint Venture Company as of December 31, 2017:
Property |
|
Location |
|
Commodities |
|
Claims |
|
Estimated Acres |
|
Type |
|
Tetlin-Tok |
|
Eastern Interior |
|
Gold, Copper, Silver |
|
131 |
|
10,900 |
|
State Mining Claims |
|
Eagle |
|
Eastern Interior |
|
Gold, Copper, Silver |
|
428 |
|
65,900 |
|
State Mining Claims |
|
Bush |
|
Eastern Interior |
|
Gold, Copper, Silver |
|
48 |
|
7,700 |
|
State Mining Claims |
|
West Fork |
|
Eastern Interior |
|
Gold, Copper, Silver |
|
48 |
|
7,700 |
|
State Mining Claims |
|
Triple Z |
|
Eastern Interior |
|
Gold, Copper, Silver |
|
45 |
|
7,200 |
|
State Mining Claims |
|
Noah | Eastern Interior | Gold, Copper, Silver | 482 | 75,400 | State Mining Claims | ||||||
Tetlin-Village |
|
Eastern Interior |
|
Gold, Copper, Silver |
|
- |
|
675,000 |
|
Lease |
|
|
|
TOTALS: |
|
|
|
1,182 |
|
849,800 |
|
|
Strategy
Partnering with strategic industry participants to expand future exploration work. In connection with an evaluation of the Company’s strategic options conducted by the Board of Directors and its financial advisor, the Company determined to continue its exploration activities on the Peak Gold Joint Venture Property through a joint venture with an experienced industry participant. As a result, the Company formed the Joint Venture Company pursuant to the JV LLCA with Royal Gold. Under the JV LLCA, Royal Gold is appointed as the manager of the Joint Venture Company (the “Manager”), initially, with overall management responsibility for operations of the Joint Venture Company through October 31, 2018, and, thereafter, provided Royal Gold earns at least a forty percent (40%) percentage interest by October 31, 2018. Royal Gold may resign as Manager and can be removed as Manager for a material breach of the JV LLCA, a material failure to perform its obligations as the Manager, a failure to conduct the Joint Venture Company operations in accordance with industry standards and applicable laws, and other limited circumstances. The Manager will manage, and direct the operation of the Joint Venture Company, and will discharge its duties, in accordance with approved programs and budgets. The Manager will implement the decisions of the Management Committee of the Joint Venture Company (the “Management Committee”) and will carry out the day-to-day operations of the Joint Venture Company. Except as expressly delegated to the Manager, the JV LLCA provides that the Management Committee has exclusive authority to determine all management matters related to the Company. Initially, the Management Committee consists of one appointee designated by the Company and two appointees designated by Royal Gold. Each designate on the Management Committee is entitled to one vote. Except for the list of specific actions set forth in the JV LLCA Agreement, the affirmative vote by a majority of designates is required for action.
Structuring Incentives to Drive Behavior . The Company believes that equity ownership aligns the interests of the Company's executives and directors with those of its stockholders. As of December 31, 2017, the Company's directors and executives beneficially own approximately 14.9% of the Company's common stock. An additional 13.2% of the Company's common stock is beneficially owned by the Marital Trust of Mr. Kenneth R. Peak, the Company's former Chairman, who passed away on April 19, 2013.
Stock Options. As of the date of this report, the option awards listed in the table below have been granted to directors, officers, employees and consultants of the Company:
Option Awards |
|||||||
Period Granted |
|
Options Granted |
|
Weighted Average Exercise Price |
|
Vesting Period (7) |
Expiration Date |
September 2011 (1) |
|
50,000 |
|
$13.13 |
|
Vests over two years, beginning with one-third on the grant date. |
September 2016 |
July 2012 (2) |
|
100,000 |
|
$10.25 |
|
Vests over two years, beginning with one-third on the grant date. |
July 2017 |
December 2012 (3) |
|
250,000 |
|
$10.20 |
|
Vests over two years, beginning with one-third on the grant date. |
December 2017 |
June 2013 (4) |
|
37,500 |
|
$10.00 |
|
Vested Immediately |
June 2018 |
July 2013 (5) |
|
5,000 |
|
$10.00 |
|
Vested Immediately |
July 2018 |
September 2013 (6) |
|
37,500 |
|
$10.01 |
|
Vested Immediately |
September 2018 |
September 2013 (6) |
|
15,000 |
|
$10.01 |
|
Vests over two years, beginning with one-third on the grant date. |
September 2018 |
(1) The Company granted 40,000 stock options to its directors and executives and an additional 10,000 stock options to its technical consultant, the owner of Avalon, for services performed during fiscal year 2011. Of the total options granted 15,000 were later forfeited.
(2) The Company granted 75,000 stock options to its directors and executives and an additional 25,000 stock options to its technical consultant for services performed during fiscal year 2012. Of the total options granted as a part of this grant, 25,000 were later forfeited.
(3) The Company granted 175,000 stock options to its directors and executives and an additional 75,000 stock options to its technical consultant for services performed during fiscal year 2013. Of the total options granted as a part of this grant, 50,000 were later forfeited.
(4) The Company granted 37,500 stock options to its executives for services performed during fiscal year 2013.
(5) The Company granted 5,000 stock options to an employee of Avalon for services performed during fiscal year 2013.
(6) The Company granted 52,500 stock options to its executives for services performed during the first quarter of fiscal year 2014.
(7) If at any time there occurs a change of control, as defined in the Amended Equity Plan, any options that are unvested at that time will immediately vest. The Company's Compensation Committee has determined that the Transactions do not constitute a change in control under the Amended Equity Plan.
During the quarter ended December 31, 2017, the Company's current executives, directors, and consultants cashless exercised 190,000 stock options resulting in the issuance of 93,026 shares of common stock to the exercising parties and no proceeds to the Company. During fiscal year 2017, the Company's current and former executives, directors, and consultants cashless exercised 140,000 stock options resulting in the issuance of 71,454 shares of common stock to the exercising parties and no proceeds to the Company.
Exploration and Mining Property
Exploration and mining rights in Alaska may be acquired in the following manner: public lands, private fee lands, unpatented Federal or State of Alaska mining claims, patented mining claims, and tribal lands. The primary sources for acquisition of these lands are the United States government, through the Bureau of Land Management and the United States Forest Service, the Alaskan state government, tribal governments, and individuals or entities who currently hold title to or lease government and private lands.
Tribal lands are those lands that are under control by sovereign Native American tribes, such as land constituting the Tetlin Lease or Alaska Native corporations established by the Alaska Native Claims Settlement Act of 1971 (ANSCA). Areas that show promise for exploration and mining can be leased or joint ventured with the tribe controlling the land, including land constituting the Tetlin Lease.
The State of Alaska government owns public lands. Mineral resource exploration, development and production are administered primarily by the State Department of Natural Resources. Ownership of the subsurface mineral estate, including alluvial and lode mineral rights, can be acquired by staking a 40 acre or 160 acre mining claim, which right is granted under Alaska Statute Sec. 38.05.185 to 38.05.275, as amended (the “Alaska Mining Law”). The State of Alaska government continues to own the surface estate, subject to certain rights of ingress and egress owned by the claimant, even though the subsurface can be controlled by a claimant with a right to extract through claim staking. A mining claim is subject to annual assessment work requirements, the payment of annual rental fees and royalties due to the State of Alaska after commencement of commercial production. Both private fee-land and unpatented mining claims and related rights, including rights to use the surface, are subject to permitting requirements of federal, state, tribal and local governments.
Gold Exploration
The Joint Venture Company controls an estimated 849,800 acres consisting of the Tetlin Lease and State of Alaska mining claims for the exploration of gold and associated minerals. To date, our gold exploration has concentrated on the Tetlin Lease, with only a limited amount of work performed on the Tok, Eagle, Bush, West Fork, Triple Z, and Noah claims.
The Joint Venture Company initiated a summer of 2015 exploration program on the Tetlin Lease. The work program anticipated spending $5 million with a possible expansion of the work program in early fall if drilling results warranted further work. The dril ling program included exploration targets that were helicopter-supported at the Tors, Saddle, North Saddle and Saddle Skarn targets and road-supported work at the Peak Zone area. Most of the initial work program (Phase I) was completed by early August with assay results received by early September. On August 31, 2015, the Joint Venture Company approved a budget of up to approximately $4 million for additional exploration work to be completed before the drilling season ended in October 2015 and incurred aggregate cost of approximately $6.8 million for the calendar 2015 exploration program .
The Joint Venture Company initiated a calendar 2016 Phase I exploration program consisting of drilling the North Peak target area which began in February 2016 on the Tetlin Lease with an approved budget of $4.4 million. An additional budget was approved for spending up to an additional $6.8 million during the remainder of calendar 2016. The Joint Venture Company initiated a 2016 Phase II exploration drilling program in May, which was completed in September. A Phase III exploration drilling program was initiated in October and completed in November. The project incurred an aggregate cost in calendar 2016 of approximately $10.6 million .
The Joint Venture Company initiated a calendar 2017 Phase I exploration program consisting of drilling the North Peak target area and testing the True Blue Moon target area which began in February 2017 on the Tetlin Lease with an approved budget of $5.3 million. The 2017 Phase I program was completed in April. The Joint Venture Company initiated a 2017 Phase II exploration drilling and reconnaissance program in May, which was completed in July 2017. The Joint Venture Company initiated Phase III of the 2017 drilling program, which consisted of exploration drilling in the West Peak, West Peak Extension, 7 O’clock, Forks, and North Peak areas in September 2017. Phase III was completed in October 2017. The calendar 2017 Phase I, Phase II, and Phase III programs and associated technical work incurred an aggregate cost through December 31, 2017 of approximately $12.2 million.
From inception to December 31, 2017, the Joint Venture Company has incurred $29.5 million in exploration program expenditures. As of December 31, 2017, Royal Gold had funded a total of $29.3 million (including the initial investment of $5 million) and earned a 39.0% interest in the Joint Venture Company.
The exploration effort on the Tetlin Lease has resulted in identifying two mineral deposits (Peak and North Peak) and several other gold and cop per prospects following drilling programs starting in 2011. Surface, bedrock, and stream sediment data on the Tetlin Lease as well as on the Eagle, Noah and Tok state of Alaska claims adjacent to the Tetlin Lease have been gathered during the summer exploration programs. There was no exploration program in 2014. None of the exploration targets are known to host quantifiable commercial mineral reserves and none are near or adjacent to other known significant gold or copper deposits. There has been no recorded past placer or lode mining on Peak Gold joint venture project, and the Company and the Joint Venture Company are the only entities known to have conducted drilling operations on the Peak Gold joint venture project .
Chief Danny Prospect Area
The Chief Danny Prospect Area currently is the most advanced exploration target on the Tetlin Lease and is comprised of several distinct mineralized areas: Main Peak Zone, Discovery Zone, West Peak Zone, North Peak Zone, Saddle Zone a nd the 7 O’clock area. The Chief Danny prospect was discovered during rock, stream sediment and pan concentrate sampling in 2009 and since then has been explored using top of bedrock soil auger sampling, trenching, ground induced polarization (IP) geophysics, airborne magnetic and resistivity surveys and core drilling. Results from this work indicate the presence of a zoned metal-bearing system consisting of a gold-copper-iron enriched core covering six square miles at Chief Danny South (includes Main Peak, Discovery, West Peak, and North Peak) and a fault-offset arsenic-gold enriched zone to the north covering three square miles at the Saddle Zone. The Company has conducted extensive drilling on the Main Peak, North Peak, and West Peak Zones. The Company has also conducted some environmental base line studies on the areas surrounding the Chief Danny prospect, as well as airborne magnetic and resistivity programs. From 2009 through 2017, the Company conducted field-related exploration work at the Chief Danny Prospect, including collecting the following samples:
Year |
|
Program |
|
Core Samples |
|
Rock Samples |
|
Soil Samples |
|
Pan Con Samples |
|
Stream Silt Samples |
|
Core (feet) |
|
IP/Geophysics (kilometers) |
|
Trenching (feet) |
||||||||
2009 |
|
Chief Danny |
|
— |
|
958 |
|
33 |
|
94 |
|
11 |
|
— |
|
— |
|
2,330 |
||||||||
2010 |
|
Chief Danny |
|
— |
|
613 |
|
760 |
|
668 |
|
795 |
|
— |
|
14 |
|
— |
||||||||
2011 |
|
Chief Danny |
|
1,267 |
|
20 |
|
688 |
|
— |
|
— |
|
8,057 |
|
3,957 |
|
— |
||||||||
2012 |
|
Chief Danny |
|
5,223 |
|
82 |
|
1,029 |
|
— |
|
— |
|
36,006 |
|
— |
|
— |
||||||||
2013 |
|
Chief Danny |
|
8,970 |
|
14 |
|
1,406 |
|
85 |
|
278 |
|
47,081 |
|
2,414 |
|
— |
||||||||
2014 |
|
Chief Danny |
|
— |
|
— |
|
— |
|
— |
|
— |
|
— |
|
— |
|
— |
||||||||
2015 |
|
Chief Danny |
|
8,352 |
|
133 |
|
— |
|
— |
|
— |
|
46,128 |
|
— |
|
— |
||||||||
2016 |
|
Chief Danny |
|
10,450 |
|
21 |
|
694 |
|
— |
|
— |
|
67,336 |
|
24 |
|
— |
||||||||
2017 | Chief Danny | 11,864 | 112 | 975 | 408 | 408 | 59,347 | 48 | — | |||||||||||||||||
|
|
Total |
|
46,126 |
|
1,953 |
|
5,585 |
|
1,255 |
|
1,492 |
|
263,955 |
|
6,457 |
|
2,330 |
The map below depicts the grade times thickness in the Main Peak, North Peak, and West Peak zones:
2017 Exploration Program - Phase III . The Phase III exploration drilling completed by the Joint Venture Company on the Peak Gold Joint Venture Property totaled 2,966 meters (9,731 feet) in 16 holes. The Joint Venture Company spent an estimated $4.7 million, during the September and December quarter combined, on program activities, including drilling, geochemical analyses, landholding fees and other related expenses. Phase III drilling consisted of exploration drilling West Peak and West Peak Extension (1,707 meters), 7 O’clock (203 meters), Forks (729 meters), and North Peak (327). The 2017 Phase III program was completed October 18, 2017, and statistics represent the full Phase III program.
A total of 363 pan concentrate, 364 stream sediment and 5 grab rock samples were collected over the Noah and southern Eagle claims in July and early August. Results from these efforts were received in t he third quarter and revealed three large areas where anomalous gold, arsenic, and copper were concentrated. Gold, arsenic and copper in steams sediment samples range up to 377 ppb, 161 ppm and 412 ppm, respectively. Gold, arsenic and copper in pan cons range up to 9,929 ppb, 803 ppm and 206 ppm, respectively.
The map below depicts the location of the core holes drilled during the 2017 Phase III program:
Significant Drill Intercepts from the 2017 Phase III Program. Sample intervals are calculated using 0.5 grams per tonne (gpt) lower cut off for gold with no internal waste less than cutoff grade that is greater than 3 meters in thickness. Intercepts shown are drill intercept lengths. True width of mineralization is unknown. The grade cutoff for gold (Au) is 0.5 gpt; for silver (Ag) is 10 gpt; and for copper (Cu) is 0.1%. The following table summarizes the significant drilling results obtained for the complete Phase II of the 2017 Program:
DrillHole |
Zone |
From (mete rs) |
To (meters) |
Interval (meters) |
Au_gpt |
Au_opt |
Ag_gpt |
Cu % |
TET17408 | West Peak Ext | 78.05 | 82.01 | 3.96 | 1.35 | 0.039 | 0.1 | 0.006 |
and | West Peak Ext | 88.33 | 93.75 | 5.42 | 1.33 | 0.039 | 0.3 | 0.013 |
TET17408 | West Peak Ext | 150.08 | 151.93 | 1.85 | 2.50 | 0.073 | 1.9 | 0.021 |
TET17409 | West Peak Ext | 113.07 | 117.54 | 4.47 | 0.86 | 0.025 | 1.3 | 0.010 |
TET17411 | West Peak Ext | 161.17 | 162.78 | 1.61 | 4.55 | 0.133 | 10.0 | 0.116 |
TET17412 | West Peak Ext | 140.19 | 141.22 | 1.03 | 4.79 | 0.140 | 2.1 | 0.018 |
and | West Peak Ext | 148.44 | 151.19 | 2.75 | 0.76 | 0.022 | 0.9 | 0.005 |
TET17412 | West Peak Ext | 156.50 | 157.44 | 0.94 | 1.61 | 0.047 | 0.0 | 0.010 |
TET17413 | West Peak Ext | 140.50 | 142.57 | 2.07 | 1.68 | 0.049 | 2.97 | 0.082 |
TET17415 | West Peak Ext | 201.73 | 202.98 | 1.25 | 2.95 | 0.086 | 12.3 | 0.004 |
2017 Exploration Program - Phase I I . The Phase II exploration drilling completed by the Joint Venture Company on the Peak Gold Joint Venture Property totaled 9,761 meters (32,038 feet) in 44 holes. The Joint Venture Company spent an estimated $4.7 million, during the June quarter, on program activities, including drilling, geochemical analyses, landholding fees and other related expenses. Drilling, through the end of July, consisted of exploration drilling West Peak (461 meters), West Peak Extension (2,603 meters) Discovery (1,034 meters), 7 O’clock (1,443 meters), New Moon (1,398 meters), Waterpump (1,161 meters), Main Peak (570 meters) and North Peak (1,095). Soils auger sampling and IP geophysical surveys were conducted in the Chief Danny area. Stream sediment and pan concentrate samples were collected across the Noah group of claims. The 2017 Phase II program was completed July 31, 2017, and statistics represent the full Phase II program.
The map below depicts the location of the core holes drilled during the 2017 Phase II program:
Significant Drill Intercepts from the 2017 Phase II Program. Sample intervals are calculated using 0.5 grams per tonne (gpt) lower cut off for gold with no internal waste less than cutoff grade that is greater than 3 meters in thickness. Intercepts shown are drill intercept lengths. True width of mineralization is unknown. The grade cutoff for gold (Au) is 0.5 gpt; for silver (Ag) is 10 gpt; and for copper (Cu) is 0.1%. The following table summarizes the significant drilling results obtained for the complete Phase II of the 2017 Program:
DrillHole |
Zone |
From (mete rs) |
To (meters) |
Interval (meters) |
Au_gpt |
Au_opt |
Ag_gpt |
Cu % |
TET17351 |
Main Peak |
16.30 |
18.55 |
2.25 |
1.88 |
0.055 |
1.0 |
0.025 |
TET17353 |
True Blue Moon |
91.97 |
93.73 |
1.76 |
9.15 |
0.267 |
2.0 |
0.375 |
Including |
True Blue Moon |
91.97 |
92.14 |
0.17 |
81.60 |
2.380 |
2.4 |
0.249 |
TET17357 |
True Blue Moon |
56.43 |
61.77 |
5.34 |
0.87 |
0.025 |
1.5 |
0.249 |
TET17360 | North Peak | 24.27 | 26.67 | 2.40 | 0.63 | 0.044 | 2.4 | 0.137 |
TET17362 |
New Moon |
66.01 |
68.58 |
2.57 |
1.03 |
0.030 |
2.6 |
0.084 |
TET17363 |
New Moon |
39.48 |
41.76 |
2.28 |
1.78 |
0.052 |
0.0 |
0.016 |
and |
New Moon |
213.59 |
215.31 |
1.72 |
0.95 |
0.028 |
1.1 |
0.017 |
TET17367 |
Discovery |
44.65 |
45.11 |
0.46 |
4.33 |
0.126 |
6.1 |
0.069 |
and |
Discovery |
182.06 |
183.80 |
1.74 |
1.11 |
0.032 |
1.9 |
0.102 |
and |
Discovery |
253.68 |
257.10 |
3.42 |
1.28 |
0.037 |
1.0 |
0.052 |
and |
Discovery |
313.34 |
315.15 |
1.81 |
1.44 |
0.042 |
1.6 |
0.121 |
TET17368 |
West Peak Ext |
117.15 |
118.00 |
0.85 |
2.70 |
0.079 |
17.7 |
0.063 |
and |
West Peak Ext |
123.75 |
126.70 |
2.95 |
0.70 |
0.020 |
2.9 |
0.073 |
and |
West Peak Ext |
142.35 |
147.22 |
4.87 |
0.76 |
0.022 |
1.2 |
0.021 |
and |
West Peak Ext |
175.41 |
178.11 |
2.70 |
1.14 |
0.033 |
0.7 |
0.020 |
TET17369 |
West Peak Ext |
172.82 |
186.91 |
14.09 |
2.75 |
0.080 |
3.1 |
0.101 |
Including |
West Peak Ext |
172.82 |
173.79 |
0.97 |
9.57 |
0.279 |
4.7 |
0.022 |
and |
West Peak Ext |
174.94 |
176.17 |
1.23 |
9.51 |
0.277 |
5.1 |
0.206 |
TET17370 |
Discovery |
100.30 |
103.03 |
2.73 |
0.66 |
0.019 |
2.4 |
0.058 |
and |
Discovery |
166.73 |
167.73 |
1.00 |
6.30 |
0.184 |
1.3 |
0.041 |
and |
Discovery |
221.36 |
223.04 |
1.68 |
0.93 |
0.027 |
0.0 |
0.002 |
TET17371 |
West Peak Ext |
196.94 |
199.75 |
2.81 |
0.74 |
0.022 |
3.2 |
0.075 |
TET17372 |
Discovery |
292.78 |
298.19 |
5.41 |
0.58 |
0.017 |
1.7 |
0.047 |
and |
Discovery |
304.01 |
305.65 |
1.64 |
1.87 |
0.055 |
1.8 |
0.077 |
TET17375 |
Seven o'clock |
218.14 |
219.54 |
1.40 |
13.20 |
0.385 |
24.7 |
0.594 |
TET17377 |
Seven o'clock |
246.66 |
249.10 |
2.44 |
4.25 |
0.124 |
59.6 |
0.540 |
TET17379 |
West Peak Ext |
103.24 |
111.40 |
8.16 |
5.22 |
0.152 |
0.7 |
0.010 |
Including |
West Peak Ext |
108.36 |
109.14 |
0.78 |
18.20 |
0.531 |
1.5 |
0.025 |
and |
West Peak Ext |
116.60 |
145.70 |
29.10 |
2.53 |
0.074 |
0.6 |
0.030 |
Including |
West Peak Ext |
143.16 |
143.86 |
0.70 |
8.93 |
0.260 |
2.4 |
0.091 |
TET17381 |
West Peak Ext |
135.90 |
138.17 |
2.27 |
1.27 |
0.037 |
1.7 |
0.012 |
TET17385 |
West Peak Ext |
154.53 |
160.07 |
5.54 |
2.06 |
0.060 |
80.5 |
0.278 |
TET17388 |
West Peak Ext |
6.71 |
12.48 |
5.77 |
0.67 |
0.020 |
0.8 |
0.162 |
and |
West Peak Ext |
20.47 |
22.08 |
1.61 |
2.59 |
0.076 |
0.0 |
0.080 |
and |
West Peak Ext |
127.56 |
133.50 |
5.94 |
0.55 |
0.016 |
0.4 |
0.013 |
and |
West Peak Ext |
151.66 |
166.73 |
15.07 |
1.66 |
0.048 |
1.3 |
0.027 |
TET17389 |
West Peak Ext |
162.60 |
166.12 |
3.52 |
0.66 |
0.019 |
2.1 |
0.042 |
TET17390 |
West Peak Ext |
57.15 |
60.33 |
3.18 |
1.92 |
0.056 |
1.6 |
0.258 |
and |
West Peak Ext |
206.96 |
213.17 |
6.21 |
1.31 |
0.038 |
0.8 |
0.031 |
and |
West Peak Ext |
264.99 |
266.49 |
1.50 |
6.31 |
0.184 |
0.0 |
0.004 |
TET17393 |
Main Peak |
2.13 |
20.51 |
18.38 |
3.22 |
0.094 |
2.0 |
0.082 |
Including |
Main Peak |
3.96 |
5.18 |
1.22 |
10.60 |
0.309 |
2.1 |
0.073 |
and |
Main Peak |
19.04 |
19.51 |
0.47 |
15.10 |
0.440 |
8.6 |
0.205 |
TET17393 |
Main Peak |
27.98 |
71.82 |
43.84 |
6.93 |
0.202 |
1.9 |
0.057 |
Including |
Main Peak |
39.06 |
40.08 |
1.02 |
92.70 |
2.704 |
33.9 |
0.127 |
and |
Main Peak |
50.06 |
52.00 |
1.94 |
19.70 |
0.575 |
2.2 |
0.088 |
TET17393 |
Main Peak |
78.33 |
102.72 |
24.39 |
2.29 |
0.067 |
1.1 |
0.010 |
Including |
Main Peak |
82.75 |
83.54 |
0.79 |
8.75 |
0.255 |
1.5 |
0.019 |
and |
Main Peak |
93.57 |
94.38 |
0.81 |
11.40 |
0.333 |
6.5 |
0.014 |
TET17393 |
Main Peak |
111.86 |
134.99 |
23.13 |
12.56 |
0.366 |
9.0 |
0.086 |
Including |
Main Peak |
127.91 |
128.83 |
0.92 |
48.70 |
1.420 |
25.7 |
0.131 |
and |
Main Peak |
133.20 |
134.99 |
1.79 |
71.20 |
2.077 |
15.9 |
0.157 |
TET17395 |
Main Peak |
34.11 |
36.15 |
2.04 |
4.55 |
0.133 |
0.0 |
0.031 |
and |
Main Peak |
51.80 |
55.13 |
3.33 |
0.90 |
0.026 |
3.6 |
0.141 |
and |
Main Peak |
62.55 |
73.59 |
11.04 |
4.72 |
0.138 |
5.7 |
0.147 |
TET17395 |
Main Peak |
78.51 |
219.37 |
140.86 |
13.27 |
0.387 |
42.6 |
0.609 |
Including |
Main Peak |
116.62 |
118.70 |
2.08 |
49.20 |
1.435 |
94.7 |
0.997 |
and |
Main Peak |
118.70 |
120.25 |
1.55 |
93.40 |
2.724 |
175.0 |
1.830 |
and |
Main Peak |
155.39 |
158.37 |
2.98 |
44.30 |
1.292 |
78.0 |
1.180 |
TET17396 |
Waterpump |
33.77 |
35.55 |
1.78 |
1.07 |
0.031 |
2.3 |
0.264 |
TET17397 |
Main Peak |
23.47 |
47.89 |
24.42 |
12.42 |
0.362 |
7.8 |
0.236 |
Including |
Main Peak |
24.89 |
25.62 |
0.73 |
71.60 |
2.088 |
14.8 |
0.137 |
and |
Main Peak |
30.14 |
32.29 |
2.15 |
49.50 |
1.444 |
8.0 |
0.283 |
and |
Main Peak |
32.29 |
32.65 |
0.36 |
40.80 |
1.190 |
24.4 |
0.907 |
TET17397 |
Main Peak |
56.87 |
94.03 |
37.16 |
1.70 |
0.050 |
4.2 |
0.093 |
Including |
Main Peak |
61.80 |
63.55 |
1.75 |
7.02 |
0.205 |
20.3 |
0.148 |
and |
Main Peak |
66.14 |
67.24 |
1.10 |
10.20 |
0.298 |
8.6 |
0.280 |
TET17397 |
Main Peak |
99.44 |
165.21 |
65.77 |
20.14 |
0.587 |
8.8 |
0.260 |
Including |
Main Peak |
124.66 |
124.94 |
0.28 |
162.70 |
4.745 |
23.8 |
0.613 |
and |
Main Peak |
124.94 |
125.75 |
0.81 |
68.00 |
1.983 |
11.4 |
0.237 |
and |
Main Peak |
148.44 |
149.12 |
0.68 |
57.00 |
1.663 |
31.0 |
1.000 |
2017 Exploration Program - Phase I . During the quarter ending March 31, 2017, exploration drilling was completed by the Joint Venture Company on the Peak Gold Joint Venture Property totaling 5,236 meters (17,179 feet) in 47 holes. The Joint Venture Company spent an estimated $2.8 million, during the quarter, on program activities, including drilling, geochemical analyses, landholding fees and other related expenses. Drilling consisted of infilling and expanding the mineralized zone in North Peak totaling 3,703 meters, target testing in West Peak totaling 282 meters and target testing of True Blue Moon totaling 1,251 meters.
