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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2021

OR

       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 333-249533

FORTITUDE GOLD CORPORATION

(Exact name of registrant as specified in its charter)

Colorado

85-2602691

(State of Other Jurisdiction of incorporation or Organization)

(I.R.S. Employer Identification No.)

2886 Carriage Manor Point, Colorado Springs, CO

80906

(Address of principal executive offices)

(Zip code)

Registrant’s telephone number, including area code: (719) 717-9825

Securities registered pursuant to Section 12(b) of the Act:

    

Name Of Each Exchange

Title of Each Class

Trading Symbol(s)

On Which Registered

N/A

N/A

N/A

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes   No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes   No x

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 x   No

Indicate by check mark whether the Registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.0405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes x   No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 232.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer 

Accelerated filer 

Non-accelerated filer x

Smaller reporting company x         Emerging growth company x

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. x

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes No x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No x

The aggregate market value of the Registrant’s Common Stock held by non-affiliates on June 30, 2021 (the last business day of the Registrant’s most recently completed second fiscal quarter) was approximately $138,000,000. Shares of Common Stock held by each executive officer and director and by each shareholder affiliated with a director or an executive officer have been excluded from this calculation because such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes. The number of outstanding shares of the Registrant’s Common Stock as of February 28, 2022 was 23,997,876.

Documents Incorporated by Reference

Not applicable.

Table of Contents

TABLE OF CONTENTS

    

Page

PART I

Item 1. Business

4

Item 1A. Risk Factors

6

Item 1B. Unresolved Staff Comments

17

Item 2. Properties

17

Item 3. Legal Proceedings

27

Item 4. Mine Safety Disclosures

27

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

27

Item 6. Selected Financial Data

28

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

28

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

36

Item 8. Financial Statements and Supplementary Data

37

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

60

Item 9A. Controls and Procedures

60

Item 9B. Other Information

61

PART III

Item 10. Directors, Executive Officers and Corporate Governance

62

Item 11. Executive Compensation

64

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

69

Item 13. Certain Relationships and Related Transactions, and Director Independence

69

Item 14. Principal Accounting Fees and Services

69

PART IV

Item 15. Exhibits and Financial Statement Schedules

70

2

Table of Contents

CAUTIONARY STATEMENT

Descriptions of agreements or other documents contained in this report are intended as summaries and are not necessarily complete. Please refer to the agreements or other documents filed or incorporated herein by reference as exhibits. Please see Item 15. Exhibits for a complete list of those exhibits.

This report contains “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. Forward-looking statements can be identified by words such as “plan,” “target,” “anticipate,” “believe,” “estimate,” “intend”, “expect,” “may,” “should,” “will,” “likely,” and similar expressions to future periods.

Forward-looking statements are neither historical facts nor assurances of future performance. Rather, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. If you are risk-averse, you should NOT buy shares in Fortitude Gold Corporation.  Unexpected events happen and are likely to change forecasts and targets. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following:

The extent of the impact of pandemics, such as COVID-19, including the duration, spread, severity, and any repeated resurgence, the duration and scope of related government orders and restrictions, the impact on our employees, and the extent of the impact of pandemics, such as COVID-19, on our mining operations;
The Biden administration’s current and future stance on resource permitting and development;
Supply chain shortages and inflationary pressures;
Commodity price fluctuations;
Adverse technological changes and cybersecurity threats;
Unanticipated increases in our operating costs and other costs of doing business;
Access to land and availability of materials, equipment, supplies, labor and supervision, power and water;
Results of current and future feasibility studies;
Interpretation of drill hole results and the geology, grade and continuity of mineralization;
Litigation by private parties or regulatory action by governmental entities;
Acts of God such as pandemics, floods, earthquakes and any other natural disasters;
The uncertainty of reserve and mineralized material estimates; and
Such other factors discussed below under “Risk Factors.”

Any forward-looking statement made by us in this annual report on Form 10-K is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

3

Table of Contents

PART I

Item 1. Business

Fortitude Gold Corporation was organized under the laws of the State of Colorado on August 11, 2020.  On August 18, 2020, Gold Resource Corporation (“GRC”) transferred all of the issued and outstanding shares of GRC Nevada (“GRCN”) to us. GRCN owns all of GRC’s former Nevada properties, including the Isabella Pearl Mine. On December 31, 2020 GRC completed the spin-off of its wholly-owned subsidiary, Fortitude Gold Corporation and its subsidiaries (“FGC”), into a separate, public company (the “Spin-Off”). The Spin-Off was effected by the distribution of all of the outstanding shares of FGC common stock to GRC’s shareholders (the “Distribution”). GRC’s shareholders of record as of the close of business on December 28, 2020 (the “Record Date”) received one share of FGC common stock for every 3.5 shares of GRC’s common stock held as of the Record Date.  In this report, “Company,” “our,” “us” and “we” refer to Fortitude Gold Corporation together with its subsidiaries, unless the context otherwise requires.

Effective December 31, 2020, in connection with the Spin-Off, the Company entered into a Management Services Agreement (“MSA” or “Agreement”) with GRC that governed the relationship of the parties following the Spin-Off. The MSA provided that the Company received services from GRC and its subsidiaries to assist in the transition of the Company as a separate company including, managerial and technical supervision, advisory and consultation with respect to mining operations, exploration, environmental, safety and sustainability matters. The Company also received certain administrative services related to information technology, accounting and financial advisory services, legal and compliance support and investor relation and shareholder communication services. The agreed upon charges for services rendered were based on market rates that align with the rates that an unaffiliated service provider would charge for similar services. The MSA’s initial term was to expire on December 31, 2021, would automatically renew annually and may be cancelled upon 30 days written notice by one party to the other during the term.  On April 21, 2021, GRC provided the Company 30 days written notice to cancel the MSA effective May 21, 2021.

We own 100% of six properties in Nevada, totaling 1,724 unpatented mining claims covering approximately 32,178 acres, subject to the paramount title of the United States of America, under the administration of the Bureau of Land Management (“BLM”). Under the Mining Law of 1872, which governs the location of unpatented mining claims on federal lands, the owner (locator) has the right to explore, develop, and mine minerals on unpatented mining claims without payments of production royalties to the U.S. government, subject to the surface management regulations of the BLM. Currently, annual claim maintenance fees are the only federal payments related to unpatented mining claims. Annual maintenance fees of $305,865 were paid during 2021.

In addition to the unpatented claims, we also own 26, and lease one, patented mining claims covering approximately 165 acres and an additional 201 acres of fee lands in Mineral County, Nevada.  Patented claims and fee lands unlike unpatented claims, pass title to the holder.  The patented claims and fee lands are subject to payment of annual property taxes made to the county where they are located.  Annual property taxes on our patented claims and fee lands have been paid through June 30, 2022.

All our properties are located in Nevada, five are located in the Walker Lane Mineral Belt which is known for its significant and high-grade gold and silver production and one in west-central Nevada. Activities at our properties in Nevada range from exploration, mineral delineation, and production. We believe that our Nevada properties have excellent potential for additional discoveries of both bulk tonnage replacement-type and bonanza-grade vein-type gold deposits, similar to other gold deposits historically mined by other companies in the Paradise Peak, Borealis, Bodie, Tonopah, Goldfield, and Rochester districts.

Condition of Physical Assets and Insurance

Our business is capital intensive and requires ongoing investment for the replacement, modernization or expansion of equipment and facilities. We maintain insurance policies against property loss and insure against risks that are typical in the operation of our business in amounts that we believe to be reasonable. Such insurance, however, contains exclusions and limitations on coverage, particularly with respect to property loss, environmental liability, and political risk. There can be no assurance that claims would be paid under such insurance policies in connection with a particular event.

4

Table of Contents

Environmental Matters

We conduct our operations while protecting the environment and believe our operations are in compliance with applicable laws and regulations in all material respects. Our operating mine has a reclamation plan in place that we believe meets all applicable legal and regulatory requirements. At December 31, 2021, $4.7 million was accrued on our consolidated balance sheet for reclamation costs relating to our properties.

Competitive Business Conditions

The acquisition of gold and silver properties is subject to intense competition. Identifying and evaluating potential mining prospects is a costly and time-consuming endeavor. We may be at a competitive disadvantage compared to many other companies with regard to exploration and, if warranted, advancement of mining properties. We believe that competition for acquiring mineral prospects will continue to be intense in the future.

Government Regulations and Permits

In the U.S., an unpatented mining claim on unappropriated federal land may be acquired pursuant to procedures established by the Mining Law of 1872 and other federal and state laws. These acts generally provide that a citizen of the U.S. (including a corporation) may acquire a possessory right to develop and mine valuable mineral deposits discovered upon appropriate federal lands, provided that such lands have not been withdrawn from mineral location, e.g., national parks, military reservations and lands designated as part of the National Wilderness Preservation System. The validity of all unpatented mining claims is dependent upon inherent uncertainties and conditions. These uncertainties relate to such non-record facts as the sufficiency of the discovery of minerals, proper posting and marking of boundaries, and possible conflicts with other claims not determinable from descriptions of record. Prior to discovery of a locatable mineral on an unpatented mining claim, a mining claim may be open to location by others unless the owner is in possession of the claim.

To maintain an unpatented mining claims in good standing, the claim owner must file with the Bureau of Land Management (“BLM”) an annual maintenance fee ($165 for each claim, which may change year to year), a maintenance fee waiver certification, or proof of labor or affidavit of assessment work, all in accordance with the laws at the time of filing which may periodically change.

In connection with mining, milling and exploration activities, we are subject to United States federal, state and local laws and regulations governing the protection of the environment, including laws and regulations relating to protection of air and water quality, hazardous waste management and mine reclamation as well as the protection of endangered or threatened species. The departments responsible for the environmental regulation include the United States Environmental Protection Agency (“EPA”), the Nevada Department of Environmental Protection (NDEP), the Bureau of Land Management (“BLM”) and the Nevada Department of Wildlife (“NDOW”). Any of these and other regulators have broad authority to shut down and/or levy fines against facilities that do not comply with their environmental and operational regulations or standards. Potential areas of environmental consideration for mining companies, including ours, include but are not limited to, acid rock drainage, cyanide containment and handling, contamination of water sources, dust, and noise.

We have obtained the permits necessary to develop, construct, and operate our Isabella Pearl Mine.  In connection with these permits and exploration activities in Nevada, we are subject to various federal, state and local laws and regulations governing protection of the environment, including, but not limited to, the Clean Air Act; the Clean Water Act; the Comprehensive Environmental Response, Compensation and Liability Act; the Emergency Planning and Community Right-to-Know Act; the Endangered Species Act; the Federal Land Policy and Management Act; the National Environmental Policy Act; the Resource Conservation and Recovery Act; and related state laws. These laws and regulations are continually changing and are generally becoming more restrictive.

5

Table of Contents

Customers

For both the years ended December 31, 2021 and 2020, one customer accounted for 96% of our revenue from our Isabella Pearl mine. In the event that our relationship with this customer is interrupted for any reason, we believe that we would be able to locate another entity to purchase our products. However, any interruption could temporarily disrupt the sale of our principal products and adversely affect our operating results. We periodically review our options for alternative sales outlets to mitigate the concentration of risk in case of any unforeseen disruptions.

Human Capital Resources

We have 68 full-time employees, four of which serve as our executive officers. These individuals devote all of their business time to our affairs.

We contract for the services of approximately 61 individuals employed by third parties in Nevada and also use various independent contractors for environmental permitting, mining, surface exploration drilling and trucking.

We believe we have a good morale and a dedicated workforce. Our human capital resources objectives include, as applicable, identifying, recruiting, retaining, incentivizing and integrating our existing and additional employees. The principal purposes of our Equity Incentive Plan are to attract, retain and motivate selected employees and directors through the granting of stock-based compensation awards. Competition to identify, hire and retain employees from the small pool of industry experienced professionals is and will continue to be a challenge.

Office Facilities

Our executive and administrative headquarters are located at 2886 Carriage Manor Point, Colorado Springs, Colorado 80906 under a renewable one-year lease at a cost of $4,000 per month.

Item 1A. Risk Factors

The price of our common stock may be materially affected by a number of risk factors, including those summarized below:

Financial Risks

Our results of operations, cash flows and the value of our properties are highly dependent on the market prices of gold and to a lesser extent silver and these prices can be volatile. The profitability of our gold and silver mining operations and the value of our mining properties are directly related to the market price of gold and silver. The price of gold and silver may also have a significant influence on the market price of our common stock. The market price of gold and silver historically has fluctuated significantly and is affected by numerous factors beyond our control. These factors include supply and demand fundamentals, global or national political or economic conditions, expectations with respect to the rate of inflation, the relative strength of the U.S. dollar and other currencies, interest rates, gold and silver sales and loans by central banks, forward sales by metal producers, accumulation and divestiture by exchange traded funds, and a number of other factors.

We derive our revenue from the sale of gold and silver and our results of operations will fluctuate as the prices of these metals change. A period of significant and sustained lower gold and silver prices would materially and adversely affect our results of operations and cash flows. The volatility of mineral prices represents a substantial risk which no amount of planning or technical expertise can fully mitigate and/or eliminate. In the event mineral prices decline or remain low for prolonged periods of time, we may be unable to continue operations and/or develop our existing exploration properties, which may adversely affect our results of operations, financial performance, and cash flows. An asset impairment charge may result from the occurrence of unexpected adverse events that impact our estimates of expected cash flows generated from our producing properties or the market value of our non-producing properties, including a material diminution in the price of gold or silver.

6

Table of Contents

During 2021, the price of gold, as measured by the London P.M. fix, fluctuated from a low of $1,684 per ounce to a high of $1,943 per ounce while the price of silver fluctuated from a low of $21.52 per ounce to a high of $29.58 per ounce. As of February 28, 2022, gold and silver prices were $1,910 per ounce and $24.35 per ounce, respectively. The volatility in gold and silver prices is illustrated by the following table, which sets forth for each of the past five calendar years, the high, low, and average annual market prices in U.S. dollars per ounce of gold and silver based on the daily London P.M. fix:

    

2017

    

2018

    

2019

    

2020

    

2021

Gold:

 

  

 

  

 

  

 

  

 

  

High

$

1,346

$

1,355

$

1,546

$

2,067

$

1,943

Low

$

1,151

$

1,178

$

1,270

$

1,474

$

1,684

Average

$

1,257

$

1,268

$

1,393

$

1,770

$

1,799

Silver:

 

  

 

  

 

  

 

  

 

  

High

$

18.56

$

17.52

$

19.31

$

28.89

$

29.58

Low

$

15.22

$

13.97

$

14.38

$

12.01

$

21.52

Average

$

17.04

$

15.71

$

16.21

$

20.55

$

25.04

We may not continue to be profitable. During the fiscal year ended December 31, 2021, we reported net income of $17.9 million.  Precious metal prices, specifically gold, have a significant impact on our profit margin and there is no assurance that we will be profitable in the future. Unexpected interruptions in our mining business may cause us to incur losses, or the revenue that we generate from production may not be sufficient to fund continuing operations including exploration and mine construction costs. Our failure to generate future profits may adversely affect the price of our common stock and shareholders may lose all or part of their investment.

We may require significant additional capital to fund our business plans. We may be required to expend significant funds to determine if mineralized material, proven and probable mineral reserves and/or measured and indicated resources exist at any of our non-producing properties, to continue exploration, and if warranted, develop our existing properties and to identify and acquire additional properties to diversify our property portfolio. If we receive the necessary permits and make a positive development decision, we will require significant additional capital to bring the project into production. We have spent, and may be required to continue to expend, significant amounts of capital for drilling, geological and geochemical analysis, assaying, feasibility studies, engineering, mine construction and development, and mining and process equipment in connection with our exploration, development, and production activities.

Our ability to obtain necessary funding for these purposes, in turn, depends upon a number of factors, including our historical and current results of operations, the status of the national and worldwide economy, the price of gold, silver and other valuable metals, the condition of the debt and equity markets, and the costs associated with extracting minerals. We may need financing and if so, may not be successful in generating or obtaining the required financing, or if we can obtain such financing, such financing may not be on terms that are favorable to us. Not having the cash available and/or failure to obtain such additional financing could result in delay or indefinite postponement of further mining operations or exploration and construction and the possible partial or total loss of our interest in our properties.

If we do not hedge our exposure to fluctuations in gold and silver prices, we may be subject to significant reductions in price. We do not use hedging transactions with respect to any of our gold and silver production and we do not expect to do so in the future. Accordingly, we are fully exposed to price fluctuations if precious metal prices decline. While the use of hedging transactions limits the downside risk of price declines, their use also may limit future revenues from price increases. Hedging transactions also involve the risk that the counterparty may be unable to satisfy its obligations.

Competition in the mining industry is intense, and we have limited financial and personnel resources with which to compete. Competition in the mining industry for desirable properties, investment capital and experienced industry personnel is intense. Numerous companies headquartered in the United States (“U.S.”) and elsewhere throughout the world compete for properties and personnel on a global basis. We are a small participant in the precious metal mining industry due to our limited financial and personnel resources. We presently operate with a limited number of personnel and we anticipate operating in the same manner going forward. We compete with other companies in our industry to hire qualified personnel when needed to successfully operate our mine and processing facility. We may be unable to attract the necessary

7

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investment capital or personnel to fully explore and, if warranted, develop and operate our properties and we may be unable to acquire other desirable properties. We believe that competition for acquiring mineral properties, as well as the competition to attract and retain qualified personnel, is likely to continue to be intense in the future.

Our ability to recognize the benefits of net losses is dependent on future cash flows and taxable income. We recognize deferred tax assets when the tax benefit is considered to be more likely than not of being realized; otherwise, a valuation allowance is applied against deferred tax assets. Assessing the recoverability of deferred tax assets requires management to make significant estimates related to expectations of future taxable income. Estimates of future taxable income are based on forecasted cash flows from operations and the application of existing tax laws in each jurisdiction. To the extent that future cash flows and taxable income differ significantly from estimates, our ability to realize the deferred tax assets could be impacted. Additionally, future changes in tax laws could limit our ability to obtain the future tax benefits represented by our deferred tax assets. As of December 31, 2021, we have not recorded a valuation allowance for our net deferred tax assets.

Our accounting and other estimates may be imprecise. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts and related disclosure of assets, liabilities, revenue and expenses at the date of the consolidated financial statements and reporting periods. The more significant areas requiring the use of management assumptions and estimates relate to:

Mineral reserves, mineralized material, and other resources that are the basis for future income and cash flow estimates and units-of-production depreciation, depletion and amortization calculations;
Future ore grades, throughput and recoveries;
Future metals prices;
Future capital and operating costs;
Environmental, reclamation and closure obligations;
Permitting and other regulatory considerations;
Asset impairment; and
Deferred tax asset valuation impairment.

Future estimates and actual results may differ materially from these estimates as a result of using different assumptions or conditions. For additional information, see Critical Accounting Estimates in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Item 8 Financial Statements and Supplementary Data, Note 1 of Notes to Consolidated Financial Statements, and the risk factors set forth in this report.

Our continuing reclamation obligations at our operations could require significant additional expenditures. We are responsible for the reclamation obligations related to disturbances located on all our properties. We have a liability on our balance sheet to cover the estimated reclamation obligations. However, there is a risk that any reserve could be inadequate to cover the actual costs of reclamation. Continuing reclamation obligations will require a significant amount of capital. There is a risk that we will be unable to fund these additional obligations. In addition, regulatory authorities may increase reclamation requirements to such a degree that it would not be commercially reasonable to continue mining and exploration activities, which may adversely affect our results of operations, financial performance and cash flows.

Operational Risks

Our production is currently limited to a single mine and any interruptions or stoppages in our mining activities would adversely affect our revenue. We are entirely dependent on revenues from a single mine to fund our operations. Any interruption in our ability to mine this location, such as a labor strike, natural disaster, or loss of permits would negatively impact our ability to generate revenue following such interruption. Additionally, if we are unable to discover new deposits and economically develop additional mines, we will eventually deplete our reserves and will no longer generate revenue sufficient to fund our operations. A decrease in, or cessation of, our mining operations at this mine would adversely affect our financial performance and may eventually cause us to cease operations.

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Our current property portfolio is limited to one producing property and our ability to remain profitable over the long-term will depend on our ability to expand and /or discover new deposits on this property, and /or identify, explore, discover, delineate and develop additional properties. Gold and silver producers must continually replace reserves depleted by production to maintain production levels over the long term and provide a return on invested capital. Depleted reserves can be replaced in several ways, including expanding known ore bodies, locating new deposits, or acquiring interests in reserves from third parties. Exploration is highly speculative in nature, capital intensive, involves many risks and is frequently unproductive. Our current or future exploration programs may not result in new ore reserves. Even if significant mineralization is discovered, it will likely take many years from the initial phases of exploration until commencement of production, during which time the economic feasibility and projections of production may change.

From time to time, we may acquire mineral interests from other parties. Such acquisitions are based on an analysis of a variety of factors including historical exploration results, estimates of and assumptions regarding the extent of mineralized material, and/or reserves, the timing of production from such reserves and cash and other operating costs. In addition, we may rely on data and reports prepared by third parties (including the ability to permit and compliance with existing regulations) which may contain information or data that we are unable to independently verify or confirm. All these factors are uncertain and may have an impact on our ability to develop the properties.

As a result of these uncertainties, our exploration programs and any acquisitions which we may pursue may not result in the expansion or replacement of our current production with new ore reserves or operations, which could have a material adverse effect on our business, results of operations and financial position and price of our common stock.

Estimates of proven and probable reserves are uncertain and the volume and grade of ore recovered may vary from our estimates. The proven and probable reserves stated in this Form 10-K report represent the amount of gold and silver we estimated, on December 31, 2021, that could be economically and legally extracted or produced at the time of the reserve determination. Estimates of proven and probable reserves are subject to considerable uncertainty. Such estimates are, to a large extent, based on the market prices of gold and silver, as well as interpretations of geologic data obtained from drill holes and other exploration techniques. These prices and interpretations are subject to change. If we determine that certain of our estimated reserves have become uneconomic, we may be forced to reduce our estimates. Actual production may be significantly less than we expect.

Any material changes in mineral estimates and grades of mineralization may affect the economic viability of our current operations, our decision to place a new property into production and/or such property’s return on capital. There can be no assurance that mineral recoveries in small scale laboratory tests will be duplicated in a large-scale on-site operation in a production environment. Extended declines in market prices for gold or silver may render portions of our mineralization estimates uneconomic and result in reduced reported mineralization or adversely affect the commercial viability of one or more of our properties. Any material reductions in estimates of mineralization, or of our ability to extract this mineralization, could have a material adverse effect on our results of operations, financial condition, and stock price.

If we are unable to achieve anticipated gold and silver production levels, our financial condition and results of operations will be adversely affected. We have proceeded with the processing of ore from the Isabella Pearl mine, based on estimates from our Proven and Probable Reserve report. However, risks related to reserve estimates, metallurgy, and/or mining dilution are inherent when working with extractable minerals. Future revenue from sales of gold and silver will be less than anticipated if the mined material does not contain the concentration of gold and silver predicted by our geological exploration, studies, and reports. If revenue from sales of gold and silver are less than anticipated, we may not be able to recover our investment in our properties and our operations may be adversely affected. Our inability to realize production based on quarterly or annual projections may also adversely affect the price of our common stock.

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Revenue from the sale of doré may be adversely affected by loss or damage during shipment and storage at our buyer’s facilities. We rely on third-party transportation companies to transport our doré to the buyer’s facilities for processing and further refining. The terms of our sales contracts with the buyers require us to rely on assay results from samples of our doré to determine the final sales value for our metals. Once the doré leaves our processing facility, we no longer have direct custody and control of these products. Theft, loss, road accidents, improper storage, fire, natural disasters, tampering or other unexpected events while in transit or at the buyer’s location may lead to the loss of all or a portion of our doré production. Such losses may not be covered by insurance and may lead to a delay or interruption in our revenue and as a result, our operating results may be adversely affected.

A significant delay or disruption in sales of doré as a result of the unexpected disruption in services provided by smelters or refiners could have a material adverse effect on results of operations.  We rely on third party refiners and smelters to refine and process and, in some cases, purchase, the gold and silver doré produced from our mine. Access to refiners and smelters on economic terms is critical to our ability to sell our products to buyers and generate revenues. We periodically enter into agreements with refiners and smelters, some of which operate their refining or smelting facilities outside the United States, and we believe we currently have contractual arrangements with a sufficient number of refiners and smelters so that the loss of any one refiner or smelter would not significantly or materially impact our operations or our ability to generate revenues. Nevertheless, services provided by a refiner or smelter may be disrupted by operational issues, new or increased tariffs, duties or other cross-border trade barriers, the bankruptcy or insolvency of one or more refiners or smelters or the inability to agree on acceptable commercial or legal terms with a refiner or smelter. Such an event or events may disrupt an existing relationship with a refiner or smelter or result in the inability to create a contractual relationship with a refiner or smelter, which may leave us with limited, uneconomical or no access to refining or smelting services for short or long periods of time. Any such delay or loss of access may significantly impact our ability to sell doré. We cannot ensure that alternative refiners or smelters would be available or offer comparable terms if the need for them were to arise or that it would not experience delays or disruptions in sales that would materially and adversely affect our results of operations.

Exploration and, if deemed feasible, development of mineral properties is inherently risky and could lead to unproductive properties and/or capital investments. Our long-term success depends on our ability to identify additional mineral deposits on our properties and any other properties that we may acquire and to develop one or more of those properties into commercially viable mining operations. Mineral exploration is highly speculative in nature, involves many risks and is frequently unproductive. These risks include unusual or unexpected geologic formations and the inability to obtain suitable or adequate machinery, equipment, or labor. The success of gold exploration is determined in part by the following factors:

The identification of potential gold mineralization based on surface and drill analysis;
Availability of government-granted exploration and construction permits;
The quality of our management and our geological and technical expertise; and
The capital available for exploration and development.