The map below depicts the location of the core holes drilled during the 2017 Phase I program:
2017 PHASE I CORE HOLES DRILLED
Significant Drill Intercepts from the 2017 Phase I Prog ram. Sample intervals are calculated using 0.5 grams per tonne (gpt) lower cut off for gold with no internal waste less than cutoff grade that is greater than 3 meters in thickness. Intercepts shown are drill intercept lengths. True width of mineralization is unknown. The grade cutoff for gold (Au) is 0.5 gpt; for silver (Ag) is 10 gpt; and for copper (Cu) is 0.1%. The following table summarizes the significant drilling results obtained for the complete Phase I of the 2017 Program:
DrillHole |
Zone |
From (meters) |
To (meters) |
Interval (meters) |
Au_gpt |
Au_opt |
Ag_gpt |
Cu % |
TET17312 |
North Peak |
4.27 |
33.39 |
29.12 |
7.12 |
0.208 |
69.4 |
0.121 |
Including |
North Peak |
16.46 |
18.92 |
2.46 |
24.10 |
0.703 |
368.0 |
0.044 |
and |
North Peak |
22.95 |
24.08 |
1.13 |
57.40 |
1.674 |
72.9 |
0.237 |
TET17312 |
North Peak |
36.79 |
37.59 |
0.80 |
4.93 |
0.144 |
37.6 |
0.190 |
TET17313 |
North Peak |
3.66 |
31.70 |
28.04 |
8.80 |
0.257 |
83.8 |
0.147 |
Including |
North Peak |
18.29 |
20.27 |
1.98 |
55.25 |
1.611 |
443.3 |
0.072 |
TET17313 |
North Peak |
37.62 |
39.92 |
2.30 |
4.67 |
0.136 |
27.5 |
0.110 |
TET17313 |
North Peak |
79.07 |
84.43 |
5.36 |
3.20 |
0.093 |
39.0 |
0.231 |
TET17313 |
North Peak |
85.34 |
85.65 |
0.31 |
18.95 |
0.553 |
588.0 |
1.055 |
TET17313 |
North Peak |
85.95 |
86.87 |
0.92 |
9.03 |
0.263 |
266.0 |
1.140 |
TET17314 |
North Peak |
137.02 |
139.90 |
2.88 |
1.23 |
0.036 |
217.1 |
0.102 |
TET17315 |
North Peak |
81.95 |
83.06 |
1.11 |
2.43 |
0.071 |
17.4 |
0.084 |
TET17316 |
North Peak |
20.49 |
26.44 |
5.95 |
2.56 |
0.075 |
23.5 |
0.296 |
TET17316 |
North Peak |
87.03 |
87.97 |
0.94 |
2.79 |
0.081 |
13.4 |
0.178 |
TET17316 |
North Peak |
100.18 |
105.16 |
4.98 |
1.00 |
0.029 |
21.3 |
0.243 |
TET17317 |
North Peak |
38.95 |
46.57 |
7.62 |
8.72 |
0.254 |
4.1 |
0.086 |
Including |
North Peak |
44.48 |
46.57 |
2.09 |
27.80 |
0.811 |
11.2 |
0.149 |
TET17318 |
North Peak |
116.91 |
117.16 |
0.25 |
64.20 |
1.873 |
14.5 |
0.008 |
TET17320 |
North Peak |
2.44 |
6.46 |
4.02 |
2.59 |
0.076 |
26.0 |
0.054 |
TET17320 |
North Peak |
50.90 |
57.52 |
6.62 |
7.81 |
0.228 |
170.0 |
0.323 |
TET17321 |
North Peak |
49.99 |
52.20 |
2.21 |
2.28 |
0.067 |
258.0 |
0.430 |
TET17322 |
North Peak |
29.01 |
32.46 |
3.45 |
0.88 |
0.026 |
39.3 |
0.193 |
TET17323 |
North Peak |
1.27 |
7.32 |
6.05 |
2.34 |
0.068 |
40.3 |
0.016 |
TET17325 |
North Peak |
5.49 |
6.20 |
0.71 |
22.00 |
0.642 |
9.5 |
0.128 |
TET17325 |
North Peak |
10.04 |
14.83 |
4.79 |
3.63 |
0.106 |
2.0 |
0.036 |
Including |
North Peak |
12.68 |
13.22 |
0.54 |
21.50 |
0.627 |
7.7 |
0.162 |
TET17325 |
North Peak |
19.11 |
20.32 |
1.21 |
41.10 |
1.199 |
17.4 |
0.145 |
TET17325 |
North Peak |
24.88 |
25.60 |
0.72 |
5.40 |
0.158 |
56.0 |
0.308 |
TET17326 |
North Peak |
3.73 |
9.99 |
6.26 |
11.98 |
0.349 |
172.7 |
0.038 |
Including |
North Peak |
7.40 |
7.67 |
0.27 |
84.50 |
2.465 |
656.0 |
0.115 |
TET17328 |
North Peak |
17.68 |
19.20 |
1.52 |
2.25 |
0.066 |
1.6 |
0.008 |
TET17331 |
North Peak |
2.13 |
18.98 |
16.85 |
8.68 |
0.253 |
5.1 |
0.023 |
Including |
North Peak |
8.53 |
9.79 |
1.26 |
22.40 |
0.653 |
7.0 |
0.048 |
and |
North Peak |
17.84 |
18.98 |
1.14 |
28.80 |
0.840 |
8.8 |
0.029 |
TET17331 |
North Peak |
23.77 |
33.45 |
9.68 |
2.58 |
0.075 |
2.0 |
0.045 |
TET17331 |
North Peak |
44.74 |
46.20 |
1.46 |
5.43 |
0.158 |
2.2 |
0.056 |
TET17333 |
North Peak |
4.54 |
7.64 |
3.10 |
0.58 |
0.017 |
1.6 |
0.004 |
TET17335 |
North Peak |
50.32 |
75.83 |
25.51 |
4.87 |
0.142 |
2.6 |
0.137 |
Including |
North Peak |
53.64 |
55.70 |
2.06 |
12.25 |
0.357 |
2.8 |
0.112 |
and |
North Peak |
60.19 |
61.32 |
1.13 |
18.80 |
0.548 |
4.3 |
0.202 |
and |
North Peak |
63.06 |
63.81 |
0.75 |
11.30 |
0.330 |
6.3 |
0.297 |
TET17335 |
North Peak |
81.06 |
93.37 |
12.31 |
14.04 |
0.410 |
3.0 |
0.158 |
Including |
North Peak |
87.88 |
89.61 |
1.73 |
56.30 |
1.642 |
5.6 |
0.192 |
TET17336 |
North Peak |
20.42 |
22.46 |
2.04 |
0.75 |
0.022 |
4.2 |
0.095 |
TET17336 |
North Peak |
106.91 |
119.89 |
12.98 |
1.33 |
0.039 |
3.3 |
0.122 |
Including |
North Peak |
111.25 |
112.31 |
1.06 |
8.46 |
0.247 |
13.7 |
0.403 |
TET17339 |
North Peak |
73.28 |
75.56 |
2.28 |
4.66 |
0.136 |
38.1 |
0.105 |
Including |
North Peak |
73.28 |
73.92 |
0.64 |
12.40 |
0.362 |
74.1 |
0.216 |
TET17340 |
North Peak |
82.87 |
84.04 |
1.17 |
8.33 |
0.243 |
18.7 |
0.080 |
TET17342 |
North Peak |
9.42 |
17.37 |
7.95 |
0.50 |
0.015 |
1.0 |
0.055 |
TET17342 |
North Peak |
20.94 |
21.37 |
0.43 |
4.36 |
0.127 |
4.4 |
0.034 |
TET17343 |
North Peak |
52.88 |
57.32 |
4.44 |
0.60 |
0.018 |
39.5 |
0.524 |
TET17344 |
North Peak |
10.82 |
33.38 |
22.56 |
3.64 |
0.106 |
79.3 |
0.206 |
Including |
North Peak |
15.70 |
16.38 |
0.68 |
10.90 |
0.318 |
103.0 |
1.330 |
and |
North Peak |
31.09 |
32.00 |
0.91 |
19.35 |
0.564 |
152.0 |
0.024 |
TET17345 |
North Peak |
4.71 |
22.86 |
18.15 |
2.99 |
0.087 |
31.4 |
0.330 |
Including |
North Peak |
14.87 |
16.53 |
1.66 |
12.75 |
0.372 |
73.3 |
0.983 |
TET17345 |
North Peak |
28.04 |
31.70 |
3.66 |
9.07 |
0.265 |
118.6 |
0.056 |
Including |
North Peak |
31.09 |
31.70 |
0.61 |
23.50 |
0.685 |
56.9 |
0.049 |
TET17346 |
North Peak |
4.57 |
7.45 |
2.88 |
6.37 |
0.186 |
58.8 |
0.080 |
TET17348 |
North Peak |
11.28 |
12.53 |
1.25 |
21.10 |
0.615 |
62.2 |
0.431 |
TET17348 |
North Peak |
16.30 |
17.21 |
0.91 |
5.09 |
0.148 |
79.1 |
0.182 |
2016 Exploration Program - Phase III . During the quarter ending December 31, 2016, exploration drilling was completed by the Joint Venture Company on the Peak Gold Joint Venture Property totaling 3,883 meters (12,739 feet) in 37 holes. The Joint Venture Company spent an estimated $2.6 million, during the quarter, on program activities, including drilling, geochemical analyses, landholding fees and other related expenses. Drilling was all completed in the North Peak area with the objective of infilling the mineralized area to support a resource estimation.
The map below depicts the location of the core holes drilled during the 2016 Phase III program:
2016 PHASE III CORE HOLES DRILLED
Significant Drill Intercepts from the 2016 Phase III Program. Sample intervals are calculated using 0.5 grams per tonne (gpt) lower cut off for gold with no internal waste less than cutoff grade that is greater than 3 meters in thickness. Intercepts shown are drill intercept lengths. True width of mineralization is unknown. The grade cutoff for gold (Au) is 0.5 gpt; for silver (Ag) is 10 gpt; and for copper (Cu) is 0.1%. The following table summarizes the significant drilling results obtained for the complete Phase III of the 2016 Program:
2016 Exploration Program - Phase II . During the quarter ending December 31, 2016, exploration drilling was completed by the Joint Venture Company on the Peak Gold Joint Venture Property totaling 6,498 meters (22,795 feet) in 30 holes, a continuation of the 2016 Phase II program, started in the prior quarter. The Phase II program, which was initiated in the quarter ended June 30, 2016, has completed 12,601 meters (41,342 ft) of exploration drilling in 63 holes. The Joint Venture Company spent an estimated $3.9 million, during the quarter, on program activities, including drilling, geochemical analyses, landholding fees and other related expenses. Drilling targeted three areas, North Peak, West Peak, and Connector Zones to better define the areas with known mineralization. During the full program, high grade-gold mineralization was drilled in the area that joins North Peak to the Connector Zone mineralization identified in the 2016 Phase I program. Several holes drilled revealed significant grade-thickness intervals of gold such as drill hole 16235 which intercepted 38.88 meters grading 51.62 gpt gold starting at 14.50 meters, drill hole 16237 which intercepted 14.19 meters grading 45.33 gpt gold starting at 9.75 meters, drill hole16271 which intercepted 17.12 meters grading 51.89 gpt gold starting at 24.08 meters, and drill hole 16256 which intercepted 13.20 meters grading 48.59 gpt gold starting at 7.92 meters.
The map below depicts the location of 63 core holes drilled during the 2016 Phase II program:
2016 PHASE II CORE HOLES DRILLED
Significant Drill Intercepts from the 2016 Phase II Program. Sample intervals are calculated using 0.5 grams per tonne (gpt) lower cut off for gold with no internal waste less than cutoff grade that is greater than 3 meters in thickness. Intercepts shown are drill intercept lengths. True width of mineralization is unknown. The grade cutoff for gold (Au) is 0.5 gpt; for silver (Ag) is 10 gpt; and for copper (Cu) is 0.1%. The following table summarizes the significant drilling results obtained for the complete Phase II of the 2016 Program:
2016 Exploration Program - Phase I . During the first three months of calendar year 2016, exploration drilling was completed by the Joint Venture Company on the Peak Gold Joint Venture Property totaling 4,040 meters (13,255 feet) in 19 holes, referred to as the 2016 Phase I program. The Joint Venture Company spent an estimated $1.9 million to complete the program including drilling, geochemical analyses, landholding fees and other related expenses. Drilling targeted two areas, North Peak and West Peak, with the objective of enhancing the understanding of mineralization geometry and geochemical variability. During the program, an area located between the Peak Zone and North Peak was tested, producing significant gold and copper assay intervals in a Connector Zone.
The map below depicts the location of 16 of the 19 core holes drilled during the 2016 Phase I program:
2016 PHASE I CORE HOLES DRILLED
Significant Drill Intercepts from the 2016 Phase I Program. Sample intervals are calculated using 0.5 grams per tonne (gpt) lower cut off for gold with no internal waste less than cutoff grade that is greater than 3 meters in thickness. Intercepts shown are drill intercept lengths. True width of mineralization is unknown. The grade cutoff for gold (Au) is 0.5 gpt; for silver (Ag) is 10 gpt; and for copper (Cu) is 0.1%. The following table summarizes the significant drilling results obtained to date for Phase I of the 2016 Program:
Consulting Services provided by Avalon Development Corporation
Until January 8, 2015, the Company was a party to a Professional Services Agreement (“PSA”) with Avalon to provide certain geological consulting services and exploration activities with respect to the Peak Gold Joint Venture Property. Pursuant to the PSA, Avalon provided geological consulting services and exploration activities, including all field work at the Tetlin Lease. In connection with the Transactions, the Company terminated the PSA with Avalon, and Avalon is now providing services to the Joint Venture Company.
Avalon is a Fairbanks, Alaska based mineral exploration consulting firm, which has conducted mineral exploration in Alaska since 1985. The President of Avalon is Curtis J. Freeman who graduated from the College of Wooster, Ohio, with a B.A. degree in Geology (1978) and graduated from the University of Alaska with an M.S. degree in Economic Geology (1980). From 1980 to the present Mr. Freeman has been actively employed in various capacities in the mining industry in numerous locations in North America, Central America, South America, New Zealand and Africa. Avalon's team of engineers and geoscientists combined with its geographic information systems (GIS) database allows Avalon to synthesize existing geological, geochemical and geophysical data and identify specific target areas for ground evaluation and/or acquisition. Avalon ’s exploration team has identified or conducted discovery drilling on several gold deposits in Alaska and has completed digital GIS compilations of the Tintina Gold Belt, a regional-scale mineral province stretching from southwest Alaska to the southern Yukon Territory. Avalon also has experience exploring for copper, nickel and platinum group elements (“Cu-Ni-PGE”) deposits and also created a comprehensive GIS compilation of Cu-Ni-PGE prospects in Alaska, an internally-owned database that contains data on over 200 PGE occurrences in Alaska.
Services Provided by Tetlin Village Members
Since the start of the term of our Tetlin Lease, the Company has worked closely with the Tetlin Tribal Council to train and employ Tetlin residents during Peak Gold Joint Venture project exploration programs. During the Company's exploration programs, there were 10 to 15 Tetlin residents working on the Peak Gold Joint Venture project employed on a seasonal basis through Avalon. Their duties included reconnaissance soil, stream sediment and pan concentrate sampling, diamond drill core processing, drill pad construction and related tasks, expediting services, food services, database management, vehicle transportation and maintenance services, reclamation activities, and project management tasks.
Community Affairs
In April 2015, the Joint Venture Company entered into a Community Support Agreement with the Tetlin Village for a one year period, which has been extended for an additional two year period under the same terms. Under the extended agreement the Joint Venture Company provides payments to the village four times during the year for an aggregate amount of $110,000 through January 1, 2017 and an additional $100,000 through January 1, 2018. The agreement was extended a second time for an additional two year period under the same terms. Under the second extension, the Joint Venture Company provides payments to the village four times during the year for an aggregate amount of $100,000 through January 1, 2019 and an additional $100,000 through January 1, 2020. The agreement defines agreed uses for the funds and auditing rights regarding use of funds. In addition, the Joint Venture Company supports the Tetlin Village in maintenance of the village access road, which is used by the Joint Venture Company.
Adverse Climate Conditions
Weather conditions affect the Joint Venture Company's ability to conduct exploration activities and mine any ore from the Peak Gold Joint Venture Property in Alaska. While the Company believes exploration, development work and any subsequent mining may be conducted year-round, the arctic climate limits many exploration and mining activities during certain seasons.
Competition
The Company currently faces strong competition for the acquisition of any new exploration-stage properties as well as extraction of any minerals in Alaska. Numerous larger mining companies actively seek out and bid for mining prospects as well as for the services of third party providers and supplies, such as mining equipment and transportation equipment. The Company's competitors in the exploration, development, acquisition and mining business will include major integrated mining companies as well as numerous smaller mining companies, almost all of which have significantly greater financial resources and in-house technical expertise. In addition, the Company will compete with others in efforts to obtain financing to explore our mineral properties.
Off-Balance Sheet Arrangements
None.
Contractual Obligations
The Tetlin Lease had an initial ten year term beginning July 2008 which was extended for an additional ten years to July 15, 2028, or so long as the Joint Venture Company initiates and continues to conduct mining operations on the Tetlin Lease. The Joint Venture Company is required to spend $350,000 per year annually until July 15, 2018 in exploration costs pursuant to the Tetlin Lease. However, exploration expenditures to date under the lease have already satisfied this work commitment requirement for the full lease term, through 2028, because exploration funds spent in any year in excess of $350,000 are credited toward future years’ exploration cost requirements. The Tetlin Lease also provides that the Joint Venture Company will pay the Tetlin Tribal Council a production royalty ranging from 2.0% to 5.0% should the Joint Venture Company deliver to a purchaser on a commercial basis precious or non-precious metals derived from the properties under the Tetlin Lease. As of December 31, 2017, the Company had paid the Tetlin Tribal Council $225,000 in exchange for reducing the production royalty payable to them by 0.75%. These payments lowered the production royalty to a range of 1.25% to 4.25%. On or before July 15, 2020, the Tetlin Tribal Council has the option to increase its production royalty by (i) 0.25% by payment to the Joint Venture Company of $150,000, (ii) 0.50% by payment to the Joint Venture Company of $300,000, or (iii) 0.75% by payment to the Joint Venture Company of $450,000.
On January 8, 2015, the Company assigned the Tetlin Lease to the Joint Venture Company in connection with the Transactions.
Until such time as production royalties begin, the Joint Venture Company will pay the Tetlin Tribal Council an advance minimum royalty of approximately $75,000 per year, plus an inflation adjustment. Additionally, the Joint Venture Company will pay Royal Gold an overriding royalty of 3.0% should it deliver to a purchaser on a commercial basis gold or associated minerals derived from the Tetlin Lease, Additional Properties and certain other properties, and an overriding royalty of 2.0% should it deliver to a purchaser on a commercial basis precious metals, non-precious metals or hydrocarbons derived from other properties. The Joint Venture Company pays claim rentals on state of Alaska mining claims which vary based on the ages of the claims. For the 2017-2018 assessment year, claims rentals totaled $155,505. Also, if the minimum work requirement is not performed on the property, additional minimum labor payments are due on certain state of Alaska acreage.
Application of Critical Accounting Policies and Management ’s Estimates
The discussion and analysis of the Company ’s financial condition and results of operations is based upon the consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these consolidated financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. We have identified below the policies that are of particular importance to the portrayal of our financial position and results of operations and which require the application of significant judgment by management. The Company analyzes its estimates, including those related to its mineral reserve estimates, on a periodic basis and bases its estimates on historical experience, independent third party engineers and various other assumptions that management believes to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. The Company believes the following critical accounting policies affect its more significant judgments and estimates used in the preparation of the Company’s consolidated financial statements:
Stock-Based Compensation. The Company applies the fair value method of accounting for stock-based compensation. Under this method, the Company measures and recognizes compensation expense for all stock-based payments at fair value at the date of grant and amortize the amount over the employee’s service period. Management is required to make assumptions including stock price volatility and employee turnover that are utilized to measure compensation expense.
Investment in the Joint Venture Company. The Company’s consolidated financial statements include the investment in the Joint Venture Company which is accounted for under the equity method. The Company has designated one of the three members of the Management Committee and on December 31, 2017 held a 61.0% ownership interest in the Joint Venture Company. Royal Gold will initially serve as the Manager of the Joint Venture Company and will manage, direct, and control operations of the Joint Venture Company. The Company recorded its investment at the historical cost of the assets contributed. The cumulative losses of the Joint Venture Company exceed the historical cost of the assets contributed to the Joint Venture Company; therefore the Company's investment in the Joint Venture Company as of December 31, 2017 is zero. The portion of the cumulative loss that exceeds the Company's investment will be suspended and recognized against earnings, if any, from the investment in the Joint Venture Company in future periods.
Results of Operations
Neither the Company nor the Joint Venture Company has commenced mining or producing commercially marketable minerals. To date, neither the Company nor the Joint Venture Company has not generated any revenue from mineral sales or operations. Neither the Company nor the Joint Venture Company has any recurring source of revenue and other than Royal Gold ’s contributions in connection with the Transactions, the Company’s ability to continue as a going concern is dependent on our ability to raise capital to fund our future exploration and working capital requirements. In the future, the Joint Venture Company may generate revenue from a combination of mineral sales and other payments resulting from any commercially recoverable minerals from the Peak Gold Joint Venture Properties. We do not expect the Joint Venture Company to generate revenue from mineral sales in the foreseeable future. If the Peak Gold Joint Venture Properties fail to contain any proven reserves, our ability to generate future revenue, and our results of operations and financial position, would be materially adversely affected. Other potential sources of cash, or relief of demand for cash, include external debt, the sale of shares of our stock, joint ventures, or alternative methods such as mergers or sale of our assets. No assurances can be given, however, that we will be able to obtain any of these potential sources of cash. We will need to generate significant revenues to achieve profitability and we may never do so.
Three Months Ended December 31 , 2017 Compared to Three Months Ended December 31, 2016
General and Administrative Expense. General and administrative expense for the three months ended December 31, 2017 and 2016 were $808,344 and $592,142, respectively. Current year general and administrative expenses primarily relate to audit fees, legal fees, management fees, and stock-based compensation expense. We recognized $580,379 of stock-based compensation expense for the three months ended December 31, 2017, related to restricted stock granted to our officers and directors in November 2017, November 2016, August 2016, December 2015, September 2015 and November 2014, all pursuant to the Company’s 2010 Equity Compensation Plan. We recognized $331,306 of stock-based compensation expense for the three months ended December 31, 2016, related to restricted stock granted to our officers and directors in November 2016, August 2016, December 2015, September 2015, January 2015, and November 2014.
Six Months Ended December 31 , 2017 Compared to Six Months Ended December 31, 2016
General and Administrative Expense. General and administrative expense for the six months ended December 31, 2017 and 2016 were $1,476,980 and $1,547,792 respectively. Current year general and administrative expenses primarily relate to audit fees, legal fees, management fees, and stock-based compensation expense. We recognized $998,117 of stock-based compensation expense for the six months ended December 31, 2017, related to restricted stock granted to our officers and directors in November 2017, November 2016, August 2016, December 2015, September 2015, January 2015, and November 2014 all pursuant to the Company’s 2010 Equity Compensation Plan. We recognized $959,650 of stock-based compensation expense for the six months ended December 31, 2016, related to restricted stock granted to our officers and directors in November 2016, August 2016, December 2015, September 2015, January 2015, and November 2014.
Liquidity
Prior to the Closing, the Company's primary cash requirements were for exploration-related expenses. Since the Closing, the Company's primary cash requirements have been for general and administrative expenses. The Company's sources of cash have been from common stock offerings. The Peak Gold Joint Venture Property is still in the initial stages of exploration, and the longer term liquidity of the Company will be impaired to the extent the Joint Venture Company’s exploration efforts are not successful in generating commercially viable mineral deposits on the Peak Gold Joint Venture Property. In September 2016, the Company distributed a Private Placement Memorandum to its warrant holders to give them the opportunity to exercise their warrants at a reduced exercise price and receive shares of common stock, par value $0.01 per share of Contango ORE, Inc. by paying the reduced exercise price in cash and surrendering the original warrants. The offering applied to warrant holders with an exercise price of $10.00 per share originally issued in March 2013. The offering gave the warrant holders the opportunity to exercise the warrants for $9.00 per share. The offer expired on November 15, 2016. In conjunction with the offering a total of 587,500 warrants were exercised resulting in total cash to the Company of $5.3 million. On October 13, 2017, the Company distributed a Private Placement Memorandum to its warrant holders to give them the opportunity to exercise their warrants at a reduced exercise price and receive shares of common stock, par value $0.01 per share of Contango ORE, Inc. by paying the reduced exercise price in cash and surrendering the original warrants. The offering applied to warrant holders with an exercise price of $10.00 per share originally issued in March 2013. The offering gave the warrant holders the opportunity to exercise the warrants for $9.50 per share. The offer expired on November 10, 2017. In conjunction with the offering a total of 124,999 warrants were exercised resulting in total cash to the Company of $1.2 million. Proceeds from the exercise of the warrants will be used for working capital purposes and for funding future obligations to the Joint Venture Company.
As of December 31, 2017, the Company has approximately $15.8 million of cash, cash equivalents, and short term investments. In September 2017, a capital budget of $1.5 million was approved for the 2017 Phase III Drilling Exploration Program. Phase III was completed in October 2017. On October 23, 2017, the Company completed the issuance and sale of an aggregate of 553,672 shares of common stock, par value $0.01 per share, of the Company at a purchase price of $19.00 per share of Common Sto ck, in a private placement to certain purchasers pursuant to a Stock Purchase Agreement dated as of October 23, 2017, by and among the Company and each Purchaser. Brad Juneau, the Company's President and Chief Executive Officer, purchased 13,200 shares of Common Stock, at an aggregate purchase price of $250,800, in the Private Placement on the same terms and conditions as all other Purchasers. The Private Placement resulted in approximately $10.5 million of gross proceeds and approximately $10.0 million of net proceeds. The Company will use the net proceeds from the Private Placement to fund its exploration and development program and for general corporate purposes. Petrie acted as sole placement agent in connection with the Private Placement and received a placement agent fee equal to 6.50%, which was reduced to 3.25% for existing stockholders and other Purchasers referred by those existing stockholders, or a total of $0.5 million in placement agent fees. The Company believes that its current cash balances will be sufficient to meet its working capital requirements for the next twelve months.
On January 8, 2015, Royal Gold invested $5 million to fund exploration activity, and will have the option to earn up to a 40% interest in the Joint Venture Company by investing up to $30 million (inclusive of the initial $5 million investment) prior to October 31, 2018. As of December 31, 2017, Royal Gold had funded approximately $29.3 million (including the initial investment of $5 million) and earned a 39.0% interest in the Joint Venture Company. The proceeds of Royal Gold’s investment have been used by the Joint Venture Company for additional exploration of the Peak Gold Joint Venture Property. For additional information regarding the Joint Venture Company’s capital budget and expenditures, see the “Gold Exploration” section above .