Substantial expenditures are required to establish proven and probable reserves through detailed drilling and analysis, to develop metallurgical processes to extract metal and to develop the mining and processing facilities and infrastructure at any site chosen for mining. Whether a mineral deposit will be commercially viable depends on a number of factors, which include, without limitation, the particular attributes of the deposit, such as size, grade, metallurgy, rock competency, waste rock overburden, and proximity to infrastructure such as power, water and roads; metal prices, which fluctuate widely; and government regulations, including, without limitation, regulations relating to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals, environmental protection and local and community support. We may invest significant capital and resources in exploration activities and abandon such projects if we are unable to identify commercially exploitable mineral reserves. The decision to abandon a project may have an adverse effect on the market value of our common stock and our ability to raise future financing.

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We may acquire additional exploration stage properties and our business may be negatively impacted if reserves are not located on acquired properties. We have in the past, and may in the future, acquire exploration stage properties. There can be no assurance that reserves will be identified on any properties that we acquire. We may experience negative reactions from the financial markets if we acquire additional properties and reserves are not located on acquired properties. These factors may adversely affect the trading price of our common stock and our financial condition and results of operations.

To the extent that we seek to expand our operations and increase our reserves through acquisitions, we may experience issues in executing acquisitions or integrating acquired operations. From time to time, we examine opportunities to make selective acquisitions in order to provide increased returns to our shareholders and to expand our operations and reported reserves and, potentially, generate synergies. The success of any acquisition depends on a number of factors, including, but not limited to:

Identifying suitable candidates for acquisition and negotiating acceptable terms;
Obtaining approval from regulatory authorities and potentially our shareholders;
Implementing our standards, controls, procedures, and policies at the acquired business and addressing any pre-existing liabilities or claims involving the acquired business; and
To the extent the acquired operations are in a state or country in which we have not operated historically, understanding the regulations and challenges of operating in that new jurisdiction.

There can be no assurance that we will be able to complete any acquisitions successfully, or that any acquisition will achieve the anticipated synergies or other positive results. Any material problems that we encounter in connection with such an acquisition could have a material adverse effect on our business, results of operations, financial position, or trading price of our common stock.

We rely on contractors to conduct a significant portion of our operations and construction projects. A significant portion of our operations and construction projects are currently conducted in whole or in part by third party contractors. As a result, our operations are subject to a number of risks, some of which are outside our control, including:

The difficulty and inherent delay in replacing a contractor and its operating equipment in the event that either party terminates the agreement;
Reduced control and oversight over those aspects of operations which are the responsibility of the contractor;
Failure of a contractor to perform under its agreement;
Interruption of operations and construction or increased costs in the event that a contractor ceases its business due to insolvency or other unforeseen events;
Injuries or fatalities on the job as a result of the failure to implement or follow adequate safety measures;
Failure of a contractor to comply with applicable legal and regulatory requirements, to the extent it is responsible for such compliance; and
Problems of a contractor with managing its workforce, labor unrest or other related employment issues.

In addition, we may incur liability to third parties as a result of the actions of our contractors. The occurrence of one or more of these risks could adversely affect our results of operation, financial position, or trading price of our common stock.

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Increased operating and capital costs could adversely affect our results of operations.  Costs at any particular mining location are subject to fluctuation due to a number of factors, such as variable ore grade, changing metallurgy and revisions to mine plans in response to the physical shape and location of the ore body, as well as the age and utilization rates for the mining and processing- related facilities and equipment. In addition, costs are affected by the price and availability of input commodities, such as fuel, electricity, labor, chemical reagents, explosives, steel, concrete and mining and processing related equipment and facilities. Commodity costs are, at times, subject to volatile price movements, including increases that could make production at certain operations less profitable. Further, changes in laws and regulations can affect commodity prices, uses and transport. Reported costs may also be affected by changes in accounting standards. A material increase in costs could have a significant effect on our results of operation and operating cash flow. We could have significant increases in capital and operating costs over the next several years in connection with the development of new projects and in sustaining and/or the expansion of existing mining and processing operations. Costs associated with capital expenditures may increase in the future as a result of factors beyond our control. Increased capital expenditures may have an adverse effect on the results of operation and cash flow generated from existing operations, as well as the economic returns anticipated from a new project.

Mining operations are subject to unique risks. The exploration for minerals, mine construction and mining operations, involve a high level of risk and are often affected by hazards outside of our control. Some of these risks include, but are not limited to, fires or floods, accidents, seismic activity and unexpected geological formations or conditions including noxious fumes or gases. The occurrence of one or more of these events in connection with our exploration, mine construction, or production activities may result in the death of, or personal injury to, our employees, other personnel or third parties, the loss of mining equipment, damage to or destruction of mineral properties or production facilities, monetary losses, deferral or unanticipated fluctuations in production, environmental damage and potential legal liabilities, all of which may adversely affect our reputation, business, prospects, results of operations and financial condition.

The nature of mineral exploration and production activities involves a high degree of risk and the possibility of uninsured losses. Exploration for and the production of minerals is highly speculative and involves greater risk than many other businesses. Many exploration programs do not result in the discovery of mineralization, and any mineralization discovered may not be of sufficient quantity or quality to be profitably mined. Our operations are, and any future mining operations or construction we may conduct will be, subject to all the operating hazards and risks normally incident to exploring for and mining of mineral properties, such as, but not limited to:

Fluctuation in production costs that make mining uneconomic;
Labor disputes;
Unanticipated variations in grade and other geologic problems;
Environmental hazards;
Water conditions;
Difficult surface or underground conditions;
Industrial accidents;
Metallurgic and other processing problems;
Mechanical and equipment performance problems;
Unusual or unexpected rock formations;
Personal injury, fire, flooding, cave-ins and landslides; and

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Global pandemics such as the COVID-19 Coronavirus.

Any of these risks can materially and adversely affect, among other things, the development of properties, production quantities and rates, costs and expenditures, potential revenues and targeted production dates. If we determine that capitalized costs associated with any of our mineral interests are not likely to be recovered, we would incur a write down of our investment in those interests and losses with respect to past or future expenses.

We do not, or cannot, insure against all of the risks to which we may be subject in our operations and development. While we currently maintain general commercial liability and property insurance in Nevada, we may be subject to liability for certain environmental, pollution or other hazards associated with mineral exploration and mine construction, and production for which insurance may not be available, which may exceed the limits of our insurance coverage, or which we may elect not to insure against because of premium costs or other reasons. We may also not be insured against all interruptions to our operations. Losses from these or other events may cause us to incur significant costs which could materially adversely affect our financial condition and our ability to fund activities on our properties. A significant loss could force us to reduce or suspend our operations and development.

Regulatory Risk Factors

Our operations are subject to permitting requirements which could result in the delay, suspension, or termination of our operations. Our operations, including our ongoing exploration drilling programs and production, require permits from numerous governmental authorities. If we cannot obtain or maintain the necessary permits or if there is a delay in receiving future permits, our timetable and business plan will be adversely affected. We have from time to time relied on third party environmental firms to assist in our efforts to obtain and remain current with required regulations and permits. While we attempt to manage and oversee third party firms, we are dependent on the firm to operate in a professional and knowledgeable manner.

Our activities are subject to significant environmental regulations, which could raise the cost of doing business or adversely affect our ability to develop our properties. Significant state and federal environmental laws and regulations in the U.S. may hinder our ability to explore, develop, and operate. Federal laws that govern mining claim location and maintenance and mining operations on federal lands are generally administered by the Bureau of Land Management.  Additional federal laws, governing mine safety and health, also apply. State laws also require various permits and approvals before exploration, development or production operations can begin. Among other things, a reclamation plan must typically be prepared and approved with bonding in the amount of projected reclamation costs. The bond is used to ensure that proper reclamation takes place, and the bond will not be released until that time. Local jurisdictions may also impose permitting requirements (such as conditional use permits or zoning approvals).

Title to mineral properties can be uncertain. Our ability to explore and operate our properties depends on the validity of our title to that property. Our U.S. mineral properties include patented and unpatented mining claims. Unpatented mining claims provide only possessory title and their validity is often subject to contest by third parties or the federal government, which makes the validity of unpatented mining claims uncertain and generally riskier. Uncertainties inherent in mineral properties relate to such things as the sufficiency of mineral discovery, proper posting and marking of boundaries, assessment work and possible conflicts with other claims not determinable from public record. There may be valid challenges to the title to our properties which, if successful, could impair development and/or operations.

Changes in environmental regulations could adversely affect our cost of operations or result in operational delays. The regulatory environment in which we operate is evolving in a manner that will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, directors and employees. New environmental laws and regulations or changes in existing environmental laws and regulations could have a negative effect on exploration activities, operations, production levels and methods of production.

We cannot predict at this time what changes, if any, to federal laws or regulations may be adopted or imposed by the Biden Administration. We cannot provide any assurance that future changes in environmental laws and regulations will not adversely affect our current operations or future projects. Any changes to these laws and regulations could have an

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adverse impact on our financial performance and results of operations by, for example, requiring changes to operating constraints, technical criteria, fees or financial assurance requirements.

Construction of mine and process facilities is subject to all of the risks inherent in construction and start-up, including delays and costs of construction in excess of our projections. When applicable, many factors could delay or prevent the start or completion of, or increase the costs of, future projects or ongoing construction projects at our mine and process facility, including:

Design, engineering and construction difficulties or delays;
Cost overruns;
Inflation;
Our failure or delay in obtaining necessary legal, regulatory and other approvals;
Interruptions in the supply of the necessary equipment, or construction materials or labor or an increase in their price;
Injuries to persons and property;
Opposition of local and or non-governmental-organization interests; and
Natural disasters, accidents, political unrest, or unforeseen events.

If any of the foregoing events, or unforeseen others, were to occur, our financial condition could be adversely affected and we may be required to seek additional capital, which may not be available on commercially acceptable terms, or at all. If we are unable to complete such construction, we may not be able to recover any costs already incurred. Even if construction of a mine and processing facility is completed as scheduled, the costs could exceed our expectations and result in a materially adverse effect on our business, results of operations, financial condition, and cash flows.

Risks Related to Our Common Stock

Our stock price may be volatile and as a result you could lose part or all of your investment. In addition to other risk factors identified and due to volatility associated with equity securities in general, our stock prices could decline due to the impact of numerous factors, including:

Changes in the worldwide price for gold and/or silver;
Timely permit issuances;
Adverse results from our exploration, development, or production efforts;
Producing at rates lower than those targeted;
Political and regulatory risks;
Government freezes on issuing resource permits;
Weather conditions, including earthquakes or unusually heavy rains;
Failure to meet our revenue or profit goals or operating budget;

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Decline in demand for our common stock;
Downward revisions in securities analysts’ estimates or changes in general market conditions;
Decrease or elimination of our shareholder dividend;
Technological innovations by competitors or in competing technologies;
Investor perception of our industry or our prospects;
Lawsuits;
Actions by government or central banks; and
General economic trends.

Stock markets in general have experienced extreme price and volume fluctuations and the market prices of individual securities have been highly volatile. These fluctuations are often unrelated to operating performance and may adversely affect the market price of our common stock. As a result, you may be unable to sell your shares at a desired price.

Issuances of our stock in the future could dilute existing shareholders and adversely affect the market price of our common stock. Our Directors have the authority to issue up to 200,000,000 shares of common stock, 20,000,000 shares of preferred stock, and to issue options and warrants to purchase shares of our common stock without shareholder approval. As of February 28, 2022, there were 23,997,876 outstanding shares of common stock, 385,332 options issued and outstanding, no outstanding shares of preferred stock and no warrants. Future issuances of our securities could be at prices substantially below the price paid for our common stock by our current shareholders. The issuance of a significant amount of our common stock may have a disproportionately large impact on our share price compared to larger companies.

Awards of our shares and stock options to employees may not have their intended effect. A portion of our total compensation program for our executive officers and key personnel includes the award of shares and options to buy shares of our common stock. If the price of our common stock performs poorly, such performance may adversely affect our ability to retain or attract critical personnel. In addition, any changes made to our stock option policies or to any other of our compensation practices which are made necessary by governmental regulations or competitive pressures could affect our ability to retain and motivate existing personnel and recruit new personnel.

Our directors and officers may be protected from certain types of lawsuits. The laws of Colorado provide that our directors will not be liable to us or our shareholders for monetary damages for all but certain types of conduct as directors of the company. Our bylaws permit us to indemnify our directors and officers against all damages incurred in connection with our business to the fullest extent provided or allowed by law. The exculpation provisions of these items may have the effect of preventing shareholders from recovering damages against our directors caused by their negligence, poor judgment, or other circumstances. The indemnification provisions may require us to use our limited assets to defend our directors and officers against claims, including claims arising out of their negligence, poor judgment, or other circumstances.

We may issue shares of preferred stock that would have a liquidation preference to our common stock. Our Articles of Incorporation currently authorize the issuance of 20,000,000 shares of preferred stock. Our board of directors has the power to issue shares without shareholder approval, and such shares can be issued with such rights, preferences, and limitations as may be determined by our board of directors. The rights of the holders of common stock will be subject to, and may be adversely affected by, the rights of any holders of preferred stock that may be issued in the future. As of February 28, 2022, there was no preferred stock outstanding.

Although we presently have no commitments or agreements to issue any shares of preferred stock, authorized and unissued preferred stock could delay, discourage, hinder or preclude an unsolicited acquisition of our Company, could

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make it less likely that shareholders receive a premium for their shares as a result of any such attempt, and could adversely affect the market prices of, and the voting and other rights, of the holders of our shares of common stock.

Our Shareholder Rights Agreement may not be in the best interest of our shareholders. On October 15, 2020, we adopted a Shareholders Rights Agreement, commonly called a "Poison Pill", and declared a dividend of one Series A Right and one Series B Right, or collectively the Rights, for each share of our common stock which was outstanding on October 15, 2020. The Rights have certain anti-takeover effects and will cause substantial dilution to a person or group that attempts to acquire us on terms not approved by our Board of Directors. The effect of the Rights may be to discourage a third party from attempting to obtain a substantial position in our common stock or seeking to obtain control of us. To the extent any potential acquisition is deterred by the Rights, the Rights may make the removal of management difficult even if the removal would be considered beneficial to our shareholders generally and may have the effect of limiting shareholder participation in certain transactions such as mergers or tender offers if these transactions are not favored by our management.

You may have difficulty depositing your shares with a broker or selling shares of our common stock. Many securities brokers will not accept securities for deposits and will not sell securities which trade in the over-the-counter market.

Further, for a securities broker which will accept deposit and agree to sell such securities in the over-the-counter market under certain circumstances, such broker may first require the customer to complete a questionnaire detailing how the customer acquired the shares, provide the securities broker with an opinion of an attorney concerning the ability of the shares to be sold in the public market, and pay a “legal review” fee which in some cases can exceed $1,000.

For these reasons, shareholders may have difficulty selling shares of our common stock.

We are an Emerging Growth Company, subject to less stringent reporting and regulatory requirements of other publicly held companies and this status may have an adverse effect on our ability to attract interest in our common stock. We are an Emerging Growth Company as defined in the JOBS Act. As long as we remain an Emerging Growth Company, we may take advantage of certain exemptions from various reporting and regulatory requirements that are applicable to other public companies that are not emerging growth companies. We cannot predict if investors will find our common stock less attractive if we choose to rely on these exemptions. If some investors find our common stock less attractive as a result of any choices to reduce future disclosure, there may be a less active trading market for our common stock and our stock price may be more volatile.

General Risk Factors

We are dependent upon information technology systems, which are subject to disruption, damage, failure, and risks associated with implementation and integration. We are dependent upon information technology systems in the conduct of our operations. Our information technology systems are subject to disruption, damage, or failure from a variety of sources, including, without limitation, computer viruses, security breaches, cyber-attacks, natural disasters, and defects in design. Cybersecurity incidents, in particular, are evolving and include, but are not limited to, malicious software, attempts to gain unauthorized access to data and other electronic security breaches that could lead to disruptions in systems, unauthorized release of confidential or otherwise protected information and the corruption of data. Various measures have been implemented to manage our risks related to information technology systems and network disruptions. However, given the unpredictability of the timing, nature and scope of information technology disruptions, we could potentially be subject to production downtimes, operational delays, the compromising of confidential or otherwise protected information, destruction or corruption of data, security breaches, other manipulation or improper use of our systems and networks or financial losses from remedial actions, any of which could have a material adverse effect on our cash flows, competitive position, financial condition or results of operations.

We may also be adversely affected by system or network disruptions if new or upgraded information technology systems are defective, not installed properly or not properly integrated into our operations. If we are not able to successfully implement system upgrades or modifications, we may have to rely on manual reporting processes and controls over financial reporting that have not been planned, designed, or tested. Various measures have been implemented to manage

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our risks related to the system upgrades and modifications, but system upgrades and modification failures could have a material adverse effect on our business, financial condition and results of operations and could, if not successfully implemented, adversely impact the effectiveness of our internal controls over financial reporting.

The facilities and development of our mine and operations are subject to all of the risks inherent in development, construction, and operations. These risks include potential delays, cost overruns, shortages of material or labor, construction defects, breakdowns and injuries to persons and property. We expect to engage subcontractors and material suppliers in connection with the continued mine activities at the Isabella Pearl Mine. While we anticipate taking all measures which we deem reasonable and prudent in connection with our operating facilities, construction of future mines and the operation of current and future processing facilities, there is no assurance that the risks described above will not cause delays or cost overruns in connection with such construction or operation. Any delays would postpone our anticipated generation of revenue and adversely affect our operations, which in turn may adversely affect our financial position and the price of our common stock.

We depend upon our management and key employees and the loss of any of these individuals could adversely affect our business. We are dependent on our executive officers and other key employees for our operations. If any of these individuals were to die, become disabled or leave our company, we would be forced to identify and retain individuals to replace them. There is no assurance that we can find suitable individuals to replace them or to add to our employee base if that becomes necessary. Competition for industry professionals is fierce. We have no life insurance on any individual, and we may be unable to hire a suitable replacement on favorable terms should that become necessary.

The occurrence of the COVID-19 pandemic may negatively affect our operations depending on the severity and longevity of the pandemic. On March 11, 2020, the World Health Organization declared the outbreak of a respiratory disease caused by a new novel coronavirus (“COVID-19”) as a pandemic.

Precious metal mining is considered essential to support critical infrastructure under guidelines from the U.S. Department of Homeland Security and the State of Nevada. As a result, the Isabella Pearl Mine in Nevada has continued to operate at full capacity.

As of the date of this report, there have been no significant COVID-19 impacts, including impairments, to our operations and financial statements. However, the long-term impact of the COVID-19 outbreak on our results of operations, financial position and cash flows will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions. These developments and the impact of COVID-19 on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, our results of operations, financial position and cash flows may be materially adversely affected. We are not able to estimate the duration of the pandemic and potential impact on our business if disruptions or delays in business developments and shipments of product occur. In addition, a severe prolonged economic downturn could result in a variety of risks to our business, including a decreased ability to raise capital when and if needed on acceptable terms, if at all.

Item 1B. Unresolved Staff Comments

Not applicable.

Item 2. Properties

Properties Overview

We classify our mineral properties into three categories: “Operating Properties”, “Development Properties”, and “Exploration Properties”. Operating Properties are properties with material extraction of mineral reserves. Development Properties are properties that have mineral reserves disclosed, but no material extraction.  Exploration Properties are properties that have no mineral reserves disclosed.  Other properties may also be material to our business. As of the date of this report we did not have any Development Properties.

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In Nevada, we are the owner of six properties totaling 1,724 unpatented mining claims covering approximately 32,178 acres, subject to the paramount title of the United States of America, under the administration of the Bureau of Land Management (“BLM”). Under the Mining Law of 1872, which governs the location of unpatented mining claims on federal lands, the owner (locator) has the right to explore, develop, and mine minerals on unpatented mining claims without payments of production royalties to the U.S. government, subject to the surface management regulation of the BLM.  Currently, annual claim maintenance fees are the only federal payments related to unpatented mining claims.  Annual maintenance fees of $305,865 were paid during 2021.

In addition to the unpatented claims, we also own 26, and lease one, patented mining claims covering approximately 165 acres and an additional 201 acres of fee lands in Mineral County, Nevada.  Patented claims and fee lands unlike unpatented claims, pass title to the holder.  The patented claims and fee lands are subject to payment of annual property taxes made to the county where they are located.  Annual property taxes on our patented claims and fee lands have been paid through June 30, 2022.

Five of our properties in Nevada are located in the Walker Lane Mineral Belt which is known for its significant and high-grade gold and silver deposits.  Our Ripper property is located in west-central Nevada, near Lovelock. Activities at our properties in Nevada range from exploration at East Camp Douglas, County Line and Ripper, mineral delineation at Mina Gold, resource definition, engineering and permitting at Golden Mile to production at Isabella Pearl.  We believe that our portfolio of Nevada properties has excellent potential for additional discoveries of both bulk tonnage replacement-type and bonanza-grade vein-type gold deposits, similar to other gold deposits historically mined in the nearby Paradise Peak, Borealis, Bodie, Tonopah, Goldfield and Rochester districts.

Our primary focus is to discover, delineate and advance potential open pit heap leach gold operations in Nevada and commence production on all properties where we discover economic deposits. We believe that our property portfolio is highly prospective based on geology, surface samples, and drill results. Close proximity, especially between our producing and prospective Walker Lane Mineral Belt properties (approximately 50 kilometers or 30 miles or less in radius) may allow for equipment sharing and synergies whereby we may move equipment and business resources from one project to the next.  

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The map below shows the general location of our properties (yellow stars) and significant nearby gold deposits held by other parties (red stars) within Nevada:

Map

Description automatically generated

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Glossary

The following terms used in this report have the following meanings:

 

ADR

An adsorption, desorption, and recovery (“ADR”) facility which recovers gold from the leached pregnant solution.

Dore:

Composite gold and silver bullion usually consisting of approximately 90% precious metals that will be further refined to separate pure metals.

Epithermal:

Used to describe gold deposits found on or just below the surface close to vents or volcanoes, formed at low temperature and pressure.

 

Exploration:

Prospecting, sampling, mapping, diamond-drilling and other work involved in locating the presence of economic deposits and establishing their nature, shape, and grade.

 

Grade:

The concentration of an element of interest expressed as relative mass units (percentage, ounces per ton, grams per tonne (“g/t”), etc.).

Heap Leaching:

Consists of stacking crushed or run-of-mine ore on impermeable pads, where a weak cyanide solution is applied to the surface of the heap to dissolve the gold.  The gold-bearing solution is then collected and pumped to process facilities to remove the gold by collection on carbon.

  

Mineral Deposit:

Rocks that contain economic amounts of minerals in them and that are expected to be profitably mined.

Patented Claim:

A mining claim for which the U.S. Federal Government has passed its title to the claimant, making it private land.  A person may mine and remove minerals from a mining claim without a mineral patent. However, a mineral patent gives the owner exclusive title to the locatable minerals and in most cases, grants title to the surface.

Run-of-Mine ore:

Common lower grade ore in the deposit that does not warrant crushing.

 

Ton:

One ton equals 2,000 pounds.

 

Tonne:

One tonne equals 2,204.62 pounds. 

 

Unpatented Claim:

A particular parcel of U.S. Federal land, valuable or believed to be valuable for a specific mineral deposit or deposits. It is a parcel for which an individual has asserted a right of possession. The right is restricted to the extraction and development of a mineral deposit.

Operating Property

Isabella Pearl

Background:  In August 2016, we purchased Walker Lane Minerals Corp., which owns a 100% interest in the Isabella Pearl Mine which covers an area of 8,891 acres consisting of 496 unpatented claims.  Since acquisition, we have staked an additional 72 claims to expand our land holding to 9,777 acres.  In April 2018, we released our maiden Proven and Probable mineral reserve estimate for the Isabella Pearl Mine totaling 192,600 gold ounces at an average grade of 2.22 g/t.  

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In 2019, we commenced production of gold doré from an open pit heap leach operation.  Based on metallurgical testing, we expect ultimate gold recoveries of approximately 81% for crushed ore and 60% for the run-of-mine (“ROM”) ore.

Location and Access:  The Isabella Pearl Mine is located in the Gabbs Valley Range in Mineral County, Nevada approximately 240 kilometers (150 miles) southeast of Reno, Nevada. Access to the project is by a paved road approximately 10-kilometer (6 miles) north of the town of Luning, Nevada. The project has good connections to the infrastructure of west-central Nevada, with access roads to the project site linking to Nevada state route 361 and U.S. Route 95, the main highway between Reno and Las Vegas, Nevada.

Geology and Mineralization: The Isabella Pearl Mine is located in the central portion of the Walker Lane Mineral Belt, a major northwest-trending zone on the western border of Nevada characterized by a series of closely spaced dextral strike-slip faults that were active throughout much of the middle to late Cenozoic period. Volcanic rocks of middle Tertiary age cover much of the property and include intermediate lava flows and ignimbrite ash-flow sheets. The volcanic rocks unconformably overlie Mesozoic strata including Triassic and Jurassic sedimentary units and Cretaceous and Jurassic igneous units. Within the regional Walker Lane tectonic setting, several major fault zones trend through the property and are dominated by various splays and offset branches that host the gold mineralization in the area.

The gold-silver mineralized zones mainly include the Isabella, Pearl, and Civit Cat deposits, collectively referred to as the Isabella Pearl deposit. Alteration and mineral assemblages at Isabella Pearl, including widespread argillic alteration and generally abundant alunite, indicate the deposits belong to the high-sulfidation class of epithermal mineral deposits. Potassium-Argon age determinations indicate the mineralization is about 19 million years, some 7 to 10 million years younger than the age of the host rocks. This early Miocene age conforms to the age of other high-sulfidation epithermal precious-metal deposits in the Walker Lane (e.g., Goldfield and Paradise Peak).