Any additional contributions to the Joint Venture Company by Royal Gold to fund future drilling programs, or otherwise, will bring Royal Gold ’s cumulative contributions closer to $30 million. Once Royal Gold contributes a total of $30 million, it will receive a percentage interest of 40% in the Joint Venture Company. Pursuant to the JV LLCA, upon the earlier of the investment by Royal Gold of $30 million into the Joint Venture Company or October 31, 2018, the Company and Royal Gold are required to jointly fund the joint venture operations in proportion to their interests in the Joint Venture Company. After such point, if a member elects not to contribute to an approved program and budget or elects to contribute less than its proportionate interest, its percentage interest will be reduced. The capital costs of developing a large gold mining facility could exceed $1 billion. The Company’s ability to contribute funds sufficient to retain its membership interests in the Joint Venture Company may be limited. To date, neither the Company nor the Joint Venture Company has generated any revenue from mineral sales or operations. In the future, the Joint Venture Company may generate revenue from a combination of mineral sales and other payments resulting from any commercially recoverable minerals from the Peak Gold Joint Venture Property. The Company does not expect the Joint Venture Company to generate revenue from mineral sales in the foreseeable future. Further, neither the Company nor the Joint Venture Company has any recurring source of revenue other than Royal Gold’s contributions in connection with the Transactions. As a result, the Company’s ability to contribute funds to the Joint Venture Company and retain its interest will depend on its ability to raise capital. The Company has limited financial resources and the ability of the Company to arrange additional financing in the future will depend, in part, on the prevailing capital market conditions, the exploration results achieved at the Peak Gold Joint Venture Property, as well as the market price of metals. The Company cannot be certain that financing will be available to the Company on acceptable terms, if at all. If the Company were unable to fund its contributions to the approved programs and budgets for the Joint Venture Company, its interest in the Joint Venture Company would be diluted. In addition, once Royal Gold has earned a percentage interest of 40% in the Joint Venture Company, it has the option to require the Company to sell an additional 20% of the Company’s interest in the Joint Venture Company in a sale by Royal Gold of its entire percentage interest of 40% to a bona fide third party purchaser.
Further financing by the Company may include issuances of equity, instruments convertible into equity (such as warrants) or various forms of debt. The Company has issued common stock and other instruments convertible into equity in the past and cannot pre dict the size or price of any future issuances of common stock or other instruments convertible into equity, and the effect, if any, that such future issuances and sales will have on the market price of the Company’s securities. Any additional issuances of common stock or securities convertible into, or exercisable or exchangeable for, common stock may ultimately result in dilution to the holders of common stock, dilution in any future earnings per share of the Company and may have a material adverse effect upon the market price of the common stock of the Company.
Risk Factors
In addition to the risk factors set forth below and the other information set forth elsewhere in this Form 10-Q, you should carefully consider the risks discussed in our Annual Report on Form 10-K for the year ended June 30, 2017, under the headings “Item 1. Business — Adverse Climate Conditions,” “—Competition,” “— Government Regulation” and “— Environmental Regulation,” “Item 1A. Risk Factors,” and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” which risks could materially affect our business, financial condition or future results. There have been no material changes in our risk factors from those described in our Annual Report on Form 10-K for the year ended June 30, 2017 and our Quarterly Report on Form 10-Q for the quarter ended September 30, 2017, other than updating the risk factors below. The risks described in our Annual Report on Form 10-K for the year ended June 30, 2017 are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or future results. An investment in the Company is subject to risks inherent in our business and involves a high degree of risk. The trading price of the shares of the Company is affected by the performance of our business relative to, among other things, competition, market conditions and general economic and industry conditions. The value of an investment in the Company may decrease, resulting in a loss. The updated risk factors are as follows:
There can be no assurance that Royal Gold will continue to fund the Joint Venture Company to continue exploration work.
The JV LLCA contains earn-in periods where Royal Gold has the option to fund up to $25 million on or before October 31, 2018 after its initial $5 million investment at the Closing of the Master Agreement. As of December 31, 2017, Royal Gold has funded approximately $29.3 million (including the initial investment of $5 million) and earned a 39.0% interest in the Joint Venture Company. There is no requirement that Royal Gold contribute any future amounts to the Joint Venture Company to continue exploration work, and the Company will have limited funds to continue exploration of its Peak Gold Joint Venture Property, if Royal Gold fails to contribute additional amounts to the Joint Venture Company.
The Joint Venture Company has no assurance of title to its properties.
The Joint Venture Company holds approximately 175,000 acres in the form of State of Alaska unpatented mining claims, for gold ore exploration. Unpatented mining claims are unique property interests, in that they are subject to the paramount title of, the State of Alaska and rights of third parties to uses of the surface within their boundaries, and are generally considered to be subject to greater title risk than other real property interests. The rights to deposits of minerals lying within the boundaries of the unpatented state claims are subject to Alaska Statues 38.05.185 - 38.05.280, and are governed by Alaska Administrative Code 11 AAC 86.100 - 86.600. The validity of all State of Alaska unpatented mining claims is dependent upon inherent uncertainties and conditions.
With respect to the Tetlin Lease, the Company retained title lawyers to conduct a preliminary examination of title to the mineral interest prior to executing the Tetlin Lease. The Joint Venture Company conducted a title examination prior to the assignment of the Tetlin Lease to the Joint Venture Company and performed certain curative title work. In addition, in connection with the assignment of the Tetlin Lease from the Company to the Joint Venture Company, the Company and the Native Village of Tetlin entered into an Estoppel and Agreement and a Stability Agreement (the "Agreements") that were approved by the Tetlin Village Council and the Native Village of Tetlin members. The Agreements approved the assignment of the Tetlin Lease to the Joint Venture Company and, among other things, confirmed the validity and effectiveness of the Tetlin Lease. Nevertheless, a deficiency in title or claims by a third party may not be curable. It does happen, from time to time, that the title to a property is defective, having been obtained in error from a person who is not the rightful owner of the mineral interest desired. In these circumstances, the Joint Venture Company might not be able to proceed with exploration of the lease site or might incur costs to remedy a defect. It might also happen, from time to time, that the Joint Venture Company might elect to proceed with mining work despite any such deficiency or claim.
The Company's common stock is thinly traded.
As of December 31, 2017, there were approximately 6.0 million shares of the Company's common stock outstanding, with directors and officers beneficially owning approximately 14.9% of the common stock and the Marital Trust of Mr. Kenneth R. Peak, the Company's former Chairman, beneficially owning approximately 13.2% of our common stock. Since the Company's common stock is thinly traded, the purchase or sale of relatively small common stock positions may result in disproportionately large increases or decreases in the price of the Company's common stock.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
As a “smaller reporting company”, we are not required to provide this information.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures. As required by Rule 13a-15(b) of the Exchange Act, we have evaluated, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Form 10-Q. Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by us in reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Based upon the evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were effective as of December 31, 2017 at the reasonable assurance level.
Changes in Internal Control Over Financial Reporting. There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during our last fiscal quarter that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.
PART II —OTHER INFORMATION
Item 1. Legal Proceedings
From time to time, we are party to litigation or other legal and administrative proceedings that we consider to be a part of the ordinary course of business. As of the date of this Form 10-Q, we are not a party to any material legal proceedings and we are not aware of any material proceedings contemplated against us, that could individually or in the aggregate, reasonably be expected to have a material adverse effect on our financial condition, cash flows or results of operations.
Item 1A. Risk Factors
As a “smaller reporting company”, we are not required to provide this information. See Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which identifies and discloses certain risks and uncertainties including, without limitation, certain “Risk Factors."
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 4. Mine Safety Disclosures
None.
Item 5. Other Information
None.
Item 6. Exhibits
(a) |
Exhibits: |
The following is a list of exhibits filed as part of this Form 10-Q. Where so indicated by a footnote, exhibits, which were previously filed, are incorporated herein by reference.
Exhibit Number |
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Description |
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3.1 |
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3.2 |
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4.1 |
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4.2 |
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Certificate of Designation of Series A Junior Preferred Stock of Contango ORE, Inc. (4) |
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4.3 |
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4.4 |
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4.5 |
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4.6 |
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4.7 |
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4.8 | ||
4.9 | Registration Rights Agreement dated October 23, 2017, among Contango ORE, Inc. and the Purchasers named therein. (11) | |
4.10 | Registration Rights Agreement dated November 10, 2017, among Contango ORE, Inc. and the Purchasers named therein. (12) | |
10.1 |
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99.4 |
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Promissory Note from Tetlin Village Council to Contango ORE, Inc. dated August 1, 2013 (6) |
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99.5 |
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101 |
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Interactive Data Files † |
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Filed herewith. |
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* | Management contract or compensatory plan or agreement. |
1. |
Filed as an exhibit to the Company ’s report on Amendment No. 2 to Registration Statement on Form 10, as filed with the Securities and Exchange Commission on November 26, 2010. |
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2. |
Filed as an exhibit to the Company ’s annual report on Form 10-K for the fiscal year ended June 30, 2011, as filed with the Securities and Exchange Commission on September 19, 2011. |
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3. |
Filed as an exhibit to the Company ’s report on Form 10-Q for the three months ended December 31, 2011, as filed with the Securities and Exchange Commission on February 6, 2012. |
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4. |
Filed as an exhibit to the Company ’s report on Form 8-K, as filed with the Securities and Exchange Commission on December 21, 2012. |
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5. |
Filed as an exhibit to the Company ’s report on Form 8-K, as filed with the Securities and Exchange Commission on March 25, 2013. |
6. |
Filed as an exhibit to the Company ’s report on Form 10-Q for the three months ended September 30, 2013, as filed with the Securities and Exchange Commission on November 14, 2013. |
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7. |
Filed as an exhibit to the Company ’s report on Form 8-K, as filed with the Securities and Exchange Commission on October 2, 2014. |
8. |
Filed as an exhibit to the Company ’s report on Form 8-K, as filed with the Securities and Exchange Commission on December 18, 2014. |
9. |
Filed as an exhibit to the Company ’s report on Form 10-Q for the three months ended September 30, 2015, as filed with the Securities and Exchange Commission on November 12, 2015. |
10. |
Filed as an exhibit to the Company ’s report on Form 8-K, as filed with the Securities and Exchange Commission on November 21, 2016. |
11. | Filed as an exhibit to the Company's report on Form 8-K, as filed with the Securities and Exchange Commission on October 26, 2017 |
12. | Filed as an exhibit to the Company's report on Form 8-K, as filed with the Securities and Exchange Commission on November 16, 2017 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
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CONTANGO ORE, INC. |
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Date: January 30, 2018 |
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By: |
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/s/ BRAD JUNEAU |
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Brad Juneau |
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Chairman, President and Chief Executive Officer (Principal Executive Officer) |
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Date: January 30, 2018 |
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By: |
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/s/ LEAH GAINES |
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Leah Gaines |
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Vice President, Chief Financial Officer, Chief Accounting Officer and Controller (Principal Financial and Accounting Officer) |
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Exhibit 10.4
A M ENDMENT NO. 1
TO
LIMITED LIABILITY COMPANY AGREEMENT
BETWEEN
CORE ALASKA, LLC AND ROYAL ALASKA, LLC
FOR
PEAK GOLD , LLC
This Amendment No. 1 (this “ Amendment ”) to the Limited Liability Company Agreement of Peak Gold, LLC (the “ Company ”), dated January 8, 2015 (the “ Existing Agreement ”), is made as of November 10, 2017 (the “ Amendment Effective Date ”) between Core Alaska, LLC, a Delaware limited liability company (“ CORE ”), and Royal Alaska, LLC, a Delaware limited liability company (“ Royal ”).
RECITALS
A. |
CORE and Royal are the sole Members of the Company. |
B. |
Capitalized terms used and not separately defined in this Amendment (including in these Recitals) have the meanings given in the Existing Agreement. |
C. |
Pursuant to Section 18.6 of the Existing Agreement, the Existing Agreement may be modified only by an instrument in writing duly executed by all Members. |
D. |
Under Part 1 of Exhibit A of the Existing Agreement, the Properties consist of the Tetlin Lease attached as Schedule 1 of E x hibit A to the Existing Agreement and the State of Alaska unpatented mining claims listed on Schedule 2 of Exhibit A to the Existing Agreement (the “ Existing Properties ”) and under Part 2 of Exhibit A , the Area of Interest consists of the areas within three (3) miles of the external boundaries of each of the Existing Properties (the “ Existing Area of Interest ”). |
E. |
T he Company recently located and recorded the State of Alaska Mining Claims described at Part 1 of Exhibit A as attached to this Amendment (the “ New Properties ”) under the heading “ New Properties ”, which are located wholly or partly outside of the Existing Area of Interest. |
F. |
Expenditures in connection with locating the New Properties have been entirely funded by Royal. |
G. |
The Members wish to modify the Existing Agreement in order to do the following: |
a. |
I nclude all of the New Properties, including those located wholly or partly outside of the Existing Area of Interest, as Properties for all purposes; |
b. |
E xpand the Existing Area of Interest for certain purposes; |
c. |
Amend certain rights and obligations of the Members to the extent they seek or acquire mineral interests or other interests in real property outside of the Area of Interest as so expanded; |
d. |
Amend Exhibit C to the Existing Agreement; and |
e. |
In consideration of, among other things: |
(1) Royal contributing funding to the Company (as Earn In Contributions) for the expenditures to locate the New Properties, including those New Properties situated wholly or partly outside of the Existing Area of Interest; and
(2) the Members’ mutual agreement, as reflected in this Amendment, to include all of the New Properties as Properties and to expand the Area of Interest;
and without altering, among other things, the rights of the Members to earn and/or maintain their respective Membership Interests, concurrently with the execution of this Amendment the Members have caused the Company to execute and deliver to Royal or its designated Affiliate an Omnibus Amend ment and Restat ement of Royalty Deed s and Grant and Deed of Additional Royalt y dated the date hereof and attached as Annex A to this Amendment (the “ New Royalty Deed ”), which New Royalty Deed:
(A) |
Amend s and replaces the terms and conditions governing certain existing royalty interests over the Existing Properties currently held by Royal; and |
(B) |
convey s to Royal or its designated Affiliate a royalty on net smelter returns from the production of Minerals from (i) the New Properties, (ii) any other Properties made subject to the Existing Agreement, as amended by this Amendment, on or before October 31, 2018 and (iii) any other Properties made subject to the Existing Agreement, as amended by this Amendment, from and after October 31, 2018, if Royal has earned at least a 40% Membership Interest as of October 31, 2018. |
AGREEMENT
NOW THEREFORE, for the consideration recited in the foregoing recitals and the mutual covenants set forth in this Amendment, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Royal and CORE hereby agree as follows:
1. |
Amendments to Properties and Properties Exhibit . From and after the Amendment Effective Date: |
a. |
The list of State of Alaska Mining Claims described at Part 1 of Exhibit A to the Existing Agreement is hereby replaced in its entirety by the list of State of Alaska Mining Claims described at Part 1 of Exhibit A to this Amendment; and |
b. |
T he defined term “Properties” appearing in Article I of the Existing Agreement is hereby replaced in its entirety with the following: |
“ Properties ” means the Tetlin Lease and those certain State of Alaska mining claims described in Part 1 of Exhibit A , and any other patented mining claims, unpatented mining claims, mill sites, fee lands, leases (whether granted by a Governmental Authority or otherwise), licenses, and other mineral rights or other similar interests in real property acquired by the Company from time to time from and after the Amendment Effective Date.
c. |
The defined term “Amendment Effective Date” is hereby added to Article I of the Existing Agreement in its proper alphanumeric location as follows: |
“ Amendment Effective Date ” means the date of that certain Amendment No. 1 to this Agreement.
2. |
Amendments to Area of Interest and Related Provisions . From and after the Amendment Effective Date: |
a. |
The map attached at Part 2 of Exhibit A to the Existing Agreement is hereby replaced in its entirety by the map attached at Part 2 of Exhibit A to this Amendment; and |
b. |
T he defined term “Area of Interest” appearing in Article I of the Existing Agreement is hereby replaced in its entirety with the following: |
“ Area of Interest ” means, collectively, (i) the area circumscribed by the purple border depicted on the map attached at Part 2 of Exhibit A to this Agreement; and (ii) the areas within three (3) miles of the external boundaries of any other Properties which are held by the Company from time to time from and after the Amendment Effective Date.
c. |
The defined term “Restricted Interest” is hereby added to Article I of the Existing Agreement in its proper alphanumeric location as follows: |
“ Restricted Interest ” means any patented mining claim, unpatented mining claim, mill site, fee interest, leasehold interest (whether granted by an Authority or otherwise), license, or other mineral right or other similar interest in real property (including any royalty interest other than those royalty interests conveyed to Royal or its designated Affiliate under the Royalty Deed) located or otherwise acquired by or on behalf of a Member or its Affiliate during the term of this Agreement located (i) within the Area of Interest; (ii) directly adjacent to any portion of the Area of Interest; or (iii) contiguous with any portion of an interest described under (ii) of this definition.
d. |
Section 4.5 of the Existing Agreement is hereby amended by replacing the phrase “provided Section 12.4 ” therein with the phrase “expressly provided in this Agreement”. |
e. |
Section 8.2 of the Existing Agreement is hereby amended as follows: |
i. |
Section 8.2(e)(i) of the Existing Agreement is hereby amended by adding “, royalties” immediately following the word “contracts” appearing therein; |
||
ii. | Section 8.2(f)(ii) of the Existing Agreement is hereby amended by adding the words “, and agreements of the Company (including for any royalty)” immediately following the word “regulations” appearing therein; | ||
iii. | Section 8.2(f)(iii) of the Existing Agreement is hereby amended by adding the words “or breach” immediately following the word “violation” appearing therein; and | ||
iv. | Section 8.2(s) of the Existing Agreement is hereby amended by adding the words “and contract counterparties (including in respect of any royalty)” immediately following the word “contractors” appearing therein. |
f. |
The last sentence of Section 8.3 of the Existing Agreement is hereby a mended by adding “self-dealing,” immediately preceding the word “willful” appearing therein. |
g. |
Sections 13.1 through 13.4 (inclusive) of the Existing Agreement are hereby replaced in their entireties with the following: |
13.1 Noti c e to Non - A c qui r ing M e m b er . Within five (5) days after the acquisition of any Restricted Interest, the Member that acquired or whose Affiliate acquired such Restricted Interest shall notify the other Member of such acquisition. The notice shall describe in detail the Restricted Interest, the lands and minerals covered thereby, and the actual out-of-pocket cost to acquire such Restricted Interest. In addition to such notice, the relevant Member shall make any and all information in such Member’s possession or control concerning the Restricted Interest available for inspection by the other Member.
13.2 Option E x erc is e d . If, within ninety (90) days after receiving a notice described in Section 13.1, the other Member elects to participate in the Restricted Interest, the acquiring Member or its Affiliate shall convey to the Company (or to the other Member or an Affiliate of the Company as mutually agreed by the Members), by special warranty deed, its entire acquired interest (or if to the other Member, a proportionate undivided interest therein based on the then Percentage Interests of the Members). If conveyed to the Company, the Restricted Interest shall become a part of the Properties for all purposes of this Agreement immediately upon the notice of such other Member’s election to participate therein. Such other Member shall promptly pay to the acquiring Member its proportionate share based on the then Percentage Interests of the latter’s actual out-of-pocket cost to acquire such Restricted Interest; p r ovid e d that, during the Earn In Period, all such out-of-pocket acquisition costs shall be funded by Royal’s Earn In Contributions. Until the option under this Section 13.2 is exercised (or deemed exercised), the Member or its Affiliate holding a Restricted Interest shall be deemed to hold such Restricted Interest in constructive trust for the benefit of the Company. Any Member holding a Restricted Interest agrees (for itself and its Affiliate) that the Company and the other Members shall be entitled to specific performance of this Section 13.2.
13. 3 Option Not E x erc is e d . If the option under Section 13.2 is not exercised within the relevant ninety (90) day period, neither the other Member nor the Company shall have any interest in the Restricted Interest, and the Restricted Interest shall not be a part of the Properties or otherwise be subject to this Agreement.
3. |
Amendment on Use of Confidential Information Outside Area of Interest . Section 17.1 of the Existing Agreement is hereby amended by adding the following clause after the word “withheld” appearing therein: |
; provided that without prior notice, liability or obligation to, or consent of, the other Member or the Company, each Member shall be free to use, (but shall not reveal, provide or transfer to any third party other than such Member’s Representatives who shall be required to maintain the confidentiality of such information) any Confidential Information it obtains or has obtained under this Agreement (including while acting in the role of Manager), and has shared with the other Member (for clarity, interpretations of factual Confidential Information prepared by or on behalf of a Member, and not for the Company, need not be shared by such Member with the other Member), whether pertaining to areas within or outside the Area of Interest, solely in connection with such Member’s review, pursuit and acquisition of any patented mining claim, unpatented mining claim, mill site, fee interest, leasehold interest (whether granted by an Authority or otherwise), license, or other mineral right or other similar interest in real property (including any royalty interest) located outside the Area of Interest (as in effect at the relevant time), including, without limitation, all analyses, interpretations, compilations, studies and evaluations of such information, data, knowledge and know-how generated or prepared by or on behalf of either Member, the Manager, or the Company.
4. |
Amendment to Exhibit C . Exhibit C to the Existing Agreement is hereby replaced in its entirety by Exhibit C to this Amendment. |
5. |
Value of Royalty Equivalent to Additional Capital Contribution by Royal . |
a. |
As of the Amendment Effective Date, the Members agree that the value of the New Royalty is $13,890, and that the grant of the New Royalty shall constitute a distribution to Royal in the same amount. |
b. |
The first sentence of Section 5.1(b)(ii)(3) of the Existing Agreement is hereby replaced in its entirety by the following: |
I f Royal funds the entire Phase II Earn In Contribution, then Royal may make further contributions in an amount up to an additional $10,013,890 (the “ P h a se I I I E ar n I n C ont r ibutions ”) for an additional Percentage Interest of up to fifteen percent (15%) (and a total Percentage Interest of up to forty percent (40%)).
6. |
New Royalty Conveyance . Contemporaneously with the execution and delivery of this Amendment, the Company shall execute and deliver to Royal (or its Affiliate designated by written notice to CORE) the New Royalty Deed; provided that the New Royalty Deed shall only extend to Properties made subject to the Agreement from and after October 31, 2018, if Royal has earned at least a 40% Membership Interest as of October 31, 2018. |
7. |
Gov er ni n g L a w . Except for matters of title to the Properties, which shall be governed by the Law of their situs, this Amendment shall be governed by and interpreted in accordance with the laws of the State of Delaware, except for its rules pertaining to conflicts of laws. |
8. |
F u r th e r Assu ra n c e s . Each Member and the Manager agrees to take from time to time such actions and execute such additional instruments as may be reasonably necessary or convenient to implement and carry out the intent and purposes of this Amendment. |
9. |
No Other Modifications to Existing Agreement . Except to the extent modified by this Amendment, the Existing Agreement remains in full force and effect according to its terms. |
10. |
Counterpart Signatures . This Amendment may be executed in one or more counterparts each of which when executed shall be deemed to be an original, and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Amendment in .pdf or other electronic form shall be effective as delivery of a manually executed counterpart of this Amendment. |
[Signatures on next page]
IN WITNESS WHEREOF, Royal and CORE have executed this Amendment, as Members, as of the Amendment Effective Date.