Facilities:  We were granted a positive Record of Decision (“ROD”) from the BLM on the Environmental Assessment (“EA”) for the Isabella Pearl Mine in May 2018. This final permit allowed us to move the project forward into development and construction. Construction progress in 2018 included the completion of haul roads, office and laboratory buildings, construction of and liner placement on the heap leach pad, the pregnant and barren solution ponds, and connection of the water well. In 2018, we began installation of the Adsorption, Desorption and Recovery (ADR) processing facility, installed our crushing facility and commenced mining and waste removal of the first of several benches of the lower grade Isabella portion of the deposit with its estimated average grade of ~1 g/t gold. We achieved first gold production approximately 10 months after breaking ground on the project. During the second quarter of 2020 our overburden removal reached the first benches in the high-grade Pearl portion of the deposit estimated at ~3.7 g/t average with a ~5.0 g/t gold core deeper in the deposit than currently in development.

Exploration Activities: In 2021, we continued to explore for additional mineral reserves at the Isabella Pearl Mine. During the year, we completed 92 holes totaling 8,391 meters of reverse circulation drilling. This mainly included in-fill and step-out drill holes on the Scarlet, Isabella and Civit Cat targets.  The majority of this drilling was conducted outside the current permitted mine plan.  

Exploration Properties

Golden Mile

On June 15, 2020, we purchased a 100% interest in the Golden Mile property located in Nevada’s Walker Lane Mineral Belt. The property covers an area of approximately 9,300 acres consisting of 451 unpatented and 5 patented claims, 4 owned and one leased. Since acquisition, we have staked an additional 148 unpatented claims to expand our land holding to 11,811 acres. The property is located in the Bell Mining District, Mineral County, Nevada, approximately 36 kilometers (22 miles) east of the town of Luning, Nevada. Mineralization at the property is intrusion related, with primary gold and copper mineralization associated with skarn style replacement in carbonate units. Secondary mineralization is associated with structurally controlled stockwork and breccia zones. The “Golden Mile Stock” quartz diorite-granodiorite body is believed to be responsible for the gold-copper skarn mineralization. The stock is only exposed on surface in three small areas because most of its northern extent is covered by Tertiary volcanics. In 2021, we continued our surface diamond drilling program in the mineral resource area on the patented claims.  We completed seven diamond drill holes totaling

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924 meters for collection of material for metallurgical testing and resource definition.  In 2021, we also completed 58 reverse circulation (RC) holes totaling 8,327 meters for further resource definition. We continue to evaluate the known mineralized zones among a much larger conceptual project plan of multiple open pits along a trend at Golden Mile to the northwest and onto the Mina Gold property. We are evaluating the potential of at least three pits feeding ore to a strategically located heap leach and process facility. The conceptualized process plant is being evaluated to take the gold to the carbon stage and then haul the carbon for processing at our ADR facility at Isabella Pearl for final doré production. Base line and background studies are being evaluated and budgeted alongside exploration efforts to move this property forward. In 2021, we disclosed our maiden Mineral Resource estimate for Golden Mile conforming to the newly adopted Securities and Exchange Commission’s SK 1300 regulations. Our estimates of in-situ ounces consist of 78,500 Indicated gold ounces at 1.13 g/t and 84,500 Inferred gold ounces at 1.10 g/t. The initial Mineral Resource is located on patented claims and mineralization remains open both on strike and at depth, extending on to adjoining unpatented lode mining claims. Condemnation RC drilling commenced in 2021 to confirm locations for heap leach pad, process facilities and waste storage facilities.  In 2022, we are planning further definition RC drilling to convert mineral resources to mineral reserves and test the depth and strike extent of the deposit.

East Camp Douglas

In January 2017, we purchased a 100% interest in the East Camp Douglas gold property located in Nevada’s Walker Lane Mineral Belt. The property covers an area of 5,571 acres consisting of 289 unpatented claims, 16 patented claims and additional fee lands in Mineral County, Nevada. Precious metal epithermal mineralization at East Camp Douglas occurs as both widespread high sulfidation alteration areas and low sulfidation veins. Modern exploration by several mining and exploration companies has established modest gold resource potential in at least five separate areas on the property, with over 3,000 meters of drill core and a large exploration database. We believe this large property has numerous untested gold targets with open pit heap leach potential warranting an extensive exploration program. In 2020, we completed a reconnaissance drill program looking primarily for geologic structures with 11 holes totaling 1,565 meters targeting three general areas: Discovery Breccia, Gypsum Shaft and D2 Cliffs. These mineralized zones returned significant drill results including 17.92 meters grading 1.29 g/t gold hosted in brecciated vuggy silicified volcanic rock with a high degree of oxidation. In 2021, we evaluated drill results and commenced planning for follow-up drilling to evaluate the resource potential of the gold-bearing silicified volcanic rocks of the lithocap target area.

Mina Gold

In August of 2016, we purchased a 100% interest in the Mina Gold property located in Nevada’s Walker Lane Mineral Belt. The property has the potential to be a future open pit heap leach gold operation. Our current land position covers 1,624 acres which includes 74 unpatented lode mining claims and 5 patented mining claims, which we own.  In 2021, we continued to evaluate the known mineralized zone among a much larger conceptual plan of multiple open pits along a trend to the southeast onto the Golden Mile property which will feed ore to a strategically located heap leach and process facility. The conceptualized process plant is being evaluated to take the gold to carbon stage and then haul the carbon for processing at our ADR facility at Isabella Pearl for final doré production. Base line and background studies are being evaluated and budgeted.

County Line

In March 2018, we purchased a 100% interest in the County Line property. The property is located close to our other Nevada properties in central Nevada’s Walker Lane Mineral Belt in Mineral and Nye counties. In addition, we staked additional unpatented claims around the property to strengthen the land position and exploration potential. The total land package is 2,320 acres consisting of 116 unpatented lode mining claims and 6 unpatented placer mining claims. During 2021, we continued to review historical geological, exploration and mining data in preparation for an initial surface drilling program at County Line.

Ripper

In June 2021, we purchased a 100% interest in the Ripper property straddling the Pershing and Churchill county line in west-central Nevada. The property is close to our other Walker Lane Mineral Belt properties and consists of 72

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unpatented lode mining claims covering approximately 1,400 acres.  Known gold mineralization at Ripper occurs in a Triassic package of limestones, limestone collapse breccias, and mudstones of the Auld Lang Syne group. Three principal types of alteration carrying gold values include jasperoidization and quartz veining within limestone beds, mudstone breccia with a quartz-calcite cement or en echelon quartz veins, and variably silicified and hematitic limestone collapse breccias. Recent surface rock chip samples have returned values up to 6.3 g/t gold. During 2021, we reviewed historical geological and exploration data in preparation for fieldwork in 2022 and a future initial surface drilling program.

Mineral Reserves and Resources

The SEC has adopted amendments to modernize the property disclosure requirements for mining registrants, and related guidance, under the Securities Act of 1933 and the Securities Exchange Act of 1934. This report is prepared to comply with the new rule (17 CFR subpart 229.1300 Regulation S-K), generally known as the “SK-1300 rule”, requiring that a registrant with material mining operations must disclose specified information in Securities Act and Exchange Act filings concerning its Mineral Resources, in addition to its Mineral Reserves.

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Proven and Probable Mineral Reserves (metric units)

A Mineral reserve is an estimate of tonnage and grade or quality of indicated and measured mineral resources that, in the opinion of the qualified person, can be the basis of an economically viable project. More specifically, it is the economically mineable part of a measured or indicated mineral resource, which includes diluting materials and allowances for losses that may occur when the material is mined or extracted.

As of December 31, 2021, our estimate of Proven and Probable (“P&P”) reserves, all of which pertain to the Isabella Pearl Mine, was:

Precious

Precious

Metal

Metal

Gold 

Gold 

Gold

Silver 

Equivalent

Gold

Silver 

Equivalent

Description

    

Tonnes

    

g/t

    

g/t

    

    g/t

    

Ounces

    

Ounces

    

Ounces

Isabella Pearl Mine

    

  

    

  

    

  

    

  

    

  

    

  

    

  

Proven

483,300

5.26

47

5.89

81,800

733,100

91,600

Probable

425,500

2.04

16

2.26

27,900

221,000

30,900

Proven and Probable Total

908,800

3.75

33

4.19

109,700

954,100

122,500

High-Grade Stockpile

14,000

10.09

88

11.26

4,500

39,600

5,000

Low-Grade Stockpile

435,000

0.53

5

0.59

7,300

63,900

8,200

Isabella Pearl Mine Total

1,357,800

2.78

24

3.11

121,500

1,057,600

135,700

Notes to the 2021 P&P reserves:

1.Metal prices used for P&P reserves were $1,738 per ounce of gold and $23.22 per ounce of silver. These prices reflect the consensus 2022-2024 average prices for gold and silver (CIBC Global Mining Group, Analyst Consensus Commodity Price Forecasts, November 30, 2021).
2.Precious metal gold equivalent is 74.85:1 determined by taking gold ounces produced or sold, plus silver ounces produced or sold converted to precious metal gold equivalent ounces using the gold to silver average price ratio for the period.
3.For the Isabella Pearl Mine, the quantities of material within the designed pits were calculated using a cutoff grade of 0.33 Au g/t.
4.Mining, processing, energy, administrative and smelting/refining costs were based on 2021 actual costs for the Isabella Pearl Mine.
5.Metallurgical gold recovery assumptions used for the Isabella Pearl Mine were 81% for all ore which is currently being crushed. These recoveries reflect predicted average recoveries from metallurgical test programs.
6.Isabella Pearl P&P reserves are diluted and factored for expected mining recovery.
7.Figures in tables are rounded to reflect estimate precision and small differences generated by rounding are not material estimates.

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For comparison, at December 31, 2020, our estimate of P&P reserves was:

    

Precious

Precious

Metal

Metal

Gold 

Gold 

Gold

Silver 

Equivalent

Gold

Silver 

Equivalent

Description

    

Tonnes

    

g/t

    

g/t

    

    g/t

    

Ounces

    

Ounces

    

Ounces

Isabella Pearl Mine

    

  

    

  

    

  

    

  

    

  

    

  

    

  

Proven

684,500

5.77

39

6.23

126,900

867,200

137,200

Probable

595,600

1.71

10

1.83

32,700

187,800

34,900

Proven and Probable Total

1,280,100

3.88

26

4.18

159,600

1,055,000

172,100

Low-Grade Stockpile

582,600

0.51

3

0.54

9,600

50,700

10,200

Isabella Pearl Mine Total

1,862,700

2.83

18

3.04

169,200

1,105,700

182,300

Notes to the 2020 P&P reserves:

1.Metal prices used for P&P reserves were $1,477 per ounce of gold and $17.47 per ounce of silver. These prices reflect the three-year trailing average prices for gold and silver.
2.Precious metal gold equivalent is 84.54:1 determined by taking gold ounces produced or sold, plus silver ounces produced or sold converted to precious metal gold equivalent ounces using the gold to silver average price ratio for the period.
3.For the Isabella Pearl Mine, the quantities of material within the designed pits were calculated using a cutoff grade of 0.38 Au g/t.
4.Mining, processing, energy, administrative and smelting/refining costs were based on 2020 actual costs for the Isabella Pearl Mine.
5.Metallurgical gold recovery assumptions used for the Isabella Pearl Mine were 81% for all ore which is currently being crushed. These recoveries reflect predicted average recoveries from metallurgical test programs.
6.Isabella Pearl P&P reserves are diluted and factored for expected mining recovery.
7.Figures in tables are rounded to reflect estimate precision and small differences generated by rounding are not material estimates.
8.100% of the pit constrained Mineralized Material was converted to reserves.


Mineral Resources Exclusive of Mineral Reserves (metric units)

A Mineral Resource is a concentration or occurrence of material of economic interest in or on the Earth's crust in such form, grade or quality, and quantity that there are reasonable prospects for economic extraction. A mineral resource is a reasonable estimate of mineralization, taking into account relevant factors such as cut-off grade, likely mining dimensions, location or continuity, that, with the assumed and justifiable technical and economic conditions, is likely to, in whole or in part, become economically extractable. It is not merely an inventory of all mineralization drilled or sampled.

Mineral resources are not mineral reserves and do not have demonstrated economic viability. There is no guarantee that all or any part of the mineral resource will be converted into mineral reserves. Confidence in the estimate of Inferred Mineral Resources is insufficient to allow the meaningful application of technical and economic parameters.

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As of December 31, 2021, our estimate of Mineral Resources was:

    

Precious

Precious

Metal

Metal

Gold 

Gold 

Gold

Silver 

Equivalent

Gold

Silver 

Equivalent

Description

    

Tonnes

    

g/t

    

g/t

    

    g/t

    

Ounces

    

Ounces

    

Ounces

Measured and Indicated Resources

Isabella Pearl Mine

    

  

    

  

    

  

    

  

    

  

    

  

    

  

Oxide

Measured

89,000

2.38

55

3.11

6,800

157,600

8,900

Indicated

357,600

0.99

9

1.10

11,300

96,200

12,600

Measured and Indicated Oxide Total

446,600

1.26

18

1.50

18,100

253,800

21,500

Sulfide

Measured

110,600

4.98

57

3.11

17,700

180,100

20,100

Indicated

40,800

3.79

48

1.10

5,000

62,700

5,800

Measured and Indicated Sulfide Total

151,400

4.66

50

5.32

22,700

242,800

25,900

Isabella Pearl Mine Measured and Indicated Total

598,000

2.12

26

2.47

40,800

496,600

47,400

Golden Mile Property

    

  

    

  

    

  

    

  

    

  

    

  

    

  

Oxide

Measured

Indicated

2,160,000

1.13

78,500

Measured and Indicated Oxide Total

2,160,000

1.13

78,500

Measured and Indicated Total

2,758,000

1.35

119,300

496,600

Inferred Resources

    

  

    

  

    

  

    

  

    

  

    

  

    

  

Isabella Pearl Mine

Oxide Inferred

259,400

1.30

12

1.46

10,900

102,800

12,300

Sulfide Inferred

28,800

3.77

56

4.52

3,500

51,600

4,200

Isabella Pearl Mine Inferred Total

288,200

1.55

17

1.78

14,400

154,400

16,500

Golden Mile Property

Oxide Inferred

2,400,000

1.10

84,500

Golden Mile Inferred Total

2,400,000

1.10

84,500

Inferred Total

2,688,200

1.15

98,900

154,400

Notes to the 2021 Mineral Resources:

1.Reported at cutoffs of 0.33 g/t Au for Isabella Pearl Mine Oxide, 2.0 g/t Au for Isabella Pearl Mine Sulfide and 0.34 g/t Au for Golden Mile Property Oxide.
2.Whole block diluted estimates are reported within an optimized pit shell.
3.Mineral Resources do not have demonstrated economic viability.
4.Totals may not sum exactly due to rounding.
5.Mineral resources reported are exclusive of mineral reserves.

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No previous Mineral Resource estimates have been disclosed for comparison.

Future Exploration

Our properties are being explored at various stages at any given time. During the twelve months ending December 31, 2022, we anticipate spending approximately $5.7 million for exploration activities. Our primary focus in 2022 for our drill programs include testing exploration targets along the mineralized trend and structural corridor where our Isabella Pearl mine is located, planned delineation and expansion drilling of the known mineralized zones at Golden Mile and exploration drilling at our East Camp Douglas property. Exploration expenditures may be modified depending on exploration results, metal market conditions and available capital.

Item 3. Legal Proceedings

None.

Item 4. Mine Safety Disclosures

The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this Annual Report.

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

At times, there may be a limited public market for our common shares.  In February 2021, we began trading on the OTC Markets Operated by the OTC Markets Group under the ticker symbol "FRTT", subsequently the symbol was changed to “FTCO”. Our common stock was subsequently up listed to the OTCQB on March 5, 2021. Trading in stocks quoted on the OTC market is often thin and is characterized by wide fluctuations in trading prices due to many factors that may be unrelated to a company’s operations or business prospects.

OTC market securities are not listed or traded on the floor of an organized national or regional stock exchange.  Instead, OTC market securities transactions are conducted through a telephone and computer network connecting dealers in stocks.  OTC market issuers are traditionally smaller companies that do not meet the financial and other listing requirements of a regional or national stock exchange.

As of February 28, 2022 the closing price of our common stock was $6.36.

Number of Holders

As of February 28, 2022, we had 23,997,876 shares of our Common Stock issued and outstanding, held by 252 shareholders of record, with others holding shares in street name.

Transfer Agent

Computershare Trust Company, N.A. is the transfer agent for our common stock. The principal office of Computershare is located at 6200 S. Quebec St., Greenwood Village, Colorado 80111 and its telephone number is (303) 262-0600.

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Dividends

 

Since our inception, one of management’s primary goals has been to make cash dividend distributions to shareholders. We instituted a monthly dividend in April 2021 and we returned over $7.3 million to our shareholders in consecutive monthly dividends in 2021. Regular dividends should not be considered a prediction or guarantee of future dividends and payment of future dividends, if any, will be at the discretion of our Board of Directors after considering various factors, including our financial condition, operating results, current and anticipated cash needs and plans for expansion. At the present time, we are not party to any agreement that would limit our ability to pay dividends.

 

Recent Sales of Unregistered Securities

None.

 

Other Stockholder Matters

 

None.

Item 6. Selected Financial Data

Not applicable.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Except for the historical information, the following discussion contains forward-looking statements that are subject to risks and uncertainties. We caution you not to put undue reliance on any forward-looking statements, which speak only as of the date of this report.  See “Cautionary Statement” in the forepart of this report. Our actual future results or actions may differ materially from these forward-looking statements for many reasons, including but not limited to the risks described in “Risk Factors” and elsewhere in this annual report and other reports filed by us with the SEC. This discussion and analysis of our financial condition and results of operations should be read in conjunction with the audited consolidated financial statements and related notes included in this report and with the understanding that our actual future results may be materially different from what we currently expect.

Introduction

We were incorporated in Colorado, U.S.A. and our subsidiaries are GRC Nevada Inc. (“GRCN”), Walker Lane Minerals Corp. (“WLMC”), County Line Holdings Inc. (“CLH”), County Line Minerals Corp. (“CLMC”) and Golden Mile Minerals Corp. (“GMMC”).  WLMC, CLH, CLMC, and GMMC are wholly-owned subsidiaries of GRCN. We are a mining company which pursues gold and silver projects that are expected to have both low operating costs and high returns on capital.

 

Spin-Off from Gold Resource Corporation

 

Prior to December 31, 2020, we were a subsidiary of Gold Resource Corporation (“GRC”). On December 31, 2020, GRC completed the spin-off of our shares of common stock, which separated our business, activities and operations into a separate, public company.  The spin-off was effected by the distribution of all of our outstanding shares of common stock to GRC’s shareholders. GRC’s shareholders received one share of our common stock for every 3.5 shares of GRC’s common stock held as of December 28, 2020.

In February 2021, we began trading on the OTC Market operated by the OTC Markets Group under the ticker symbol "FRTT". Subsequently the symbol was changed to “FTCO”. Our common stock was subsequently up listed to the OTCQB on March 5, 2021.

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The following discussion summarizes our results of operations for the two fiscal years ended December 31, 2021 and 2020, including GRCN prior to it becoming Fortitude Gold’s wholly-owned subsidiary on August 18, 2020. It also analyzes our financial condition at December 31, 2021.

2021 Financial Results and Highlights

$17.9 million net income or $0.75 per share;
$40.0 million cash balance on December 31, 2021;
$82.1 million net sales;
Exceeded annual outlook with record gold production;
46,459 gold ounces and 44,553 silver ounces produced;
$7.3 million cash dividends, three successive increases;
3.76 g/t average open pit grade mined;
$76.0 million working capital;
$40.6 million mine gross profit;
$24.7 million cash from operating activities;
$705 per ounce total all in sustaining cost;
104% exploration spending increase; and
Released initial resource on the Golden Mile Property.

Operating Data: The following tables summarize certain information about our operations at our Isabella Pearl Mine for the periods indicated:

    

Year ended December 31, 

    

2021

    

2020

Ore mined

 

  

 

  

Ore (tonnes)

 

598,345

 

643,518

Gold grade (g/t)

 

3.76

 

2.42

Low-grade stockpile

 

  

 

  

Ore (tonnes)

 

8,600

 

160,739

Gold grade (g/t)

 

0.33

 

0.52

Pre-strip waste

 

 

1,346,316

Waste (tonnes)

 

7,159,740

 

4,930,262

Metal production (before payable metal deductions)(1)

 

  

 

  

Gold (ozs.)

 

46,459

 

29,479

Silver (ozs.)

 

44,553

 

28,359

(1)The difference between what we report as “metal production” and “metal sold” is attributable to the difference between the quantities of metals contained in the doré we produce versus the portion of those metals actually paid for according to the terms of our sales contracts. Differences can also arise from inventory changes incidental to shipping schedules, or variances in ore grades and recoveries which impact the amount of metals contained in doré produced and sold.

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Year ended December 31, 

    

2021

    

2020

Metal sold

  

  

Gold (ozs.)

45,891

 

29,929

Silver (ozs.)

43,189

 

29,129

Average metal prices realized (1)

  

 

  

Gold ($per oz.)

1,795

 

1,813

Silver ($per oz.)

24.74

 

21.12

Precious metal gold equivalent ounces sold

Gold Ounces

45,891

29,929

Gold Equivalent Ounces from Silver

595

339

46,486

30,268

Total cash cost before by-product credits per gold ounce sold

$

610

$

949

Total cash cost after by-product credits per gold ounce sold

$

587

$

928

Total all-in sustaining cost per gold ounce sold

$

705

$

952

(1)Average metal prices realized vary from the market metal prices due to final settlement adjustments from our provisional invoices when they are settled. Our average metal prices realized will therefore differ from the market average metal prices in most cases.

Consolidated Results of Operations – Year Ended December 31, 2021 Compared to Year Ended December 31, 2020

 

Sales, net.  For the year ended December 31, 2021, net sales were $82.1 million as compared to $54.0 million for the same period in 2020.  The increase in is primarily attributable to higher sales volumes. For the year ended December 31, 2021, gold sales volumes increased 53% from the same period in 2020 as a result of higher-grade ore mined and processed. 

Mine cost of sales. For the year ended December 31, 2021, mine cost of sales totaled $41.5 million compared to $37.8 million for the same period in 2020. The change is mainly attributable to higher depreciation and amortization expenses due to an increase in sales volumes in 2021 as compared to 2020. The increase in depreciation and amortization was slightly offset by lower production costs as there was no net realizable value expense related to our inventory in 2021, whereas in 2020, we recorded a $3.6 million adjustment. 

Mine gross profit. For the year ended December 31, 2021, mine gross profit totaled $40.6 million compared to $16.2 million for the same period in 2020. The change is attributable to higher sales volumes and higher average realized prices for gold and silver, resulting in a lower cash cost after by-products per gold ounce sold.  The lower cash cost per ounce is due to mining efficiencies and higher-grade ore mined in 2021 as compared to 2020 as well as no net realizable value

expense related to our inventory in 2021 as noted above. 

General and administrative. For the year ended December 31, 2021, general and administrative expenses totaled $11.4 million as compared to $2.9 million for the same period in 2020.  The increase was primarily the result of non-recurring stock-based compensation and onboarding incentive compensation totaling $5.5 million relating to building out the Company’s staffing needs post Spin-Off which was recognized in the first quarter.  While the Company anticipated working under the MSA for a longer period, the Company believed it would be prudent to fully staff up during the first quarter.  On April 21, 2021, the Company was delivered official notice from GRC that the MSA was being canceled. See Note 2 to the Consolidated Financial Statements.

 

Exploration expenses.  For the year ended December 31, 2021, property exploration expenses totaled $5.4 million as compared to $2.6 million for the same period of 2020. The increase of $2.8 million is the result of increased drilling and other exploration activities at the Golden Mile and Isabella Pearl (Scarlet target) projects.

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Other expense, net. For the year ended December 31, 2021, other expense, net of $0.2 million did not materially change from $0.2 million for the same period in 2020.

Income and mining tax expense. For the year ended December 31, 2021, income and mining tax expense was $5.7 million as compared to $0.2 million for the same period in 2020.  The increase is the result of our increased income before income and mining taxes and increased Nevada net proceeds of minerals tax as a result of increases metal sales. See Note 5 in Item 8. Financial Statements and Supplementary Data.

 

Net income. For the year ended December 31, 2021 we recorded a net income of $17.9 million as compared to $10.2 million in the corresponding period for 2020. The increase is due to the changes in our consolidated results of operations as discussed above.

COVID-19 Update

 

In March 2020, the World Health Organization classified the COVID-19 outbreak as a pandemic based on the rapid increase in global exposure. In response to the pandemic, many jurisdictions, including the United States, instituted restrictions on travel, public gatherings, and certain business operations.

 

During 2021 and 2020, and as of the date of this report, the mining industry is listed as an essential business in the state of Nevada.  Accordingly, we continue to operate the Isabella Pearl Mine while utilizing safety measures and protocols. In an effort to mitigate the spread of COVID-19 and protect the health and safety of our employees, contractors, and communities, we have taken precautionary measures including specialized training, social distancing, screening workers before they enter facilities, a work from home mandate where possible, and close monitoring of national and regional COVID-19 impacts and governmental guidelines. As our non-mining workforce is able to work remotely using various technology tools, we have been able to maintain our operations and internal controls over financial reporting and disclosures.

 

The extent of the impact of the COVID-19 pandemic on our operational and financial performance will depend on future developments, including widely available and utilized vaccines, the duration and severity of the pandemic and related restrictions, all of which are uncertain and cannot be predicted.

Non-GAAP Measures

Throughout this report, we have provided information prepared or calculated according to U.S. GAAP and have referenced some non-GAAP performance measures which we believe will assist with understanding the performance of our business. These measures are based on precious metal gold equivalent ounces sold and include cash cost before by-product credits per ounce, total cash cost after by-product credits per ounce, and total all-in sustaining cost per ounce (“AISC”). Because the non-GAAP performance measures do not have any standardized meaning prescribed by U.S. GAAP, they may not be comparable to similar measures presented by other companies. Accordingly, these measures should not be considered in isolation, or as a substitute for measures of performance prepared in accordance with U.S. GAAP. These non-GAAP measures are not necessarily indicative of operating profit or cash flow from operations as determined under GAAP.

Revenue generated from the sale of silver is considered a by-product of our gold production for the purpose of our total cash cost after by-product credits for our Isabella Pearl Mine. We periodically review our revenues to ensure that our reporting of primary products and by-products is appropriate. Because we consider silver to be a by-product of our gold production, the value of silver continues to be applied as a reduction to total cash costs in our calculation of total cash cost after by-product credits per precious metal gold equivalent ounce sold. Likewise, we believe the identification of silver as by-product credits is appropriate because of its lower individual economic value compared to gold and since gold is the primary product we produce.

Total cash cost, after by-product credits, is a measure developed by the Gold Institute to provide a uniform standard for comparison purposes. AISC is calculated based on the current guidance from the World Gold Council.

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Total cash cost before by-product credits includes all direct and indirect production costs related to our production of metals (including mining, milling and other plant facility costs, royalties, and site general and administrative costs) plus treatment and refining costs.

Total cash cost after by-product credits includes total cash cost before by-product credits less by-product credits, or revenues earned from silver.

AISC includes total cash cost after by-product credits plus other costs related to sustaining production, including sustaining exploration expenses and sustaining capital expenditures. We determined sustaining capital expenditures as those capital expenditures that are necessary to maintain current production and execute the current mine plan.

Cash cost before by-product credits per ounce, total cash cost after by-product credits per ounce and AISC are calculated by dividing the relevant costs, as determined using the cost elements noted above, by precious metal gold equivalent ounces sold for the periods presented.

Reconciliations to U.S. GAAP

The following table provides a reconciliation of total cash cost after by-product credits to total mine cost of sales (a U.S. GAAP measure) as presented in the Consolidated Statements of Operations:

Year ended December 31, 

2021

    

2020

(in thousands)

Total cash cost after by-product credits

$

26,942

$

27,792

Treatment and refining charges

  

(281)

(297)

Depreciation and amortization

  

14,728

10,241

Reclamation and remediation

156

48

Total consolidated mine cost of sales

$

41,545

$

37,784

 

The following table presents a reconciliation of the non-GAAP measures of total cash cost and AISC:

Year ended December 31, 

    

2021

    

2020

(in thousands, except ounces sold and cost per precious metal gold equivalent ounce sold)

Total cash cost before by-product credits (1)

$

28,011

$

28,407

By-product credits (2)

  

(1,069)

(615)

Total cash cost after by-product credits

$

26,942

$

27,792

Sustaining capital expenditures

4,029

372

Sustaining exploration expenses

1,405

336

Total all-in sustaining cost

$

32,376

$

28,500

Gold ounces sold

  

45,891

29,929

Total cash cost before by-product credits per gold ounce sold

$

610

$

949

By-product credits per gold ounce sold (2)

(23)

(21)

Total cash cost after by-product credits per gold ounce sold

587

928

Other sustaining expenditures per gold ounce sold (3)

118

24

Total all-in sustaining cost per gold ounce sold

$

705

$

952

(1)Production cost plus treatment and refining charges.
(2)Please see the tables below for a summary of our by-product revenue and by-product credit per precious metal equivalent ounces sold.
(3)Sustaining capital expenditures and sustaining exploration expenses divided by gold ounces sold.

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The following tables summarize our by-product revenue and by-product credit per precious metal gold ounce sold:

Year ended December 31, 

    

2021

    

2020

(in thousands)

By-product credits by dollar value:

  

Silver sales

$

1,069

$

615

Total sales from by-products

$

1,069

$

615

Year ended December 31, 

    

2021

    

2020

(in thousands)

By-product credits:

  

Silver sales

$

23

$

21

Total by-product credits

$

23

$

21

Liquidity and Capital Resources

 

Through December 31, 2020, our primary source of liquidity during development, construction and ramp up stages of the Isabella Pearl Mine was cash contributions from GRC. Since December 31, 2020, our liquidity has largely been impacted through operating activities. As production and sales from Isabella Pearl have continued to increase, so has our cash position. As of December 31, 2021, we had a cash position of $40.0 million compared to $27.8 million at December 31, 2020. The increase is primarily due to increased cash from operations. 

As of December 31, 2021, we had positive working capital of $76.0 million, representing an increase of $34.1 million from a working capital balance of $41.9 million at December 31, 2020. Our working capital balance fluctuates as we use cash to fund our operations, financing and investing activities, including exploration, mine development and income taxes.  With our working capital balance as of December 31, 2021, we believe that our liquidity and capital resources are adequate to fund our operations, exploration, capital, and corporate activities for the next twelve months.  

Cash and cash equivalents as of December 31, 2021 increased to $40.0 million from $27.8 million as of December 31, 2020, a net increase in cash of $12.2 million. The increase is primarily due to cash from operations, which was offset by cash spent on capital expenditures at Isabella Pearl, including the heap leach pad expansion, as well as $7.3 million cash paid for shareholder dividends.

Net cash provided by operating activities for the year ended December 31, 2021 was $24.7 million, compared to $13.0 million for the year ended December 31, 2020. The primary difference is due to increased net income.

Net cash used in investing activities for the year ended December 31, 2021 was $4.5 million compared to $6.5 million during the same period in 2020. The decrease is primarily due to the completion of phase one Pearl mine development in 2020.

Net cash used in financing activities was $7.9 million for the year ended December 31, 2021 compared to $20.4 million net cash provided by financing activities for the year ended December 31, 2020.  The net change is due to dividend payments in 2021, whereas in 2020, financing activities were substantially comprised of capital contributions from GRC. No such contributions were made in 2021.

Off-Balance Sheet Arrangements 

 

As of December 31, 2021, we had a $7.5 million off-balance sheet arrangement consisting of a $12.2 million surety bond off-set by a $4.7 million Reclamation Liability for future reclamation obligations for Isabella Pearl. 

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Accounting Developments 

 

Recently issued accounting pronouncements have been evaluated and do not presently impact our financial statements and supplemental data.

 

COVID-19 Assessment

In light of the COVID-19 pandemic, we have reviewed and evaluated our long-lived assets for events or changes in circumstances that indicate that the related carrying amounts may not be recoverable. As of December 31, 2021, we determined that no impairment indicators existed at the balance sheet date, as the pandemic-related restrictions are viewed as temporary and are not expected to have a material impact on our ability to recover the carrying amounts of our long-lived assets.

We have been closely monitoring the COVID-19 pandemic and its impacts and potential impacts on our business. However, because of the changing developments with respect to the spread of COVID-19 and the unprecedented nature of the pandemic, we are unable to predict the extent and duration of any potential adverse financial impact of COVID-19 on our business, financial condition and results of operations. Future developments could impact our assessment and result in material impairments to our long-lived assets.

Critical Accounting Estimates 

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets, liabilities and contingencies at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. As a result, management is required to routinely make judgments and estimates about the effects of matters that are inherently uncertain. Actual results may differ from these estimates under different conditions or assumptions. The following discussion pertains to accounting estimates management believes are most critical to the presentation of our financial position and results of operations that require management’s most difficult, subjective, or complex judgments.  

 

Revenue

         

Doré sales are recognized upon the satisfaction of performance obligations, which occurs when control of the doré transfers to the customer and price and quantity are agreed upon.  Transfer of control occurs once the customer takes possession of the doré.  Doré sales are recorded using quoted metal prices, net of refining charges.

 

Proven and Probable Reserves

 

Critical estimates are inherent in the process of determining our reserves. Our reserves are affected largely by our assessment of future metals prices, as well as by engineering and geological estimates of ore grade, accessibility, and production cost. Metals prices are estimated at three-year trailing averages. Our assessment of reserves occurs annually, and we may utilize external audits in the future. Reserves are a key component in the valuation of our property, equipment and mine development and related depreciation rates.

 

 Reserve estimates are used in determining appropriate rates of units-of-production depreciation, with net book value of many assets depreciated over remaining estimated reserves. Reserves are also a key component in forecasts, with which we compare estimated future cash flows to current asset values in an effort to ensure that carrying values are reported appropriately. Reserves are a culmination of many estimates and are not guarantees that we will recover the indicated quantities of metals or that we will do so at a profitable level.

 

Depreciation and Amortization

 

Capitalized costs are depreciated or amortized using the straight-line method or unit-of-production (“UOP”) method at rates sufficient to depreciate such costs over the shorter of estimated productive lives of such assets or the useful life of the individual assets. Significant judgment is involved in the determination of the estimated life of the assets. Our estimates

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for reserves are a key component in determining our UOP rates. Our estimates of proven and probable ore reserves may change, possibly in the near term, resulting in changes to depreciation, depletion and amortization rates in future reporting periods. Productive lives range from 3 to 7 years, but do not exceed the useful life of the individual asset.

 

  Please see Note 1 in Item 8. Financial Statements and Supplementary Data for depreciation rates of major asset categories.

 

Carrying Value of Stockpiles

 

Stockpiles represent ore that has been extracted from the mine and is available for further processing. Stockpiles are measured by estimating the number of tonnes added and removed from the stockpile, the number of contained ounces (based on assay data), and the estimated metallurgical recovery rates.  Stockpile ore tonnages are verified by periodic surveys. Costs are added to stockpiles based on current mining costs, including applicable overhead and depreciation and amortization relating to mining operations and removed at each stockpile’s average cost per recoverable unit as material is processed.

 

We record stockpiles at the lower of average cost or net realizable value. Net realizable value represents the estimated future sales price based on short-term and long-term metals price assumptions that are applied to expected short-term (12 months or less) and long-term sales from stockpiles, less estimated costs to complete production and bring the product to sale.

 

Carrying Value of Ore on Leach Pad

 

Ore on the leach pad represents ore that has been mined and placed on the leach pad where a solution is applied to the surface of the heap to dissolve the gold. Costs are added to ore on the leach pad based on current mining costs, including applicable depreciation and amortization relating to mining operations. Costs are removed from ore on the leach pad as ounces are recovered based on the average cost per estimated recoverable ounce of gold on the leach pad. Estimates of recoverable ore on the leach pad is calculated from the quantities of ore placed on the leach pad (measured tonnes added to the leach pad), the grade of ore placed on the leach pad (based on assay data) and a recovery percentage (based on ore type). In general, the leach pad is estimated to recover between 60% and 81% of the contained ounces placed on the leach pad, depending upon whether run-of-mine or crushed ore is placed on the leach pad.

 

The metallurgical balancing process is constantly monitored and estimates are refined based on actual results over time. Variations between actual and estimated quantities resulting from changes in assumptions and estimates that do not result in write-downs to net realizable value are accounted for on a prospective basis. We recorded write-downs to reduce the carrying value of leach pad inventory at our Isabella Pearl Mine to net realizable value of $3.6 million in 2020, as a component of Production Costs. These write-downs were primarily due to the expected lower realized ore grade during the ramp-up stage of the mining and processing activities. No net realizable value write-downs occurred in 2021.

 

Impairment of Long-Lived Assets

 

We evaluate the carrying value of long-lived assets to be held and used, using a fair-value based approach when events and circumstances indicate that the related carrying amount of our assets may not be recoverable. The economic environment and commodity prices may be considered as impairment indicators for the purposes of these impairment assessments. In accordance with U.S. GAAP, the carrying value of a long-lived asset or asset group is considered impaired when the anticipated undiscounted cash flows from such asset or asset group is less than its carrying value. In that event, a loss will be recorded in our consolidated statements of operations based on the difference between book value and the estimated fair value of the asset or asset group computed using discounted estimated future cash flows, or the application of an expected fair value technique in the absence of an observable market price. Future cash flows include estimates of recoverable quantities to be produced from estimated proven and probable mineral reserves, commodity prices (considering current and historical prices, price trends and related factors), production quantities, production costs, and capital expenditures, all based on life-of-mine plans and projections. In estimating future cash flows, assets are grouped at the lowest level for which identifiable cash flows exist that are largely independent of cash flows from other asset groups. It is possible that actual future cash flows will be significantly different than the estimates, as actual future quantities of

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recoverable minerals, gold and other commodity prices, production levels and costs and capital are each subject to significant risks and uncertainties.

 

Asset Retirement Obligation

 

Our mining and exploration activities are subject to various laws and regulations, including legal and contractual obligations to reclaim, remediate, or otherwise restore properties at the time the property is removed from service. Accounting for reclamation and remediation obligations requires management to make estimates of the future costs that we will incur to complete the work required to comply with existing laws and regulations. Actual costs may differ from the amounts estimated. Reclamation costs are allocated to expense over the life of the related assets and are periodically adjusted to reflect changes in the estimated present value resulting from the passage of time and revisions to the estimates of either the timing or amount of the reclamation and remediation costs. Also, future changes to environmental laws and regulations could increase the extent of reclamation and remediation work required.

 

Stock-based Compensation

 

We account for stock-based employee compensation under the fair value recognition and measurement provisions in accordance with applicable accounting standards, which require all stock-based payments to employees, including stock grants, and grants of stock options, to be measured based on the grant date fair value of the awards, with the resulting expense generally recognized on a straight-line basis over the period during which the employee is required to perform service in exchange for the award. 

 

Stock-based compensation expense is recorded over the requisite service period of the award on a straight-line basis. We recognize forfeitures as they occur.

 

Income Taxes

 

The calculation of income tax expense, deferred tax assets and deferred tax liabilities involve significant management estimation and judgment involving a number of assumptions. In determining these amounts, management interprets tax legislation and makes estimates of the expected timing of the reversal of future tax assets and liabilities. We also make assumptions about future earnings, tax planning strategies and the extent to which potential future tax benefits will be used. We are also subject to assessments by various taxation authorities which may interpret tax legislation differently, which could affect the final amount or the timing of tax payments.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Not applicable to smaller reporting companies.

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Item 8. Financial Statements and Supplementary Data

Index to the Financial Statements

Report of Haynie & Company, Independent Registered Public Accounting Firm (PCAOB ID 457)

38

Report of Plante & Moran, PLLC, Independent Registered Public Accounting Firm (PCAOB ID 166)

39

Consolidated Balance Sheets at December 31, 2021 and 2020

40

Consolidated Statements of Operations for the years ended December 31, 2021 and 2020

41

Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2021 and 2020

42

Consolidated Statements of Cash Flows for the years ended December 31, 2021 and 2020

43

Notes to Consolidated Financial Statements

44

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of Fortitude Gold Corporation


Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheet of Fortitude Gold Corporation (the “Company”) as of December 31, 2021, the related consolidated statements of operations, shareholders’ equity, and cash flows for the year ended December 31, 2021, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2021, and the results of its operations and its cash flows for the year ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

The Company's management is responsible for these financial statements. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ Haynie and Company

We have served as the Company’s auditor since 2021.

Salt Lake City, Utah

March 1, 2022

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of Fortitude Gold Corporation


Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheet of Fortitude Gold Corporation (the “Company”) as of December 31, 2020, the related consolidated statements of operations, shareholders’ equity, and cash flows for the year then ended, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2020, and the results of its operations and its cash flows for the year the ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

The Company's management is responsible for these financial statements. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Emphasis of Matter

As discussed in Note 2 Related Party Transactions to the financial statements, the Company has had expense allocations and capital contributions from Gold Resource Corporation. Our opinion is not modified with respect to this matter.

/s/ Plante & Moran, PLLC

We have served as the Company’s auditor since 2017.

Denver, Colorado

March 24, 2021

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FORTITUDE GOLD CORPORATION
CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands, except share and per share amounts)

December 31, 

December 31, 

    

2021

    

2020

  

ASSETS

  

  

Current assets:

  

  

Cash and cash equivalents

$

40,017

$

27,774

Accounts receivable

 

238

 

145

Inventories

 

37,550

 

23,051

Prepaid taxes

1,289

Prepaid expenses and other current assets

 

2,228

 

1,962

Total current assets

 

81,322

 

52,932

Property, plant and mine development, net

 

37,226

 

50,990

Operating lease assets, net

 

463

 

6,198

Deferred tax assets

509

959

Other non-current assets

 

2,909

 

1,946

Total assets

$

122,429

$

113,025

LIABILITIES AND SHAREHOLDERS' EQUITY

 

  

 

  

Current liabilities:

 

  

 

  

Accounts payable

$

2,127

$

1,715

Loans payable, current

 

87

 

665

Finance lease liabilities, current

 

23

 

398

Operating lease liabilities, current

 

463

 

6,198

Mining taxes payable

 

1,699

 

1,001

Other current liabilities

 

912

 

1,092

Total current liabilities

 

5,311

 

11,069

Asset retirement obligations

 

4,725

 

3,844

Loans payable, long-term

 

30

 

117

Finance lease liabilities, long-term

 

15

 

27

Total liabilities

 

10,081

 

15,057

Shareholders' equity:

 

  

 

  

Preferred stock - $0.01 par value, 20,000,000 shares authorized and nil outstanding at December 31, 2021 and nil shares authorized and outstanding at December 31, 2020

 

 

Common stock - $0.01 par value, 200,000,000 shares authorized and

23,961,208 shares outstanding at December 31, 2021 and 21,211,208 shares outstanding at December 31, 2020

 

240

 

212

Additional paid-in capital

 

103,476

 

99,682

Retained earnings (accumulated deficit)

 

8,632

 

(1,926)

Total shareholders' equity

 

112,348

 

97,968

Total liabilities and shareholders' equity

$

122,429

$

113,025

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

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FORTITUDE GOLD CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

For the years ended December 31, 2021 and 2020

(U.S. dollars in thousands, except share and per share amounts)

Year ended

December 31, 

    

2021

    

2020

Sales, net

$

82,109

$

53,967

Mine cost of sales:

 

  

 

  

Production costs

 

26,661

 

27,495

Depreciation and amortization

 

14,728

 

10,241

Reclamation and remediation

 

156

 

48

Total mine cost of sales

 

41,545

 

37,784

Mine gross profit

 

40,564

 

16,183

Costs and expenses:

 

  

 

  

General and administrative expenses

 

11,443

 

2,882

Exploration expenses

 

5,396

 

2,648

Other expense, net

 

190

 

233

Total costs and expenses

 

17,029

 

5,763

Income before income and mining taxes

 

23,535

 

10,420

Mining and income tax expense

 

5,669

 

203

Net income

$

17,866

$

10,217

Net income per common share:

 

  

 

  

Basic

$

0.75

$

0.48

Diluted

$

0.74

$

0.48

Weighted average shares outstanding:

 

  

 

  

Basic

23,875,631

21,211,208

Diluted

 

24,108,365

 

21,211,208

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

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FORTITUDE GOLD CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

For the years ended December 31, 2021 and 2020

(U.S. dollars in thousands, except share amounts)

     

Years Ended December 31, 2021 and 2020

Par

Retained

Number of

Value of

Earnings

Total

Common

Common

Additional Paid-

(Accumulated

Shareholders'

     

Shares

     

Shares

     

in Capital

     

Deficit)

     

Equity

Balance, December 31, 2019 (GRCN)

10,000

$

$

78,083

$

(12,143)

$

65,940

Capital contributions by Parent

21,811

21,811

Issuance of shares under private placement

21,211,208

 

212

 

(212)

 

 

Net income

10,217

10,217

Balance, December 31, 2020 (Fortitude)

21,221,208

$

212

$

99,682

$

(1,926)

$

97,968

Balance, December 31, 2020 (Fortitude)

21,211,208

$

212

$

99,682

$

(1,926)

$

97,968

Stock-based compensation

2,250,000

 

23

 

3,382

 

 

3,405

Issuance of shares under private placement

500,000

 

5

 

495

 

 

500

Dividends

 

 

 

(7,308)

 

(7,308)

True up from spin-off

(83)

(83)

Net income

 

 

 

17,866

 

17,866

Balance, December 31, 2021 (Fortitude)

23,961,208

$

240

$

103,476

$

8,632

$

112,348

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

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FORTITUDE GOLD CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the years ended December 31, 2021 and 2020

(U.S. dollars in thousands)

Year ended

December 31, 

    

2021

    

2020

Cash flows from operating activities:

 

  

 

  

Net income

$

17,866

$

10,217

Adjustments to reconcile net income to net cash from operating activities:

 

  

 

  

Depreciation and amortization

 

14,859

 

10,377

Stock-based compensation

3,405

Deferred taxes

450

(959)

Reclamation and remediation accretion

156

48

Other operating adjustments

 

(303)

 

Changes in operating assets and liabilities:

 

  

 

  

Accounts receivable

 

(93)

 

(145)

Inventories

 

(10,866)

 

(2,300)

Prepaid expenses and other current assets

 

(266)

 

(1,643)

Other non-current assets

 

19

 

(2,085)

Accounts payable and other accrued liabilities

 

29

 

(1,508)

Income and mining taxes payable

 

(591)

 

1,001

Net cash provided by operating activities

 

24,665

 

13,003

Cash flows from investing activities:

 

  

 

  

Capital expenditures

 

(4,546)

 

(6,488)

Net cash used in investing activities

 

(4,546)

 

(6,488)

Cash flows from financing activities:

 

  

 

  

Contributions from GRC

 

 

21,711

Dividends paid

(7,308)

Issuance of common stock

500

Repayment of loans payable

 

(665)

 

(879)

Repayment of capital leases

 

(403)

 

(439)

Net cash (used in) provided by financing activities

 

(7,876)

 

20,393

Net increase in cash and cash equivalents

 

12,243

 

26,908

Cash and cash equivalents at beginning of period

 

27,774

 

866

Cash and cash equivalents at end of period

$

40,017

$

27,774

Supplemental Cash Flow Information

 

  

 

  

Interest expense paid

$

26

$

86

Income and mining taxes paid

$

5,893

$

Non-cash investing and financing activities:

 

  

 

  

Change in capital expenditures in accounts payable

$

503

$

(1,544)

Change in estimate for asset retirement costs

$

794

$

1,159

Stock contributed from Parent

$

$

100

Equipment purchased under finance lease

$

16

$

Right-of-Use assets acquired through operating lease

$

1,820

$

7,265

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

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FORTITUDE GOLD CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2021

1. Nature of Operations and Summary of Significant Accounting Policies

Nature of Operations

Fortitude Gold Corporation (the “Company,” “FGC,” or “Fortitude”) was organized under the laws of the State of Colorado on August 11, 2020. On August 18, 2020, Gold Resource Corporation (“GRC” or “Parent”) transferred all of the 10,000 issued and outstanding common stock shares of its wholly-owned subsidiary GRC Nevada Inc. (“GRCN”) to Fortitude in exchange for 21,211,208 shares of Fortitude’s common stock. With the share transfer, GRCN became a wholly-owned subsidiary of Fortitude and Fortitude became a wholly-owned subsidiary of GRC. The assets and liabilities were recorded at historical cost as the entities were under common control.

On December 31, 2020, GRC completed the spin-off of FGC, which separated FGC’s business, activities, and operations into a separate, public company.  The Spin-Off was effected by the distribution of all of the outstanding shares of FGC common stock to GRC’s shareholders. GRC’s shareholders received one share of FGC common stock for every 3.5 shares of GRC’s common stock held as of December 28, 2020.

In February 2021, FGC began trading on the OTC Market under the ticker symbol “FRTT”. Subsequently the symbol was changed to “FTCO” and was up listed to the OTCQB in March 2021.

FGC is a mining company which pursues gold and silver projects that are expected to have both low operating costs and high returns on capital.

Significant Accounting Policies

Basis of Presentation

The consolidated financial statements included herein are expressed in United States dollars and conform to United States generally accepted accounting principles (“U.S. GAAP”). The consolidated financial statements include the accounts of the Company, its subsidiaries GRCN, Walker Lane Minerals Corp. (“WLMC”), County Line Holdings, Inc., and County Line Minerals Corp. All significant intercompany balances and transactions have been eliminated.

The consolidated balance sheet as of December 31, 2020 and statements of operations, shareholders’ equity and cash flows for the year ended December 31, 2020 have been have been prepared on a “carve-out” basis to include allocations of certain expenses for human resources, accounting, and other services, plus share-based compensation allocated from GRC. The expense allocations have been determined on basis that the Company and GRC consider to be reasonable reflections of the utilization of services, or the benefits provided.  In addition, the assets and liabilities include only those assigned to the carve-out entities. The allocations and related estimates and assumptions are described more fully in Note 2, Related Party Transactions. Further, the consolidated financial statements as of and for the year ended December 31, 2020 do not necessarily reflect what the results of operations, financial position, or cash flows would have been had the Company been a separate entity nor are they indicative of the future results of the Company. The Company’s consolidated balance sheet as of December 31, 2020, reflects the consolidated balance sheet of FGC and its subsidiaries, while the consolidated statements of operations, shareholders’ equity and cash flows for the year ended December 31, 2020 have been derived from the accounting records of GRC and should be read with the accompanying notes thereto.

Risk and Uncertainties

As a mining company, the Company’s revenue, profitability and future rate of growth are substantially dependent on prevailing metal prices for gold and to a lesser extent silver. Historically, the commodity markets have been very volatile, and there can be no assurance that commodity prices will not be subject to wide fluctuations in the future. A substantial or extended decline in commodity prices could have a material adverse effect on the Company’s financial

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position, results of operations, cash flows, access to capital and on the quantities of reserves that the Company can economically produce. The carrying value of the Company’s property, plant and mine development, net; inventories; stockpiles and ore on leach pads; and deferred income tax assets are particularly sensitive to the outlook for the market price for gold. A decline in the price of gold and silver from current levels could result in material impairment charges related to these assets.