CORE ALASKA, LLC
By: /s/John B. Juneau
_____________________________
Name: John B. Juneau
Title: President and Chief Executive Officer
ROYAL ALASKA, LLC
By: /s/Mark Isto
_____________________________
Name: Mark Isto
Title: Vice President
EXHIBIT A
Part 1
Properties
Existing Properties
ClaimName |
Acreage |
Meridian |
Township |
Range |
Section |
ADL_Num |
||||||
Eagle 1 |
160 |
Copper River |
17N |
11E |
4 |
715417 |
||||||
Eagle 2 |
160 |
Copper River |
17N |
11E |
4 |
715418 |
||||||
Eagle 3 |
160 |
Copper River |
17N |
11E |
3 |
715419 |
||||||
Eagle 4 |
160 |
Copper River |
17N |
11E |
3 |
715420 |
||||||
Eagle 5 |
160 |
Copper River |
17N |
11E |
2 |
715421 |
||||||
Eagle 6 |
160 |
Copper River |
17N |
11E |
2 |
715422 |
||||||
Eagle 7 |
160 |
Copper River |
17N |
11E |
1 |
715423 |
||||||
Eagle 8 |
160 |
Copper River |
17N |
11E |
4 |
715424 |
||||||
Eagle 9 |
160 |
Copper River |
17N |
11E |
4 |
715425 |
||||||
Eagle 10 |
160 |
Copper River |
17N |
11E |
3 |
715426 |
||||||
Eagle 11 |
160 |
Copper River |
17N |
11E |
3 |
715427 |
||||||
Eagle 12 |
160 |
Copper River |
17N |
11E |
2 |
715428 |
||||||
Eagle 13 |
160 |
Copper River |
17N |
11E |
2 |
715429 |
||||||
Eagle 14 |
160 |
Copper River |
17N |
11E |
1 |
715430 |
||||||
Eagle 15 |
160 |
Copper River |
17N |
11E |
1 |
715431 |
||||||
Eagle 16 |
160 |
Copper River |
17N |
11E |
9 |
715432 |
||||||
Eagle 17 |
160 |
Copper River |
17N |
11E |
9 |
715433 |
||||||
Eagle 18 |
160 |
Copper River |
17N |
11E |
10 |
715434 |
||||||
Eagle 19 |
160 |
Copper River |
17N |
11E |
10 |
715435 |
||||||
Eagle 20 |
160 |
Copper River |
17N |
11E |
11 |
715436 |
||||||
Eagle 21 |
160 |
Copper River |
17N |
11E |
11 |
715437 |
||||||
Eagle 22 |
160 |
Copper River |
17N |
11E |
12 |
715438 |
||||||
Eagle 23 |
160 |
Copper River |
17N |
11E |
12 |
715439 |
||||||
Eagle 24 |
160 |
Copper River |
17N |
12E |
7 |
715440 |
||||||
Eagle 25 |
160 |
Copper River |
17N |
12E |
7 |
715441 |
||||||
Eagle 26 |
160 |
Copper River |
17N |
11E |
9 |
715442 |
||||||
Eagle 27 |
160 |
Copper River |
17N |
11E |
9 |
715443 |
||||||
Eagle 28 |
160 |
Copper River |
17N |
11E |
10 |
715444 |
||||||
Eagle 29 |
160 |
Copper River |
17N |
11E |
10 |
715445 |
||||||
Eagle 30 |
160 |
Copper River |
17N |
11E |
11 |
715446 |
||||||
Eagle 31 |
160 |
Copper River |
17N |
11E |
11 |
715447 |
||||||
Eagle 32 |
160 |
Copper River |
17N |
11E |
12 |
715448 |
||||||
Eagle 33 |
160 |
Copper River |
17N |
11E |
12 |
715449 |
||||||
Eagle 34 |
160 |
Copper River |
17N |
12E |
7 |
715450 |
||||||
Eagle 35 |
160 |
Copper River |
17N |
12E |
7 |
715451 |
||||||
Eagle 36 |
160 |
Copper River |
17N |
12E |
8 |
715452 |
||||||
Eagle 37 |
160 |
Copper River |
17N |
12E |
8 |
715453 |
||||||
Eagle 38 |
160 |
Copper River |
17N |
11E |
16 |
715454 |
||||||
Eagle 39 |
160 |
Copper River |
17N |
11E |
16 |
715455 |
||||||
Eagle 40 |
160 |
Copper River |
17N |
11E |
15 |
715456 |
Eagle 41 |
160 |
Copper River |
17N |
11E |
15 |
715457 |
||||||
Eagle 42 |
160 |
Copper River |
17N |
11E |
14 |
715458 |
||||||
Eagle 43 |
160 |
Copper River |
17N |
11E |
14 |
715459 |
||||||
Eagle 44 |
160 |
Copper River |
17N |
11E |
13 |
715460 |
||||||
Eagle 45 |
160 |
Copper River |
17N |
11E |
13 |
715461 |
||||||
Eagle 46 |
160 |
Copper River |
17N |
12E |
18 |
715462 |
||||||
Eagle 47 |
160 |
Copper River |
17N |
12E |
18 |
715463 |
||||||
Eagle 48 |
160 |
Copper River |
17N |
12E |
17 |
715464 |
||||||
Eagle 49 |
160 |
Copper River |
17N |
12E |
17 |
715465 |
||||||
Eagle 50 |
160 |
Copper River |
17N |
12E |
16 |
715466 |
||||||
Eagle 51 |
160 |
Copper River |
17N |
11E |
16 |
715467 |
||||||
Eagle 52 |
160 |
Copper River |
17N |
11E |
16 |
715468 |
||||||
Eagle 53 |
160 |
Copper River |
17N |
11E |
15 |
715469 |
||||||
Eagle 54 |
160 |
Copper River |
17N |
11E |
15 |
715470 |
||||||
Eagle 55 |
160 |
Copper River |
17N |
11E |
14 |
715471 |
||||||
Eagle 56 |
160 |
Copper River |
17N |
11E |
14 |
715472 |
||||||
Eagle 57 |
160 |
Copper River |
17N |
11E |
13 |
715473 |
||||||
Eagle 58 |
160 |
Copper River |
17N |
11E |
13 |
715474 |
||||||
Eagle 59 |
160 |
Copper River |
17N |
12E |
18 |
715475 |
||||||
Eagle 60 |
160 |
Copper River |
17N |
12E |
18 |
715476 |
||||||
Eagle 61 |
160 |
Copper River |
17N |
12E |
17 |
715477 |
||||||
Eagle 62 |
160 |
Copper River |
17N |
12E |
17 |
715478 |
||||||
Eagle 63 |
160 |
Copper River |
17N |
12E |
16 |
715479 |
||||||
Eagle 64 |
160 |
Copper River |
17N |
12E |
16 |
715480 |
||||||
Eagle 65 |
160 |
Copper River |
17N |
11E |
23 |
715481 |
||||||
Eagle 66 |
160 |
Copper River |
17N |
11E |
23 |
715482 |
||||||
Eagle 67 |
160 |
Copper River |
17N |
11E |
24 |
715483 |
||||||
Eagle 68 |
160 |
Copper River |
17N |
11E |
24 |
715484 |
||||||
Eagle 69 |
160 |
Copper River |
17N |
12E |
19 |
715485 |
||||||
Eagle 70 |
160 |
Copper River |
17N |
12E |
19 |
715486 |
||||||
Eagle 71 |
160 |
Copper River |
17N |
12E |
20 |
715487 |
||||||
Eagle 72 |
160 |
Copper River |
17N |
12E |
20 |
715488 |
||||||
Eagle 73 |
160 |
Copper River |
17N |
12E |
21 |
715489 |
||||||
Eagle 74 |
160 |
Copper River |
17N |
12E |
21 |
715490 |
||||||
Eagle 75 |
160 |
Copper River |
17N |
12E |
22 |
715491 |
||||||
Eagle 76 |
160 |
Copper River |
17N |
11E |
23 |
715492 |
||||||
Eagle 77 |
160 |
Copper River |
17N |
11E |
23 |
715493 |
||||||
Eagle 78 |
160 |
Copper River |
17N |
11E |
24 |
715494 |
||||||
Eagle 79 |
160 |
Copper River |
17N |
11E |
24 |
715495 |
||||||
Eagle 80 |
160 |
Copper River |
17N |
12E |
19 |
715496 |
||||||
Eagle 81 |
160 |
Copper River |
17N |
12E |
19 |
715497 |
||||||
Eagle 82 |
160 |
Copper River |
17N |
12E |
20 |
715498 |
||||||
Eagle 83 |
160 |
Copper River |
17N |
12E |
20 |
715499 |
||||||
Eagle 84 |
160 |
Copper River |
17N |
12E |
21 |
715500 |
||||||
Eagle 85 |
160 |
Copper River |
17N |
12E |
21 |
715501 |
||||||
Eagle 86 |
160 |
Copper River |
17N |
12E |
22 |
715502 |
||||||
Eagle 87 |
160 |
Copper River |
17N |
12E |
22 |
715503 |
||||||
Eagle 88 |
160 |
Copper River |
17N |
11E |
25 |
715504 |
Eagle 89 |
160 |
Copper River |
17N |
11E |
25 |
715505 |
||||||
Eagle 90 |
160 |
Copper River |
17N |
12E |
30 |
715506 |
||||||
Eagle 91 |
160 |
Copper River |
17N |
12E |
30 |
715507 |
||||||
Eagle 92 |
160 |
Copper River |
17N |
12E |
29 |
715508 |
||||||
Eagle 93 |
160 |
Copper River |
17N |
12E |
29 |
715509 |
||||||
Eagle 94 |
160 |
Copper River |
17N |
12E |
28 |
715510 |
||||||
Eagle 95 |
160 |
Copper River |
17N |
12E |
28 |
715511 |
||||||
Eagle 96 |
160 |
Copper River |
17N |
12E |
27 |
715512 |
||||||
Eagle 97 |
160 |
Copper River |
17N |
12E |
27 |
715513 |
||||||
Eagle 99 |
160 |
Copper River |
17N |
11E |
25 |
715515 |
||||||
Eagle 100 |
160 |
Copper River |
17N |
11E |
25 |
715516 |
||||||
Eagle 101 |
160 |
Copper River |
17N |
12E |
30 |
715517 |
||||||
Eagle 102 |
160 |
Copper River |
17N |
12E |
30 |
715518 |
||||||
Eagle 103 |
160 |
Copper River |
17N |
12E |
29 |
715519 |
||||||
Eagle 104 |
160 |
Copper River |
17N |
12E |
29 |
715520 |
||||||
Eagle 105 |
160 |
Copper River |
17N |
12E |
28 |
715521 |
||||||
Eagle 106 |
160 |
Copper River |
17N |
12E |
28 |
715522 |
||||||
Eagle 107 |
160 |
Copper River |
17N |
12E |
27 |
715523 |
||||||
Eagle 108 |
160 |
Copper River |
17N |
12E |
27 |
715524 |
||||||
Eagle 110 |
160 |
Copper River |
17N |
11E |
36 |
715526 |
||||||
Eagle 111 |
160 |
Copper River |
17N |
11E |
36 |
715527 |
||||||
Eagle 112 |
160 |
Copper River |
17N |
12E |
31 |
715528 |
||||||
Eagle 113 |
160 |
Copper River |
17N |
12E |
31 |
715529 |
||||||
Eagle 114 |
160 |
Copper River |
17N |
12E |
32 |
715530 |
||||||
Eagle 115 |
160 |
Copper River |
17N |
12E |
32 |
715531 |
||||||
Eagle 116 |
160 |
Copper River |
17N |
12E |
33 |
715532 |
||||||
Eagle 117 |
160 |
Copper River |
17N |
12E |
33 |
715533 |
||||||
Eagle 118 |
160 |
Copper River |
17N |
12E |
34 |
715534 |
||||||
Eagle 119 |
160 |
Copper River |
17N |
12E |
34 |
715535 |
||||||
Eagle 121 |
160 |
Copper River |
17N |
11E |
36 |
715537 |
||||||
Eagle 122 |
160 |
Copper River |
17N |
11E |
36 |
715538 |
||||||
Eagle 123 |
160 |
Copper River |
17N |
12E |
31 |
715539 |
||||||
Eagle 124 |
160 |
Copper River |
17N |
12E |
31 |
715540 |
||||||
Eagle 125 |
160 |
Copper River |
17N |
12E |
32 |
715541 |
||||||
Eagle 126 |
160 |
Copper River |
17N |
12E |
32 |
715542 |
||||||
Eagle 127 |
160 |
Copper River |
17N |
12E |
33 |
715543 |
||||||
Eagle 128 |
160 |
Copper River |
17N |
12E |
33 |
715544 |
||||||
Eagle 129 |
160 |
Copper River |
17N |
12E |
34 |
715545 |
||||||
Eagle 130 |
160 |
Copper River |
17N |
12E |
34 |
715546 |
||||||
Eagle 131 |
160 |
Copper River |
17N |
12E |
35 |
715547 |
||||||
Eagle 132 |
160 |
Copper River |
16N |
12E |
5 |
715548 |
||||||
Eagle 133 |
160 |
Copper River |
16N |
12E |
5 |
715549 |
||||||
Eagle 134 |
160 |
Copper River |
16N |
12E |
4 |
715550 |
||||||
Eagle 135 |
160 |
Copper River |
16N |
12E |
4 |
715551 |
||||||
Eagle 136 |
160 |
Copper River |
16N |
12E |
3 |
715552 |
||||||
Eagle 137 |
160 |
Copper River |
16N |
12E |
3 |
715553 |
||||||
Eagle 138 |
160 |
Copper River |
16N |
12E |
2 |
715554 |
||||||
Eagle 139 |
160 |
Copper River |
16N |
12E |
2 |
715555 |
Eagle 140 |
160 |
Copper River |
16N |
12E |
1 |
715556 |
||||||
Eagle 141 |
160 |
Copper River |
16N |
12E |
1 |
715557 |
||||||
Eagle 142 |
160 |
Copper River |
16N |
12E |
5 |
715558 |
||||||
Eagle 143 |
160 |
Copper River |
16N |
12E |
5 |
715559 |
||||||
Eagle 144 |
160 |
Copper River |
16N |
12E |
4 |
715560 |
||||||
Eagle 145 |
160 |
Copper River |
16N |
12E |
4 |
715561 |
||||||
Eagle 146 |
160 |
Copper River |
16N |
12E |
3 |
715562 |
||||||
Eagle 147 |
160 |
Copper River |
16N |
12E |
3 |
715563 |
||||||
Eagle 148 |
160 |
Copper River |
16N |
12E |
2 |
715564 |
||||||
Eagle 149 |
160 |
Copper River |
16N |
12E |
2 |
715565 |
||||||
Eagle 150 |
160 |
Copper River |
16N |
12E |
1 |
715566 |
||||||
Eagle 151 |
160 |
Copper River |
16N |
12E |
1 |
715567 |
||||||
Eagle 152 |
160 |
Copper River |
16N |
13E |
6 |
715568 |
||||||
Eagle 153 |
160 |
Copper River |
16N |
13E |
6 |
715569 |
||||||
Eagle 154 |
160 |
Copper River |
16N |
12E |
9 |
715570 |
||||||
Eagle 155 |
160 |
Copper River |
16N |
12E |
9 |
715571 |
||||||
Eagle 156 |
160 |
Copper River |
16N |
12E |
10 |
715572 |
||||||
Eagle 157 |
160 |
Copper River |
16N |
12E |
10 |
715573 |
||||||
Eagle 158 |
160 |
Copper River |
16N |
12E |
11 |
715574 |
||||||
Eagle 159 |
160 |
Copper River |
16N |
12E |
11 |
715575 |
||||||
Eagle 160 |
160 |
Copper River |
16N |
12E |
12 |
715576 |
||||||
Eagle 161 |
160 |
Copper River |
16N |
12E |
12 |
715577 |
||||||
Eagle 162 |
160 |
Copper River |
16N |
13E |
7 |
715578 |
||||||
Eagle 163 |
160 |
Copper River |
16N |
13E |
7 |
715579 |
||||||
Eagle 164 |
160 |
Copper River |
16N |
13E |
8 |
715580 |
||||||
Eagle 165 |
160 |
Copper River |
16N |
12E |
9 |
715581 |
||||||
Eagle 166 |
160 |
Copper River |
16N |
12E |
9 |
715582 |
||||||
Eagle 167 |
160 |
Copper River |
16N |
12E |
10 |
715583 |
||||||
Eagle 168 |
160 |
Copper River |
16N |
12E |
10 |
715584 |
||||||
Eagle 169 |
160 |
Copper River |
16N |
12E |
11 |
715585 |
||||||
Eagle 170 |
160 |
Copper River |
16N |
12E |
11 |
715586 |
||||||
Eagle 171 |
160 |
Copper River |
16N |
12E |
12 |
715587 |
||||||
Eagle 172 |
160 |
Copper River |
16N |
12E |
12 |
715588 |
||||||
Eagle 173 |
160 |
Copper River |
16N |
13E |
7 |
715589 |
||||||
Eagle 174 |
160 |
Copper River |
16N |
13E |
7 |
715590 |
||||||
Eagle 175 |
160 |
Copper River |
16N |
13E |
8 |
715591 |
||||||
Eagle 176 |
160 |
Copper River |
16N |
12E |
16 |
715592 |
||||||
Eagle 177 |
160 |
Copper River |
16N |
12E |
16 |
715593 |
||||||
Eagle 178 |
160 |
Copper River |
16N |
12E |
15 |
715594 |
||||||
Eagle 179 |
160 |
Copper River |
16N |
12E |
15 |
715595 |
||||||
Eagle 180 |
160 |
Copper River |
16N |
12E |
14 |
715596 |
||||||
Eagle 181 |
160 |
Copper River |
16N |
12E |
14 |
715597 |
||||||
Eagle 182 |
160 |
Copper River |
16N |
12E |
13 |
715598 |
||||||
Eagle 183 |
160 |
Copper River |
16N |
12E |
16 |
715599 |
||||||
Eagle 184 |
160 |
Copper River |
16N |
12E |
16 |
715600 |
||||||
Eagle 185 |
160 |
Copper River |
16N |
12E |
15 |
715601 |
||||||
Eagle 186 |
160 |
Copper River |
16N |
12E |
15 |
715602 |
||||||
Eagle 187 |
160 |
Copper River |
16N |
12E |
14 |
715603 |
Eagle 188 |
160 |
Copper River |
16N |
12E |
21 |
715604 |
||||||
Eagle 189 |
160 |
Copper River |
16N |
12E |
21 |
715605 |
||||||
Eagle 190 |
160 |
Copper River |
16N |
12E |
22 |
715606 |
||||||
Eagle 191 |
160 |
Copper River |
16N |
12E |
22 |
715607 |
||||||
Eagle 192 |
160 |
Copper River |
16N |
12E |
21 |
715608 |
||||||
Eagle 193 |
160 |
Copper River |
16N |
12E |
21 |
715609 |
||||||
Eagle 194 |
160 |
Copper River |
16N |
12E |
22 |
715610 |
||||||
Eagle 195 |
160 |
Copper River |
16N |
12E |
28 |
715611 |
||||||
Eagle 196 |
160 |
Copper River |
16N |
12E |
28 |
715612 |
||||||
Eagle 197 |
160 |
Copper River |
16N |
12E |
28 |
715613 |
||||||
Eagle 198 |
40 |
Copper River |
16N |
13E |
6 |
715614 |
||||||
Eagle 199 |
40 |
Copper River |
16N |
13E |
6 |
715615 |
||||||
Eagle 200 |
32.7 |
Copper River |
16N |
13E |
6 |
715616 |
||||||
Eagle 201 |
1.7 |
Copper River |
16N |
13E |
6 |
715617 |
||||||
Eagle 202 |
40 |
Copper River |
16N |
13E |
6 |
715618 |
||||||
Eagle 203 |
40 |
Copper River |
16N |
13E |
6 |
715619 |
||||||
Eagle 204 |
40 |
Copper River |
16N |
13E |
6 |
715620 |
||||||
Eagle 205 |
40 |
Copper River |
16N |
13E |
6 |
715621 |
||||||
Eagle 206 |
16.1 |
Copper River |
16N |
13E |
5 |
715622 |
||||||
Eagle 207 |
40 |
Copper River |
16N |
13E |
5 |
715623 |
||||||
Eagle 208 |
34.2 |
Copper River |
16N |
13E |
5 |
715624 |
||||||
Eagle 209 |
2.7 |
Copper River |
16N |
13E |
5 |
715625 |
||||||
Eagle 210 |
40 |
Copper River |
16N |
13E |
5 |
715626 |
||||||
Eagle 211 |
40 |
Copper River |
16N |
13E |
5 |
715627 |
||||||
Eagle 212 |
40 |
Copper River |
16N |
13E |
5 |
715628 |
||||||
Eagle 213 |
19.4 |
Copper River |
16N |
13E |
5 |
715629 |
||||||
Eagle 214 |
40 |
Copper River |
16N |
13E |
8 |
715630 |
||||||
Eagle 215 |
40 |
Copper River |
16N |
13E |
8 |
715631 |
||||||
Eagle 216 |
40 |
Copper River |
16N |
13E |
8 |
715632 |
||||||
Eagle 217 |
40 |
Copper River |
16N |
13E |
8 |
715633 |
||||||
TOK 123 |
4.1 |
Copper River |
16N |
13E |
9 |
715634 |
||||||
TOK 124 |
5.9 |
Copper River |
16N |
13E |
10 |
715635 |
||||||
TOK 125 |
2.4 |
Copper River |
16N |
13E |
21 |
715636 |
||||||
TOK 126 |
6.6 |
Copper River |
16N |
13E |
28 |
715637 |
||||||
TOK 127 |
0.9 |
Copper River |
16N |
13E |
30 |
715638 |
||||||
TOK 128 |
4.6 |
Copper River |
16N |
13E |
30 |
715639 |
||||||
TOK 129 |
1.9 |
Copper River |
16N |
13E |
30 |
715640 |
||||||
TOK 130 |
1.9 |
Copper River |
16N |
12E |
25 |
715641 |
||||||
TOK 131 |
1.1 |
Copper River |
16N |
12E |
36 |
715642 |
||||||
Bush 1 |
160 |
Copper River |
20N |
13E |
26 |
717252 |
||||||
Bush 2 |
160 |
Copper River |
20N |
13E |
26 |
717253 |
||||||
Bush 3 |
160 |
Copper River |
20N |
13E |
25 |
717254 |
||||||
Bush 4 |
160 |
Copper River |
20N |
13E |
25 |
717255 |
||||||
Bush 5 |
160 |
Copper River |
20N |
13E |
26 |
717256 |
||||||
Bush 6 |
160 |
Copper River |
20N |
13E |
26 |
717257 |
||||||
Bush 7 |
160 |
Copper River |
20N |
13E |
25 |
717258 |
||||||
Bush 8 |
160 |
Copper River |
20N |
13E |
25 |
717259 |
||||||
Bush 9 |
160 |
Copper River |
20N |
13E |
35 |
717260 |
Bush 10 |
160 |
Copper River |
20N |
13E |
35 |
717261 |
||||||
Bush 11 |
160 |
Copper River |
20N |
13E |
36 |
717262 |
||||||
Bush 12 |
160 |
Copper River |
20N |
13E |
36 |
717263 |
||||||
Bush 13 |
160 |
Copper River |
20N |
13E |
35 |
717264 |
||||||
Bush 14 |
160 |
Copper River |
20N |
13E |
35 |
717265 |
||||||
Bush 15 |
160 |
Copper River |
20N |
13E |
36 |
717266 |
||||||
Bush 16 |
160 |
Copper River |
20N |
13E |
36 |
717267 |
||||||
Bush 17 |
160 |
Copper River |
19N |
13E |
2 |
717268 |
||||||
Bush 18 |
160 |
Copper River |
19N |
13E |
2 |
717269 |
||||||
Bush 19 |
160 |
Copper River |
19N |
13E |
1 |
717270 |
||||||
Bush 20 |
160 |
Copper River |
19N |
13E |
1 |
717271 |
||||||
Bush 21 |
160 |
Copper River |
19N |
14E |
6 |
717272 |
||||||
Bush 22 |
160 |
Copper River |
19N |
14E |
6 |
717273 |
||||||
Bush 23 |
160 |
Copper River |
19N |
14E |
5 |
717274 |
||||||
Bush 24 |
160 |
Copper River |
19N |
14E |
5 |
717275 |
||||||
Bush 25 |
160 |
Copper River |
19N |
13E |
2 |
717276 |
||||||
Bush 26 |
160 |
Copper River |
19N |
13E |
2 |
717277 |
||||||
Bush 27 |
160 |
Copper River |
19N |
13E |
1 |
717278 |
||||||
Bush 28 |
160 |
Copper River |
19N |
13E |
1 |
717279 |
||||||
Bush 29 |
160 |
Copper River |
19N |
14E |
6 |
717280 |
||||||
Bush 30 |
160 |
Copper River |
19N |
14E |
6 |
717281 |
||||||
Bush 31 |
160 |
Copper River |
19N |
14E |
5 |
717282 |
||||||
Bush 32 |
160 |
Copper River |
19N |
14E |
5 |
717283 |
||||||
Bush 33 |
160 |
Copper River |
19N |
13E |
11 |
717284 |
||||||
Bush 34 |
160 |
Copper River |
19N |
13E |
11 |
717285 |
||||||
Bush 35 |
160 |
Copper River |
19N |
13E |
12 |
717286 |
||||||
Bush 36 |
160 |
Copper River |
19N |
13E |
12 |
717287 |
||||||
Bush 37 |
160 |
Copper River |
19N |
14E |
7 |
717288 |
||||||
Bush 38 |
160 |
Copper River |
19N |
14E |
7 |
717289 |
||||||
Bush 39 |
160 |
Copper River |
19N |
14E |
8 |
717290 |
||||||
Bush 40 |
160 |
Copper River |
19N |
14E |
8 |
717291 |
||||||
Bush 41 |
160 |
Copper River |
19N |
13E |
11 |
717292 |
||||||
Bush 42 |
160 |
Copper River |
19N |
13E |
11 |
717293 |
||||||
Bush 43 |
160 |
Copper River |
19N |
13E |
12 |
717294 |
||||||
Bush 44 |
160 |
Copper River |
19N |
13E |
12 |
717295 |
||||||
Bush 45 |
160 |
Copper River |
19N |
14E |
7 |
717296 |
||||||
Bush 46 |
160 |
Copper River |
19N |
14E |
7 |
717297 |
||||||
Bush 47 |
160 |
Copper River |
19N |
14E |
8 |
717298 |
||||||
Bush 48 |
160 |
Copper River |
19N |
14E |
8 |
717299 |
||||||
AD 1 |
160 |
Copper River |
21N |
14E |
19 |
717300 |
||||||
AD 2 |
160 |
Copper River |
21N |
14E |
19 |
717301 |
||||||
AD 3 |
160 |
Copper River |
21N |
14E |
20 |
717302 |
||||||
AD 4 |
160 |
Copper River |
21N |
14E |
20 |
717303 |
||||||
AD 5 |
160 |
Copper River |
21N |
14E |
21 |
717304 |
||||||
AD 6 |
160 |
Copper River |
21N |
14E |
21 |
717305 |
||||||
AD 7 |
160 |
Copper River |
21N |
14E |
22 |
717306 |
||||||
AD 8 |
160 |
Copper River |
21N |
14E |
22 |
717307 |
||||||
AD 9 |
160 |
Copper River |
21N |
14E |
19 |
717308 |
AD 10 |
160 |
Copper River |
21N |
14E |
19 |
717309 |
||||||
AD 11 |
160 |
Copper River |
21N |
14E |
20 |
717310 |
||||||
AD 12 |
160 |
Copper River |
21N |
14E |
20 |
717311 |
||||||
AD 13 |
160 |
Copper River |
21N |
14E |
21 |
717312 |
||||||
AD 14 |
160 |
Copper River |
21N |
14E |
21 |
717313 |
||||||
AD 15 |
160 |
Copper River |
21N |
14E |
22 |
717314 |
||||||
AD 16 |
160 |
Copper River |
21N |
14E |
22 |
717315 |
||||||
AD 17 |
160 |
Copper River |
21N |
14E |
30 |
717316 |
||||||
AD 18 |
160 |
Copper River |
21N |
14E |
30 |
717317 |
||||||
AD 19 |
160 |
Copper River |
21N |
14E |
29 |
717318 |
||||||
AD 20 |
160 |
Copper River |
21N |
14E |
29 |
717319 |
||||||
AD 21 |
160 |
Copper River |
21N |
14E |
28 |
717320 |
||||||
AD 22 |
160 |
Copper River |
21N |
14E |
28 |
717321 |
||||||
AD 23 |
160 |
Copper River |
21N |
14E |
27 |
717322 |
||||||
AD 24 |
160 |
Copper River |
21N |
14E |
27 |
717323 |
||||||
AD 25 |
160 |
Copper River |
21N |
14E |
30 |
717324 |
||||||
AD 26 |
160 |
Copper River |
21N |
14E |
30 |
717325 |
||||||
AD 27 |
160 |
Copper River |
21N |
14E |
29 |
717326 |
||||||
AD 28 |
160 |
Copper River |
21N |
14E |
29 |
717327 |
||||||
AD 29 |
160 |
Copper River |
21N |
14E |
28 |
717328 |
||||||
AD 30 |
160 |
Copper River |
21N |
14E |
28 |
717329 |
||||||
AD 31 |
160 |
Copper River |
21N |
14E |
27 |
717330 |
||||||
AD 32 |
160 |
Copper River |
21N |
14E |
27 |
717331 |
||||||
AD 33 |
160 |
Copper River |
21N |
14E |
31 |
717332 |
||||||
AD 34 |
160 |
Copper River |
21N |
14E |
31 |
717333 |
||||||
AD 35 |
160 |
Copper River |
21N |
14E |
32 |
717334 |
||||||
AD 36 |
160 |
Copper River |
21N |
14E |
32 |
717335 |
||||||
AD 37 |
160 |
Copper River |
21N |
14E |
33 |
717336 |
||||||
AD 38 |
160 |
Copper River |
21N |
14E |
33 |
717337 |
||||||
AD 39 |
160 |
Copper River |
21N |
14E |
34 |
717338 |
||||||
AD 40 |
160 |
Copper River |
21N |
14E |
34 |
717339 |
||||||
AD 41 |
160 |
Copper River |
21N |
14E |
31 |
717340 |
||||||
AD 42 |
160 |
Copper River |
21N |
14E |
31 |
717341 |
||||||
AD 43 |
160 |
Copper River |
21N |
14E |
32 |
717342 |
||||||
AD 44 |
160 |
Copper River |
21N |
14E |
32 |
717343 |
||||||
AD 45 |
160 |
Copper River |
21N |
14E |
33 |
717344 |
||||||
AD 46 |
160 |
Copper River |
21N |