In addition to changes in gold prices, other factors such as changes in mine plans, increases in costs, geotechnical failures, changes in social, environmental or regulatory requirements, impacts of global events such as the COVID-19 pandemic and management’s decision to reprioritize or abandon a development project can adversely affect the Company’s ability to recover its investment in certain assets and result in impairment charges.

During the year ended December 31, 2021, the COVID-19 pandemic has had a material impact on the global economy, the scale and duration of which remain uncertain. The Company remained fully operational during 2021, however, the future impact of this pandemic could include temporary or sustained site closures, significant COVID-19 specific costs, volatility in the prices for gold and other metals, logistical challenges shipping the Company’s products, additional travel restrictions, other supply chain disruptions and workforce interruptions, including loss of life. Depending on the duration and extent of the impact of COVID-19 and the success of a widely available vaccine, this could materially impact the Company’s results of operations, cash flows and financial condition and could result in material impairment charges to the Company’s property, plant and mine development, net; inventories; stockpiles and ore on leach pads; and deferred income tax assets. As the situation continues to evolve, the Company will continue to closely monitor market conditions and respond accordingly. The Company has completed various scenario planning analyses to consider potential impacts of COVID 19 on its business, including volatility in commodity prices, temporary disruptions and/or curtailments of operating activities (voluntary or involuntary). The Company believes that its operations will be sufficient for the foreseeable future, although there is no assurance that will be the case.

Use of Estimates

 

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The more significant areas requiring the use of management estimates and assumptions relate to mineral reserves that are the basis for future cash flow estimates utilized in impairment calculations and units-of-production depreciation calculations; future metal prices; environmental remediation, reclamation and closure obligations; estimates of recoverable gold and other minerals in stockpile and leach pad inventories; estimates of fair value related to asset impairment assessments; write-downs of inventory, stockpiles and ore on leach pads to net realizable value; valuation allowances for deferred tax assets; provisional amounts related to income tax effects of newly enacted tax laws. Management routinely makes judgments and estimates about the effects of matters that are inherently uncertain and bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances. Actual results could differ from these estimates.

 

Cash and Cash Equivalents

 

Cash and cash equivalents consist of all cash balances and highly liquid investments with a remaining maturity of three months or less when purchased and are carried at cost.

Accounts receivable

Accounts receivable consists of trade receivables, which are recorded from the sale of doré.

 

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Inventories

 

The major inventory categories are set forth below:

 

Stockpile Inventories: Stockpile inventories represent ore that has been mined and is available for further processing. Stockpiles are measured by estimating the number of tonnes added and removed from the stockpile, an estimate of the contained metals (based on assay data) and the estimated metallurgical recovery rates. Costs are allocated to stockpiles based on relative values of material stockpiled and processed using current mining costs incurred, including applicable overhead, depreciation and amortization relating to mining operations. Material is removed at each stockpile’s average cost per ounce. Stockpiles are carried at the lower of average cost or net realizable value. Net realizable value represents the estimated future sales price of the product based on current and long-term metals prices, less the estimated costs to complete production and bring the product to sale. The current portion of stockpiles is determined based on the expected amounts to be processed within the next 12 months. Stockpiles not expected to be processed within the next 12 months are classified as long-term. See Note 4 for current and long-term balances as of December 31, 2021 and 2020.

 

Doré Inventory: Doré inventories includes gold and silver doré bars held at the Company’s facility. Doré inventories are carried at the lower of cost of production or net realizable value based on current metals prices.

 

Leach Pad: Ore on leach pad represents ore that has been mined and placed on the leach pad where a solution is applied to the surface of the heap to extract the gold or silver. Costs are added to ore on leach pads based on current mining costs, including applicable depreciation and amortization relating to mining operations. Costs are removed from ore on leach pads as ounces are recovered based on the average cost per estimated recoverable ounce of gold or silver on the leach pad.

 

Estimates of recoverable ore on the leach pad are calculated from the quantities of ore placed on the leach pad (measured tonnes added to the leach pad), the grade of ore placed on the leach pad (based on assay data) and a recovery percentage (based on ore type).

 

Although the quantities of recoverable ore placed on the leach pad are reconciled by comparing the grades of ore placed on pads to the quantities of metal actually recovered (metallurgical balancing), the nature of the leaching process inherently limits the ability to precisely monitor inventory levels. As a result, the metallurgical balancing process is constantly monitored and estimates are refined based on actual results over time. Changes in assumptions and estimates are accounted for on a prospective basis.

 

Materials and Supplies Inventories: Materials and supplies inventories consist of chemical reagents, fuels, and other materials and supplies. Cost includes applicable taxes and freight. Materials and supplies inventory is carried at lower of average cost or net realizable value.

Write-downs of inventory are charged to expense.

 

Property, Plant and Mine Development

 

Land and Mineral Rights: The costs of acquiring land and mineral rights are considered tangible assets. Administrative and holding costs to maintain an exploration property are expensed as incurred. If a mineable mineral deposit is discovered, such capitalized costs are amortized when production begins using the units of production (“UOP”) method. If no mineable mineral deposit is discovered or such rights are otherwise determined to have diminished value, such costs are expensed in the period in which the determination is made.

 

Mine DevelopmentThe costs include engineering and metallurgical studies, drilling and other related costs to delineate an ore body, the building of access ways, shafts, lateral access, drifts, ramps and other infrastructure. Costs incurred before mineralization is classified as proven and probable reserves are expensed and classified as exploration expenses. Capitalization of mine development project costs, that meet the definition of an asset, begins once mineralization is classified as proven and probable reserves.

 

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Drilling costs incurred during the production phase for operational ore control are allocated to inventory costs and then included as a component of production costs. All other drilling and related costs are expensed as incurred.

 

Mine development costs are amortized using the UOP method based on estimated recoverable ounces in proven and probable reserves.

 

The cost of removing overburden and waste materials to access the ore body at an open pit mine prior to the production phase are referred to as “pre-stripping costs”. Pre-stripping costs are capitalized during the development of an open pit mine. Where multiple open pits exist at a mining complex utilizing common processing facilities, pre-stripping costs are capitalized at each pit. The removal, production, and sale of deminimis saleable materials may occur during the development phase of an open pit mine and are assigned incremental mining costs related to the removal of that material.

 

The production phase of an open pit mine commences when saleable minerals, beyond a de minimis amount, are produced. Stripping costs incurred during the production phase of a mine are variable production costs that are included as a component of inventory to be recognized in costs applicable to sales in the same period as the revenue from the sale of inventory.

 

Property and Equipment: All items of property and equipment are carried at cost. Normal maintenance and repairs are expensed as incurred while expenditures for major maintenance and improvements are capitalized. Gains or losses on disposition are recognized in other (income) expense.

 

Construction in Progress: Expenditures for new facilities or equipment are capitalized and recorded at cost. Once completed and ready for its intended use, the asset is transferred to property and equipment to be depreciated or amortized.

Depreciation and Amortization: Capitalized costs are depreciated or amortized using the straight-line or UOP method at rates sufficient to depreciate such costs over the shorter of estimated productive lives of such assets or the useful life of the individual assets. The estimates for mineral reserves are a key component in determining the UOP depreciation rates. The estimates of reserves may change, possibly in the near term, resulting in changes to depreciation and amortization rates in future reporting periods. The following are the estimated economic lives of depreciable assets:

    

Range of Lives

Asset retirement costs

UOP

Furniture, computer and office equipment

3 to 4 years

Light vehicles and other mobile equipment

4 years

Machinery and equipment

UOP to 4 years

Plant facilities, leach pad, and related infrastructure

UOP to 7 years

Mine development and mineral interests

UOP

Impairment of Long-Lived Assets

 

The Company evaluates its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Asset impairment is considered to exist if the total estimated future cash flows on an undiscounted basis are less than the carrying amount of the asset. If an impairment is indicated, a determination is made whether an impairment has occurred and any impairment losses are measured as the excess of carrying value over the total discounted estimated future cash flows, or the application of an expected fair value technique in the absence of an observable market price and are charged to expense on the Company’s consolidated statements of operations. In estimating future cash flows, assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of future cash flows from other asset groups.

 

Existing reserves and other mineralized material are included when estimating the fair value in determining whether the assets are impaired. The Company’s estimates of future cash flows are based on numerous assumptions including expected gold and other commodity prices, production levels, capital requirements and estimated salvage values. It is possible that actual future cash flows will be significantly different than the estimates, as actual future quantities of

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recoverable minerals, gold and other commodity prices, production levels and costs and capital requirements are each subject to significant risks and uncertainties.

 

Fair Value of Financial Instruments

 

The recorded amounts of cash and cash equivalents, accounts payable, and loans payable approximate fair value because of the short maturity of those instruments. 

 

Revenue Recognition 

 

Gold doré sales are recognized upon the satisfaction of performance obligations, which occurs when price and quantity are agreed upon with the customer.  Silver doré sales are immaterial. Doré sales are recorded using quoted metal prices, net of refining charges.

 

Production Costs

 

Production costs include labor and benefits, royalties, and doré shipping costs, mining subcontractors, fuel and lubricants, legal and professional fees related to mine operations, materials and supplies, repairs and maintenance, explosives, insurance, reagents, travel, medical services, security equipment, office rent, tools, and other costs that support mining operations.

 

Exploration Costs

 

Exploration costs are charged to expense as incurred. Costs to identify new mineral resources and to evaluate potential resources are considered exploration costs.

Asset Retirement Obligation

An asset retirement obligation is recognized when incurred and is recorded as a liability at fair value. The liability is accreted over time through periodic charges to earnings. In addition, the asset retirement cost is capitalized as part of the asset’s carrying value and amortized over the life of the related asset. Asset retirement costs are periodically adjusted to reflect changes in the estimated present value resulting from the passage of time and revisions to the estimates of either the timing or amount of the reclamation costs. The estimated asset retirement obligation is based on when spending for an existing disturbance is expected to occur. The Company reviews, on an annual basis, unless otherwise deemed necessary, the reclamation obligation in accordance with ASC guidance for asset retirement obligations.

 

Income Taxes

 

Income taxes are computed using the asset and liability method. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial and tax reporting purposes and the effect of net operating losses using enacted tax rates in effect in the years in which the differences are expected to reverse. Deferred tax assets are evaluated to determine if it is more likely than not that they will be realized. Please see Note 5 for additional information.

 

Earnings Per Share

 

Basic earnings per share is calculated based on the weighted average number of common shares outstanding for the period.  Diluted income per share reflects the dilution that could occur if potentially dilutive securities, as determined using the treasury stock method, are converted into common stock. Potentially dilutive securities are excluded from the calculation when their inclusion would be anti-dilutive, such as periods when a net loss is reported or when the exercise price of the instrument exceeds the average fair market value of the underlying common stock.

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Stock-Based Compensation

The Company records stock-based compensation awards exchanged for employee services at fair value on the date of the grant and expenses the awards in the consolidated statements of operations over the requisite employee service period on a straight-line basis over the vesting period. The Company recognizes forfeitures as they occur. The Company's estimates may be impacted by certain variables including, but not limited to, stock price volatility, and related tax impacts.

 

Concentration of Credit Risk

 

The Company has considered and assessed the credit risk resulting from its doré sales arrangements with its customers. In the event that the Company’s relationships with its customers are interrupted for any reason, the Company believes that it would be able to locate another entity to purchase its doré bars; however, any interruption could temporarily disrupt the Company’s sale of its products and adversely affect operating results.

 

The Isabella Pearl Mine in Nevada, U.S.A. accounted for 100% of the Company’s 2021 and 2020 net sales with one customer accounting for 96% of net sales in both 2021 and 2020.

2. Related Party Transactions

Effective December 31, 2020, in connection with the Spin-Off, the Company entered into a Management Services Agreement (“MSA” or “Agreement”) with GRC that governed the relationship of the parties following the Spin-Off. The MSA provided that the Company received services from GRC and its subsidiaries to assist in the transition of the Company as a separate company including, managerial and technical supervision, advisory and consultation with respect to mining operations, exploration, environmental, safety and sustainability matters. The Company also received certain administrative services related to information technology, accounting and financial advisory services, legal and compliance support and investor relation and shareholder communication services. The agreed upon charges for services rendered were based on market rates that align with the rates that an unaffiliated service provider would charge for similar services. The MSA’s initial term was to expire on December 31, 2021, would automatically renew annually and may be cancelled upon 30 days written notice by one party to the other during the term.  On April 21, 2021, GRC provided the Company 30 days written notice to cancel the MSA effective May 21, 2021. During the year ended December 31, 2021, the Company recognized $0.4 million of expense related to the MSA.

Prior to the Spin-Off, GRC provided human resources, information technology, accounting, legal, technical, and other services to the Company. The Company obtained its business insurance under GRC. The accompanying Consolidated Statements of Operations, Shareholder’s Equity and Consolidated Statement of Cash Flows for the year ended December 31, 2020, include allocations of all of these expenses. The allocation method calculates the appropriate share of overhead cost to the Company by using time spent by GRC employees. The Company believes the allocation methodology used is reasonable, has been consistently applied, and results in an appropriate allocation of costs incurred. However, these allocations may not be indicative of the cost had the Company been a stand-alone entity or of future services. GRC allocated $2.8 million for the year ended December 31, 2020. These costs were treated as capital contributions from GRC in the accompanying 2020 financial statements. In addition, the Company received cash contributions from GRC to help fund its operations and mine development, which are not expected to be repaid and are treated as capital contributions. For year ended December 31, 2020, the Company received total capital contributions from GRC of $21.8 million inclusive of allocated costs described above.

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3. Revenue

The following table presents the Company’s net sales disaggregated by source:

    

Year ended

December 31, 

    

2021

    

2020

(in thousands)

Sales, net

  

  

Gold doré sales

$

82,390

$

54,264

Less: Refining charges

 

(281)

 

(297)

Total sales, net

$

82,109

$

53,967

4. Inventories

At December 31, 2021 and December 31, 2020, current inventories consisted of the following:

    

December 31, 

    

December 31, 

    

2021

    

2020

    

(in thousands)

Stockpiles

$

5,839

$

6,269

Leach pad

 

31,119

 

16,636

Doré

 

434

 

19

Subtotal - product inventories

 

37,392

 

22,924

Materials and supplies

 

158

 

127

Total

$

37,550

$

23,051

In addition to the inventory above, as of December 31, 2021 and December 31, 2020, the Company has $2.6 million and $1.6 million, respectively, of low-grade ore stockpile inventory included in other non-current assets on the accompanying Consolidated Balance Sheets.

For the year ended December 31, 2020 the Company recorded $3.6 million in net realizable value (“NRV”) inventory adjustments. No NRV adjustments were recorded in 2021.

5. Income Taxes

The Company files a consolidated U.S. income tax return. The Company also files a Nevada net proceeds of minerals tax return and such tax is treated as an income tax for purposes of ASC 740. At the federal level, the Company’s income (loss) in the U.S. is taxed at 21%, while a 5% net proceeds of minerals tax applies in Nevada. For financial reporting purposes, the Company recorded net income before income taxes of $23.5 million and $10.4 million for the years ended December 31, 2021 and 2020, respectively.

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For the years ended December 31, 2021 and 2020, the Company had $5.2 million and $1.2 million of current tax expense, respectively. As a result of the spinoff from GRC, $(0.1) million and $0.2 million in federal current tax (benefit)/expense resulted in an adjustment to additional paid in capital and did not generate a tax payable in 2021 and 2020, respectively.

Year ended December 31, 

2021

    

2020

(in thousands)

Current taxes

Federal

$

3,000

$

161

State

2,219

1,001

Total current taxes

$

5,219

$

1,162

Deferred taxes

Federal

$

450

$

(959)

State

Total deferred taxes

$

450

$

(959)

Total income and mining taxes

$

5,669

$

203

The provision for income taxes for the years ended December 31, 2021 and 2020, differs from the amount of income tax determined by applying the applicable United States statutory federal income tax rate to pre-tax income from operations as a result of the following differences:

Year ended December 31, 

2021

    

2020

(in thousands)

Tax at statutory rates

$

4,943

$

2,188

Change in valuation allowance

(2,063)

Nevada net proceeds of minerals tax, net

1,753

791

Depletion in excess of basis

(1,584)

(623)

Nondeductible Compensation

576

Other

(19)

(90)

Total income and mining tax expense

$

5,669

$

203

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The following table sets forth deferred tax assets and liabilities:

December 31, 

2021

    

2020

(in thousands)

Deferred tax assets

Property and equipment

$

2,434

1,873

Lease liabilities

97

1,302

Stock compensation

31

Total deferred tax assets

2,562

3,175

Valuation allowance

Deferred tax assets after valuation allowance

$

2,562

$

3,175

Deferred tax liabilities

Lease assets

$

(97)

$

(1,302)

Inventory

(1,956)

(914)

Total deferred tax liabilities

$

(2,053)

$

(2,216)

Net deferred tax asset

$

509

$

959

Other Tax Disclosures

The Company evaluates the evidence available to determine whether a valuation allowance is required on the deferred tax assets. The Company removed the valuation allowance on its deferred tax assets in 2020 as a result of significant taxable income in the year and the strong likelihood of utilization of its net deferred tax assets as a result of continuing operations. The Company continues to evaluate the realizability of deferred tax assets.

As of both December 31, 2021 and 2020, the Company believes that it has no uncertain tax positions. If the Company were to determine there was an uncertain tax position, the Company would recognize the liability and related interest and penalties within income tax expense.

6. Prepaid Expenses and Other Current Assets

At December 31, 2021 and December 31, 2020, prepaid expenses and other current assets consisted of the following:

    

December 31, 

    

December 31, 

    

2021

    

2020

    

(in thousands)

Contractor advances

$

1,831

$

1,670

Prepaid insurance

250

195

Other current assets

 

147

 

97

Total

$

2,228

$

1,962

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7. Property, Plant and Mine Development, net

At December 31, 2021 and December 31, 2020, property, plant and mine development consisted of the following:

    

December 31, 

    

December 31, 

    

2021

    

2020

    

(in thousands)

Asset retirement costs

$

4,382

$

3,588

Construction-in-progress

 

3,891

 

195

Furniture and office equipment

 

410

 

324

Leach pad and ponds

 

5,649

 

5,649

Land

 

25

 

13

Light vehicles and other mobile equipment

 

463

 

435

Machinery and equipment

 

15,143

 

14,311

Mill facilities and infrastructure

 

7,729

 

7,669

Mineral interests and mineral rights

 

18,928

 

18,878

Mine development

 

24,365

 

24,365

Software and licenses

 

65

 

65

Subtotal (1) (2)

 

81,050

 

75,492

Accumulated depreciation and amortization

 

(43,824)

 

(24,502)

Total

$

37,226

$

50,990

(1)Includes $0.1 million and $1.8 million of assets recorded under finance leases at December 31, 2021 and 2020, respectively. Please see Note 12 for additional information.
(2)Includes capital expenditures in accounts payable of $1.1 million and $0.6 at December 31, 2021 and 2020, respectively.

For the years ended December 31, 2021 and 2020, the Company recorded depreciation and amortization expense of $14.9 million and $10.4 million, respectively.

8. Other Current Liabilities

At December 31, 2021 and December 31, 2020, other current liabilities consisted of the following:

    

December 31, 

    

December 31, 

    

2021

    

2020

    

(in thousands)

Accrued royalty payments

$

435

$

718

Accrued property and excise taxes

 

461

 

353

Other accrued expenses

16

21

Total

$

912

$

1,092

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9. Asset Retirement Obligation

The following table presents the changes in the Company’s asset retirement obligation for the years ended December 31, 2021 and 2020:

    

December 31, 

    

December 31, 

    

2021

    

2020

    

(in thousands)

Asset retirement obligation – balance at beginning of period

$

3,844

$

2,486

Changes in estimate

 

794

 

1,159

Payments

(220)

Accretion

 

307

 

199

Asset retirement obligation – balance at end of period

$

4,725

$

3,844

As of December 31, 2021 the Company had a $7.5 million off-balance sheet arrangement consisting of a $12.2 million surety bond off-set by a $4.7 million asset retirement for future reclamation obligations for Isabella Pearl. As of December 31, 2020, the Company had a $5.4 million off-balance sheet arrangement consisting of a $9.2 million surety bond off-set by a $3.8 million asset retirement obligation for future reclamation obligations for Isabella Pearl. The Company’s asset retirement obligations were discounted using a credit adjusted risk-free rate of 8%.

10. Loans Payable

The Company has financed certain equipment purchases on a long-term basis. The loans bear annual interest at rates ranging from 3% to 4.48%, are collateralized by the equipment, and require monthly principal and interest payments of $0.01 million. As of December 31, 2021, and December 31, 2020, there was an outstanding balance of $0.1 million and $0.8 million, respectively. Scheduled remaining minimum repayments are $0.1 million in 2022. The fair value of the loans payable, based on Level 2 inputs, approximated the outstanding balance at both December 31, 2021 and December 31, 2020. See Note 15 for the definition of a Level 2 input.

11. Commitments and Contingencies

The Company has a Contract Mining Agreement with a mining contractor relating to mining activities at its Isabella Pearl Mine. Included in this Agreement is an embedded lease for the mining equipment for which the Company has recognized a right-of-use asset and corresponding operating lease liability. Please see Note 12 for more information. In addition to the embedded lease payments, the Company pays the contract miner operational costs in the normal course of business. These costs represent the remaining future contractual payments for the Contract Mining Agreement over its term. The contractual payments are determined by rates within the Contract Mining Agreement, estimated tonnes moved and bank cubic yards for drilling and blasting. As of December 31, 2021, total estimated contractual payments remaining, excluding embedded lease payments, are $0.6 million for the year ended December 31, 2022.

12. Leases

Operating Leases

Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases as incurred over the lease term. For leases beginning in 2019 and later, the Company accounts for lease components (e.g., fixed payments including rent, real estate taxes and insurance costs) separately from the non-lease components (e.g., common-area maintenance costs).

The depreciable life of assets are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. The weighted average remaining lease term for the Company’s operating leases as of December 31, 2021 is 0.08 years.

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The discount rate implicit within the Company’s leases is generally not determinable and therefore the Company determines the discount rate based on its incremental borrowing rate. The incremental borrowing rate for the Company’s leases is determined based on the lease term adjusted for impacts of collateral. The weighted average discount rate used to measure the Company’s operating lease liabilities as of December 31, 2021 was 4.48%.

There are no material residual value guarantees and no restrictions or covenants imposed by the Company’s leases.

The Company has an embedded lease for its mining equipment in its Contract Mining Agreement for its Isabella Pearl Mine, which was renewed for a three-month period in October 2021 resulting in the recognition of a $1.8 million right-of-use asset and corresponding $1.8 operating lease liability. The Company’s lease payments for its mining equipment are determined by tonnage hauled. The payments, amortization of the right-of-use asset, and interest vary immaterially from forecasted amounts due to variable conditions at the mine. During the year ended December 31, 2021, the Company capitalized variable lease costs of $8.2 million to Inventory and nil to Property, plant, and mine development. During the year ended December 31, 2020, the Company capitalized variable lease costs of $6.4 million to Inventory and $1.5 million to Property, plant, and mine development.

Maturities of operating lease liabilities as of December 31, 2021 are as follows (in thousands)

Year Ending December 31:

    

    

2022

$

466

Thereafter

 

Total lease payments

 

466

Less imputed interest

 

(3)

Present value of minimum payments

 

463

Less: current portion

 

(463)

Long-term portion of minimum payments

$

Finance Leases

The Company has finance lease agreements for certain equipment. The leases bear annual imputed interest of 4.48% and require monthly principal, interest, and sales tax payments of $0.04 million. The weighted average discount rate for the Company’s finance leases is 4.48%. Scheduled minimum annual payments as of December 31, 2021 are as follows (in thousands):

Year Ending December 31:

    

    

2022

$

23

2023

 

13

2024

 

4

2025

 

Thereafter

 

Total minimum obligations

 

40

Less: interest portion

 

(2)

Present value of minimum payments

 

38

Less: current portion

 

(23)

Long-term portion of minimum payments

$

15

The weighted average remaining lease term for the Company’s finance leases as of December 31, 2021 is 1.88 years.

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Supplemental cash flow information related to the Company’s operating and finance leases is as follows for the years ended December 31, 2021 and 2020:

    

Year ended

December 31, 

    

2021

    

2020

    

(in thousands)

Cash paid for amounts included in the measurement of lease liabilities:

  

  

Operating cash flows from operating leases

$

8,228

$

6,382

Operating cash flows from finance leases

 

12

 

36

Investing cash flows from operating lease

 

 

1,452

Financing cash flows from finance leases

 

403

 

439

13. Other Expense, Net

For the years ended December 31, 2021 and 2020, other expense, net consisted of the following:

Year ended

December 31, 

2021

    

2020

(in thousands)

Interest expense

$

129

$

143

Charitable contributions

71

100

Other income

(10)

(10)

Total

$

190

$

233

14. Net Income per Common Share

Basic earnings per common share is calculated based on the weighted average number of common shares outstanding for the period. Diluted earnings per common share is calculated based on the assumption that stock options and other dilutive securities outstanding, which have an exercise price less than the average market price of the Company’s common shares during the period, would have been exercised on the later of the beginning of the period or the date granted and that the funds obtained from the exercise were used to purchase common shares at the average market price during the period.

The effect of the Company’s dilutive securities is calculated using the treasury stock method and only those instruments that result in a reduction in net income per common share are included in the calculation. As of December 31, 2021, potentially dilutive securities representing 90,000 shares of common stock were excluded from the computation of diluted earnings per share because their effect would have been antidilutive.

Basic and diluted net income per common share is calculated as follows:

Year ended

December 31, 

2021

    

2020

Net income (in thousands)

$

17,866

$

10,217

Basic weighted average shares of common stock outstanding

23,875,631

21,211,208

Diluted effect of share-based awards

232,734

Diluted weighted average common shares outstanding

24,108,365

21,211,208

Net income per share:

Basic

$

0.75

$

0.48

Diluted

$

0.74

$

0.48

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15. Fair Value Measurement

Fair value accounting establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below:

Level 1

Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2

Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and

Level 3

Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

As required by accounting guidance, assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following tables set forth certain of the Company’s assets measured at fair value by level within the fair value hierarchy as of December 31, 2021 and December 31, 2020:

    

December 31, 

December 31, 

    

2021

    

2020

    

Input Hierarchy Level

    

(in thousands)

    

Cash and cash equivalents

$

40,017

$

27,774

Level 1

Accounts receivable

 

238

 

145

Level 2

Loans payable

$

117

$

782

Level 2

The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

Cash and cash equivalents consist primarily of cash deposits and are valued at cost, which approximates fair value.

Accounts receivable include amounts due to the Company for deliveries of doré sold to customers, which approximates fair value.

Loans payable consist of obligations for equipment purchases financed on a long-term basis. Loans payable are recorded at amortized cost, which approximates fair value. See Note 10 for additional information.

16. Stock-Based Compensation

The Fortitude Gold Corporation 2020 Equity Incentive Plan (the “Incentive Plan”) allows for the issuance of up to 5 million shares of common stock in the form of incentive and non-qualified stock options, stock appreciation rights, restricted stock units, stock grants, and stock units. The Company utilizes this Incentive Plan to attract, retain and incentivize staff.

Stock Grants

During the year ended December 31, 2021, in conjunction with its staffing process post Spin-Off, the Company issued 2,250,000 shares of its common stock to officers, directors, management and other key personnel.  These shares immediately vested and had a weighted average fair value $1.45 per share. No shares were issued during year ended December 31, 2020.

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Stock Options

A summary of stock option activity under the Incentive Plan for the year ended December 31, 2021 is presented below:

    

Shares

    

Weighted
Average Exercise
Price (per share)

    

Weighted Average
Remaining
Contractual Term
(in years)

    

Aggregate
Intrinsic
Value
(thousands)

 

Outstanding as of December 31, 2020

-

$

-

-

$

-

Granted

462,000

2.12

-

-

Forfeited

(40,000)

1.00

-

-

Outstanding as of December 31, 2021

422,000

$

2.23

4.11

$

1,852

No options were vested and exercisable as of December 31, 2021.

The weighted-average fair value of options per share granted during the year ended December 31, 2021 was $1.24. No stock options were issued during the year ended December 31, 2020.

No stock options were exercised during the years ended December 31, 2021 and 2020.

The Company utilizes the simplified method to determine expected life because of a lack of sufficient exercise history. The weighted average assumptions used to determine the value of stock-based awards under the Black-Scholes method are summarized below:

Year ended December 31, 

    

2021

    

2020

    

Risk-free interest rate

0.35

%

-

%

Dividend yield

0.68

%

-

%

Expected volatility

73.88

%

-

%

Expected life in years

3.5

-

As of December 31, 2021, there was $0.4 million of total unrecognized expense related to stock options, which is being amortized through 2024.

The following table summarizes information about stock options outstanding at December 31, 2021:

Outstanding

Exercisable

Range of Exercise Prices

    

Number of
Options

    

Weighted Average
Remaining
Contractual Term
(in years)

    

Weighted
Average Exercise
Price (per share)

    

Number of
Options

    

Weighted
Average Exercise
Price (per share)

 

$1.00 - $5.48

422,000

4.11

$

2.23

-

$

-

422,000

4.11

$

2.23

-

$

-

Stock-Based Compensation Expense

Stock-based compensation is included in general and administrative expenses in the accompanying Consolidated Statements of Operations. For the year ended December 31, 2021, the Company recorded $3.4 million of stock-based compensation.  For the year ended December 31, 2020, the Company recognized $0.7 million of stock-based compensation expenses allocated from GRC, as described in Note 2, for options and restricted stock units granted under GRC’s equity incentive plan.

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17. Shareholder’s Equity

On January 11, 2021, the Company completed a private placement sale of 500,000 shares of its common stock at $1.00 per share to 20 individual investors. The shares have a restrictive legend with no registration rights. No commission or finder’s fee was paid in connection with the private placement.

During the year ended December 31, 2021, the Company declared and paid dividends of $7.3 million or $0.30 per share.

See Note 16 for information concerning shares and options granted pursuant to the Company's Equity Incentive Plan.

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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

On March 25, 2021, our Board of Directors dismissed Plante & Moran PLLC (“Plante Moran”) and engaged Haynie and Company (“Haynie”) to serve as our independent registered public accounting firm for the fiscal year ending December 31, 2021. The audit reports of Plante Moran on our consolidated financial statements as of and for the years December 31, 2020 and 2019, did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. During the two fiscal years ended December 31, 2020 and 2019, and in the interim period up to March 25, 2021, there were no (1) disagreements between us and Plante Moran on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference thereto in their reports on the consolidated financial statements for such years, or (2) “reportable events” as that term is defined in Item 304(a)(1)(v) of Regulation S-K.

During the two fiscal years ended December 31, 2020 and 2019, and in the interim period up to March 25, 2021, we have not consulted with Haynie regarding either (1) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on our consolidated financial statements, and no written report or oral advice was provided by Haynie to us that was an important factor considered by us in reaching a decision as to any accounting, auditing or financial reporting issue; or (2) any matter that was the subject of a disagreement (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and related instructions) or a “reportable event” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures. We have conducted an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective in timely alerting them to material information relating to the Company (including our subsidiaries) required to be included in our periodic Securities and Exchange Commission filings.

 

Management’s Report on Internal Control Over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) and 15d-15(f) promulgated under the Exchange Act as a process designated by, or under the supervision of, our principal executive and principal financial officers and effected by our board of directors, management and other personnel, 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.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2021. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013 Framework). Based on our assessment, our Chief Executive Officer and our Chief Financial Officer both believe that, as of December 31, 2021, our internal control over financial reporting is effective based on those criteria.

 

The Company’s independent registered public accounting firm was not required to and did not express an opinion on the effectiveness of the Company’s internal control over financial reporting.

 

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Changes in Internal Control over Financial Reporting. There was no change in our internal control over financial reporting that occurred during the Fourth Quarter 2021 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information

Not applicable.

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PART III

Item 10. Directors, Executive Officers, and Corporate Governance

The name, age and position of our directors, executive officers and key employees as of March 1, 2022 are as follows:

Name

Age

    

Position

Jason Reid

48

President, Chief Executive Officer and Director

Bill M. Conrad

65

Chairman of the Board of Directors

John Labate

73

Chief Financial Officer

Barry Devlin

64

Vice President of Exploration

Gregory Patterson

52

Vice President of Corporate Development

Jason D. Reid serves as Chief Executive Officer and Director of Fortitude Gold Corporation since the spin-off from Gold Resource Corporation (“GRC”) where Jason previously served for over 14 years including CEO, President and Director positions. Jason joined GRC in 2006 when it was a private Company and helped take it public with a self-underwritten IPO. Jason was part of a management team that took GRC from an exploration stage company, to a development stage company, to a gold and silver dividend paying producer. Under his tenure as CEO & President, GRC achieved over a decade of production, ten consecutive years of profitability, generated over $1 billion in revenue and returned over $116 million in dividends to shareholders. At GRC, he also co-created and initiated the first known cash to physical gold and silver dividend program whereby shareholders could take delivery of precious metals. As an entrepreneur prior to GRC, Jason was the founder and president of two successful businesses he ran for 13 years. He holds a Bachelor of Science degree from Fort Lewis College. Our Board of Directors believes that Mr. Reid’s experience founding and operating his own business, as well as over fifteen years of mining industry experience, significant participation in the development of business strategy and decision-making for the Company provides him with the appropriate experience and qualifications to serve as a member of our Board.

Bill M. Conrad serves as Chairman of Fortitude Gold Corporation.  He previously served on the Board of Directors of Gold Resource Corporation (NYSE American: GORO) for 15 years, where he held several positions including Lead Independent Director, Audit Committee Chairman, Compensation Committee Chairman, Nominating and Governance Committee Chairman as well as the Chairman of the Board of Directors from 2014 to 2021. Over the past 35 years, Mr. Conrad has served as an executive officer and director of numerous private and publicly traded companies.  In 1990, Mr. Conrad cofounded MCM Capital Management, Inc., a private management consulting firm which assisted private and public companies with management, financial needs, mergers, acquisitions, public and private markets, and funding and finance sources.  Mr. Conrad also served as a Director of Synergy Resources Corp. (NYSE American: SYRG & SRCI) from 2008 until 2017, an oil and gas company operating in the DJ Basin of Colorado.  Mr. Conrad was a member of the Audit Committee, member of the Nominating Committee and Chairman of the compensation committee during his tenure at SYRG. Mr. Conrad's expertise is primarily focused in the areas of financial management, accounting principles, financial statements and corporate development. Our Board believes that the management and corporate finance experience developed by Mr. Conrad over 35 years serving as an executive officer and director of numerous private and publicly-traded companies, his extractive industry experience, as well as his familiarity with relevant accounting principles and financial statement presentation, qualifies Mr. Conrad to serve as a director.

John A. Labate was appointed as our Chief Financial Officer on March 1, 2021.  Mr. Labate is an experienced mining industry executive with over thirty-five years of financial management and accounting experience. His extensive experience includes previously serving as CFO for Gold Resource Corporation, Golden Star Resources Ltd., Constellation Copper Corporation and Crown Resources Corporation.

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Barry D. Devlin joined the Company as our Vice President of Exploration on March 1, 2021.  Mr. Devlin is an experienced mining industry executive with over thirty-nine years of exploration experience. He previously held positions at companies including Gold Resource Corporation, Endeavour Silver Corporation and Hecla Mining Company.  He has participated in the discovery, acquisition and development of numerous mineral deposits including extensive experience in epithermal gold-silver (high and low sulfidation) systems and porphyry copper gold skarns.  He has worked in a variety of geologic environments in the USA, Canada, Mexico, Argentina, Bolivia, Chile, Guyana, Peru and Venezuela and has established a solid track record in generative exploration programs.  He holds a BS degree with honors in Geology, 1981, and a Masters in Geology, 1987, from the University of British Columbia, Vancouver, Canada.

Gregory A. Patterson was appointed as our Vice President of Corporate Development on March 1, 2021. Mr. Patterson was the Vice President of Corporate Development for Gold Resource Corporation ("GORO") between October 2013 and February 2021. In this capacity, he managed investor relations for GORO and participated in overall corporate strategy. Prior to joining GORO, Mr. Patterson spent fifteen years in marketing and territory sales management for two manufacturers of precision laboratory instruments. Mr. Patterson holds a Bachelor’s degree in Environmental Biology (1991) from the University of Colorado and is the brother-in-law of Jason Reid, a Director of the Company and the Company's Chief Executive Officer.

Board Leadership Structure and Risk Oversight

The Board does not have a formal policy regarding the separation of the roles of CEO and Chairman of the Board, as the Board believes it is in the best interest of our Company to make that determination periodically based on the position and direction of our Company and the membership of the Board. At the present time, our CEO and Chairman roles are separated. As the director with significant experience serving on boards for over thirty years, Mr. Conrad brings extensive knowledge of the Company’s history in addition to experience with various companies in natural resource industries. In his capacity as Chairman, he works closely with Mr. Reid, the Chief Executive Officer. The Board also does not have a formal policy that designates a lead independent director at this time; however, Mr. Conrad, as Chairman of the Board leads meetings of the board.

Companies such as ours face a variety of risks, including financial reporting, legal, credit, liquidity, operational, health, safety and cybersecurity risk. The Board believes an effective risk management system will (1) identify the material risks that we face in a timely manner, (2) communicate necessary information with respect to material risks to senior executives and, as appropriate, to the Board or relevant board committee, (3) implement or oversee implementation of appropriate and responsive risk management and mitigation strategies consistent with our risk profile, and (4) integrate risk management into our decision-making.

The Board oversees risk management after receiving briefings from management and advisors and also based on its own analysis and conclusions regarding the adequacy of our risk management processes. The Board, with assistance and input from its committees, continuously evaluates and manages material risks including geopolitical and enterprise risk, financial risk, environmental risk, health and safety risk, and the effect of compensation structures on risk-taking behaviors. By virtue of the directors working closely with executive management, who in turn work closely with the operators of our mine, we have created an effective and efficient risk communication system that has increased collaboration and communication.

Board Diversity and Independence

The Company does not have a formal policy with regard to the consideration of diversity in identifying director nominees. The Company continues to strive to nominate individuals with a variety of backgrounds, industry experience and complementary skills so that, as a group, the Board possesses the appropriate talent, skills, and expertise to oversee our businesses. This assessment includes consideration of independence, expertise, mining and other industry background, age, gender, skills, geographic location and time availability, in the context of the needs of the Board and our Company.

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As of February 28, 2022, we had the following directors:

Name

Type

Bill M. Conrad

Independent

Jason Reid

Non-Independent

The following table summarizes the total compensation for all independent directors serving during 2021:

Fees Earned

or paid

Stock

Option

All Other

Fiscal

in Cash

Bonus

Awards

Awards

Compensation

Name and Principal Position

    

Year

    

    

    

(1)

    

(2)

    

    

Total

Bill M. Conrad

  

  

  

  

  

  

  

Chairman of the Board of Directors

2021

$

217,250

$

805,250

$

770,000

$

$

$

1,792,500

2020

$

$

$

$

$

$

(1)The value of all stock awarded during the periods covered by the table calculated in accordance with ASC 718-10-30-3 which represented the grant date fair value.
(2)The fair value of all stock options granted during the periods covered by the table calculated on the grant date in accordance with ASC 718-10-30-3 which represented the grant date fair value.

Item 11. Executive Compensation

General Information

The Board of Directors takes seriously its role in the administration of the Company’s compensation programs and values input from shareholders.

Our named executive officers are compensated through the following three components:

Base Salary
Short-Term Incentives (cash bonuses)
Long-Term Incentives (equity-based awards)
Benefits

These components provide a balanced mix of base compensation and compensation that is contingent upon our executive officer’s individual performance. A goal of the compensation program is to provide executive officers with a reasonable level of security through base salary and benefits. We want to ensure that the compensation programs are appropriately designed to encourage executive officer retention and motivation to create shareholder value. We believe that our shareholders are best served when we can attract and retain talented executives by providing compensation packages that are competitive but fair. The pool of industry experienced individuals is relatively small and competition is fierce among the industry to identify, hire and retain personnel.

Base Salaries

Base salaries generally have been targeted to be competitive when compared to the salary levels of persons holding similar positions in other publicly traded mining companies of comparable size. The executive officer’s respective responsibilities, experience, expertise, and individual performance are considered.

Short-Term Incentives

Cash bonuses may be awarded at the sole discretion of the Board of Directors based upon a variety of factors that encompass both individual and company performance.

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Long-Term Incentives

Equity incentive awards help to align the interests of our employees with those of our shareholders.  Equity based awards are made under our Equity Incentive Plan. Options are granted with exercise prices equal to the closing price of our common stock on the date of grant and may be subject to a vesting schedule as determined by the Board of Directors which administers the plan.

We believe that grants of equity-based compensation:

enhance the link between the creation of shareholder value and long-term executive incentive compensation;
provide focus, motivation, and retention incentive; and
provide competitive levels of total compensation

In addition to cash and equity compensation programs, named executive officers participate in the health and welfare benefit programs available to other employees.

Compensation Table

The following table sets forth in summary form the compensation received by our executive officers for the years ended December 31, 2021 and 2020:

Stock

Option

All Other

Fiscal

Salary

Bonus

Awards

Awards

Compensation

Name and Principal Position

    

Year

    

(1)

    

(2)

    

(3)

    

(4)

    

    

Total

Jason D. Reid

  

  

  

  

  

  

  

CEO & President

2021

$

541,667

$

1,463,587

$

1,190,000

$

$

8,700

$

3,203,954

2020

$

$

$

$

$

$

John A. Labate

Chief Financial Officer

2021

$

216,667

$

387,257

$

$

$

8,700

$

612,624

2020

$

$

$

$

$

$

Barry D. Devlin

Vice President of Exploration

2021

$

288,750

$

590,797

$

$

$

8,700

$

888,247

2020

$

$

$

$

$

$

Gregory A. Patterson

Vice President of Corporate Development

2021

$

195,833

$

487,793

$

$

$

8,700

$

692,326

2020

$

$

$

$

$

$

(1)The dollar value of base salary (cash and non-cash) earned.
(2)The dollar value of bonus (cash and non-cash) earned.
(3)The value of all stock awarded during the periods covered by the table calculated in accordance with ASC 718-10-30-3 which represented the grant date fair value.
(4)The fair value of all stock options granted during the periods covered by the table calculated on the grant date in accordance with ASC 718-10-30-3 which represented the grant date fair value.

Employment Contracts

We maintain written employment agreements with each of our named executive officers that became effective March 1, 2021. The employment agreements have a one-year term from their effective date and are automatically renewable for subsequent one-year terms on each successive anniversary of the commencement of employment unless either party gives notice to the other that they do not wish to renew the agreement, provided such notice is given not less than 60 days prior to expiration. In accordance with the terms of the employment agreements, each named executive officer receives base salary and is eligible for incentive compensation in the form of cash bonuses or equity awards. A portion of the short-term incentive compensation earned each year is determined with reference to achievement of certain performance metrics, and

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the remainder of any incentive compensation earned shall be determined in the discretion of the Board of Directors. Base salaries may be increased from time to time in the discretion of the Board of Directors.

Pursuant to the terms of these employment agreements, our named executive officers would also be entitled to certain payments in the event their employment is terminated under for a “change in control.” In that event, the named executive officer will receive 24 months’ base salary plus the prior two years’ actual or targeted bonuses as a severance payment under the terms set forth in the agreement.

We presently know of no agreements regarding a change in control of the Company. In the event of a change in control in the future, our named executive officers are entitled to certain compensation benefits as described in “Employment Agreements” above.

2021 Grants of Plan-Based Awards

No plan-based awards were made to Named Executive Officer in fiscal 2021 other than a grant of 850,000 shares of our common stock with a fair value of $1,190,000 to Jason D. Reid on January 12, 2021. These shares vested immediately.

Equity Incentive Plan

Our Board of Directors has adopted the 2020 Equity Incentive Plan (the “Plan”) that reserves 5,000,000 shares of common stock for issuance to plan participants in the form of incentive and non-qualified stock options, stock appreciation rights (“SARs”), and stock grants and units.  Each stock option awarded allows the holder to purchase one share of our common stock.

The Plan is administered by our Board of Directors (or any committee subsequently appointed by the Board) and is vested with the authority to interpret the provisions of the Plan and supervise the administration of the Plan. In addition, the Board is empowered to select those persons who will participate in the Plan, to determine the number of shares subject to each award and to determine when, and upon what conditions, awards granted under the Plan will vest, terminate, or otherwise be subject to forfeiture and cancellation. The terms and conditions of any awards issued, including the price of the shares underlying each award are governed by the provisions of the Plan and any agreements with the Plan participants.

Incentive Stock Options

Employees are eligible to be granted incentive stock options pursuant to the Plan. Options granted pursuant to the Plan terminate at such time as may be specified when the option is granted.

The exercise price of each option cannot be less than 100% of the fair market value of our common stock at the time of the granting of the option provided, however, if the optionee, at the time the option is granted, owns stock possessing more than 10% of the total combined voting power of all classes of our stock, the purchase price of the option shall not be less than 110% of the fair market value of the stock at the time of the granting of the option.

The total fair market value of the shares of common stock (determined at the time of the grant of the option) for which any employee may be granted options which are first exercisable in any calendar year may not exceed $100,000.

At the discretion of the Board of Directors, options granted pursuant to the Plan may include installment exercise terms for any option such that the option becomes fully exercisable in a series of cumulating portions. The Board may also accelerate the date upon which any option (or any part of any option) is first exercisable. However, no option, or any portion thereof may be exercisable until one year following the date of grant. In no event shall an option granted to an employee then owning more than 10% of our common stock be exercisable by its terms after the expiration of five years from the date of grant, nor shall any other option granted pursuant to the Plans be exercisable by its terms after the expiration of ten years from the date of grant.

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Non-Qualified Stock Options

Our employees, directors and officers, and consultants or advisors are eligible to receive non-qualified stock options pursuant to the Plan, provided however that bona fide services must be rendered by such consultants or advisors and such services must not be in connection with a capital-raising transaction or promoting our common stock.

At the discretion of our Board of Directors options granted pursuant to the Plan may include installment exercise terms for any option such that the option becomes fully exercisable in a series of cumulating portions. The Board may also accelerate the date upon which any option (or any part of any option) is first exercisable.

Stock Appreciation Rights

SARs give the participant the right to receive the appreciation in value of one share of common stock of the Company. Appreciation is calculated as the excess of (i) the fair market value of a share of common stock on the date of exercise over (ii) the base value fixed by the Board on the grant date, which may not be less than the fair market value of a share of common stock on the grant date. Payment for SARs shall be made in cash, stock, or a combination thereof. SARs are exercisable at the time and subject to the restrictions and conditions as the Board approves, provided that no SAR may be exercised more than ten (10) years following the grant date.

Restricted Stock

A restricted stock award gives the participant the right to receive a specified number of shares of common stock at a purchase price determined by the Board (including and typically zero). Restrictions limit the participant’s ability to transfer the stock and subject the stock to a substantial risk of forfeiture until specific conditions or goals are met. The restrictions will lapse in accordance with a schedule or other conditions as determined by the Board, which might include the achievement of specified performance targets and/or continued employment of the participant until a specified date. As a general rule, if a participant terminates employment when the restricted stock is subject to restrictions, the participant forfeits the unvested restricted stock.

Restricted Stock Units ("RSU")

An RSU award gives the participant the right to receive common stock, or a cash payment equal to the fair market value of common stock (determined as of a specified date), in the future, subject to restrictions and a risk of forfeiture. The restrictions typically involve the achievement of specified performance targets and/or the continued employment or service of the participant until a specified date. Participants holding restricted stock units have no rights as a shareholder with respect to the shares of stock subject to their restricted stock unit award prior to the issuance of such shares pursuant to the award.

Stock Grants

A stock grant award gives the participant the right to receive (or purchase at such price as determined by the Board) shares of stock, free of any vesting restrictions. The purchase price, if any, for a stock grant award shall be payable in cash or in any other form of consideration acceptable to the Board. A stock grant award may be granted or sold in respect of past services or other valid consideration, or in lieu of any cash compensation owed to a participant.

Stock Units

A stock unit award gives the participant the right to receive shares of stock, or a cash payment equal to the fair market value of a designated number of shares, in the future, free of any vesting restrictions. A stock unit award may be granted or sold in respect of past services or other valid consideration, or in lieu of any cash compensation owed to a participant.

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Other Information Regarding the Plan

In the discretion of the Board, any option granted pursuant to the Plan may include installment exercise terms such that the option becomes fully exercisable in a series of cumulating portions. The Board may also accelerate the date upon which any option (or any part of any options) is first exercisable. Any shares issued pursuant to the Plan and any options granted pursuant to the Plan or will be forfeited if the "vesting" schedule established by the Board administering the Plan at the time of the grant is not met. For this purpose, vesting means the period during which the employee must remain as our employee or the period of time a non-employee must provide services to us. At the time an employee ceases working for us (or at the time a non-employee ceases to perform services for us), any shares or options not fully vested will be forfeited and cancelled. At the discretion of the Board payment for the shares of common stock underlying options may be paid through the delivery of shares of our common stock having an aggregate fair market value equal to the option price, provided such shares have been owned by the option holder for at least one year prior to such exercise. The exercise may be made through a "cashless" exercise or a combination of cash and shares of common stock at the discretion of the Board.

Awards are generally non-transferable except upon death of the recipient. Shares issued pursuant to the Plan will generally not be transferable until the person receiving the shares satisfies the vesting requirements imposed by the Board when the shares were issued.

Our Board of Directors may at any time, and from time to time, amend, terminate, or suspend the Plan in any manner it deems appropriate, provided that such amendment, termination or suspension will not adversely affect rights or obligations with respect to shares or options previously granted.

Summary

The following shows, as of February 28, 2022 concerning the stock options and stock bonuses granted pursuant to our Equity Incentive Plan.  Each option represents the right to purchase one share of our common stock.

Shares

Total Shares

Reserved for

Remaining

Reserved

Outstanding

Shares

Options/Shares

Name of Plan

    

Under Plan

    

Options

    

Issued

    

Under Plan

Equity Incentive Plan

5,000,000

422,000

2,250,000

2,328,000

The following table shows the weighted average exercise price of the outstanding options granted pursuant to our Equity Incentive and Plan as of December 31, 2021.

Number of

Securities

Number of

Available for

Securities to be

Future Issuance

Issued Upon

Weighted-

Under Equity

Exercise of

Average

Compensation

Outstanding

Exercise Price

Securities

Options

of Outstanding

Reflected in

Plan Category

    

(a)

    

Options

    

Column (a)

Equity Incentive Plan

422,000

2.23

2,328,000

Compensation Committee Interlocks and Insider Participation

We do not have a compensation committee.

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During the year ended December 31, 2021, no director was also an executive officer of another entity, which had one of our executive officers serving as a director of such entity or as a member of the compensation committee of such entity.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth information regarding the beneficial ownership of our common stock, as of February 28, 2022, of (i) each of our Officers and Directors; (ii) all Officers and Directors as a group; and (iii) each person known by us to be a beneficial owner of more than 5% of our common stock. Unless indicated otherwise, each of the shareholders has sole voting and investment power with respect to the shares beneficially owned. At February 28, 2022, there were 23,997,876 shares of our common stock outstanding. Shares of common stock issuable pursuant to stock options, warrants and restricted stock units exercisable or exchangeable within 60 days are deemed outstanding and held by the holder of such options, warrants or restricted stock units for computing the percentage of the person holding such options, warrants or restricted stock units, but are not deemed outstanding for computing the percentage of any other person. There were no restricted stock units or common stock options or warrants exercisable within 60 days of February 28, 2022.