14E |
33 |
717345 |
||||||
AD 47 |
160 |
Copper River |
21N |
14E |
34 |
717346 |
||||||
AD 48 |
160 |
Copper River |
21N |
14E |
34 |
717347 |
||||||
Eagle 218 |
160 |
Copper River |
18N |
9E |
12 |
717348 |
||||||
Eagle 219 |
160 |
Copper River |
18N |
9E |
12 |
717349 |
||||||
Eagle 220 |
160 |
Copper River |
18N |
10E |
7 |
717350 |
||||||
Eagle 221 |
160 |
Copper River |
18N |
9E |
12 |
717351 |
||||||
Eagle 222 |
160 |
Copper River |
18N |
9E |
12 |
717352 |
||||||
Eagle 223 |
160 |
Copper River |
18N |
10E |
7 |
717353 |
||||||
Eagle 224 |
160 |
Copper River |
18N |
10E |
7 |
717354 |
||||||
Eagle 225 |
160 |
Copper River |
18N |
10E |
8 |
717355 |
||||||
Eagle 226 |
160 |
Copper River |
18N |
10E |
8 |
717356 |
Eagle 227 |
160 |
Copper River |
18N |
10E |
9 |
717357 |
||||||
Eagle 228 |
160 |
Copper River |
18N |
10E |
9 |
717358 |
||||||
Eagle 229 |
160 |
Copper River |
18N |
9E |
13 |
717359 |
||||||
Eagle 230 |
160 |
Copper River |
18N |
9E |
13 |
717360 |
||||||
Eagle 231 |
160 |
Copper River |
18N |
10E |
18 |
717361 |
||||||
Eagle 232 |
160 |
Copper River |
18N |
10E |
18 |
717362 |
||||||
Eagle 233 |
160 |
Copper River |
18N |
10E |
17 |
717363 |
||||||
Eagle 234 |
160 |
Copper River |
18N |
10E |
17 |
717364 |
||||||
Eagle 235 |
160 |
Copper River |
18N |
10E |
16 |
717365 |
||||||
Eagle 236 |
160 |
Copper River |
18N |
10E |
16 |
717366 |
||||||
Eagle 237 |
160 |
Copper River |
18N |
10E |
15 |
717367 |
||||||
Eagle 238 |
160 |
Copper River |
18N |
10E |
15 |
717368 |
||||||
Eagle 239 |
160 |
Copper River |
18N |
10E |
14 |
717369 |
||||||
Eagle 240 |
160 |
Copper River |
18N |
10E |
14 |
717370 |
||||||
Eagle 241 |
160 |
Copper River |
18N |
10E |
13 |
717371 |
||||||
Eagle 242 |
160 |
Copper River |
18N |
10E |
13 |
717372 |
||||||
Eagle 243 |
160 |
Copper River |
18N |
9E |
13 |
717373 |
||||||
Eagle 244 |
160 |
Copper River |
18N |
9E |
13 |
717374 |
||||||
Eagle 245 |
160 |
Copper River |
18N |
10E |
18 |
717375 |
||||||
Eagle 246 |
160 |
Copper River |
18N |
10E |
18 |
717376 |
||||||
Eagle 247 |
160 |
Copper River |
18N |
10E |
17 |
717377 |
||||||
Eagle 248 |
160 |
Copper River |
18N |
10E |
17 |
717378 |
||||||
Eagle 249 |
160 |
Copper River |
18N |
10E |
16 |
717379 |
||||||
Eagle 250 |
160 |
Copper River |
18N |
10E |
16 |
717380 |
||||||
Eagle 251 |
160 |
Copper River |
18N |
10E |
15 |
717381 |
||||||
Eagle 252 |
160 |
Copper River |
18N |
10E |
15 |
717382 |
||||||
Eagle 253 |
160 |
Copper River |
18N |
10E |
14 |
717383 |
||||||
Eagle 254 |
160 |
Copper River |
18N |
10E |
14 |
717384 |
||||||
Eagle 255 |
160 |
Copper River |
18N |
10E |
13 |
717385 |
||||||
Eagle 256 |
160 |
Copper River |
18N |
10E |
13 |
717386 |
||||||
Eagle 257 |
160 |
Copper River |
18N |
10E |
19 |
717387 |
||||||
Eagle 258 |
160 |
Copper River |
18N |
10E |
19 |
717388 |
||||||
Eagle 259 |
160 |
Copper River |
18N |
10E |
20 |
717389 |
||||||
Eagle 260 |
160 |
Copper River |
18N |
10E |
20 |
717390 |
||||||
Eagle 261 |
160 |
Copper River |
18N |
10E |
21 |
717391 |
||||||
Eagle 262 |
160 |
Copper River |
18N |
10E |
21 |
717392 |
||||||
Eagle 263 |
160 |
Copper River |
18N |
10E |
22 |
717393 |
||||||
Eagle 264 |
160 |
Copper River |
18N |
10E |
22 |
717394 |
||||||
Eagle 265 |
160 |
Copper River |
18N |
10E |
23 |
717395 |
||||||
Eagle 266 |
160 |
Copper River |
18N |
10E |
23 |
717396 |
||||||
Eagle 267 |
160 |
Copper River |
18N |
10E |
24 |
717397 |
||||||
Eagle 268 |
160 |
Copper River |
18N |
10E |
24 |
717398 |
||||||
Eagle 269 |
160 |
Copper River |
18N |
10E |
19 |
717399 |
||||||
Eagle 270 |
160 |
Copper River |
18N |
10E |
19 |
717400 |
||||||
Eagle 271 |
160 |
Copper River |
18N |
10E |
20 |
717401 |
||||||
Eagle 272 |
160 |
Copper River |
18N |
10E |
20 |
717402 |
||||||
Eagle 273 |
160 |
Copper River |
18N |
10E |
21 |
717403 |
||||||
Eagle 274 |
160 |
Copper River |
18N |
10E |
21 |
717404 |
Eagle 275 |
160 |
Copper River |
18N |
10E |
22 |
717405 |
||||||
Eagle 276 |
160 |
Copper River |
18N |
10E |
22 |
717406 |
||||||
Eagle 277 |
160 |
Copper River |
18N |
10E |
23 |
717407 |
||||||
Eagle 278 |
160 |
Copper River |
18N |
10E |
23 |
717408 |
||||||
Eagle 279 |
160 |
Copper River |
18N |
10E |
24 |
717409 |
||||||
Eagle 280 |
160 |
Copper River |
18N |
10E |
24 |
717410 |
||||||
Eagle 281 |
160 |
Copper River |
18N |
10E |
30 |
717411 |
||||||
Eagle 282 |
160 |
Copper River |
18N |
10E |
30 |
717412 |
||||||
Eagle 283 |
160 |
Copper River |
18N |
10E |
29 |
717413 |
||||||
Eagle 284 |
160 |
Copper River |
18N |
10E |
29 |
717414 |
||||||
Eagle 285 |
160 |
Copper River |
18N |
10E |
28 |
717415 |
||||||
Eagle 286 |
160 |
Copper River |
18N |
10E |
28 |
717416 |
||||||
Eagle 287 |
160 |
Copper River |
18N |
10E |
27 |
717417 |
||||||
Eagle 288 |
160 |
Copper River |
18N |
10E |
27 |
717418 |
||||||
Eagle 289 |
160 |
Copper River |
18N |
10E |
26 |
717419 |
||||||
Eagle 290 |
160 |
Copper River |
18N |
10E |
26 |
717420 |
||||||
Eagle 291 |
160 |
Copper River |
18N |
10E |
25 |
717421 |
||||||
Eagle 292 |
160 |
Copper River |
18N |
10E |
25 |
717422 |
||||||
Eagle 293 |
160 |
Copper River |
18N |
10E |
30 |
717423 |
||||||
Eagle 294 |
160 |
Copper River |
18N |
10E |
30 |
717424 |
||||||
Eagle 295 |
160 |
Copper River |
18N |
10E |
29 |
717425 |
||||||
Eagle 296 |
160 |
Copper River |
18N |
10E |
29 |
717426 |
||||||
Eagle 297 |
160 |
Copper River |
18N |
10E |
28 |
717427 |
||||||
Eagle 298 |
160 |
Copper River |
18N |
10E |
28 |
717428 |
||||||
Eagle 299 |
160 |
Copper River |
18N |
10E |
27 |
717429 |
||||||
Eagle 300 |
160 |
Copper River |
18N |
10E |
27 |
717430 |
||||||
Eagle 301 |
160 |
Copper River |
18N |
10E |
26 |
717431 |
||||||
Eagle 302 |
160 |
Copper River |
18N |
10E |
26 |
717432 |
||||||
Eagle 303 |
160 |
Copper River |
18N |
10E |
25 |
717433 |
||||||
Eagle 304 |
160 |
Copper River |
18N |
10E |
25 |
717434 |
||||||
Eagle 305 |
160 |
Copper River |
18N |
10E |
32 |
717435 |
||||||
Eagle 306 |
160 |
Copper River |
18N |
10E |
32 |
717436 |
||||||
Eagle 307 |
160 |
Copper River |
18N |
10E |
33 |
717437 |
||||||
Eagle 308 |
160 |
Copper River |
18N |
10E |
33 |
717438 |
||||||
Eagle 309 |
160 |
Copper River |
18N |
10E |
34 |
717439 |
||||||
Eagle 310 |
160 |
Copper River |
18N |
10E |
34 |
717440 |
||||||
Eagle 311 |
160 |
Copper River |
18N |
10E |
35 |
717441 |
||||||
Eagle 312 |
160 |
Copper River |
18N |
10E |
35 |
717442 |
||||||
Eagle 313 |
160 |
Copper River |
18N |
10E |
36 |
717443 |
||||||
Eagle 314 |
160 |
Copper River |
18N |
10E |
36 |
717444 |
||||||
Eagle 315 |
160 |
Copper River |
18N |
10E |
32 |
717445 |
||||||
Eagle 316 |
160 |
Copper River |
18N |
10E |
32 |
717446 |
||||||
Eagle 317 |
160 |
Copper River |
18N |
10E |
33 |
717447 |
||||||
Eagle 318 |
160 |
Copper River |
18N |
10E |
33 |
717448 |
||||||
Eagle 319 |
160 |
Copper River |
18N |
10E |
34 |
717449 |
||||||
Eagle 320 |
160 |
Copper River |
18N |
10E |
34 |
717450 |
||||||
Eagle 321 |
160 |
Copper River |
18N |
10E |
35 |
717451 |
||||||
Eagle 322 |
160 |
Copper River |
18N |
10E |
35 |
717452 |
Eagle 323 |
160 |
Copper River |
18N |
10E |
36 |
717453 |
||||||
Eagle 324 |
160 |
Copper River |
18N |
10E |
36 |
717454 |
||||||
Eagle 325 |
160 |
Copper River |
17N |
10E |
4 |
717455 |
||||||
Eagle 326 |
160 |
Copper River |
17N |
10E |
4 |
717456 |
||||||
Eagle 327 |
160 |
Copper River |
17N |
10E |
3 |
717457 |
||||||
Eagle 328 |
160 |
Copper River |
17N |
10E |
3 |
717458 |
||||||
Eagle 329 |
160 |
Copper River |
17N |
10E |
2 |
717459 |
||||||
Eagle 330 |
160 |
Copper River |
17N |
10E |
2 |
717460 |
||||||
Eagle 331 |
160 |
Copper River |
17N |
10E |
1 |
717461 |
||||||
Eagle 332 |
160 |
Copper River |
17N |
10E |
1 |
717462 |
||||||
Eagle 333 |
160 |
Copper River |
17N |
11E |
6 |
717463 |
||||||
Eagle 334 |
160 |
Copper River |
17N |
11E |
6 |
717464 |
||||||
Eagle 335 |
160 |
Copper River |
17N |
11E |
5 |
717465 |
||||||
Eagle 336 |
160 |
Copper River |
17N |
11E |
5 |
717466 |
||||||
Eagle 337 |
160 |
Copper River |
17N |
10E |
4 |
717467 |
||||||
Eagle 338 |
160 |
Copper River |
17N |
10E |
4 |
717468 |
||||||
Eagle 339 |
160 |
Copper River |
17N |
10E |
3 |
717469 |
||||||
Eagle 340 |
160 |
Copper River |
17N |
10E |
3 |
717470 |
||||||
Eagle 341 |
160 |
Copper River |
17N |
10E |
2 |
717471 |
||||||
Eagle 342 |
160 |
Copper River |
17N |
10E |
2 |
717472 |
||||||
Eagle 343 |
160 |
Copper River |
17N |
10E |
1 |
717473 |
||||||
Eagle 344 |
160 |
Copper River |
17N |
10E |
1 |
717474 |
||||||
Eagle 345 |
160 |
Copper River |
17N |
11E |
6 |
717475 |
||||||
Eagle 346 |
160 |
Copper River |
17N |
11E |
6 |
717476 |
||||||
Eagle 347 |
160 |
Copper River |
17N |
11E |
5 |
717477 |
||||||
Eagle 348 |
160 |
Copper River |
17N |
11E |
5 |
717478 |
||||||
Eagle 349 |
160 |
Copper River |
17N |
10E |
12 |
717479 |
||||||
Eagle 350 |
160 |
Copper River |
17N |
10E |
12 |
717480 |
||||||
Eagle 351 |
160 |
Copper River |
17N |
11E |
7 |
717481 |
||||||
Eagle 352 |
160 |
Copper River |
17N |
11E |
7 |
717482 |
||||||
Eagle 353 |
160 |
Copper River |
17N |
11E |
8 |
717483 |
||||||
Eagle 354 |
160 |
Copper River |
17N |
11E |
8 |
717484 |
||||||
Eagle 355 |
160 |
Copper River |
17N |
10E |
12 |
717485 |
||||||
Eagle 356 |
160 |
Copper River |
17N |
10E |
12 |
717486 |
||||||
Eagle 357 |
160 |
Copper River |
17N |
11E |
7 |
717487 |
||||||
Eagle 358 |
160 |
Copper River |
17N |
11E |
7 |
717488 |
||||||
Eagle 359 |
160 |
Copper River |
17N |
11E |
8 |
717489 |
||||||
Eagle 360 |
160 |
Copper River |
17N |
11E |
8 |
717490 |
||||||
Eagle 361 |
160 |
Copper River |
17N |
10E |
13 |
717491 |
||||||
Eagle 362 |
160 |
Copper River |
17N |
10E |
13 |
717492 |
||||||
Eagle 363 |
160 |
Copper River |
17N |
11E |
18 |
717493 |
||||||
Eagle 364 |
160 |
Copper River |
17N |
11E |
18 |
717494 |
||||||
Eagle 365 |
160 |
Copper River |
17N |
11E |
17 |
717495 |
||||||
Eagle 366 |
160 |
Copper River |
17N |
11E |
17 |
717496 |
||||||
Eagle 367 |
160 |
Copper River |
17N |
10E |
13 |
717497 |
||||||
Eagle 368 |
160 |
Copper River |
17N |
10E |
13 |
717498 |
||||||
Eagle 369 |
160 |
Copper River |
17N |
11E |
18 |
717499 |
||||||
Eagle 370 |
160 |
Copper River |
17N |
11E |
18 |
717500 |
Eagle 371 |
160 |
Copper River |
17N |
11E |
17 |
717501 |
||||||
Eagle 372 |
160 |
Copper River |
17N |
11E |
17 |
717502 |
||||||
TOK 1 |
40 |
Copper River |
16N |
13E |
9 |
614253 |
||||||
TOK 2 |
40 |
Copper River |
16N |
13E |
9 |
614254 |
||||||
TOK 3 |
40 |
Copper River |
16N |
13E |
9 |
614255 |
||||||
TOK 4 |
26 |
Copper River |
16N |
13E |
9 |
614256 |
||||||
TOK 5 |
160 |
Copper River |
16N |
13E |
8 |
614257 |
||||||
TOK 6 |
160 |
Copper River |
16N |
13E |
9 |
614258 |
||||||
TOK 7 |
40 |
Copper River |
16N |
13E |
9 |
614259 |
||||||
TOK 8 |
40 |
Copper River |
16N |
13E |
9 |
614260 |
||||||
TOK 9 |
40 |
Copper River |
16N |
13E |
9 |
614261 |
||||||
TOK 10 |
40 |
Copper River |
16N |
13E |
9 |
614262 |
||||||
TOK 11 |
40 |
Copper River |
16N |
13E |
10 |
614263 |
||||||
TOK 12 |
9 |
Copper River |
16N |
13E |
10 |
614264 |
||||||
TOK 13 |
160 |
Copper River |
16N |
12E |
13 |
614265 |
||||||
TOK 14 |
160 |
Copper River |
16N |
13E |
18 |
614266 |
||||||
TOK 15 |
160 |
Copper River |
16N |
13E |
18 |
614267 |
||||||
TOK 16 |
160 |
Copper River |
16N |
13E |
17 |
614268 |
||||||
TOK 17 |
160 |
Copper River |
16N |
13E |
17 |
614269 |
||||||
TOK 18 |
160 |
Copper River |
16N |
13E |
16 |
614270 |
||||||
TOK 19 |
40 |
Copper River |
16N |
13E |
16 |
614271 |
||||||
TOK 20 |
40 |
Copper River |
16N |
13E |
16 |
614272 |
||||||
TOK 21 |
40 |
Copper River |
16N |
13E |
15 |
614273 |
||||||
TOK 22 |
40 |
Copper River |
16N |
13E |
16 |
614274 |
||||||
TOK 23 |
32 |
Copper River |
16N |
13E |
16 |
614275 |
||||||
TOK 24 |
15 |
Copper River |
16N |
13E |
15 |
614276 |
||||||
TOK 25 |
160 |
Copper River |
16N |
12E |
14 |
614277 |
||||||
TOK 26 |
160 |
Copper River |
16N |
12E |
13 |
614278 |
||||||
TOK 27 |
160 |
Copper River |
16N |
12E |
13 |
614279 |
||||||
TOK 28 |
160 |
Copper River |
16N |
13E |
18 |
614280 |
||||||
TOK 29 |
160 |
Copper River |
16N |
13E |
18 |
614281 |
||||||
TOK 30 |
160 |
Copper River |
16N |
13E |
17 |
614282 |
||||||
TOK 31 |
160 |
Copper River |
16N |
13E |
17 |
614283 |
||||||
TOK 32 |
160 |
Copper River |
16N |
13E |
16 |
614284 |
||||||
TOK 33 |
34 |
Copper River |
16N |
13E |
16 |
614285 |
||||||
TOK 34 |
17 |
Copper River |
16N |
13E |
16 |
614286 |
||||||
TOK 35 |
160 |
Copper River |
16N |
12E |
23 |
614287 |
||||||
TOK 36 |
160 |
Copper River |
16N |
12E |
23 |
614288 |
||||||
TOK 37 |
160 |
Copper River |
16N |
12E |
24 |
614289 |
||||||
TOK 38 |
160 |
Copper River |
16N |
12E |
24 |
614290 |
||||||
TOK 39 |
160 |
Copper River |
16N |
13E |
19 |
614291 |
||||||
TOK 40 |
160 |
Copper River |
16N |
13E |
19 |
614292 |
||||||
TOK 41 |
160 |
Copper River |
16N |
13E |
20 |
614293 |
||||||
TOK 42 |
160 |
Copper River |
16N |
13E |
20 |
614294 |
||||||
TOK 43 |
40 |
Copper River |
16N |
13E |
21 |
614295 |
||||||
TOK 44 |
40 |
Copper River |
16N |
13E |
21 |
614296 |
||||||
TOK 45 |
40 |
Copper River |
16N |
13E |
21 |
614297 |
||||||
TOK 46 |
40 |
Copper River |
16N |
13E |
21 |
614298 |
TOK 47 |
160 |
Copper River |
16N |
12E |
22 |
614299 |
||||||
TOK 48 |
160 |
Copper River |
16N |
12E |
23 |
614300 |
||||||
TOK 49 |
160 |
Copper River |
16N |
12E |
23 |
614301 |
||||||
TOK 50 |
160 |
Copper River |
16N |
12E |
24 |
614302 |
||||||
TOK 51 |
160 |
Copper River |
16N |
12E |
24 |
614303 |
||||||
TOK 52 |
160 |
Copper River |
16N |
13E |
19 |
614304 |
||||||
TOK 53 |
160 |
Copper River |
16N |
13E |
19 |
614305 |
||||||
TOK 54 |
160 |
Copper River |
16N |
13E |
20 |
614306 |
||||||
TOK 55 |
160 |
Copper River |
16N |
13E |
20 |
614307 |
||||||
TOK 56 |
40 |
Copper River |
16N |
13E |
21 |
614308 |
||||||
TOK 57 |
34 |
Copper River |
16N |
13E |
21 |
614309 |
||||||
TOK 58 |
40 |
Copper River |
16N |
13E |
21 |
614310 |
||||||
TOK 59 |
40 |
Copper River |
16N |
13E |
21 |
614311 |
||||||
TOK 60 |
6 |
Copper River |
16N |
13E |
21 |
614312 |
||||||
TOK 61 |
160 |
Copper River |
16N |
12E |
27 |
614313 |
||||||
TOK 62 |
160 |
Copper River |
16N |
12E |
27 |
614314 |
||||||
TOK 63 |
160 |
Copper River |
16N |
12E |
26 |
614315 |
||||||
TOK 64 |
160 |
Copper River |
16N |
12E |
26 |
614316 |
||||||
TOK 65 |
160 |
Copper River |
16N |
12E |
25 |
614317 |
||||||
TOK 66 |
40 |
Copper River |
16N |
12E |
25 |
614318 |
||||||
TOK 67 |
40 |
Copper River |
16N |
12E |
25 |
614319 |
||||||
TOK 68 |
40 |
Copper River |
16N |
12E |
25 |
614320 |
||||||
TOK 69 |
40 |
Copper River |
16N |
12E |
25 |
614321 |
||||||
TOK 70 |
40 |
Copper River |
16N |
13E |
30 |
614322 |
||||||
TOK 71 |
40 |
Copper River |
16N |
13E |
30 |
614323 |
||||||
TOK 72 |
19 |
Copper River |
16N |
13E |
30 |
614324 |
||||||
TOK 73 |
40 |
Copper River |
16N |
13E |
30 |
614325 |
||||||
TOK 74 |
160 |
Copper River |
16N |
13E |
30 |
614326 |
||||||
TOK 75 |
160 |
Copper River |
16N |
13E |
29 |
614327 |
||||||
TOK 76 |
160 |
Copper River |
16N |
13E |
29 |
614328 |
||||||
TOK 77 |
40 |
Copper River |
16N |
13E |
28 |
614329 |
||||||
TOK 78 |
40 |
Copper River |
16N |
13E |
28 |
614330 |
||||||
TOK 79 |
40 |
Copper River |
16N |
13E |
28 |
614331 |
||||||
TOK 80 |
40 |
Copper River |
16N |
13E |
28 |
614332 |
||||||
TOK 81 |
8 |
Copper River |
16N |
13E |
28 |
614333 |
||||||
TOK 82 |
3 |
Copper River |
16N |
13E |
28 |
614334 |
||||||
TOK 83 |
160 |
Copper River |
16N |
12E |
28 |
614335 |
||||||
TOK 84 |
160 |
Copper River |
16N |
12E |
27 |
614336 |
||||||
TOK 85 |
160 |
Copper River |
16N |
12E |
27 |
614337 |
||||||
TOK 86 |
160 |
Copper River |
16N |
12E |
26 |
614338 |
||||||
TOK 87 |
160 |
Copper River |
16N |
12E |
26 |
614339 |
||||||
TOK 88 |
160 |
Copper River |
16N |
12E |
25 |
614340 |
||||||
TOK 89 |
40 |
Copper River |
16N |
12E |
25 |
614341 |
||||||
TOK 90 |
34 |
Copper River |
16N |
12E |
25 |
614342 |
||||||
TOK 91 |
13 |
Copper River |
16N |
13E |
29 |
614343 |
||||||
TOK 92 |
17 |
Copper River |
16N |
13E |
29 |
614344 |
||||||
TOK 93 |
11 |
Copper River |
16N |
13E |
29 |
614345 |
||||||
TOK 94 |
13 |
Copper River |
16N |
13E |
29 |
614346 |
TOK 95 |
25 |
Copper River |
16N |
13E |
28 |
614347 |
||||||
TOK 96 |
160 |
Copper River |
16N |
12E |
33 |
614348 |
||||||
TOK 97 |
160 |
Copper River |
16N |
12E |
33 |
614349 |
||||||
TOK 98 |
160 |
Copper River |
16N |
12E |
34 |
614350 |
||||||
TOK 99 |
40 |
Copper River |
16N |
12E |
34 |
614351 |
||||||
TOK 100 |
40 |
Copper River |
16N |
12E |
34 |
614352 |
||||||
TOK 101 |
40 |
Copper River |
16N |
12E |
34 |
614353 |
||||||
TOK 102 |
18 |
Copper River |
16N |
12E |
34 |
614354 |
||||||
TOK 103 |
37 |
Copper River |
16N |
12E |
35 |
614355 |
||||||
TOK 104 |
40 |
Copper River |
16N |
12E |
35 |
614356 |
||||||
TOK 105 |
18 |
Copper River |
16N |
12E |
35 |
614357 |
||||||
TOK 106 |
40 |
Copper River |
16N |
12E |
35 |
614358 |
||||||
TOK 107 |
40 |
Copper River |
16N |
12E |
35 |
614359 |
||||||
TOK 108 |
28 |
Copper River |
16N |
12E |
35 |
614360 |
||||||
TOK 109 |
28 |
Copper River |
16N |
12E |
35 |
614361 |
||||||
TOK 110 |
40 |
Copper River |
16N |
12E |
36 |
614362 |
||||||
TOK 111 |
40 |
Copper River |
16N |
12E |
36 |
614363 |
||||||
TOK 112 |
24 |
Copper River |
16N |
12E |
36 |
614364 |
||||||
TOK 113 |
14 |
Copper River |
16N |
12E |
36 |
614365 |
||||||
TOK 114 |
160 |
Copper River |
16N |
12E |
32 |
614366 |
||||||
TOK 115 |
160 |
Copper River |
16N |
12E |
32 |
614367 |
||||||
TOK 116 |
160 |
Copper River |
16N |
12E |
33 |
614368 |
||||||
TOK 117 |
160 |
Copper River |
16N |
12E |
33 |
614369 |
||||||
TOK 118 |
40 |
Copper River |
16N |
12E |
34 |
614370 |
||||||
TOK 119 |
40 |
Copper River |
16N |
12E |
34 |
614371 |
||||||
TOK 120 |
40 |
Copper River |
16N |
12E |
34 |
614372 |
||||||
TOK 121 |
10 |
Copper River |
16N |
12E |
34 |
614373 |
||||||
TOK 122 |
8 |
Copper River |
16N |
12E |
34 |
614374 |
||||||
LAD 1 |
160 |
Copper River |
18N |
15E |
3 |
666952 |
||||||
LAD 2 |
160 |
Copper River |
18N |
15E |
2 |
666953 |
||||||
LAD 3 |
160 |
Copper River |
18N |
15E |
10 |
666954 |
||||||
LAD 4 |
160 |
Copper River |
18N |
15E |
11 |
666955 |
||||||
LAD 5 |
160 |
Copper River |
19N |
15E |
35 |
706792 |
||||||
LAD 6 |
160 |
Copper River |
19N |
15E |
35 |
706793 |
||||||
LAD 7 |
160 |
Copper River |
19N |
15E |
36 |
706794 |
||||||
LAD 8 |
160 |
Copper River |
19N |
15E |
36 |
706795 |
||||||
LAD 9 |
160 |
Copper River |
19N |
15E |
35 |
706796 |
||||||
LAD 10 |
160 |
Copper River |
19N |
15E |
35 |
706797 |
||||||
LAD 11 |
160 |
Copper River |
19N |
15E |
36 |
706798 |
||||||
LAD 12 |
160 |
Copper River |
19N |
15E |
36 |
706799 |
||||||
LAD 13 |
160 |
Copper River |
18N |
15E |
5 |
706800 |
||||||
LAD 14 |
160 |
Copper River |
18N |
15E |
5 |
706801 |
||||||
LAD 15 |
160 |
Copper River |
18N |
15E |
4 |
706802 |
||||||
LAD 16 |
160 |
Copper River |
18N |
15E |
4 |
706803 |
||||||
LAD 17 |
160 |
Copper River |
18N |
15E |
3 |
706804 |
||||||
LAD 18 |
160 |
Copper River |
18N |
15E |
3 |
706805 |
||||||
LAD 19 |
160 |
Copper River |
18N |
15E |
2 |
706806 |
||||||
LAD 20 |
160 |
Copper River |
18N |
15E |
2 |
706807 |
LAD 21 |
160 |
Copper River |
18N |
15E |
1 |
706808 |
||||||
LAD 22 |
160 |
Copper River |
18N |
15E |
1 |
706809 |
||||||
LAD 23 |
160 |
Copper River |
18N |
16E |
6 |
706810 |
||||||
LAD 24 |
160 |
Copper River |
18N |
15E |
5 |
706811 |
||||||
LAD 25 |
160 |
Copper River |
18N |
15E |
5 |
706812 |
||||||
LAD 26 |
160 |
Copper River |
18N |
15E |
4 |
706813 |
||||||
LAD 27 |
160 |
Copper River |
18N |
15E |
4 |
706814 |
||||||
LAD 28 |
160 |
Copper River |
18N |
15E |
3 |
706815 |
||||||
LAD 29 |
160 |
Copper River |
18N |
15E |
2 |
706816 |
||||||
LAD 30 |
160 |
Copper River |
18N |
15E |
1 |
706817 |
||||||
LAD 31 |
160 |
Copper River |
18N |
15E |
1 |
706818 |
||||||
LAD 32 |
160 |
Copper River |
18N |
16E |
6 |
706819 |
||||||
LAD 33 |
160 |
Copper River |
18N |
15E |
8 |
706820 |
||||||
LAD 34 |
160 |
Copper River |
18N |
15E |
8 |
706821 |
||||||
LAD 35 |
160 |
Copper River |
18N |
15E |
9 |
706822 |
||||||
LAD 36 |
160 |
Copper River |
18N |
15E |
9 |
706823 |
||||||
LAD 37 |
160 |
Copper River |
18N |
15E |
10 |
706824 |
||||||
LAD 38 |
160 |
Copper River |
18N |
15E |
11 |
706825 |
||||||
LAD 39 |
160 |
Copper River |
18N |
15E |
8 |
706826 |
||||||
LAD 40 |
160 |
Copper River |
18N |
15E |
9 |
706827 |
||||||
LAD 41 |
160 |
Copper River |
18N |
15E |
9 |
706828 |
||||||
LAD 42 |
160 |
Copper River |
18N |
15E |
10 |
706829 |
||||||
LAD 43 |
160 |
Copper River |
18N |
15E |
10 |
706830 |
||||||
LAD 44 |
160 |
Copper River |
18N |
15E |
11 |
706831 |
||||||
LAD 45 |
160 |
Copper River |
18N |
15E |
11 |
706832 |
New Properties
ClaimName |
Acreage |
Meridian |
Township |
Range |
Section |
ADL_Num |
||||||
Eagle 373 |
160 |
Copper River |
17N |
10E |
24 |
720353 |
||||||
Eagle 374 |
160 |
Copper River |
17N |
10E |
24 |
720354 |
||||||
Eagle 375 |
160 |
Copper River |
17N |
11E |
19 |
720355 |
||||||
Eagle 376 |
160 |
Copper River |
17N |
11E |
19 |
720356 |
||||||
Eagle 377 |
160 |
Copper River |
17N |
11E |
20 |
720357 |
||||||
Eagle 378 |
160 |
Copper River |
17N |
11E |
20 |
720358 |
||||||
Eagle 379 |
160 |
Copper River |
17N |
11E |
21 |
720359 |
||||||
Eagle 380 |
160 |
Copper River |
17N |
11E |
21 |
720360 |
||||||
Eagle 381 |
160 |
Copper River |
17N |
11E |
22 |
720361 |
||||||
Eagle 382 |
160 |
Copper River |
17N |
11E |
22 |
720362 |
||||||
Eagle 383 |
160 |
Copper River |
17N |
11E |
19 |
720363 |
||||||
Eagle 384 |
160 |
Copper River |
17N |
11E |
19 |
720364 |
||||||
Eagle 385 |
160 |
Copper River |
17N |
11E |
20 |
720365 |
||||||
Eagle 386 |
160 |
Copper River |
17N |
11E |
20 |
720366 |
||||||
Eagle 387 |
160 |
Copper River |
17N |
11E |
21 |
720367 |
||||||
Eagle 388 |
160 |
Copper River |
17N |
11E |
21 |
720368 |
||||||
Eagle 389 |
160 |
Copper River |
17N |
11E |
22 |
720369 |
||||||
Eagle 390 |
160 |
Copper River |
17N |
11E |
22 |
720370 |
Eagle 391 |
160 |
Copper River |
17N |
11E |
30 |
720371 |
||||||
Eagle 392 |
160 |
Copper River |
17N |
11E |
29 |
720372 |
||||||
Eagle 393 |
160 |
Copper River |
17N |
11E |
29 |
720373 |
||||||
Eagle 394 |
160 |
Copper River |
17N |
11E |
28 |
720374 |
||||||
Eagle 395 |
160 |
Copper River |
17N |
11E |
28 |
720375 |
||||||
Eagle 396 |
160 |
Copper River |
17N |
11E |
27 |
720376 |
||||||
Eagle 397 |
160 |
Copper River |
17N |
11E |
27 |
720377 |
||||||
Eagle 398 |
160 |
Copper River |
17N |
11E |
26 |
720378 |
||||||
Eagle 399 |
160 |
Copper River |
17N |
11E |
26 |
720379 |
||||||
Eagle 400 |
160 |
Copper River |
17N |
11E |
29 |
720380 |
||||||
Eagle 401 |
160 |
Copper River |
17N |
11E |
29 |
720381 |
||||||
Eagle 402 |
160 |
Copper River |
17N |
11E |
28 |
720382 |
||||||
Eagle 403 |
160 |
Copper River |
17N |
11E |
28 |
720383 |
||||||
Eagle 404 |
160 |
Copper River |
17N |
11E |
27 |
720384 |
||||||
Eagle 405 |
160 |
Copper River |
17N |
11E |
27 |
720385 |
||||||
Eagle 406 |
160 |
Copper River |
17N |
11E |
26 |
720386 |
||||||
Eagle 407 |
160 |
Copper River |
17N |
11E |
26 |
720387 |
||||||
Eagle 408 |
160 |
Copper River |
17N |
11E |
33 |
720388 |
||||||
Eagle 409 |
160 |
Copper River |
17N |
11E |
33 |
720389 |
||||||
Eagle 410 |
160 |
Copper River |
17N |
11E |
34 |
720390 |
||||||
Eagle 411 |
160 |
Copper River |
17N |
11E |
34 |
720391 |
||||||
Eagle 412 |
160 |
Copper River |
17N |
11E |
35 |
720392 |
||||||
Eagle 413 |
160 |
Copper River |
17N |
11E |
35 |
720393 |
||||||
Eagle 414 |
160 |
Copper River |
17N |
11E |
34 |
720394 |
||||||
Eagle 415 |
160 |
Copper River |
17N |
11E |
34 |
720395 |
||||||
Eagle 416 |
160 |
Copper River |
17N |
11E |
35 |
720396 |
||||||
Eagle 417 |
160 |
Copper River |
17N |
11E |
35 |
720397 |
||||||
Eagle 418 |
160 |
Copper River |
17N |
10E |
10 |
720398 |
||||||
Eagle 419 |
160 |
Copper River |
17N |
10E |
10 |
720399 |
||||||
Eagle 420 |
160 |
Copper River |
17N |
10E |
11 |
720400 |
||||||
Eagle 421 |
160 |
Copper River |
17N |
10E |
11 |
720401 |
||||||
Eagle 422 |
160 |
Copper River |
17N |
10E |
10 |
720402 |
||||||
Eagle 423 |
160 |
Copper River |
17N |
10E |
10 |
720403 |
||||||
Eagle 424 |
160 |
Copper River |
17N |
10E |
11 |
720404 |
||||||
Eagle 425 |
160 |
Copper River |
17N |
10E |
11 |
720405 |
||||||
Eagle 426 |
160 |
Copper River |
17N |
10E |
14 |
720406 |
||||||
Eagle 427 |
160 |
Copper River |
17N |
10E |
14 |
720407 |
||||||
Eagle 428 |
160 |
Copper River |
17N |
10E |
14 |
720408 |
||||||
Eagle 429 |
160 |
Copper River |
18N |
9E |
24 |
720409 |
||||||
Eagle 430 |
160 |
Copper River |
18N |
9E |
24 |
720410 |
||||||
Eagle 431 |
160 |
Copper River |
18N |
9E |
24 |
720411 |
||||||
Noah 1 |
40 |
Copper River |
016N |
011E |
21 |
722726 |
||||||
Noah 2 |
40 |
Copper River |
016N |
011E |
21 |
722727 |
||||||
Noah 3 |
40 |
Copper River |
016N |
011E |
22 |
722728 |
||||||
Noah 4 |
40 |
Copper River |
016N |
011E |
22 |
722729 |
||||||
Noah 5 |
40 |
Copper River |
016N |
011E |
22 |
722730 |
||||||
Noah 6 |
160 |
Copper River |
017N |
010E |
19 |
722731 |
||||||
Noah 7 |
160 |
Copper River |
017N |
010E |
19 |
722732 |
Noah 8 |
160 |
Copper River |
017N |
010E |
20 |
722733 |
||||||
Noah 9 |
160 |
Copper River |
017N |
010E |
20 |
722734 |
||||||
Noah 10 |
160 |
Copper River |
017N |
010E |
21 |
722735 |
||||||
Noah 11 |
160 |
Copper River |
017N |
010E |
21 |
722736 |
||||||
Noah 12 |
160 |
Copper River |
017N |
010E |
22 |
722737 |
||||||
Noah 13 |
160 |
Copper River |
017N |
010E |
22 |
722738 |
||||||
Noah 14 |
160 |
Copper River |
017N |
010E |
23 |
722739 |
||||||
Noah 15 |
160 |
Copper River |
017N |
010E |
23 |
722740 |
||||||
Noah 16 |
160 |
Copper River |
017N |
010E |
19 |
722741 |
||||||
Noah 17 |
160 |
Copper River |
017N |
010E |
19 |
722742 |
||||||
Noah 18 |
160 |
Copper River |
017N |
010E |
20 |
722743 |
||||||
Noah 19 |
160 |
Copper River |
017N |
010E |
20 |
722744 |
||||||
Noah 20 |
160 |
Copper River |
017N |
010E |
21 |
722745 |
||||||
Noah 21 |
160 |
Copper River |
017N |
010E |
21 |
722746 |
||||||
Noah 22 |
160 |
Copper River |
017N |
010E |
22 |
722747 |
||||||
Noah 23 |
160 |
Copper River |
017N |
010E |
22 |
722748 |
||||||
Noah 24 |
160 |
Copper River |
017N |
010E |
23 |
722749 |
||||||
Noah 25 |
160 |
Copper River |
017N |
010E |
23 |
722750 |
||||||
Noah 26 |
160 |
Copper River |
017N |
010E |
24 |
722751 |
||||||
Noah 27 |
160 |
Copper River |
017N |
010E |
24 |
722752 |
||||||
Noah 28 |
160 |
Copper River |
017N |
010E |
30 |
722753 |
||||||
Noah 29 |
160 |
Copper River |
017N |
010E |
30 |
722754 |
||||||
Noah 30 |
160 |
Copper River |
017N |
010E |
29 |
722755 |
||||||
Noah 31 |
160 |
Copper River |
017N |
010E |
29 |
722756 |
||||||
Noah 32 |
160 |
Copper River |
017N |
010E |
28 |
722757 |
||||||
Noah 33 |
160 |
Copper River |
017N |
010E |
28 |
722758 |
||||||
Noah 34 |
160 |
Copper River |
017N |
010E |
27 |
722759 |
||||||
Noah 35 |
160 |
Copper River |
017N |
010E |
27 |
722760 |
||||||
Noah 36 |
160 |
Copper River |
017N |
010E |
26 |
722761 |
||||||
Noah 37 |
160 |
Copper River |
017N |
010E |
26 |
722762 |
||||||
Noah 38 |
160 |
Copper River |
017N |
010E |
25 |
722763 |
||||||
Noah 39 |
160 |
Copper River |
017N |
010E |
25 |
722764 |
||||||
Noah 40 |
160 |
Copper River |
017N |
011E |
30 |
722765 |
||||||
Noah 41 |
160 |
Copper River |
017N |
010E |
30 |
722766 |
||||||
Noah 42 |
160 |
Copper River |
017N |
010E |
30 |
722767 |
||||||
Noah 43 |
160 |
Copper River |
017N |
010E |
29 |
722768 |
||||||
Noah 44 |
160 |
Copper River |
017N |
010E |
29 |
722769 |
||||||
Noah 45 |
160 |
Copper River |
017N |
010E |
28 |
722770 |
||||||
Noah 46 |
160 |
Copper River |
017N |
010E |
28 |
722771 |
||||||
Noah 47 |
160 |
Copper River |
017N |
010E |
27 |
722772 |
||||||
Noah 48 |
160 |
Copper River |
017N |
010E |
27 |
722773 |
||||||
Noah 49 |
160 |
Copper River |
017N |
010E |
26 |
722774 |
||||||
Noah 50 |
160 |
Copper River |
017N |
010E |
26 |
722775 |
||||||
Noah 51 |
160 |
Copper River |
017N |
010E |
25 |
722776 |
||||||
Noah 52 |
160 |
Copper River |
017N |
010E |
25 |
722777 |
||||||
Noah 53 |
160 |
Copper River |
017N |
011E |
30 |
722778 |
||||||
Noah 54 |
160 |
Copper River |
017N |
011E |
30 |
722779 |
||||||
Noah 55 |
160 |
Copper River |
017N |
010E |
31 |
722780 |
Noah 56 |
160 |
Copper River |
017N |
010E |
31 |
722781 |
||||||
Noah 57 |
160 |
Copper River |
017N |
010E |
32 |
722782 |
||||||
Noah 58 |
160 |
Copper River |
017N |
010E |
32 |
722783 |
||||||
Noah 59 |
160 |
Copper River |
017N |
010E |
33 |
722784 |
||||||
Noah 60 |
160 |
Copper River |
017N |
010E |
33 |
722785 |
||||||
Noah 61 |
160 |
Copper River |
017N |
010E |
34 |
722786 |
||||||
Noah 62 |
160 |
Copper River |
017N |
010E |
34 |
722787 |
||||||
Noah 63 |
160 |
Copper River |
017N |
010E |
35 |
722788 |
||||||
Noah 64 |
160 |
Copper River |
017N |
010E |
35 |
722789 |
||||||
Noah 65 |
160 |
Copper River |
017N |
010E |
36 |
722790 |
||||||
Noah 66 |
160 |
Copper River |
017N |
010E |
36 |
722791 |
||||||
Noah 67 |
160 |
Copper River |
017N |
011E |
31 |
722792 |
||||||
Noah 68 |
160 |
Copper River |
017N |
011E |
31 |
722793 |
||||||
Noah 69 |
160 |
Copper River |
017N |
011E |
32 |
722794 |
||||||
Noah 70 |
160 |
Copper River |
017N |
011E |
32 |
722795 |
||||||
Noah 71 |
160 |
Copper River |
017N |
010E |
31 |
722796 |
||||||
Noah 72 |
160 |
Copper River |
017N |
010E |
31 |
722797 |
||||||
Noah 73 |
160 |
Copper River |
017N |
010E |
32 |
722798 |
||||||
Noah 74 |
160 |
Copper River |
017N |
010E |
32 |
722799 |
||||||
Noah 75 |
160 |
Copper River |
017N |
010E |
33 |
722800 |
||||||
Noah 76 |
160 |
Copper River |
017N |
010E |
33 |
722801 |
||||||
Noah 77 |
160 |
Copper River |
017N |
010E |
34 |
722802 |
||||||
Noah 78 |
160 |
Copper River |
017N |
010E |
34 |
722803 |
||||||
Noah 79 |
160 |
Copper River |
017N |
010E |
35 |
722804 |
||||||
Noah 80 |
160 |
Copper River |
017N |
010E |
35 |
722805 |
||||||
Noah 81 |
160 |
Copper River |
017N |
010E |
36 |
722806 |
||||||
Noah 82 |
160 |
Copper River |
017N |
010E |
36 |
722807 |
||||||
Noah 83 |
160 |
Copper River |
017N |
011E |
31 |
722808 |
||||||
Noah 84 |
160 |
Copper River |
017N |
011E |
31 |
722809 |
||||||
Noah 85 |
160 |
Copper River |
017N |
011E |
32 |
722810 |
||||||
Noah 86 |
160 |
Copper River |
017N |
011E |
32 |
722811 |
||||||
Noah 87 |
160 |
Copper River |
017N |
011E |
33 |
722812 |
||||||
Noah 88 |
160 |
Copper River |
017N |
011E |
33 |
722813 |
||||||
Noah 89 |
160 |
Copper River |
016N |
010E |
2 |
722814 |
||||||
Noah 90 |
160 |
Copper River |
016N |
010E |
2 |
722815 |
||||||
Noah 91 |
160 |
Copper River |
016N |
010E |
1 |
722816 |
||||||
Noah 92 |
160 |
Copper River |
016N |
010E |
1 |
722817 |
||||||
Noah 93 |
160 |
Copper River |
016N |
011E |
6 |
722818 |
||||||
Noah 94 |
160 |
Copper River |
016N |
011E |
6 |
722819 |
||||||
Noah 95 |
160 |
Copper River |
016N |
011E |
5 |
722820 |
||||||
Noah 96 |
160 |
Copper River |
016N |
011E |
5 |
722821 |
||||||
Noah 97 |
160 |
Copper River |
016N |
011E |
4 |
722822 |
||||||
Noah 98 |
160 |
Copper River |
016N |
011E |
4 |
722823 |
||||||
Noah 99 |
160 |
Copper River |
016N |
011E |
3 |
722824 |
||||||
Noah 100 |
160 |
Copper River |
016N |
011E |
3 |
722825 |
||||||
Noah 101 |
160 |
Copper River |
016N |
011E |
2 |
722826 |
||||||
Noah 102 |
160 |
Copper River |
016N |
011E |
2 |
722827 |
||||||
Noah 103 |
160 |
Copper River |
016N |
011E |
1 |
722828 |
Noah 104 |
160 |
Copper River |
016N |
011E |
1 |
722829 |
||||||
Noah 105 |
160 |
Copper River |
016N |
012E |
6 |
722830 |
||||||
Noah 106 |
160 |
Copper River |
016N |
012E |
6 |
722831 |
||||||
Noah 107 |
160 |
Copper River |
016N |
010E |
2 |
722832 |
||||||
Noah 108 |
160 |
Copper River |
016N |
010E |
2 |
722833 |
||||||
Noah 109 |
160 |
Copper River |
016N |
010E |
1 |
722834 |
||||||
Noah 110 |
160 |
Copper River |
016N |
010E |
1 |
722835 |
||||||
Noah 111 |
160 |
Copper River |
016N |
011E |
6 |
722836 |
||||||
Noah 112 |
160 |
Copper River |
016N |
011E |
6 |
722837 |
||||||
Noah 113 |
160 |
Copper River |
016N |
011E |
5 |
722838 |
||||||
Noah 114 |
160 |
Copper River |
016N |
011E |
5 |
722839 |
||||||
Noah 115 |
160 |
Copper River |
016N |
011E |
4 |
722840 |
||||||
Noah 116 |
160 |
Copper River |
016N |
011E |
4 |
722841 |
||||||
Noah 117 |
160 |
Copper River |
016N |
011E |
3 |
722842 |
||||||
Noah 118 |
160 |
Copper River |
016N |
011E |
3 |
722843 |
||||||
Noah 119 |
160 |
Copper River |
016N |
011E |
2 |
722844 |
||||||
Noah 120 |
160 |
Copper River |
016N |
011E |
2 |
722845 |
||||||
Noah 121 |
160 |
Copper River |
016N |
011E |
1 |
722846 |
||||||
Noah 122 |
160 |
Copper River |
016N |
011E |
1 |
722847 |
||||||
Noah 123 |
160 |
Copper River |
016N |
012E |
6 |
722848 |
||||||
Noah 124 |
160 |
Copper River |
016N |
012E |
6 |
722849 |
||||||
Noah 125 |
160 |
Copper River |
016N |
010E |
11 |
722850 |
||||||
Noah 126 |
160 |
Copper River |
016N |
010E |
11 |
722851 |
||||||
Noah 127 |
160 |
Copper River |
016N |
010E |
12 |
722852 |
||||||
Noah 128 |
160 |
Copper River |
016N |
010E |
12 |
722853 |
||||||
Noah 129 |
160 |
Copper River |
016N |
011E |
7 |
722854 |
||||||
Noah 130 |
160 |
Copper River |
016N |
011E |
7 |
722855 |
||||||
Noah 131 |
160 |
Copper River |
016N |
011E |
8 |
722856 |
||||||
Noah 132 |
160 |
Copper River |
016N |
011E |
8 |
722857 |
||||||
Noah 133 |
160 |
Copper River |
016N |
011E |
9 |
722858 |
||||||
Noah 134 |
160 |
Copper River |
016N |
011E |
9 |
722859 |
||||||
Noah 135 |
160 |
Copper River |
016N |
011E |
10 |
722860 |
||||||
Noah 136 |
160 |
Copper River |
016N |
011E |
10 |
722861 |
||||||
Noah 137 |
160 |
Copper River |
016N |
011E |
11 |
722862 |
||||||
Noah 138 |
160 |
Copper River |
016N |
011E |
11 |
722863 |
||||||
Noah 139 |
160 |
Copper River |
016N |
011E |
12 |
722864 |
||||||
Noah 140 |
160 |
Copper River |
016N |
011E |
12 |
722865 |
||||||
Noah 141 |
160 |
Copper River |
016N |
012E |
7 |
722866 |
||||||
Noah 142 |
160 |
Copper River |
016N |
012E |
7 |
722867 |
||||||
Noah 143 |
160 |
Copper River |
016N |
012E |
8 |
722868 |
||||||
Noah 144 |
160 |
Copper River |
016N |
012E |
8 |
722869 |
||||||
Noah 145 |
160 |
Copper River |
016N |
010E |
11 |
722870 |
||||||
Noah 146 |
160 |
Copper River |
016N |
010E |
11 |
722871 |
||||||
Noah 147 |
160 |
Copper River |
016N |
010E |
12 |
722872 |
||||||
Noah 148 |
160 |
Copper River |
016N |
010E |
12 |
722873 |
||||||
Noah 149 |
160 |
Copper River |
016N |
011E |
7 |
722874 |
||||||
Noah 150 |
160 |
Copper River |
016N |
011E |
7 |
722875 |
||||||
Noah 151 |
160 |
Copper River |
016N |
011E |
8 |
722876 |
Noah 152 |
160 |
Copper River |
016N |
011E |
8 |
722877 |
||||||
Noah 153 |
160 |
Copper River |
016N |
011E |
9 |
722878 |
||||||
Noah 154 |
160 |
Copper River |
016N |
011E |
9 |
722879 |
||||||
Noah 155 |
160 |
Copper River |
016N |
011E |
10 |
722880 |
||||||
Noah 156 |
160 |
Copper River |
016N |
011E |
10 |
722881 |
||||||
Noah 157 |
160 |
Copper River |
016N |
011E |
11 |
722882 |
||||||
Noah 158 |
160 |
Copper River |
016N |
011E |
11 |
722883 |
||||||
Noah 159 |
160 |
Copper River |
016N |
011E |
12 |
722884 |
||||||
Noah 160 |
160 |
Copper River |
016N |
011E |
12 |
722885 |
||||||
Noah 161 |
160 |
Copper River |
016N |
012E |
7 |
722886 |
||||||
Noah 162 |
160 |
Copper River |
016N |
012E |
7 |
722887 |
||||||
Noah 163 |
160 |
Copper River |
016N |
012E |
8 |
722888 |
||||||
Noah 164 |
160 |
Copper River |
016N |
012E |
8 |
722889 |
||||||
Noah 165 |
160 |
Copper River |
016N |
010E |
13 |
722890 |
||||||
Noah 166 |
160 |
Copper River |
016N |
010E |
13 |
722891 |
||||||
Noah 167 |
160 |
Copper River |
016N |
011E |
18 |
722892 |
||||||
Noah 168 |
160 |
Copper River |
016N |
011E |
18 |
722893 |
||||||
Noah 169 |
160 |
Copper River |
016N |
011E |
17 |
722894 |
||||||
Noah 170 |
160 |
Copper River |
016N |
011E |
17 |
722895 |
||||||
Noah 171 |
160 |
Copper River |
016N |
011E |
16 |
722896 |
||||||
Noah 172 |
160 |
Copper River |
016N |
011E |
16 |
722897 |
||||||
Noah 173 |
160 |
Copper River |
016N |
011E |
15 |
722898 |
||||||
Noah 174 |
160 |
Copper River |
016N |
011E |
15 |
722899 |
||||||
Noah 175 |
160 |
Copper River |
016N |
011E |
14 |
722900 |
||||||
Noah 176 |
160 |
Copper River |
016N |
011E |
14 |
722901 |
||||||
Noah 177 |
160 |
Copper River |
016N |
011E |
13 |
722902 |
||||||
Noah 178 |
160 |
Copper River |
016N |
011E |
13 |
722903 |
||||||
Noah 179 |
160 |
Copper River |
016N |
012E |
18 |
722904 |
||||||
Noah 180 |
160 |
Copper River |
016N |
010E |
13 |
722905 |
||||||
Noah 181 |
160 |
Copper River |
016N |
010E |
13 |
722906 |
||||||
Noah 182 |
160 |
Copper River |
016N |
011E |
18 |
722907 |
||||||
Noah 183 |
160 |
Copper River |
016N |
011E |
18 |
722908 |
||||||
Noah 184 |
160 |
Copper River |
016N |
011E |
17 |
722909 |
||||||
Noah 185 |
160 |
Copper River |
016N |
011E |
17 |
722910 |
||||||
Noah 186 |
160 |
Copper River |
016N |
011E |
16 |
722911 |
||||||
Noah 187 |
160 |
Copper River |
016N |
011E |
16 |
722912 |
||||||
Noah 188 |
160 |
Copper River |
016N |
011E |
15 |
722913 |
||||||
Noah 189 |
160 |
Copper River |
016N |
011E |
15 |
722914 |
||||||
Noah 190 |
160 |
Copper River |
016N |
011E |
14 |
722915 |
||||||
Noah 191 |
160 |
Copper River |
016N |
011E |
14 |
722916 |
||||||
Noah 192 |
160 |
Copper River |
016N |
011E |
13 |
722917 |
||||||
Noah 193 |
160 |
Copper River |
016N |
011E |
13 |
722918 |
||||||
Noah 194 |
160 |
Copper River |
016N |
010E |
24 |
722919 |
||||||
Noah 195 |
160 |
Copper River |
016N |
010E |
24 |
722920 |
||||||
Noah 196 |
160 |
Copper River |
016N |
011E |
19 |
722921 |
||||||
Noah 197 |
160 |
Copper River |
016N |
011E |
19 |
722922 |
||||||
Noah 198 |
160 |
Copper River |
016N |
011E |
20 |
722923 |
||||||
Noah 199 |
160 |
Copper River |
016N |
011E |
20 |
722924 |
Noah 200 |
160 |
Copper River |
016N |
011E |
21 |
722925 |
||||||
Noah 201 |
160 |
Copper River |
016N |
011E |
21 |
722926 |
||||||
Noah 202 |
160 |
Copper River |
016N |
011E |
22 |
722927 |
||||||
Noah 203 |
160 |
Copper River |
016N |
011E |
22 |
722928 |
||||||
Noah 204 |
160 |
Copper River |
016N |
011E |
23 |
722929 |
||||||
Noah 205 |
160 |
Copper River |
016N |
011E |
23 |
722930 |
||||||
Noah 206 |
160 |
Copper River |
016N |
011E |
24 |
722931 |
||||||
Noah 207 |
160 |
Copper River |
016N |
011E |
24 |
722932 |
||||||
Noah 208 |
160 |
Copper River |
016N |
010E |
24 |
722933 |
||||||
Noah 209 |
160 |
Copper River |
016N |
010E |
24 |
722934 |
||||||
Noah 210 |
160 |
Copper River |
016N |
011E |
19 |
722935 |
||||||
Noah 211 |
160 |
Copper River |
016N |
011E |
19 |
722936 |
||||||
Noah 212 |
160 |
Copper River |
016N |
011E |
20 |
722937 |
||||||
Noah 213 |
160 |
Copper River |
016N |
011E |
20 |
722938 |
||||||
Noah 214 |
160 |
Copper River |
016N |
011E |
21 |
722939 |
||||||
Noah 215 |
160 |
Copper River |
016N |
011E |
22 |
722940 |
||||||
Noah 216 |
160 |
Copper River |
016N |
011E |
23 |
722941 |
||||||
Noah 217 |
160 |
Copper River |
016N |
011E |
23 |
722942 |
||||||
Noah 218 |
160 |
Copper River |
016N |
011E |
24 |
722943 |
||||||
Noah 219 |
160 |
Copper River |
016N |
011E |
24 |
722944 |
||||||
Noah 220 |
40 |
Copper River |
016N |
011E |
28 |
723122 |
||||||
Noah 221 |
40 |
Copper River |
016N |
011E |
28 |
723123 |
||||||
Noah 222 |
40 |
Copper River |
016N |
011E |
28 |
723124 |
||||||
Noah 223 |
40 |
Copper River |
016N |
011E |
27 |
723125 |
||||||
Noah 224 |
40 |
Copper River |
016N |
011E |
27 |
723126 |
||||||
Noah 225 |
40 |
Copper River |
016N |
011E |
27 |
723127 |
||||||
Noah 226 |
40 |
Copper River |
016N |
011E |
27 |
723128 |
||||||
Noah 227 |
40 |
Copper River |
016N |
011E |
26 |
723129 |
||||||
Noah 228 |
40 |
Copper River |
016N |
011E |
26 |
723130 |
||||||
Noah 229 |
160 |
Copper River |
016N |
010E |
6 |
723131 |
||||||
Noah 230 |
160 |
Copper River |
016N |
010E |
6 |
723132 |
||||||
Noah 231 |
160 |
Copper River |
016N |
010E |
5 |
723133 |
||||||
Noah 232 |
160 |
Copper River |
016N |
010E |
5 |
723134 |
||||||
Noah 233 |
160 |
Copper River |
016N |
010E |
4 |
723135 |
||||||
Noah 234 |
160 |
Copper River |
016N |
010E |
4 |
723136 |
||||||
Noah 235 |
160 |
Copper River |
016N |
010E |
3 |
723137 |
||||||
Noah 236 |
160 |
Copper River |
016N |
010E |
3 |
723138 |
||||||
Noah 237 |
160 |
Copper River |
016N |
010E |
6 |
723139 |
||||||
Noah 238 |
160 |
Copper River |
016N |
010E |
6 |
723140 |
||||||
Noah 239 |
160 |
Copper River |
016N |
010E |
5 |
723141 |
||||||
Noah 240 |
160 |
Copper River |
016N |
010E |
5 |
723142 |
||||||
Noah 241 |
160 |
Copper River |
016N |
010E |
4 |
723143 |
||||||
Noah 242 |
160 |
Copper River |
016N |
010E |
4 |
723144 |
||||||
Noah 243 |
160 |
Copper River |
016N |
010E |
3 |
723145 |
||||||
Noah 244 |
160 |
Copper River |
016N |
010E |
3 |
723146 |
||||||
Noah 245 |
160 |
Copper River |
016N |
010E |
7 |
723147 |
||||||
Noah 246 |
160 |
Copper River |
016N |
010E |
7 |
723148 |
||||||
Noah 247 |
160 |
Copper River |
016N |
010E |
8 |
723149 |
Noah 248 |
160 |
Copper River |
016N |
010E |
8 |
723150 |
||||||
Noah 249 |
160 |
Copper River |
016N |
010E |
9 |
723151 |
||||||
Noah 250 |
160 |
Copper River |
016N |
010E |
9 |
723152 |
||||||
Noah 251 |
160 |
Copper River |
016N |
010E |
10 |
723153 |
||||||
Noah 252 |
160 |
Copper River |
016N |
010E |
10 |
723154 |
||||||
Noah 253 |
160 |
Copper River |
016N |
010E |
7 |
723155 |
||||||