Number of

Percent of

Name and Address of Beneficial Owner

    

Shares Owned

    

Class

Jason Reid
2886 Carriage Manor Point
Colorado Springs, CO 80906

1,383,437

6%

Bill M. Conrad
2886 Carriage Manor Point
Colorado Springs, CO 80906

625,000

3%

John Labate
2886 Carriage Manor Point
Colorado Springs, CO 80906

152,156

1%

Barry Devlin
2886 Carriage Manor Point
Colorado Springs, CO 80906

313,529

1%

Gregory Patterson
2886 Carriage Manor Point
Colorado Springs, CO 80906

556,636

2%

Item 13. Certain Relationships and Related Transactions, and Director Independence

Jason D. Reid and Bill M. Conrad are the parents of the Company, as that term is defined by the Securities and Exchange Commission. See Item 12 of this report for information concerning the shares of common stock owned by these persons.

Item 14. Principal Accountant’s Fees and Services

Change in Independent Auditor

On March 25, 2021, we dismissed Plante & Moran, PLLC (“Plante Moran”) and engaged Haynie and Company (“Haynie”) after evaluating alternative engagements of independent registered public accounting firms, including retaining Plante Moran. The decision to change was not due to any disagreements with Plante Moran and was primarily driven by an effort to align audit costs with expectations for a company of our size. The audit reports of Plante Moran on the Company’s consolidated financial statements as of and for the years ended December 31, 2020 and 2019 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.

During the two fiscal years ended December 31, 2020 and 2019, there were no disagreements with Plante Moran on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which

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disagreements if not resolved to Plante Moran’s satisfaction would have caused Plante Moran to make reference in connection with their opinion to the subject matter of the disagreement, or reportable events.

During the two most recent years ended December 31, 2020 and 2019 and the interim period up to March 25, 2021, the Company has not consulted with Haynie regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and no written report or oral advice was provided to the Company by Haynie that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement or a reportable event.

Fees Paid to Independent Auditor

The following table sets forth the fees billed by our principal auditors in 2021 and 2020 for services rendered in connection with our annual audits and quarterly reviews, as well as for any other non-audit services provided by the firm:

Haynie

Plante Moran

Year Ended December 31, 2021

Year Ended December 31, 2020

Audit Fees

$

100,491

$

75,000

Audit Related Fees

Tax Fees

All Other Fees

Total

$

100,491

$

75,000

Audit fees represent amounts billed for professional services rendered for the audit of our financial statements during the fiscal years ended December 31, 2021 and 2020.  Before Plante Moran and Haynie & Company were engaged by us to render audit or non-audit services, the engagements were approved by our Board of Directors.  Our Board of Directors is of the opinion that the Audit Fees charged by Plante Moran and  Haynie & Company were compatible with maintaining the independence of the respective independent registered public accounting firm.

Part IV

Item 15. Exhibits and Financial Statement Schedules

Exhibit Number

    

Description

3.1

Articles of Incorporation (1)

3.2

Bylaws of the Company (1)

4.1.1

Equity Incentive Plan (1)

4.1.2

Form of Stock Option Award Agreement (1)

4.1.3

Form of RSU Award Agreement (1)

4.2

Shareholder Rights Agreement (1)

10.1

Separation Agreement (1)

10.2

Management Service Agreement (1)

10.3

Reserved

10.4

Contract Mining Agreement (1)

10.5

Employment Agreement with Jason D. Reid (2)

10.6

Employment Agreement with Gregory A. Patterson (2)

10.7

Employment Agreement with Barry D. Devlin (2)

10.8

Employment Agreement with John A. Labate (2)

14

Code of Ethics (1)

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21*

Subsidiaries

23.1*

Consent of Plante & Moran, PLLC, Independent Registered Public Accounting Firm

31.1*

Certification of Chief Executive Officer Pursuant to Rule 13a-15(e) or Rule 15d-15(e)

31.2*

Certification of Chief Financial Officer Pursuant to Rule 13a-15(e) or Rule 15d-15(e) 

32*

Certification of Chief Executive Officer and Chief Financial Officer of Periodic Report Pursuant to 18 U.S.C. Section 1350

95*

Mine Safety Disclosures

96.1*

Technical Report Summary of the Isabella Pearl Mine

96.2*

Consent of Christopher Emanuel with respect to Technical Report Summary of the Isabella Pearl Mine

96.3*

Consent of Ian H. Crundwell with respect to Technical Report Summary of the Isabella Pearl Mine

96.4*

Consent of Donald E. Hulse with respect to Technical Report Summary of the Isabella Pearl Mine

101*

Inline XBRL Document Set for the consolidated financial statements and accompanying notes in Part II, Item 8, “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K.

104*

Inline XBRL for the cover page of this Annual Report on Form 10-K, included in the Exhibit 101 Inline XBRL Document Set.

(1)   Incorporated by reference to the same exhibit filed with the Company's registration statement on Form S-1 (File No. 333-249533).

(2) Incorporated by reference to same exhibit filed with the Company's 8-K report dated March 1, 2021 (File No. 333-249533).

*Filed with this Annual Report on Form 10-K.

Item 16. Form 10-K Summary

None.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on March 1, 2022.

FORTITUDE GOLD CORPORATION

/s/Jason D. Reid

Jason D. Reid, Chief Executive Officer, President and Director

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on March 1, 2022 by the following persons on behalf of the registrant and in the capacities indicated:

Signature

Title

/s/ Jason D. Reid

Chief Executive Officer, President and Director

Jason D. Reid

(Principal Executive Officer)

/s/ John A. Labate

Chief Financial Officer

John A. Labate

(Principal Financial and Accounting Officer)

/s/ Bill M. Conrad

Chairman of the Board of Directors

Bill M. Conrad

Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act

The Company plans to send a Proxy Statement to its shareholders subsequent to the filing of this 10-K report.

72

Fortitude Gold Corporation

 

 

GRC Nevada Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Walker Lane Minerals Corp.

County Line Holdings, Inc.

County Line Minerals Corp.

Golden Mile Minerals Corp.

All subsidiaries of Fortitude Gold Corporation are incorporated in Nevada.

Each subsidiary conducts business under its own name.


Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in the registration statements (No. 333-259298) on Form S-8 of our report dated March 24, 2021, with respect to the consolidated balance sheet of Fortitude Gold Corporation as of December 31, 2020, the related consolidated statements of operations, shareholders’ equity, and cash flows for the year then ended, and related notes, which report appears in the December 31, 2021 annual report on Form 10-K of Fortitude Gold Corporation.

/s/ Plante & Moran, PLLC

Denver, Colorado
March 1, 2022


Exhibit 31.1

CERTIFICATIONS

I, Jason D. Reid, certify that:

1.I have reviewed this annual report on Form 10-K of Fortitude Gold Corporation;

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 registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are 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 registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us 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 our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our 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 registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors:

(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 registrant’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 registrant’s internal control over financial reporting.

Date:  March 1, 2022

/s/ Jason D. Reid

Jason D. Reid, Chief Executive Officer, President and Director

(Principal Executive Officer)


Exhibit 31.2

CERTIFICATIONS

I, John A. Labate, certify that:

1.I have reviewed this annual report on Form 10-K of Fortitude Gold Corporation;

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 registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are 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 registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us 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 our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our 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 registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors:

(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 registrant’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 registrant’s internal control over financial reporting.

. JK

Date: March 1, 2022

/s/ John A. Labate

John A. Labate

Chief Financial Officer (Principal Financial Officer)


Exhibit 32

STATEMENT PURSUANT TO

18 U.S.C. SECTION 1350

AS REQUIRED BY

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Fortitude Gold Corporation (the “Company”) on Form 10-K for the year ending December 31, 2021, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned hereby certify that to the best of our knowledge:

1.

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

March 1, 2022

/s/ Jason D. Reid

Chief Executive Officer, President and Director

Jason D. Reid

(Principal Executive Officer)

March 1, 2022

/s/ John A. Labate

Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

John A. Labate


Exhibit 95

The following disclosures are provided pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which require certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”). The disclosures reflect our U.S. mining operations only as the requirements of the Act and Item 104 of Regulation S-K do not apply to our mines operated outside the United States.

Mine Safety Information. Whenever the Federal Mine Safety and Health Administration (“MSHA”) believes a violation of the Mine Act, any health or safety standard or any regulation has occurred, it may issue a citation which describes the alleged violation and fixes a time within which the U.S. mining operator (e.g. our subsidiary, Walker Lane Minerals Corp.) must abate the alleged violation. In some situations, such as when MSHA believes that conditions pose a hazard to miners, MSHA may issue an order removing miners from the area of the mine affected by the condition until the alleged hazards are corrected. When MSHA issues a citation or order, it generally proposes a civil penalty, or fine, as a result of the alleged violation, that the operator is ordered to pay. Citations and orders can be contested and appealed, and as part of that process, are often reduced in severity and amount, and are sometimes dismissed. The number of citations, orders and proposed assessments vary depending on the size and type (underground or surface) of the mine as well as by the MSHA inspector(s) assigned. In addition to civil penalties, the Mine Act also provides for criminal penalties for an operator who willfully violates a health or safety standard or knowingly violates or fails or refuses to comply with an order issued under Section 107(a) or any final decision issued under the Act.

The below table reflects citations and orders issued to us by MSHA during the year ended December 31, 2021. The proposed assessments for the year ended December 31, 2021 were taken from the MSHA data retrieval system as of January 3, 2022.

Additional information about the Act and MSHA references used in the table follows:

Section 104(a) S&S Citations: Citations received from MSHA under section 104(a) of the Mine Act for violations of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a mine safety or health hazard.
Section 104(b) Orders: Orders issued by MSHA under section 104(b) of the Mine Act, which represents a failure to abate a citation under section 104(a) within the period of time prescribed by MSHA. This results in an order of immediate withdrawal from the area of the mine affected by the condition until MSHA determines that the violation has been abated.
Section 104(d) S&S Citations and Orders: Citations and orders issued by MSHA under section 104(d) of the Mine Act for unwarrantable failure to comply with mandatory, significant and substantial health or safety standards.
Section 110(b)(2) Violations: Flagrant violations issued by MSHA under section 110(b)(2) of the Mine Act.
Section 107(a) Orders: Orders issued by MSHA under section 107(a) of the Mine Act for situations in which MSHA determined an “imminent danger” (as defined by MSHA) existed.


Exhibit 95

Mine or Operation (1)

Isabella Pearl Mine

MSHA ID #2602812

Total # of "Significant and Substantial" Violations Under §104(a)

1

Total # of Orders Issued Under §104(b)

-

Total # of Citations and Orders Issued Under §104(d)

-

Total # of Flagrant Violations Under §110(b)(2)

-

Total # of Imminent Danger Orders Under §107(a)

-

Total Amount of Proposed Assessments from MSHA under the Mine Act

$

875

Total # of Mining-Related Fatalities

-

Received Notice of Pattern of Violations under Section 104(e)

No

Received Notice of Potential to have Patterns under Section 104(e)

No

Pending Legal Actions

-

Legal Actions Instituted

-

Legal Actions Resolved

-

(1)MSHA assigns an identification number to each mine or operation and may or may not assign separate identification numbers to related facilities. The definition of “mine” under section 3 of the Mine Act includes the mine, as well as other items used in, or to be used in, or resulting from, the work of extracting minerals, such as land, structures, facilities, equipment, machines, tools, and minerals preparation facilities.

Exhibit 96.1

S-K 1300 Technical Report Summary

Isabella Pearl Mine

Mineral County, NV

Prepared for:

Graphic

2886 Carriage Manor Pt

Colorado Springs, CO 80906

Project Number: 31403591

Effective Date: December 31, 2021

Report Date: February 25, 2022

Prepared by:

Graphic

200 Union Boulevard, Suite 440

Lakewood, CO 80228

Qualified Persons:

Donald E. Hulse, P.E., SME-RM

Christopher Emanuel, SME-RM

Ian H. Crundwell, P. Geo.


Fortitude Gold Corporation

i

Isabella Pearl Mine

S-K 1300 Technical Report Summary

Table of Contents

1

Executive Summary

1

1.1

Property Summary and Ownership

1

1.1.1

Property Description

1

1.2

Mineral Resource Statement

1

1.3

Mineral Reserve Statement

3

1.4

Geology and Mineralization

4

1.4.1

Geologic Setting, Mineralization, and Mineralization

4

1.4.2

Exploration

5

1.5

Metallurgy and Mineral Processing

5

1.6

Mine Design, Optimization and Scheduling

6

1.7

Environmental Studies, Permitting, and Plans, Negotiations or Agreements with Local Individuals or Groups

6

1.8

Capital Costs, Operating Costs and Financial Analysis

8

1.8.1

Capital and Operating Costs

8

1.8.2

Economic Analysis

8

1.9

Conclusions and Recommendations

9

1.9.1

Interpretation and Conclusions

9

1.9.2

Recommendations

11

2

Introduction

12

2.1

Terms of Reference and Purpose of the Report

12

2.2

Source of Data and Information

12

2.3

Details of Inspection

12

2.4

Previous Reports on Mine

12

3

Property Description and Location

13

3.1

Location

13

3.2

Area of the Property

15

3.3

Mineral Titles, Claims, Rights, Leases and Options

15

3.4

Other Significant Factors and Risks

17

3.5

Royalties and Agreements

17

4

Accessibility, Climate, Local Resources, Infrastructure and Physiography

18

4.1

Topography, Elevation and Vegetation

18

4.2

Accessibility and Transportation to the Property

18

Gustavson Associates, LLC

25 February 2022


Fortitude Gold Corporation

ii

Isabella Pearl Mine

S-K 1300 Technical Report Summary

4.3

Climate and Length of Operating Season

19

4.4

Sufficiency of Surface Rights

19

4.5

Infrastructure Availability and Sources

19

4.5.1

Power

19

4.5.2

Water

20

4.5.3

Mining Personnel

20

4.5.4

Tailings Storage Area

20

4.5.5

Waste Disposal Area

20

4.5.6

Heap Leach Pad Area

20

4.5.7

Processing Plant Site

20

5

History

21

5.1

Prior Ownership and Ownership Changes

21

5.2

Exploration and Development Results of Previous Owners

21

5.3

Historical Production

22

5.4

Isabella Pearl Mine Production

22

6

Geological Setting, Mineralization and Deposit

24

6.1

Regional Geology

24

6.2

Local and Property Geology

26

6.2.1

Lithology

28

6.2.2

Structural Geology

29

6.2.3

Alteration

29

6.3

Isabella Pearl Mineralized Zone

30

6.3.1

Fluid Inclusion Data

32

6.4

Deposit Type

32

6.4.1

Extents and Continuity

35

7

Exploration

36

7.1

Exploration by Previous Operator (TXAU)

36

7.2

Exploration by WLMC

36

7.2.1

Surface Exploration

36

7.2.2

Geophysics

37

7.2.3

Remote Sensing

39

7.2.4

Drilling

43

7.2.5

Material Results and Interpretation

48

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8

Sample Preparation, Analysis and Security

52

8.1

Historic Security Measures and Sample Preparation

52

8.2

WLMC (2016 to Present)

52

8.2.1

Security Measures

52

8.2.2

Sample Preparation and Analysis

52

8.2.3

Quality Assurance/Quality Control Procedures

53

8.3

Check Assays

57

8.3.1

Field Duplicates

57

8.3.2

2021 Bureau Veritas vs ALS Gold Assay Comparison

59

8.4

Opinion of Adequacy

60

9

Data Verification

61

9.1

Opinion on Data Adequacy

61

10

Mineral Processing and Metallurgical Testing

62

10.1

Metallurgical Overview

62

10.2

Mineralogy and Metallurgical Ore Types

62

10.3

Previous Metallurgical Test Work Programs

63

10.4

WLMC Metallurgical Ore Characterization Test Work Programs

64

10.4.1

Results of WLMC Metallurgical Test Drill Hole Samples

66

10.5

Discussion of Metallurgical Test Gold Recovery Curves

73

10.5.1

Discussion of Bottle Roll Test Recovery Curves

73

10.5.2

Discussion of Column Leach Test Gold Recovery Curves

74

10.6

Process Selection and Design Parameters

75

10.7

Metallurgical Summary

77

11

Mineral Resource Estimate

78

11.1

Introduction

79

11.2

Mineral Resources Definitions

79

11.2.1

Inferred Mineral Resources

79

11.2.2

Indicated Mineral Resources

79

11.2.3

Measured Mineral Resources

80

11.3

Database

80

11.3.1

Database Backup

82

11.4

Bulk Density

82

11.5

Wireframe Modeling

83

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11.5.1

Topography

83

11.5.2

Gridded Surfaces

83

11.5.3

Mineralization Envelopes

84

11.6

Compositing

85

11.7

Exploratory Data Analysis

86

11.8

Treatment of Extreme Values

89

11.9

Continuity Analysis

91

11.10

Block Model

93

11.11

Estimation and Classification

93

11.12

Mineral Resource Estimate

95

11.13

Risk Factors

96

11.14

Model to Production Reconciliation

97

11.15

Opinion on Adequacy

98

12

Mineral Reserve Estimate

99

12.1

Introduction

99

12.2

Mineral Reserve Definitions

99

12.2.1

Probable Mineral Reserve

99

12.2.2

Proven Mineral Resource

99

12.3

Previous Mineral Reserve Estimate

99

12.4

Mineral Reserve Estimation

100

12.5

Mineral Reserve Estimates

100

12.6

Conversion of Mineral Resources to Mineral Reserve

102

12.6.1

Dilution

102

12.6.2

Cut-off Grade

102

12.7

Relevant Factors

103

13

Mining Methods

104

13.1

Mining Methods Summary

104

13.2

Geotechnical Data, Testing and Analysis

105

13.2.1

Pit Slope Geotechnical Evaluation

105

13.2.2

South Highwall Geotechnical Assessment

106

13.2.3

Recommendations

107

13.3

Hydrogeology

109

13.3.1

Groundwater

109

13.3.2

Temporary and Permanent Diversion Channels

110

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13.4

Mine and Waste Rock Storage Design, Production Rates and Mine Life

110

13.4.1

Mine Design

110

13.5

Waste Rock Storage Design

114

13.6

Haulage

115

13.7

Mine Production Schedule

115

13.8

Mining Operations

117

13.8.1

Ore Control

118

13.8.2

Shift Schedule

118

13.8.3

Manpower

118

13.8.4

Blasthole Drilling

118

13.8.5

Blasting

118

13.8.6

Loading

119

13.8.7

Hauling

119

13.8.8

Support Equipment

119

13.8.9

Ancillary Mining Operations

120

14

Processing and Recovery Methods

121

14.1

Process Description Summary

121

14.2

Plant Design and Equipment Characteristics

123

14.2.1

Primary Crushing and Fine Crushing

123

14.2.2

Heap Leach Pad and Solution Ponds

123

14.2.3

Adsorption-Desorption-Recovery (ADR) Facility

126

14.2.4

Major Process Equipment List

128

14.2.5

Assay Laboratory

129

14.3

Energy, Water, Material and Personnel Requirements

129

14.3.1

Power

129

14.3.2

Water Supply

130

14.3.3

Major Reagents

130

14.3.4

Labor Requirements

130

15

Infrastructure

131

15.1

Infrastructure Summary

131

16

Market Studies

134

16.1

Contracts and Status

134

17

Environmental Studies, Permitting and Social or Community Impact

135

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17.1

Environmental Liabilities and Permitting

135

17.1.1

Environmental Liabilities

135

17.1.2

Required Permits and Status

135

17.1.3

Federal Permitting

139

17.1.4

State Permitting

139

17.1.5

Local Permitting

140

17.2

Environmental Study Results

140

17.3

Environmental Issues

141

17.4

Operating and Post Closure Requirements and Plans

141

17.5

Post-Performance or Reclamation Bonds

142

17.5.1

Mine Closure Plan

142

17.5.2

Reclamation Measures During Operations and Mine Closure

143

17.5.3

Closure Monitoring

143

17.5.4

Reclamation and Closure Cost Estimate

143

17.5.5

2021 Estimate of Current Closure Costs

144

17.6

Social and Community

145

17.7

Other Significant Factors and Risks

145

17.8

Adequacy of Plans to Address any Issues

146

17.9

Commitments to Local Procurement or Hiring

146

18

Capital and Operating Costs

147

18.1

Life-Of-Mine Capital Costs

147

18.2

Life-Of-Mine Operating Costs

147

18.3

Accuracy of Cost Estimate

149

19

Economic Analysis

150

19.1

Annual Production and Cash Flow Forecasts

150

19.2

Annual Production and Gross Sales Forecasts

151

19.3

Life-of-Mine Cash Flow Forecast

151

19.4

Nevada State Taxes

152

19.5

Sensitivity Analysis

153

20

Adjacent Properties

154

20.1

Registrant Properties

154

20.1.1

Isabella Pearl Mineralized Trend

154

20.1.2

Other Registrant Properties

155

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20.2

Other Properties

155

21

Other Relevant Data and Information

157

22

Interpretation and Conclusions

158

22.1

Interpretation

158

22.2

Conclusion

159

22.3

Significant Opportunities

160

23

Recommendations

161

23.1

RC Drilling for Mineral Reserves

161

24

References

163

25

Reliance on Information Provided by Registrant

166

List of Tables

Table 1 -1 : Mineral Resource Estimates (exclusive of Mineral Reserves) for the Isabella Pearl Deposit, Mineral County, Nevada, as of December 31, 2021

2

Table 1 -2 : Mineral Reserve Estimates for the Isabella Pearl Deposit, Mineral County, Nevada, as of December 31, 2021

4

Table 1 -3 : Drilling History at the Isabella Pearl Mine (1987 - 2021)

5

Table 1 -4 : Summary of Costs for Optional Recommended Work

11

Table 3 -1 : List of Mineral Claims for the Isabella Pearl Mine

16

Table 5 -1 : Isabella Pearl Mine Production 2019 – 2021

23

Table 6 -1 : Approximate Extents of Gold-Silver Deposits in the Isabella Pearl Mine Area

35

Table 7 -1 : Drilling History at the Isabella Pearl Mine (1987 - 2021)

44

Table 7 -2 : Significant Results 2021 Drilling at Isabella Pearl Mine

50

Table 8 -1 : WLMC 2020-2021 Standard Reference Materials

54

Table 8 -2 : 2020 through 2021 SRM Failures

55

Table 8 -3 : 2020 – 2021 Blank Material Failures

57

Table 10 -1 : Summary Metallurgical Test Work Completed on Isabella Pearl Deposit

63

Table 10 -2 : Summary of Isabella Pearl Mine Core Composites Assays, KCA 2017 Program

66

Table 10 -3 Summary of Head Screen Analyses

67

Table 10 -4 : Detailed Results of Head Screen Analysis

67

Table 10 -5 : Summary of Mercury and Copper in Sample, KCA 2017 Program

68

Table 10 -6 : Summary of Carbon and Sulfur Content, KCA 2017 Program

69

Table 10 -7 : Summary Direct Agitated Cyanidation (Bottle Roll) Gold Test Results, KCA 2017 Program

69

Table 10 -8 Summary Direct Agitated Cyanidation (Bottle Roll) Silver Test Results, KCA 2017 Program

69

Table 10 -9 : Bureau Veritas vs ALS Gold Assay Comparison Plot

71

Table 10 -10 Summary Column Leach Test Results, KCA 2017 Program

72

Table 10 -11 Summary of All Bottle Roll Tests Completed on the Isabella Pearl Mine

74

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Table 10 -12 Summary of All Column Leach Tests Completed on the Isabella Pearl Mine

75

Table 10 -13 : Summary of NaCN and Lime Consumption for the Column Leach Tests

75

Table 10 -14 : Bottle Roll Gold Recovery Estimate by Size Fraction

76

Table 10 -15 : Column Leach Gold Recovery Estimation by Size Fraction

76

Table 10 -16 : Gold Recovery Estimate

76

Table 10 -17 : NaCN and Lime Consumption

77

Table 11 -1 Isabella Pearl Drill Hole Database Summary

81

Table 11 -2 : Isabella Pearl Assay Database Summary

81

Table 11 -3 : Isabella Pearl Assay Statistics Summary

81

Table 11 -4 Constrained Composite Statistics

86

Table 11 -5 Capping Thresholds

91

Table 11 -6 Experimental Semi-Variograms and Modeled Rotations

91

Table 11 -7 Block Model Setup

93

Table 11 -8 Mineral Resource Inventory for the Isabella Pearl Deposit, December 31, 2021

96

Table 11 -9 : Estimation Risk Factors

97

Table 12 -1 : Mineral Reserve Statement Isabella Pearl Mine, Mineral County, Nevada, as of December 31, 2020

100

Table 12 -2 : Mineral Reserve Estimates for the Isabella Pearl Deposit, Mineral County, Nevada, as of December 31, 2021

101

Table 12 -3 : Mineral Reserves by Deposit for the Isabella Pearl Mine as of December 31, 2021

101

Table 12 -4 : Isabella Pearl Marginal Cut-off Grade Assumptions

102

Table 13 -1 Maximum Recommended Pit Slope Angles

105

Table 13 -2 Location and Design of the 2021 Geotechnical Drilling Program

107

Table 13 -3 Summary of FOS

107

Table 13 -4 Designed Pit Parameters

111

Table 13 -5 Initial Isabella Pearl Designed Pit Reserves

113

Table 13 -6 Mine Production Schedule

117

Table 13 -7 Approximate Production Shift Schedule

118

Table 14 -1 Major Process Equipment for the Isabella Pearl Mine

128

Table 14 -2 Major Reagent Consumption

130

Table 14 -3 Labor Summary

130

Table 15 -1 Infrastructure Items and Specifications

132

Table 17 -1 : Permits, Licenses, and Issuing Authorities for the Isabella Pearl Mine

136

Table 17 -2 : BLM Notice of Intent Summary for the Isabella Pearl Mine

139

Table 17 -3 : Mine Closure and Reclamation Cost Summary for the Isabella Pearl Mine as of December 31, 2021

145

Table 18 -1 : Isabella Pearl Life-of-Mine Capital Cost Summary

147

Table 18 -2 : Isabella Pearl Life-of-Mine Operating Cash Cost per Tonne Processed

147

Table 18 -3 : Isabella Pearl Life-of-Mine Operating Cash Cost per Ounce Sold

148

Table 19 -1 : Isabella Pearl Life-of-Mine Production Summary

150

Table 19 -2 : Isabella Pearl Life-of-Mine Gross Sales

151

Table 19 -3 : Isabella Pearl Life-of-Mine Free Cash Flow Summary

151

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Table 19-4 : Isabella Pearl Life-of-Mine Cash Flow

152

Table 19-5 Isabella Pearl Mine Sensitivity to Capex & Au Price

153

Table 20-1 Unpatented Mining Claims held by WLMC Adjacent to Isabella Pearl

154

Table 23-1 Detailed Budget for Proposed Exploration Drilling at Isabella Pearl Mine

162

List of Figures

Figure 3-1 : General Location Map of the Isabella Pearl Mine

14

Figure 3-2 : Isabella Pearl Mine Area Mineral Claims Map

15

Figure 4-1 : Isabella Pearl Mine Access

19

Figure 6-1 : Isabella Pearl Mine Regional Geologic Map

25

Figure 6-2 : Isabella Pearl Mine Stratigraphic Column

27

Figure 6-3 Cross Section through the Isabella Pearl Mine; view NW.