Noah 254 |
160 |
Copper River |
016N |
010E |
7 |
723156 |
||||||
Noah 255 |
160 |
Copper River |
016N |
010E |
8 |
723157 |
||||||
Noah 256 |
160 |
Copper River |
016N |
010E |
8 |
723158 |
||||||
Noah 257 |
160 |
Copper River |
016N |
010E |
9 |
723159 |
||||||
Noah 258 |
160 |
Copper River |
016N |
010E |
9 |
723160 |
||||||
Noah 259 |
160 |
Copper River |
016N |
010E |
10 |
723161 |
||||||
Noah 260 |
160 |
Copper River |
016N |
010E |
10 |
723162 |
||||||
Noah 261 |
160 |
Copper River |
016N |
009E |
14 |
723163 |
||||||
Noah 262 |
160 |
Copper River |
016N |
009E |
14 |
723164 |
||||||
Noah 263 |
160 |
Copper River |
016N |
009E |
13 |
723165 |
||||||
Noah 264 |
160 |
Copper River |
016N |
009E |
13 |
723166 |
||||||
Noah 265 |
160 |
Copper River |
016N |
010E |
18 |
723167 |
||||||
Noah 266 |
160 |
Copper River |
016N |
010E |
18 |
723168 |
||||||
Noah 267 |
160 |
Copper River |
016N |
010E |
17 |
723169 |
||||||
Noah 268 |
160 |
Copper River |
016N |
010E |
17 |
723170 |
||||||
Noah 269 |
160 |
Copper River |
016N |
010E |
16 |
723171 |
||||||
Noah 270 |
160 |
Copper River |
016N |
010E |
16 |
723172 |
||||||
Noah 271 |
160 |
Copper River |
016N |
010E |
15 |
723173 |
||||||
Noah 272 |
160 |
Copper River |
016N |
010E |
15 |
723174 |
||||||
Noah 273 |
160 |
Copper River |
016N |
010E |
14 |
723175 |
||||||
Noah 274 |
160 |
Copper River |
016N |
010E |
14 |
723176 |
||||||
Noah 275 |
160 |
Copper River |
016N |
009E |
14 |
723177 |
||||||
Noah 276 |
160 |
Copper River |
016N |
009E |
14 |
723178 |
||||||
Noah 277 |
160 |
Copper River |
016N |
009E |
13 |
723179 |
||||||
Noah 278 |
160 |
Copper River |
016N |
009E |
13 |
723180 |
||||||
Noah 279 |
160 |
Copper River |
016N |
010E |
18 |
723181 |
||||||
Noah 280 |
160 |
Copper River |
016N |
010E |
18 |
723182 |
||||||
Noah 281 |
160 |
Copper River |
016N |
010E |
17 |
723183 |
||||||
Noah 282 |
160 |
Copper River |
016N |
010E |
17 |
723184 |
||||||
Noah 283 |
160 |
Copper River |
016N |
010E |
16 |
723185 |
||||||
Noah 284 |
160 |
Copper River |
016N |
010E |
16 |
723186 |
||||||
Noah 285 |
160 |
Copper River |
016N |
010E |
15 |
723187 |
||||||
Noah 286 |
160 |
Copper River |
016N |
010E |
15 |
723188 |
||||||
Noah 287 |
160 |
Copper River |
016N |
010E |
14 |
723189 |
||||||
Noah 288 |
160 |
Copper River |
016N |
010E |
14 |
723190 |
||||||
Noah 289 |
160 |
Copper River |
016N |
009E |
23 |
723191 |
||||||
Noah 290 |
160 |
Copper River |
016N |
009E |
23 |
723192 |
||||||
Noah 291 |
160 |
Copper River |
016N |
009E |
24 |
723193 |
||||||
Noah 292 |
160 |
Copper River |
016N |
009E |
24 |
723194 |
||||||
Noah 293 |
160 |
Copper River |
016N |
010E |
19 |
723195 |
||||||
Noah 294 |
160 |
Copper River |
016N |
010E |
19 |
723196 |
||||||
Noah 295 |
160 |
Copper River |
016N |
010E |
20 |
723197 |
Noah 296 |
160 |
Copper River |
016N |
010E |
20 |
723198 |
||||||
Noah 297 |
160 |
Copper River |
016N |
010E |
21 |
723199 |
||||||
Noah 298 |
160 |
Copper River |
016N |
010E |
21 |
723200 |
||||||
Noah 299 |
160 |
Copper River |
016N |
010E |
22 |
723201 |
||||||
Noah 300 |
160 |
Copper River |
016N |
010E |
22 |
723202 |
||||||
Noah 301 |
160 |
Copper River |
016N |
010E |
23 |
723203 |
||||||
Noah 302 |
160 |
Copper River |
016N |
010E |
23 |
723204 |
||||||
Noah 303 |
160 |
Copper River |
016N |
009E |
23 |
723205 |
||||||
Noah 304 |
160 |
Copper River |
016N |
009E |
23 |
723206 |
||||||
Noah 305 |
160 |
Copper River |
016N |
009E |
24 |
723207 |
||||||
Noah 306 |
160 |
Copper River |
016N |
009E |
24 |
723208 |
||||||
Noah 307 |
160 |
Copper River |
016N |
010E |
19 |
723209 |
||||||
Noah 308 |
160 |
Copper River |
016N |
010E |
19 |
723210 |
||||||
Noah 309 |
160 |
Copper River |
016N |
010E |
20 |
723211 |
||||||
Noah 310 |
160 |
Copper River |
016N |
010E |
20 |
723212 |
||||||
Noah 311 |
160 |
Copper River |
016N |
010E |
21 |
723213 |
||||||
Noah 312 |
160 |
Copper River |
016N |
010E |
21 |
723214 |
||||||
Noah 313 |
160 |
Copper River |
016N |
010E |
22 |
723215 |
||||||
Noah 314 |
160 |
Copper River |
016N |
010E |
22 |
723216 |
||||||
Noah 315 |
160 |
Copper River |
016N |
010E |
23 |
723217 |
||||||
Noah 316 |
160 |
Copper River |
016N |
010E |
23 |
723218 |
||||||
Noah 317 |
160 |
Copper River |
016N |
009E |
26 |
723219 |
||||||
Noah 318 |
160 |
Copper River |
016N |
009E |
25 |
723220 |
||||||
Noah 319 |
160 |
Copper River |
016N |
009E |
25 |
723221 |
||||||
Noah 320 |
160 |
Copper River |
016N |
010E |
30 |
723222 |
||||||
Noah 321 |
160 |
Copper River |
016N |
010E |
30 |
723223 |
||||||
Noah 322 |
160 |
Copper River |
016N |
010E |
29 |
723224 |
||||||
Noah 323 |
160 |
Copper River |
016N |
010E |
29 |
723225 |
||||||
Noah 324 |
160 |
Copper River |
016N |
010E |
28 |
723226 |
||||||
Noah 325 |
160 |
Copper River |
016N |
010E |
28 |
723227 |
||||||
Noah 326 |
160 |
Copper River |
016N |
010E |
27 |
723228 |
||||||
Noah 327 |
160 |
Copper River |
016N |
010E |
27 |
723229 |
||||||
Noah 328 |
160 |
Copper River |
016N |
010E |
26 |
723230 |
||||||
Noah 329 |
160 |
Copper River |
016N |
010E |
26 |
723231 |
||||||
Noah 330 |
160 |
Copper River |
016N |
010E |
25 |
723232 |
||||||
Noah 331 |
160 |
Copper River |
016N |
010E |
25 |
723233 |
||||||
Noah 332 |
160 |
Copper River |
016N |
011E |
30 |
723234 |
||||||
Noah 333 |
160 |
Copper River |
016N |
011E |
30 |
723235 |
||||||
Noah 334 |
160 |
Copper River |
016N |
011E |
29 |
723236 |
||||||
Noah 335 |
160 |
Copper River |
016N |
011E |
29 |
723237 |
||||||
Noah 336 |
160 |
Copper River |
016N |
011E |
28 |
723238 |
||||||
Noah 337 |
160 |
Copper River |
016N |
009E |
25 |
723239 |
||||||
Noah 338 |
160 |
Copper River |
016N |
009E |
25 |
723240 |
||||||
Noah 339 |
160 |
Copper River |
016N |
010E |
30 |
723241 |
||||||
Noah 340 |
160 |
Copper River |
016N |
010E |
30 |
723242 |
||||||
Noah 341 |
160 |
Copper River |
016N |
010E |
29 |
723243 |
||||||
Noah 342 |
160 |
Copper River |
016N |
010E |
29 |
723244 |
||||||
Noah 343 |
160 |
Copper River |
016N |
010E |
28 |
723245 |
Noah 344 |
160 |
Copper River |
016N |
010E |
28 |
723246 |
||||||
Noah 345 |
160 |
Copper River |
016N |
010E |
27 |
723247 |
||||||
Noah 346 |
160 |
Copper River |
016N |
010E |
27 |
723248 |
||||||
Noah 347 |
160 |
Copper River |
016N |
010E |
26 |
723249 |
||||||
Noah 348 |
160 |
Copper River |
016N |
010E |
26 |
723250 |
||||||
Noah 349 |
160 |
Copper River |
016N |
010E |
25 |
723251 |
||||||
Noah 350 |
160 |
Copper River |
016N |
010E |
25 |
723252 |
||||||
Noah 351 |
160 |
Copper River |
016N |
011E |
30 |
723253 |
||||||
Noah 352 |
160 |
Copper River |
016N |
011E |
30 |
723254 |
||||||
Noah 353 |
160 |
Copper River |
016N |
011E |
29 |
723255 |
||||||
Noah 354 |
160 |
Copper River |
016N |
011E |
29 |
723256 |
||||||
Noah 355 |
160 |
Copper River |
016N |
011E |
28 |
723257 |
||||||
Noah 356 |
160 |
Copper River |
016N |
011E |
28 |
723258 |
||||||
Noah 357 |
160 |
Copper River |
016N |
011E |
27 |
723259 |
||||||
Noah 358 |
160 |
Copper River |
016N |
011E |
27 |
723260 |
||||||
Noah 359 |
160 |
Copper River |
016N |
011E |
26 |
723261 |
||||||
Noah 360 |
160 |
Copper River |
016N |
009E |
36 |
723262 |
||||||
Noah 361 |
160 |
Copper River |
016N |
010E |
31 |
723263 |
||||||
Noah 362 |
160 |
Copper River |
016N |
010E |
31 |
723264 |
||||||
Noah 363 |
160 |
Copper River |
016N |
010E |
32 |
723265 |
||||||
Noah 364 |
160 |
Copper River |
016N |
010E |
32 |
723266 |
||||||
Noah 365 |
160 |
Copper River |
016N |
010E |
33 |
723267 |
||||||
Noah 366 |
160 |
Copper River |
016N |
010E |
33 |
723268 |
||||||
Noah 367 |
160 |
Copper River |
016N |
010E |
34 |
723269 |
||||||
Noah 368 |
160 |
Copper River |
016N |
010E |
34 |
723270 |
||||||
Noah 369 |
160 |
Copper River |
016N |
010E |
35 |
723271 |
||||||
Noah 370 |
160 |
Copper River |
016N |
010E |
35 |
723272 |
||||||
Noah 371 |
160 |
Copper River |
016N |
010E |
36 |
723273 |
||||||
Noah 372 |
160 |
Copper River |
016N |
010E |
36 |
723274 |
||||||
Noah 373 |
160 |
Copper River |
016N |
011E |
31 |
723275 |
||||||
Noah 374 |
160 |
Copper River |
016N |
011E |
31 |
723276 |
||||||
Noah 375 |
160 |
Copper River |
016N |
011E |
32 |
723277 |
||||||
Noah 376 |
160 |
Copper River |
016N |
011E |
32 |
723278 |
||||||
Noah 377 |
160 |
Copper River |
016N |
011E |
33 |
723279 |
||||||
Noah 378 |
160 |
Copper River |
016N |
011E |
33 |
723280 |
||||||
Noah 379 |
160 |
Copper River |
016N |
011E |
34 |
723281 |
||||||
Noah 380 |
160 |
Copper River |
016N |
011E |
34 |
723282 |
||||||
Noah 381 |
160 |
Copper River |
016N |
010E |
31 |
723283 |
||||||
Noah 382 |
160 |
Copper River |
016N |
010E |
31 |
723284 |
||||||
Noah 383 |
160 |
Copper River |
016N |
010E |
32 |
723285 |
||||||
Noah 384 |
160 |
Copper River |
016N |
010E |
32 |
723286 |
||||||
Noah 385 |
160 |
Copper River |
016N |
010E |
33 |
723287 |
||||||
Noah 386 |
160 |
Copper River |
016N |
010E |
33 |
723288 |
||||||
Noah 387 |
160 |
Copper River |
016N |
010E |
34 |
723289 |
||||||
Noah 388 |
160 |
Copper River |
016N |
010E |
34 |
723290 |
||||||
Noah 389 |
160 |
Copper River |
016N |
010E |
35 |
723291 |
||||||
Noah 390 |
160 |
Copper River |
016N |
010E |
35 |
723292 |
||||||
Noah 391 |
160 |
Copper River |
016N |
010E |
36 |
723293 |
Noah 392 |
160 |
Copper River |
016N |
010E |
36 |
723294 |
||||||
Noah 393 |
160 |
Copper River |
016N |
011E |
31 |
723295 |
||||||
Noah 394 |
160 |
Copper River |
016N |
011E |
31 |
723296 |
||||||
Noah 395 |
160 |
Copper River |
016N |
011E |
32 |
723297 |
||||||
Noah 396 |
160 |
Copper River |
016N |
011E |
32 |
723298 |
||||||
Noah 397 |
160 |
Copper River |
016N |
011E |
33 |
723299 |
||||||
Noah 398 |
160 |
Copper River |
016N |
011E |
33 |
723300 |
||||||
Noah 399 |
160 |
Copper River |
016N |
011E |
34 |
723301 |
||||||
Noah 400 |
160 |
Copper River |
015N |
010E |
6 |
723302 |
||||||
Noah 401 |
160 |
Copper River |
015N |
010E |
5 |
723303 |
||||||
Noah 402 |
160 |
Copper River |
015N |
010E |
5 |
723304 |
||||||
Noah 403 |
160 |
Copper River |
015N |
010E |
4 |
723305 |
||||||
Noah 404 |
160 |
Copper River |
015N |
010E |
4 |
723306 |
||||||
Noah 405 |
160 |
Copper River |
015N |
010E |
3 |
723307 |
||||||
Noah 406 |
160 |
Copper River |
015N |
010E |
3 |
723308 |
||||||
Noah 407 |
160 |
Copper River |
015N |
010E |
2 |
723309 |
||||||
Noah 408 |
160 |
Copper River |
015N |
010E |
2 |
723310 |
||||||
Noah 409 |
160 |
Copper River |
015N |
010E |
1 |
723311 |
||||||
Noah 410 |
160 |
Copper River |
015N |
010E |
1 |
723312 |
||||||
Noah 411 |
160 |
Copper River |
015N |
011E |
6 |
723313 |
||||||
Noah 412 |
160 |
Copper River |
015N |
011E |
6 |
723314 |
||||||
Noah 413 |
160 |
Copper River |
015N |
011E |
5 |
723315 |
||||||
Noah 414 |
160 |
Copper River |
015N |
011E |
5 |
723316 |
||||||
Noah 415 |
160 |
Copper River |
015N |
011E |
4 |
723317 |
||||||
Noah 416 |
160 |
Copper River |
015N |
010E |
5 |
723318 |
||||||
Noah 417 |
160 |
Copper River |
015N |
010E |
4 |
723319 |
||||||
Noah 418 |
160 |
Copper River |
015N |
010E |
4 |
723320 |
||||||
Noah 419 |
160 |
Copper River |
015N |
010E |
3 |
723321 |
||||||
Noah 420 |
160 |
Copper River |
015N |
010E |
3 |
723322 |
||||||
Noah 421 |
160 |
Copper River |
015N |
010E |
2 |
723323 |
||||||
Noah 422 |
160 |
Copper River |
015N |
010E |
2 |
723324 |
||||||
Noah 423 |
160 |
Copper River |
015N |
010E |
1 |
723325 |
||||||
Noah 424 |
160 |
Copper River |
015N |
010E |
1 |
723326 |
||||||
Noah 425 |
160 |
Copper River |
015N |
011E |
6 |
723327 |
||||||
Noah 426 |
160 |
Copper River |
015N |
011E |
6 |
723328 |
||||||
Noah 427 |
160 |
Copper River |
015N |
011E |
5 |
723329 |
||||||
Noah 428 |
160 |
Copper River |
015N |
010E |
9 |
723330 |
||||||
Noah 429 |
160 |
Copper River |
015N |
010E |
10 |
723331 |
||||||
Noah 430 |
160 |
Copper River |
015N |
010E |
10 |
723332 |
||||||
Noah 431 |
160 |
Copper River |
015N |
010E |
11 |
723333 |
||||||
Noah 432 |
160 |
Copper River |
015N |
010E |
11 |
723334 |
||||||
Noah 433 |
160 |
Copper River |
015N |
010E |
12 |
723335 |
||||||
Noah 434 |
160 |
Copper River |
015N |
010E |
12 |
723336 |
||||||
Noah 435 |
160 |
Copper River |
015N |
011E |
7 |
723337 |
||||||
Noah 436 |
160 |
Copper River |
015N |
010E |
10 |
723338 |
||||||
Noah 437 |
160 |
Copper River |
015N |
010E |
10 |
723339 |
||||||
Noah 438 |
160 |
Copper River |
015N |
010E |
11 |
723340 |
||||||
Noah 439 |
160 |
Copper River |
015N |
010E |
11 |
723341 |
Noah 440 |
160 |
Copper River |
015N |
010E |
12 |
723342 |
||||||
Noah 441 |
160 |
Copper River |
015N |
010E |
12 |
723343 |
||||||
Noah 442 |
160 |
Copper River |
018N |
010E |
31 |
724985 |
||||||
Noah 443 |
160 |
Copper River |
018N |
010E |
31 |
724986 |
||||||
Noah 444 |
160 |
Copper River |
018N |
010E |
31 |
724987 |
||||||
Noah 445 |
160 |
Copper River |
018N |
010E |
31 |
724988 |
||||||
Noah 446 |
160 |
Copper River |
017N |
010E |
6 |
724989 |
||||||
Noah 447 |
160 |
Copper River |
017N |
010E |
6 |
724990 |
||||||
Noah 448 |
160 |
Copper River |
017N |
010E |
5 |
724991 |
||||||
Noah 449 |
160 |
Copper River |
017N |
010E |
5 |
724992 |
||||||
Noah 450 |
160 |
Copper River |
017N |
010E |
6 |
724993 |
||||||
Noah 451 |
160 |
Copper River |
017N |
010E |
6 |
724994 |
||||||
Noah 452 |
160 |
Copper River |
017N |
010E |
5 |
724995 |
||||||
Noah 453 |
160 |
Copper River |
017N |
010E |
5 |
724996 |
||||||
Noah 454 |
160 |
Copper River |
017N |
010E |
7 |
724997 |
||||||
Noah 455 |
160 |
Copper River |
017N |
010E |
7 |
724998 |
||||||
Noah 456 |
160 |
Copper River |
017N |
010E |
8 |
724999 |
||||||
Noah 457 |
160 |
Copper River |
017N |
010E |
8 |
725000 |
||||||
Noah 458 |
160 |
Copper River |
017N |
010E |
9 |
725001 |
||||||
Noah 459 |
160 |
Copper River |
017N |
010E |
9 |
725002 |
||||||
Noah 460 |
160 |
Copper River |
017N |
010E |
7 |
725003 |
||||||
Noah 461 |
160 |
Copper River |
017N |
010E |
7 |
725004 |
||||||
Noah 462 |
160 |
Copper River |
017N |
010E |
8 |
725005 |
||||||
Noah 463 |
160 |
Copper River |
017N |
010E |
8 |
725006 |
||||||
Noah 464 |
160 |
Copper River |
017N |
010E |
9 |
725007 |
||||||
Noah 465 |
160 |
Copper River |
017N |
010E |
9 |
725008 |
||||||
Noah 466 |
160 |
Copper River |
017N |
010E |
18 |
725009 |
||||||
Noah 467 |
160 |
Copper River |
017N |
010E |
18 |
725010 |
||||||
Noah 468 |
160 |
Copper River |
017N |
010E |
17 |
725011 |
||||||
Noah 469 |
160 |
Copper River |
017N |
010E |
17 |
725012 |
||||||
Noah 470 |
160 |
Copper River |
017N |
010E |
16 |
725013 |
||||||
Noah 471 |
160 |
Copper River |
017N |
010E |
16 |
725014 |
||||||
Noah 472 |
160 |
Copper River |
017N |
010E |
15 |
725015 |
||||||
Noah 473 |
160 |
Copper River |
017N |
010E |
15 |
725016 |
||||||
Noah 474 |
160 |
Copper River |
017N |
010E |
18 |
725017 |
||||||
Noah 475 |
160 |
Copper River |
017N |
010E |
18 |
725018 |
||||||
Noah 476 |
160 |
Copper River |
017N |
010E |
17 |
725019 |
||||||
Noah 477 |
160 |
Copper River |
017N |
010E |
17 |
725020 |
||||||
Noah 478 |
160 |
Copper River |
017N |
010E |
16 |
725021 |
||||||
Noah 479 |
160 |
Copper River |
017N |
010E |
16 |
725022 |
||||||
Noah 480 |
160 |
Copper River |
017N |
010E |
15 |
725023 |
||||||
Noah 481 |
160 |
Copper River |
017N |
010E |
15 |
725024 |
||||||
Noah 482 |
160 |
Copper River |
017N |
010E |
14 |
725025 |
EXHIBIT A
Part 2
Area of Interest Map
The Area of Interest shall be as illustrated on the attached map:
LIMITED LIABILITY COMPANY AGREEMENT
BETWEEN
CORE ALASKA, LLC AND ROYAL ALASKA, LLC
FOR PEAK GOLD, LLC
EXHIBIT C
TAX MATTERS
ARTICLE I
EFFECT OF THIS EXHIBIT
As set forth in Section 4.2 of the Agreement, the Company shall constitute a tax partnership within the meaning of Section 761(a) of the United States Internal Revenue Code of 1986, as amended (the “ Code ”). This Exhibit shall govern the treatment of the Company as a tax partnership and the relationship of the Members with respect to tax matters and the other matters addressed herein. Except as otherwise indicated, capitalized terms used in this Exhibit shall have the meanings given to them in the Agreement. In the event of a conflict between this Exhibit and the other provisions of the Agreement, the terms of this Exhibit shall control.
ARTICLE II
TAX MATTERS PARTNER
2.1 Designation of Tax Matters Partner . The Manager 1 is hereby designated the “tax matters partner” as defined in Section 6231(a)(7) of the Code as in effect on the date hereof, and the “partnership representative” of the Company for any tax period subject to the Revised Partnership Audit Procedures, as defined below (the tax matters partner and the partnership representative hereinafter referred to as the “ Tax Matters Partner ”) and shall be responsible for, make elections for, and prepare and file any federal and state tax returns or other required tax forms following approval of the Management Committee pursuant to Section 7.2(c) of the Agreement (subject to Section 2.2 of the Exhibit C below). Not less than forty-five (45) days prior to the date on which any such tax return is due to be filed (including extensions), the Tax Matters Partner shall deliver to each Member copies of such proposed tax return for such Member’s review, comment, and agreement. Each Member shall provide the Tax Matters Partner with comments within fifteen (15) days after such Member’s receipt of such tax return. The Tax Matters Partner and the other Members shall work together in good faith to resolve any disagreements with respect to such tax return (including requesting an extension of the due date for filing any such tax return from an applicable governmental agency and filing forms in connection with such request). If the Members cannot reach agreement within fifteen (15) days after the Tax Matters Partner’s receipt of a notice of such determination from a Member, the dispute shall be submitted for resolution to a nationally recognized accounting firm selected by mutual agreement of the Members or such other persons as the Members may mutually agree (the “ Arbitrating Accountants ”), the fees and expenses of which will be allocated between the Members in the same proportion that the aggregate amount of the disputed items submitted to the Arbitrating Accountants that is unsuccessfully disputed by each Members (as finally determined by such Arbitrating Accountants) bears to the total amount of all the disputed items so submitted. The Arbitrating Accountants shall render a decision on the matter no later than five (5) days prior to the date on which the relevant tax return is due to be filed (including extensions). Each Member shall be bound by the determinations of the Arbitrating Accountants.
___________________________
1 Note that to be designated as Partnership Representative, the Manager needs to have a substantial US presence (meaning available to meet with the IRS, have a US street address and phone number and a US tax ID).
2.2 In the event of any change in Manager, the Member serving as Manager at the end of a taxable year shall continue as Tax Matters Partner with respect to all matters concerning such year unless the Tax Matters Partner for that year is required to be changed pursuant to applicable Treasury Regulations. Notwithstanding any provision herein to the contrary, in the event an audit, proposed adjustment or similar action by a tax authority (a “ Tax Contest ”) relates to a taxable year (the “ Contested Year(s) ”) during which the right and power of Members to appoint each Designate is different than the year(s) during which Tax Contest is ongoing, the Management Committee, solely for purposes of applying the provisions of this Exhibit C (and corresponding provision of the Agreement) with respect to a Tax Contest for such Contested Years, shall be determined in the same manner as the Contested Year(s) regardless of whether the person with the power to appoint a Designate pursuant to this sentence is still a Member. The Tax Matters Partner and the other Member shall use reasonable best efforts to comply with the responsibilities outlined in this Article II and in Sections 6221 through 6233 of the Code as in effect for any tax period prior to the effective date of the amendment of such sections of the Code by the Revised Partnership Audit Procedures (including any Treasury regulations promulgated thereunder) and in doing so shall incur no liability to any other party except in the case of gross negligence, willful misconduct or fraud. Notwithstanding anything to the contrary set forth herein, all discretionary decisions of the Tax Matters Partner shall be subject to approval of the Management Committee pursuant to Section 7.2(c) of the Agreement (as may be modified pursuant to this Section 2.2 of Exhibit C).
2.3 Notice . Each Member shall furnish the Tax Matters Partner with such information (including information specified in Section 6230(e) of the Code for any tax period prior to the effective date of the amendment of such section of the Code by the Revised Partnership Audit Procedures) as it may reasonably request to permit it to provide the Internal Revenue Service with sufficient information to allow proper notice to the Members in accordance with Section 6223 of the Code as in effect for any tax period prior to the effective date of the amendment of such section of the Code by the Revised Partnership Audit Procedures. The Tax Matters Partner shall keep each Member reasonably informed of all administrative and judicial proceedings for the adjustment at the partnership level of partnership items, including but not limited to information required in accordance with Section 6223(g) of the Code for any tax period prior to the effective date of the amendment of such section of the Code by the Revised Partnership Audit Procedures.
2.4 Inconsistent Treatment of Partnership Item . If an administrative proceeding contemplated under Section 6223 of the Code as in effect for any tax period prior to the effective date of the amendment of such section of the Code by the Revised Partnership Audit Procedures has begun, and the Tax Matters Partner so requests, each Member shall notify the Tax Matters Partner of its treatment of any partnership item on its federal income tax return that is inconsistent with the treatment of that item on the partnership return.
2.5 Extensions of Limitation Periods . The Tax Matters Partner shall not enter into any extension of the period of limitations without (i) first giving reasonable advance notice to the other Member(s) of such intended action and (ii) the prior consent of the Management Committee pursuant to Section 7.2(c) of the Agreement (as may be modified by Section 2.2 of this Exhibit C).
2.6 Requests for Administrative Adjustments . Neither Member shall file, pursuant to Section 6227 of the Code as in effect for any tax period prior to the effective date of the amendment of such section of the Code by the Revised Partnership Audit Procedures, a request for an administrative adjustment of partnership items for any partnership taxable year without first notifying the other Member. If the other Member agrees with the requested adjustment, the Tax Matters Partner shall file the request for administrative adjustment on behalf of the partnership. If consent is not obtained within thirty (30) days after notice from the proposing Member, or within the period required to timely file the request for administrative adjustment, if shorter, either Member, including the Tax Matters Partner, may file that request for administrative adjustment on its own behalf.
2.7 Judicial Proceedings . Either Member intending to file a petition under Section 6226, 6228 or other sections of the Code as in effect for any tax period prior to the effective date of the amendment of such sections of the Code by the Revised Partnership Audit Procedures with respect to any partnership item, or other tax matters involving the Company, shall notify the other Member of such intention and the nature of the contemplated proceeding. If the Tax Matters Partner is the Member intending to file such petition, such notice shall be given within a reasonable time to allow the other Member to participate in the choosing of the forum in which such petition will be filed. If either Member intends to seek review of any court decision rendered as a result of a proceeding instituted under the preceding part of this Paragraph, such Member shall notify the other Member of such intended action.
2.8 Settlements . The Tax Matters Partner shall not bind any other Member (or former Member) to a settlement agreement without first obtaining the written consent of any such Member (or former Member). Either Member who enters into a settlement agreement for its own account with respect to any partnership items, as defined by Section 6231(a)(3) of the Code as in effect for any tax period prior to the effective date of the amendment of such section of the Code by the Revised Partnership Audit Procedures, shall notify the other Member of such settlement agreement and its terms within ninety (90) days from the date of settlement.
2.9 Fees and Expenses . The Tax Matters Partner shall not engage legal counsel, certified public accountants, or others without the prior consent of the Management Committee. Either Member may engage legal counsel, certified public accountants, or others in its own behalf and at its sole cost and expense. Any reasonable item of expense, including but not limited to fees and expenses for legal counsel, certified public accountants, and others which the Tax Matters Partner incurs (after proper consent by the Management Committee as provided above) in connection with any audit, assessment, litigation, or other proceeding regarding any partnership item, shall constitute proper charges to the Business Account and shall be borne by the Members as any other item which constitutes a direct charge to the Business Account pursuant to the Agreement.
2.10 Special Allocation of Items Resulting from Partnership Audits . Notwithstanding anything to the contrary in this Agreement, the Tax Matters Partner may make special allocations of income, gain, loss, or deduction in order to correct for distortions arising from a partnership audit under Revised Partnership Audit Procedures; provided, that any such allocations shall first be approved by the Management Committee pursuant to Section 7.2(c) of the Agreement (as may be modified by Section 2.2 of this Exhibit C). Allocations made under this Section 2.10 of this Exhibit C shall preserve, to the greatest extent permitted by law, the after-tax economic arrangement of the Members.
2.11 Direction . To the extent not otherwise addressed in this Agreement, the Tax Matters Partner shall act at the direction of the Management Committee pursuant to Section 7.2(c) of the Agreement (as may be modified by Section 2.2 of this Exhibit C) with respect to any actions that it is permitted to take when acting in its capacity as the Tax Matters Partner, including without limitation (1) electing out of Subchapter C of Subtitle A, Chapter 63 under Section 6221(b) of the Code as amended by the Revised Partnership Audit Procedures, and (2) making the election under Section 6226 of the Code as amended by the Revised Partnership Audit Procedures to have the Members take tax adjustments into account on their own tax returns.
2.12 Survival . The provisions of the foregoing paragraphs, including but not limited to the obligation to pay fees and expenses contained in Paragraph 2.9 , shall survive the termination of the Company or the termination of either Member’s interest in the Company and shall remain binding on the Members for a period of time necessary to resolve with the Internal Revenue Service or the Department of the Treasury any and all matters regarding the federal income taxation of the Company for the applicable tax year(s).
2.13 Survival Taxable Year. The taxable year of the Company shall be its required taxable year, as determined pursuant to Section 706(b) of the Code.
2.14 Definition . The “Revised Partnership Audit Procedures” means the revised partnership audit procedures of Subchapter C of Subtitle F, Chapter 63 of the Code, as amended by the Bipartisan Budget Act of 2015, P.L. 114 74 (together with any subsequent amendments thereto, Treasury Regulations promulgated thereunder, and administrative interpretations thereof).
ARTICLE III
TAX ELECTIONS AND ALLOCATIONS
3.1 Tax Partnership Status . Beginning at the time when more than one Member holds a Percentage Interest pursuant to Section 5.1(b)(ii) of the Agreement, as further described in Paragraph 3.7 hereof and Revenue Ruling 99-5, it is understood and agreed that the Members intend to create a partnership for United States federal and state income tax purposes, and, unless otherwise agreed to hereafter by both Members, neither Member shall make an election to be, or have the arrangement evidenced hereby, excluded from the application of any provisions of Subchapter K of the Code, or any equivalent state income tax provision. It is understood and agreed that the Members intend to create a partnership for federal and state income tax purposes only (a “tax partnership ”). The Manager shall file with the appropriate office of the Internal Revenue Service a partnership income tax return covering the Company and the Operations. The Members recognize that this Agreement may be subject to state income tax statutes. The Manager shall file with the appropriate offices of the state agencies any required partnership state income tax returns. Each Member agrees to furnish to the Manager any information it may have relating to the Company and the Operations as shall be required for proper preparation of such returns. The Manager shall furnish to the other Member for its review a copy of each proposed income tax return at least two weeks prior to the date the return is filed.
3.2 Tax Elections . The Company shall make the following elections for purposes of all partnership income tax returns:
(a) To use accrual method of accounting.
(b) To deduct currently all development expenses to the extent possible under Section 616 of the Code.
(c) Unless the Members unanimously agree otherwise, to compute the allowance for depreciation in respect of all depreciable Assets using the maximum accelerated tax depreciation method and the shortest life permissible or, at the election of the Manager, using the units of production method of depreciation.
(d) To treat advance royalties as deductions from gross income for the year paid or accrued to the extent permitted by law.
(e) To adjust the b asis of Company property under section 754 of the Code at the request of either Member;
(f) To amortize over the shortest permissible period all organizational expenditures and business start-up expenses under Sections 195 and 709 of the Code;
Any other election required or permitted to be made by the Company under the Code or any state tax law shall be made as determined by the Management Committee.
Each Member shall elect under Section 617(a) of the Code to deduct currently all exploration expenses. Each Member reserves the right to capitalize its share of development and/or exploration expenses of the Company in accordance with Section 59(e) of the Code, provided that a Member ’s election to capitalize all or any portion of such expenses shall not affect the Member’s Capital Account.
3.3 Allocations to Members . Subject to Paragraph 3.4 and Paragraph 3.7 , allocations for Capital Account purposes for each fiscal year, or allocation period in such fiscal year, shall be in accordance with the following:
(a) Exploration expenses and development cost deductions shall be allocated among the Members in accordance with their respective Capital Contributions used to fund such expenses and costs.
(b) Depreciation and amortization deductions with respect to a depreciable Asset shall be allocated among the Members in accordance with their respective Capital Contributions of the Asset, to the extent the associated adjusted basis of the Asset gives rise to such depreciation, amortization or loss deduction.
(c) Production and operating cost deductions shall be allocated among the Members in accordance with their respective Capital Contributions used to fund such costs.
(d) Deductions for depletion with respect to a depletable Asset (to the extent of the amount of such deductions that would have been determined for the Capital Account purposes if only cost depletion were allowable for federal income tax purposes) shall be allocated to the Members in accordance with their respective Capital Contributions of the Asset, to the extent the associated adjusted basis of the Asset gives rise to such depletion deduction. Any remaining depletion deductions shall be allocated to the Members so that, to the extent possible, the Members receive the same total amounts of percentage depletion as they would have received if percentage depletion.
(e) Subject to Subparagraph 3.3(g) below, gross income on the sale of productions shall be allocated in accordance with the Members’ respective rights to share in the proceeds of such sale.
(f) Except as provided in Subparagraph 3.3(g) below, gain or loss on the sale of a depreciable or depletable asset (including unrealized gain and loss arising from a revaluation of the Company’s Assets pursuant to made in accordance with Treas. Reg. §1.704-1(b)(2)(iv(f) and (g)) shall be allocated so that, to the extent possible, the net amount reflected in the Members’ Capital Account with respect to such property, (taking into account the cost of such property, depreciation, amortization, depletion or other cost recovery deductions and gain or loss) most closely reflects the Member’s Percentage Interests.
(g) Gains and losses on the sale of all or substantially all the Assets of Company (including unrealized gain and loss arising from a revaluation of the Company ’s Assets pursuant to or made in accordance with Treas. Reg. §1.704-1(b)(2)(iv)(f) and (g)) shall be allocated so that, to the extent possible, the Members’ resulting Capital Account balances are in the same range ratio as their Percentage Interests at the tie of such sale.
(h) The Members acknowledge that expenses and deductions of this Paragraph may be required to be capitalized into production under Section 263A of the Code. With respect to such capitalized expenses or deductions, the allocation of gross income on the sale of production shall be adjusted, in any reasonable manner consistently applied by the Manager, so that the same net amount (subject possibly to timing differences) is reflected in the Capital Accounts as if such expenses or deductions were instead deductible and allocated pursuant to the preceding provisions of this Paragraph.
(i) Any recapture of exploration expenses under Section 617(b)(1)(A) of the Code, and any disallowance of depletion under Section 617(b)(1)(B) of the Code, shall be borne by the Members in the same manner as the related exploration expenses were allocated to, or claimed by, them.
(j) In the event that any amount claimed by the Company to constitute a deductible expense is treated for applicable tax purposes as a distribution made to a Member in its capacity as a member of the Company (and thus as a partner of a partnership), and not a guaranteed payment as defined in Code Section 707(c) or payment to a partner not acting in its capacity as a partner under Code Section 707(a), the Member who is determined to have received such distribution shall be first allocated an amount of the Company ’s gross income equal to such payment and its capital Account shall be reduced to reflect a distribution. In the event that the Company is deemed to have made a payment to any Member as a deductible expense in excess of the amount actually paid to such Member, such Member shall be allocated an amount of the Company’s deductions reflecting such excess amount, and such Member shall be deemed to have made a Capital Contribution to the Company in the amount of such excess amount.
(k) All deductions and losses that are not otherwise allocated above in this Paragraph shall be allocated among the Members in accordance with their respective Capital Contributions used to fund such deductions and losses and, thereafter, pursuant to Section 3.3(l) below.
(l) All other items of income, gain, loss, and deduction shall be allocated to the Members in accordance with their Percentage Interests.
(m) If the Members’ Percentage Interests change during any taxable year of the Company, the distributive share of items of income, gain, loss and deduction of each Member shall be determined in any manner (1) permitted by Section 706 of the Code, and (2) agreed on by both Members. If the Members cannot agree on a method, the method shall be determined by the Tax Matters Partner in consultation with the Company’s tax advisers, with preference given to the interim closing-of-the-books method except where application of that method would result in undue administrative expense in relationship to the amount of the items to be allocated.
(n) “Nonrecourse deductions,” as defined by Treas. Reg. § 1.704-2(b)(1) shall be allocated between the Members in proportion to their Percentage Interests.
3.4 Regulatory Allocations . Notwithstanding the provisions of Paragraph 3.3 to the contrary, the following special allocations shall be given effect for purposes of maintaining the Members’ Capital Accounts.
(a) If either Member unexpectedly receives any adjustments, allocations, or distributions described in Treas. Reg. §1.704-1(b)(2)(ii)(d)(4), §1.704-1(b)(2)(ii)(d)(5) or §1.704-1(b)(2)(ii)(d)(6), which result in a deficit Capital Account balance, items of income and gain shall be specially allocated to each such Member in an amount and manner sufficient to eliminate, to the extent required by the Treasury Regulations, the Capital Account deficit of such Member as quickly as possible. For the purposes of this Paragraph, each Member’s Capital Account balances shall be increased by the sum of (i) the amount such Member is obligated to restore pursuant to any provision of the Agreement, and (ii) the amount such Member is deemed to be obligated to restore pursuant to the penultimate sentences of Treas. Reg. §§ 1.704-2(g)(1) and 1.704-2(i)(5).
(b) The “minimum gain chargeback” and “partner minimum gain chargeback” provisions of Treas. Reg. §§ 1.704-2(f) and 1.704-2(i)(4), respectively, are incorporated herein by reference and shall be given effect. In accordance with Treas. Reg. § 1.704-2(i)(1), deductions attributable to a “partner nonrecourse liability” shall be allocated to the Member that bears the economic risk of loss for such liability.
(c) If the allocation of deductions to either Member would cause such Member to have a deficit Capital Account balance at the end of any taxable year of the Company (after all other allocations provided for in this Article III have been made and after giving effect to the adjustments described in Subparagraph 3.4(a) ), such deductions shall instead be allocated to the other Member.
3.5 Curative Allocations . The allocations set forth in Paragraph 3.4 (the “ Regulatory Allocations ”) are intended to comply with certain requirements of the Treasury Regulations. It is the intent of the Members that, to the extent possible, all Regulatory Allocations shall be offset either with other Regulatory Allocations or with special allocations of other items of income, gain, loss or deduction pursuant to this Paragraph. Therefore, notwithstanding any other provisions of this Article III (other than the Regulatory Allocations), the Manager shall make such offsetting special allocations of income, gain, loss or deduction in whatever manner it determines appropriate so that, after such offsetting allocations are made, each Member’s Capital Account balance is, to the extent possible, equal to the Capital Account balance such Member would have had if the Regulatory Allocations were not part of this Agreement and all items were allocated pursuant to Paragraph 3.3 without regard to Paragraph 3.4 .
3.6 Tax Allocations . Except as otherwise provided in this Paragraph and pursuant to Paragraph 3.7 , items of taxable income, deduction, gain and loss shall be allocated in the same manner as the corresponding item is allocated for book purposes under Paragraphs 3.3, 3.4 , and 3.5 , of the corresponding item determined for Capital Account purposes.
(a) Recapture of tax deductions arising out of a disposition of property shall, to the extent consistent with the allocations for tax purposes of the gain or amount realized giving rise to such recapture, be allocated to the Members in the same proportions as the recaptured deductions were originally allocated or claimed.
(b) To the extent required by Section 704(c) of the Code, income, gain, loss, and deduction with respect to property contributed to the Company by a Member shall be shared among both Members so as to take account of the variation between the basis of the property to the Company and its fair market value at the time of Capital Contribution. The Members intend that Section 704(c) shall effect no allocations of tax items that are different from the allocations under Paragraphs 3.3, 3.4 and 3.5 of the corresponding items for Capital Account purposes. However, to the extent that allocations of tax items are required pursuant to Section 704(c) of the Code to be made other than in accordance with the allocations under Paragraphs 3.3, 3.4 and 3.5 of the corresponding items for Capital Account purposes, Section 704(c) of the Code shall be applied in accordance with the “traditional method without curative allocations” under Treas. Reg. § 1.704-3(b).
(c) Depletion deductions with respect to contributed property shall be determined without regard to any portion of the property’s basis that is attributable to pre-Capital Contribution expenditures by CORE that were capitalized under Code Sections 616(b), 59(e) and 291(b). Deductions attributable to pre-Capital Contribution expenditures by CORE shall be calculated under such Code Sections as if CORE continued to own the depletable property to which such deductions are attributable, and such deductions shall be reported by the Company and shall be allocated solely to CORE.
(d) The Members understand the allocations of tax items set forth in this Paragraph, and agree to report consistently with such allocations for federal and state tax purposes.
3.7 Tax Treatment of Royal’s Initial Contribution and Phase I Earn-In Contributions . Notwithstanding anything in this Exhibit C or the Agreement to the contrary, the Members intend for all tax purposes that Royal’s Initial Contribution shall not be treated as a Capital Contribution for Capital Account purposes when initially funded and shall instead be treated as an option premium payment made to the Company by Royal to acquire the option to make Phase I Earn In Contributions within the Earn In Period and thereby acquire (and then increase) a Percentage Interest pursuant to Section 5.1(b)(ii)(1) of the Agreement. Under this construct, each $1,000,000 Phase I Earn In Contribution made by Royal shall be treated for all tax purposes as the exercise of an option, and payment of a deemed option strike price, to acquire a 2% incremental Percentage Interest with the result that Royal shall then be treated as making a $2,000,000 Capital Contribution for Capital Account adjustment and tax purposes (consisting of $1,000,000 of Royal’s Initial Contribution previously made and $1,000,000 of Phase I Earn In Contributions made in the Earn-In Period).
ARTICLE IV
CAPITAL ACCOUNTS; LIQUIDATION
4.1 Capital Accounts .
(a) A separate Capital Account shall be established and maintained by the Tax Matters Partner for each Member. Subject to Paragraph 3.7 of this Exhibit C and Section 6.2 of the Agreement, each Member’s Capital Account shall be increased by (i) the amount of money contributed by the Member to the Company pursuant to Article V of the Agreement, (ii) the fair market value of property contributed by the Member to the Company pursuant to Article V of the Agreement (net of liabilities secured by such contributed property that the partnership is considered to assume or take subject to under Code Section 752) and (iii) allocations to the Member under Paragraphs 3.3, 3.4 and 3.5 of this Exhibit C of Company income and gain (or items thereof), including income and gain exempt from tax; and shall be decreased by (iv) the amount of money distributed to the Member by the Company, (v) the fair market value of property distributed to the Member by the Company (net of liabilities secured by such distributed property and that the Member is considered to assume or take subject to under Code Section 752), (vi) allocations to the Member under Paragraphs 3.3, 3.4 and 3.5 of this Exhibit C of expenditures of the Company not deductible in computing its taxable income and not properly chargeable to a Capital Account, and (vii) allocations of Company loss and deduction (or items thereof), excluding items described in (vi) above and percentage depletion to the extent it exceeds the adjusted tax basis of the depletable property to which it is attributable.
(b) In the event that the Capital Accounts of the Members are computed with reference to the book value of any Asset which differs from the adjusted tax basis of such Asset, then the Capital Accounts shall be adjusted for depreciation, depletion, amortization and gain or loss as computed for book purposes with respect to such Asset in accordance with Treasury Regulation Section 1.704-1(b)(2)(iv)(g).
(c) In the event any interest in the Company is transferred in accordance with the terms of this Agreement, the transferee shall succeed to the Capital Account of the transferor to the extent it relates to the transferred interest, except as provided in Treasury Regulation Section 1.704-1(b)(2)(iv)(1).
(d) In the event property, other than money, is distributed to a Member, the Capital Accounts of the Members shall be adjusted to reflect the manner in which the unrealized income, gain, loss and deduction inherent in such property (that has not been reflected in the Capital Accounts previously) would be allocated among the Members if there was a taxable disposition of such property for the fair market value of such property (taking Section 7701(g) of the Code into account) on the date of distribution. For this purpose the fair market value of the property shall be determined as set forth in Paragraph 4.2(a) below.
(e) CORE is contributing to the Agreement certain depletable properties with respect to which CORE currently has an adjusted tax basis which may consist in part of depletable expenditures and in part of expenditures capitalized under Code Sections 616(b), 291(b) and/or 59(e). For purposes of maintaining the Capital Accounts, the Company’s deductions with respect to contributed property in each year for (i) depletion, (ii) deferred development expenditures under Section 616(b) attributable to pre-Capital Contribution expenditures, (iii) amortization under Section 291(b) attributable to pre-Capital Contribution expenditures, and (iv) amortization under Section 59(e) attributable to pre-Capital Contribution expenditures shall be the amount of the corresponding item determined for tax purposes pursuant to Subparagraph 3.6(c) multiplied by the ratio of (A) the book value at which the contributed property is recorded in the Capital Accounts to (B) the adjusted tax basis of the contributed property (including basis resulting from capitalization of pre-Capital Contribution development expenditures under Sections 616(b), 291(b), and 59(e)).
(f) The foregoing provisions, and the other provisions of the Agreement relating to the maintenance of Capital Accounts and the allocations of income, gain, loss, deduction and credit, are intended to comply with Treasury Regulations Section 1.704-1(b), and shall be interpreted and applied in a manner consistent with such Regulations. In the event the Management Committee shall determine that it is prudent to modify the manner in which the Capital Accounts, or any debits or credits thereto, are computed in order to comply with such Regulations, the Management Committee may make such modification, provided that it is not likely to have a material effect on the amount distributable to either Member upon liquidation of the Company pursuant to Paragraph 4.2
(g) If the Members so agree, upon the occurrence of an event described in Treas. Reg. § 1.704-1(b)(2)(iv)(5), the Capital Accounts shall be restated in accordance with Treas. Reg. § 1.704-1(b)(2)(iv)(f) to reflect the manner in which unrealized income, gain, loss or deduction inherent in the assets of the Company (that has not been reflected in the Capital Accounts previously) would be allocated among the Members if there were a taxable disposition of such assets for their fair market values, as determined in accordance with Section 4.2(a) . For purposes of Paragraph 3.3 , a Member shall be treated as contributing the portion of the book value of any property that is credited to the Member’s Capital Account pursuant to the preceding sentence. Following a revaluation pursuant to this Subparagraph 4.1(g) , the Members’ shares of depreciation, depletion, amortization and gain or loss, as computed for tax purposes, with respect to property that has been revalued pursuant to this Subparagraph 4.1(g) shall be determined in accordance with the principles of Code Section 704(c) as applied pursuant to the final sentence of Subparagraph 3.6(b) .
4.2 Liquidation . In the event the partnership is “liquidated” within the meaning of Treasury Regulation Section 1.704-1(b)(2)(ii)(g) then, notwithstanding any other provision of the Agreement to the contrary, the following steps shall be taken (after taking into account any transfers of Capital Accounts required pursuant to the Agreement):
(a) The Capital Accounts of the Members shall be adjusted to reflect any gain or loss which would be realized by the partnership and allocated to the Members pursuant to the provisions of Article III of this Exhibit C if the Assets had been sold at their fair market value at the time of liquidation. The fair market value of the Assets shall be determined by agreement of both Members; provided, however, that in the event that the Members fail to agree on the fair market value of any Asset, its fair market value shall be determined by a nationally recognized independent engineering firm or other qualified independent party approved by both Members.
(b) After making the foregoing adjustments and/or Capital Contributions, all remaining Assets shall be distributed to the Members in accordance with the balances in their Capital Accounts, it being understood that the intent of the Members is that the balances in their Capital Accounts (after taking into account all allocations under Paragraph III , including Subparagraph 3.3(g) , as well as all other Capital Account adjustments required by this Exhibit C ) are to be, to the extent possible, pro rata in proportion to such Percentage Interests. Unless otherwise expressly agreed on by both Members, each Member shall receive an undivided interest in each and every Asset determined by the ratio of the amount in each Member’s Capital Account to the total of both of the Members’ Capital Accounts. Assets distributed to the Members shall be deemed to have a fair market value equal to the value assigned to them pursuant to Subparagraph 4.2(a) above.
(c) All distributions to the Members in respect of their Capital Accounts shall be made in accordance with the time requirements of Treasury Regulation Sections 1.704-1(b)(2)(ii)(b)(2) and (3).
(d) Deemed Terminations . Notwithstanding the provisions of Paragraph 4.2 , if the “liquidation” of the Company results from a deemed termination under Section 708(b)(1)(B) of the Code, then (i) Subparagraphs 4.2(a) and 4.2(b) shall not apply, (ii) the Company shall be deemed for tax purposes to have contributed its Assets to a new tax partnership pursuant to the terms of this Exhibit C , (iii) the Company shall be deemed to have distributed Percentage Interests in such new tax partnership in accordance with the relative Capital Account balances of the Members as adjusted pursuant to Subparagraph 4.2(a) , and (iv) the new tax partnership shall continue pursuant to the terms of this Agreement and this Exhibit C.
This Exhibit C may be executed in one or more counterparts each of which when executed shall be deemed to be an original, and all of which taken together shall constitute one and the same exhibit. Delivery of an executed counterpart of a signature page to this Exhibit C in .pdf or other electronic form shall be effective as delivery of a manually executed counterpart of this Exhibit C.
[Signatures on next page]
IN WITNESS WHEREOF, the parties hereto have executed this Exhibit C as of the Effective Date.
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CORE ALASKA, LLC |
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By: |
/s/ John B. Juneau |
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Name: |
John B. Juneau |
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Title : |
President and Chief Executive Officer |
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ROYAL ALASKA, LLC | |||
By: | /s/ Mark Isto | ||
Name: | Mark Isto | ||
Title : | Vice President and Chief Financial Officer |
EXHIBIT 31.1
CONTANGO ORE, INC.
Certification Required by Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934
I, Brad Juneau, Chairman, President and Chief Executive Officer of Contango ORE, Inc.(the “Company”), certify that:
1. I have reviewed this Quarterly Report on Form 10-Q of the Company;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Co mpany as of, and for, the periods presented in this report;
4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over fin ancial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervis ion, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;
(b) Desi gned such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the Company ’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the Company ’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and
5. I have disclosed, based on my most r ecent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company ’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company ’s internal control over financial reporting.
Date: January 30, 2018
/s/ BRAD JUNEAU |
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Brad Juneau |
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Ch airman, President and Chief Executive Officer |
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EXHIBIT 31.2
CONTANGO ORE, INC.
Certification Required by Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934
I, Leah Gaines, Chief Financial and Accounting Officer of Contango ORE, Inc. (the “Company”), certify that:
1. I have reviewed this Quarterly Report on Form 10-Q of the Company;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;
4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and
5. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.
Date: January 30, 2018
/s/ LEAH GAINES |
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Leah Gaines |
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Chief Financial and Accounting Officer |
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EXHIBIT 32.1
CONTANGO ORE, INC.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Contango ORE, Inc. (the “Company”) on Form 10-Q for the period ending December 31, 2017 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, I, Brad Juneau, Chairman, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge, that:
1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
Dated: January 30 2018
/s/ BRAD JUNEAU |
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Brad Juneau |
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Chairman, President and Chief Executive Officer |
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EXHIBIT 32.2
CONTANGO ORE, INC.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Contango ORE, Inc. (the “Company”) on Form 10-Q for the period ending December 31, 2017 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, I, Leah Gaines, Chief Financial and Accounting Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge, that:
1. The Report fully complies with the requirements of section 13(a ) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
Dated: January 30, 2018
/s/ LEAH GAINES |
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Leah Gaines |
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Chief Financial and Accounting Officer |
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