27

Figure 6-4 : Isabella Pearl Mine Geologic Map

28

Figure 6-5 : High Sulfidation Characteristics of the Isabella Pearl Mineralization

34

Figure 6-6 : Idealized Stratigraphic Section Highlighting Mineralization Controls for Isabella Pearl

35

Figure 7-1 : Local rock chip sampling and spectral data modeling

37

Figure 7-2 : Schematic image of regional magnetic contour data (after Lockwood et al., 1971)

39

Figure 7-3 : Quartz Content (Upper), and Alunite Content (Lower) for Isabella Pearl, including Scarlet Area

41

Figure 7-4 : Scarlet area Potential Target areas based on ASTER data analysis identified by TMS.

42

Figure 7-5 : Isabella Pearl Mine (yellow star) and FGC land package on a Landsat image.

43

Figure 7-6 : Isabella Pearl Mine Drill Hole Location Map

45

Figure 7-7 : Location Map for Drill Holes Completed at Isabella Pearl Mine during 2021

49

Figure 8-1 : 2020 - 2021 SRM Performance

56

Figure 8-2 : 2020 - 2021 Blank Material Performance

57

Figure 8-3 : Au Field Duplicate Control Plot for 2020 - 2021

58

Figure 8-4 : Au Min Max Field Duplicate Control Plot for 2020 - 2021

58

Figure 8-5 : Cyanide Leach vs Fire Assay Comparison Plot

59

Figure 8-6 : Bureau Veritas vs ALS Gold Assay Comparison Plot

59

Figure 10-1 : Drill Hole Locations for 2017 WLMC Metallurgical Samples

65

Figure 10-2 : Section of Sample Locations for WLMC Test Program in Relation to Ore Zone

65

Figure 10-3 : Head Screen Analysis Showing Cumulative Weight Percent Passing Crush Size (in inches)

68

Figure 10-4 : Bottle Roll Tests Showing % Gold Extraction During Leach Period

70

Figure 10-5 : Bottle Roll Tests Showing % Silver Extraction during Leach Period

70

Figure 10-6 : Column Leach Test Results Showing Cumulative Weight Percent Gold Extracted Over Days of Leach

72

Figure 10-7 : Column Leach Gold Recovery Curves for Column Leach Tests Completed

75

Figure 10-8 : Graph of Gold Ounces Placed vs. Gold Ounces Poured and Percent Gold Recovery

77

Figure 11-1 : Plot of RQD vs. Elevation

83

Figure 11-2 : Isometric View Looking North Showing Oxide Base (blue) and Granite (orange) Contacts

84

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Figure 11-3 : Isometric View of the Mineralization Domains comprising the Isabella Pearl Deposit

85

Figure 11-4 : Histogram of Constrained Assay Sample Lengths

86

Figure 11-5 : Log-Probability Plots of Au and Ag Composites

87

Figure 11-6 : RC vs. DDH Drilling Results

88

Figure 11-7 : Twin Hole Au Assay Grade Comparison

89

Figure 11-8 : Log-Probability Plots of Composite Capping Thresholds

90

Figure 11-9 : Experimental Semi-Variogams

92

Figure 11-10 : Typical Cross-Section Looking NW Showing Gold Grades (g/t) and Classification

94

Figure 13-1 Pit Slope Quadrants

105

Figure 13-2 View looking South in the Pearl Pit showing continuous, moderately to shallowly-dipping shears of the Pearl Fault

106

Figure 13-3 Water Monitoring Well Locations

110

Figure 13-4 Isabella Pearl – Final Pit Plan View

111

Figure 13-5 Isabella Pearl Designed Pits - Plan View

112

Figure 13-6 Isabella Pearl Designed Pits - Section View

113

Figure 13-7 Isabella Pearl Waste Rock Dump

114

Figure 14-1 Simplified Schematic of Isabella Pearl Mine Flowsheet

122

Figure 14-2 General Arrangement for the Isabella Pearl Heap Leach Pad and Ponds.

125

Figure 14-3 ADR Plant General Arrangement

127

Figure 15-1 : General Site Arrangement

133

Figure 19-5 Graph of Isabella Pearl Sensitivity to Capex and Gold Price

153

Figure 20-1 : WLMC’s regional land status highlighting Isabella Pearl, and other important mines and prospects. Outline shows FGC land position and red dots represent significant prospects or mines; blue stars indicate historic mines.

155

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S-K 1300 Technical Report Summary

1

Executive Summary

This is a Technical Report Summary (TRS) for Walker Lane Minerals Corporation (WLMC), an indirect, wholly-owned subsidiary of Fortitude Gold Corporation (FGC), on its 100%-controlled Isabella Pearl mine, a producing open pit gold-silver heap leach operation in Mineral County, Nevada. The report was prepared by Gustavson Associates LLC, a Member of WSP, and provides a summary of the detailed assessments of mineral resources and mineral reserves and other relevant considerations of the Isabella Pearl mine.

On October 31, 2018, the SEC announced that it was adopting amendments to modernize the property disclosure requirements for mining registrants, and related guidance, under the Securities Act of 1933 and the Securities Exchange Act of 1934 (SEC, 2018 a, b). This report is prepared to comply with the new rule (17 CFR subpart 229.1300), requiring that a registrant with material mining operations must disclose specified information in Securities Act and Exchange Act filings concerning its mineral resources, in addition to its mineral reserves.

WLMC has received all regulatory permit approvals from the Nevada Division of Environmental Protection (NDEP) and the U.S. Department of the Interior, Bureau of Land Management (BLM) for the Isabella Pearl mine. Construction of the Isabella Pearl mine was completed during 2019 and reached commercial production levels in October 2019.

1.1

Property Summary and Ownership

1.1.1

Property Description

The Isabella Pearl mine area covers approximately 436 hectares (1,078 acres) and consists of 61 unpatented lode mining claims on land owned by the U.S. government and administered by the BLM. WLMC controls 100% interest in the Isabella Pearl claims which are subject to a 3% NSR royalty.

WLMC also controls an additional 507 unpatented claims covering approximately 3,521 hectares (8,699 acres) along a nearly 30 km (19 mi) trend extending northwest of the Isabella Pearl mine.

1.2

Mineral Resource Statement

The modeling and estimation of mineral resources presented herein is based on technical data and information available as of December 31, 2021. WLMC models and estimates mineral resources from available technical information prior to the generation of mineral reserves.

As part of its modernization of the property disclosure requirements for mining registrants, the SEC is adopting the Combined Reserves International Reporting Standards Committee (CRIRSCO) framework for reporting mineral resources. According to CRIRSCO, a mineral resource is a concentration or occurrence of material of intrinsic economic interest in or on the Earth’s crust (a deposit) in such form, grade or quality, and quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade, geological characteristics, and continuity of a mineral resource are known, estimated, or interpreted from specific geological evidence and knowledge. Mineral resources are sub-divided, in order

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S-K 1300 Technical Report Summary

of increasing geological confidence, into Inferred, Indicated and Measured categories. Portions of a deposit that do not have reasonable prospects for eventual economic extraction must not be included in a mineral resource. The modeling and estimation of mineral resources utilized a portion of the drill hole database compiled by WLMC consisting of:

Air Track (AT): 6 drill holes for 82.0 m (269 ft)
Reverse Circulation (RC): 513 drill holes for 46,229 m (151,670 ft)
Diamond Drill (Core) Hole (DDH): 36 drill holes for 3,564.5 m (11,695 ft)

Mineral resource modeling was carried out on capped composites using Inverse Distance Cubed (“ID3”), Ordinary Kriging (“OK”) and Nearest Neighbor (“NN”) estimation methods. A minimum of three and a maximum of twelve composites were used for estimation, within a search ellipsoid oriented parallel with each defined structure and extending 120 m (394 ft) x 120 m (394 ft) x 30 m (98 ft). The major and semi-major axes approximate the average strike and dip directions of the mineralization in each of the three estimation areas. Both gold and silver were estimated.

Mineral resources at Isabella Pearl are further defined by WLMC as mineral resources within a constraining pit shell and above a defined cut-off value. The mineral resources reported herein have been constrained within a Lerchs-Grossman (LG) optimized pit shell and reported at a cut-off grade of 0.33 g/t Au (0.01 opst) for oxide mineral resources and 2.00 g/t Au (0.058 opst) for sulfide mineral resources.

The Measured and Indicated mineral resources reported for the Isabella Pearl deposit contain 598 thousand tonnes (659.2 thousand short tons) at an average gold grade of 2.12 g/t (0.062 opst) and 26 g/t silver (0.80 opst) (Table 1-1). Inferred mineral resources are estimated to be 288.2 thousand tonnes (317.7 thousand short tons) at an average gold grade of 1.55 g/t (0.045 opst) and 17 g/t silver (0.5 opst).

Table 1-1 : Mineral Resource Estimates (exclusive of Mineral Reserves) for the Isabella Pearl Deposit, Mineral County, Nevada, as of December 31, 2021

Oxides

Cut-off Au (g/t)

Tonnes

Short Tons

Au (g/t)

Au (opst)

Ag (g/t)

Ag (opst)

Au (oz)

Ag (oz)

Measured

0.33

89,000

98,100

2.38

0.069

55

1.6

6,800

157,600

Indicated

0.33

357,600

394,100

0.98

0.029

8

0.2

11,300

96,200

Mea+Ind

0.33

446,600

492,300

1.26

0.037

18

0.5

18,100

253,900

Inferred

0.33

259,400

286,000

1.30

0.038

12

0.4

10,900

102,800

Sulfides

Cut-off Au (g/t)

Tonnes

Short Tons

Au (g/t)

Au (opst)

Ag (g/t)

Ag (opst)

Au (oz)

Ag (oz)

Measured

2.00

110,600

121,900

4.98

0.145

51

1.5

17,700

180,100

Indicated

2.00

40,800

45,000

3.79

0.111

48

1.4

5,000

62,700

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Mea+Ind

2.00

151,400

166,900

4.66

0.136

50

1.5

22,700

242,700

Inferred

2.00

28,800

31,800

3.77

0.110

56

1.6

3,500

51,600

Total

Cut-off Au (g/t)

Tonnes

Short Tons

Au (g/t)

Au (opst)

Ag (g/t)

Ag (opst)

Au (oz)

Ag (oz)

Measured

---

199,600

220,000

3.82

0.111

53

1.5

24,500

337,700

Indicated

---

398,400

439,200

1.27

0.037

12

0.4

16,300

158,900

Mea+Ind

---

598,000

659,200

2.12

0.062

26

0.8

40,800

496,600

Inferred

---

288,200

317,700

1.55

0.045

17

0.5

14,400

154,400

Notes:

1.

Reported at a cut-off of 0.33 Au g/t (0.01 Au opst) for oxide mineral resources and 2.00 Au g/t (0.058 Au opst) for sulfide mineral resources.

2.

Whole block diluted estimates reported within an optimized pit shell.

3.

Mineral resources do not have demonstrated economic viability.

4.

Totals may not sum exactly due to rounding.

5.

Mineral resources reported are exclusive of mineral reserves.

1.3

Mineral Reserve Statement

Mineral reserves were prepared according to the guidelines of Regulation S-K part 1300. The reserve estimate is based on technical data and information available as of December 31, 2021.

The conversion of mineral resources to mineral reserves required accumulative knowledge achieved through LG pit optimization, detailed pit design, scheduling and associated modifying parameters. Detailed access, haulage, and operational cost criteria were applied in this process for the Isabella, Pearl and Civit Cat North deposits, the currently minable portions of the Isabella Pearl mine. The mine was built in metric units and all metal grades are in g/t.

The orientation, proximity to the topographic surface, and geological controls of the Isabella Pearl mineral reserves support mining with open pit mining techniques. To calculate the mineral reserve, pits were designed following an optimized LG pit based on a $1,738/oz Au sales price. This price was chosen to create the primary guide surface based on a price sensitivity and subsequent profitability study that showed that the $1,738 pit maximized profitability while reducing capital requirements. The quantities of material within the designed pits were calculated using a cut-off grade of 0.33 g/t Au (0.01 opst) which is based on the consensus 2022-2024 average price of $1,738/oz for gold (CIBC, 2021). The Isabella Pearl mine open pit mineral reserve statement is presented in Table 1-2.

The Proven and Probable mineral reserves reported for Isabella Pearl contain 1.36 million tonnes (1.50 million short tons) at an average gold grade of 2.78 g/t Au (0.081 opst) and 24 g/t Ag (0.7 opst) (Table 1-2). The high-grade and low-grade stockpiles of ore mined but not processed is included in the inventory of 2021 mineral reserves.

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Table 1-2 : Mineral Reserve Estimates for the Isabella Pearl Deposit, Mineral County, Nevada, as of December 31, 2021

Class

Tonnes

Short
Tons

Au g/t

Au opst

Ag g/t

Ag opst

Au Oz

Ag Oz

Proven Mineral Reserves

483,300

532,800

5.26

0.154

47

1.4

81,800

733,100

Probable Mineral Reserves

425,500

469,000

2.04

0.06

16

0.5

27,900

221,000

Proven and Probable Total

908,800

1,001,800

3.75

0.11

33

1

109,700

954,100

High Grade Stockpile

14,000

15,400

10.09

0.295

88

2.6

4,500

39,600

Low Grade Stockpile

435,000

479,500

0.53

0.015

5

0.1

7,300

63,900

Isabella Pearl Mine Total

1,357,800

1,496,700

2.78

0.081

24

0.7

121,500

1,057,600

Notes:

1.

Metal prices used for P&P reserves were $1,738 per ounce of gold and $23.22 per ounce of silver. These prices reflect the consensus 2022-2024 average prices for gold and silver (CIBC, 2021).

2.

The quantities of material within the designed pits were calculated using a cut-off grade of 0.33 Au g/t.

3.

Mining, processing, energy, administrative and smelting/refining costs were based on 2021 actual costs for the Isabella Pearl mine.

4.

Metallurgical gold recovery assumptions used were 81% for all ore which is currently being crushed. These recoveries reflect predicted average recoveries from metallurgical test programs.

5.

P&P reserves are diluted and factored for expected mining recovery.

6.

Figures in tables are rounded to reflect estimate precision and small differences generated by rounding are not material to estimates.

1.4

Geology and Mineralization

1.4.1

Geologic Setting, Mineralization, and Mineralization

The Isabella Pearl mine is in the central portion of the Walker Lane, a major northwest-trending zone on the western border of Nevada characterized by a series of closely spaced dextral strike-slip faults that were active throughout much of the middle to late Cenozoic. It is a complex zone up to 300 km (186 mi) wide and 1,000 km (620 mi) long that lies on the western boundary of the Basin and Range Province.

Volcanic rocks of middle Tertiary age cover much of the property and include intermediate lava flows and ignimbrite ash flow sheets. The volcanic rocks unconformably overlie Mesozoic strata including Triassic and Jurassic sedimentary units and Cretaceous and Jurassic igneous units. Tectonic activity and erosion have left an irregular, dominantly buried surface of Mesozoic rocks. Within the regional Walker Lane tectonic setting, several major fault zones trend through the property and are dominated by various splays and off set branches. The Soda Springs Valley fault zone is a major host of mineralization in the area, and particularly along the Pearl fault strand.

The gold-silver mineralized zones include the Isabella, Pearl, Civit Cat North, Silica Knob, Scarlet North and South, and Crimson oxide deposits and the Pearl and Civit Cat North sulfide deposits, collectively referred to in this report as the Isabella Pearl deposit. Alteration and mineral assemblages at Isabella Pearl, including widespread argillic alteration and generally abundant alunite, indicate the deposits belong to the high-sulfidation class of epithermal mineral deposits. K-Ar age determinations indicate the mineralization is about 19 Ma, some 7 to 10 million years younger than the age of the host rocks. This

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early Miocene age conforms to the age of other high-sulfidation epithermal precious-metal deposits in the Walker Lane area (e.g., Goldfield and Paradise Peak).

1.4.2

Exploration

Modern exploration of the general area around the Isabella Pearl mine began in the early 1970’s by various companies. From 1987 through 1990, Combined Metals Reduction Company (CMRC) drilled the Isabella Pearl area during its joint venture with Homestake Mining Company (Homestake). The joint venture drilled at least 175 reverse circulation (RC) and diamond drill (core) holes (DDH) before the joint venture was terminated. TXAU Investments, Inc. (TXAU), also known as TXAU Development Ltd. and Isabella Pearl LLC., conducted a DDH drilling program in early 2007 that consisted of 19 holes. This drilling was designed primarily to provide material for metallurgical testing and confirm the historic assay and geological data collected by the CMRC-Homestake joint venture. In 2008, TXAU completed 7 DDH’s in the Pearl deposit to address some issues concerning assays and insufficient quality assurance/quality control measures from prior drilling. From 2016 through 2021, WLMC executed RC and DDH drilling programs to collect representative mineralized ore grade samples in the mine area in sufficient quantity to conduct metallurgical testing and expand resources. In addition, WLMC completed a 5-hole RC condemnation drill program to ensure no mineral resources occurred where the mine/plant facilities are located. The Isabella Pearl mine drilling history is summarized in Table 1-3.

Table 1-3 : Drilling History at the Isabella Pearl Mine (1987 - 2021)

Company

Period

RC

DDH (Core)

Total

No.

Meters

No.

Meters

No.

Meters

Combined Metals-Homestake & Historical

1987-1990

182

19,598.6

6

513

188

20,111.6

TXAU

2007-2008

-

-

26

2,315.7

26

2,315.7

WLMC*

2016-2021

350

28,298.9

1

249.9

351

28,548.8

WLMC Met Holes

2016-2017

-

-

3

484.9

3

484.9

Totals

532

47,897.5

36

3,564.50

568

51,462.0

*Includes 6 Air Track (AT) drill holes

1.5

Metallurgy and Mineral Processing

Metallurgical test work has validated that Isabella Pearl oxidized ores are amenable to gold and silver recovery by cyanidation. The most economically effective process has been identified as conventional heap leaching of crushed ore, and to a much lesser extent ROM, followed by absorption/desorption recovery (ADR) and refining to produce doré bars.

Cyanidation test work (bottle roll and column leach), performed on representative samples of the mineral resources, confirms the close relationship between particle size and gold recovery. The greater the fines

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fraction the higher the gold recovery. Based on the metallurgical test work completed, total gold recovery is expected over a four-month period.

Mineral reserves above 0.61 g/t Au are being crushed to a P80 of 5/8 inch and placed directly on the heap. Mineral reserves between 0.33 and 0.61 g/t Au are being stockpiled for either future crushing or blending with the higher-grade material. The total predicted gold recovery for all ore is 81% ore which is currently being crushed. The gold recovery projection for ore is based primarily on column leach test work and partly on benchmarking other heap leach operations.

Over the life-of-mine (LOM), ore is delivered from the open pit, the majority being trucked to the crusher, and then transported to the heap leach pad via an overland conveyor and stacked onto the heap leach pad by a radial stacker. A minor amount of ROM ore was previously placed directly on the heap leach pad by truck.

1.6

Mine Design, Optimization and Scheduling

Isabella Pearl is a disseminated gold and silver deposit with mineralization close to the surface at an average head grade of 2.78 g/t Au and 24 g/t Ag. It was determined that mining would be performed with an open pit truck/loader operation. Initial costs were estimated, and a detailed feasibility study analysis performed to determine the optimum ultimate mining limit for the operation. Average operating costs at the property are approximately 2.6 $/t for mining, 2.8 $/t for crushing and 6.9 $/t for leaching and solution treatment at the Isabella Pearl processing facility.

The current mine design consists of one main pit and several smaller sub-pits accessing the Isabella, Pearl and Civit Cat North deposits. Open pit mining is by conventional diesel-powered equipment, utilizing a combination of blasthole drills, wheel loaders, and 91-tonne (100-short ton) trucks to handle ore and waste. Support equipment including of graders, track dozers, and water trucks also aid in the mining. High-grade ore (>0.61 g/t Au) is hauled to the crushing area and crushed before being placed on the leach pad. Low-grade ore between 0.33 and 0.61 g/t Au is hauled directly to the low-grade stockpile. Waste rock is stored in the waste rock facility designed near the pit to reduce haulage costs.

1.7

Environmental Studies, Permitting, and Plans, Negotiations or Agreements with Local Individuals or Groups

The Isabella Pearl mine is located on public lands administered by the U.S. Department of the Interior, BLM. As such, the operation requires the identified federal permits, the most important of which are approvals of the Plan of Operations (POO) and its subsequent National Environmental Policy Act Evaluation (NEPA) analyses. WLMC submitted the POO and Reclamation Permit applications and the Environmental Assessment (EA). The BLM has reviewed baseline data and deemed the POO “complete” and authorized processing of the EA of the operations. The NEPA analysis was completed, and a Record of Decision (ROD) issued on May 15, 2018.

WLMC holds the following Federal Permits and Registrations:

EPA Hazardous Waste #NVR000092916 (BWM)

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Explosive Permit #9-NV-009-20-8K-00321 (Ledcor CMI Inc. contract mining)
POO and Reclamation Plan #NVN86663 (BLM)

The mine also required permits from various State of Nevada agencies including: Bureau of Air Pollution Control (BAPC), Bureau of Mining Regulation and Reclamation (BMRR), BWM, Department of Conservation and Natural Resources (DCNR), NDEP and Nevada Department of Wildlife (NDOW).

The State of Nevada requires operational mining permits regardless of land status of the mine (i.e., private, or public). The following are the state permits that are required for the Isabella Pearl mine:

Reclamation Permit #0387 (NDEP/BMRR)
Hazardous Waste Generator #NVR000092916 (NDEP/BWM)
Water Pollution Control Permit #NEV2009102 (NDEP/BMRR)
Emergency Release, Response, and Contingency Plan (NDEP/BMRR)
Spill Prevention, Control, and Countermeasures Plan (NDEP/BMRR)
National Pollutant Discharge Elimination System (NPDES) Permit #NVG201000 (NDEP/BWPC)
General Stormwater Permit #NVR300000 MSW-43292 (NDEP/BWPC)
Storm Water Pollution Prevention Plan (NDEP/BWPC)
Water Rights – #83484, 82498, 79096 and 83485 (changed to 89001T) (DCNR/NDWR); Permits to change the point of diversion and place of use of the water rights have been approved, for groundwater production wells
Air Quality Class II Operating Permit #AP-1041-3853 (NDEP/BAPC)
Air Quality Mercury Permit to Construct #AP-1041-3895 (NDEP/BAPC)
Air Quality Class I Operating Permit to Construct #AP-1041-3897 (NDEP/BAPC)
Industrial Artificial Pond Permit #467428 (NDOW)
Bureau of Safe Drinking Water Public Water Source Permit NV0001178

WLMC has obtained a Special Use Permit and Building Permits issued by Mineral County to construct buildings at the Isabella Pearl mine including:

Mineral County Business License #17288 (Mineral County Sheriff’s Office)
Special Use Permit #165957 (Mineral County Planning Commission)
Septic Permit #7905 and 7906 (Mineral County Building Department)
ADR Building Permit #5891 (Mineral County Fire Marshall)
Office Building Permit #7888 (Mineral County Fire Marshall)
Water Tank Building Permit #7921 (Mineral County Fire Marshall)

By virtue of the mine’s location and current land ownership, the mine operations were subject to reclamation financial surety requirements set by the BLM and State of Nevada. The cost associated with final reclamation and closure of the Isabella Pearl mine is currently set at $12 million.

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1.8

Capital Costs, Operating Costs and Financial Analysis

1.8.1

Capital and Operating Costs

WLMC has provided an estimate of capital and operating costs in this report.

Total Isabella Pearl Mine LOM capital expenditures are estimated to be US$ 2.475 million. The capital costs are based on vendor and specialist quotations. Additional contingencies have been applied to these estimates for omissions. The support for capital and operating costs are based on quotations and estimates in 2021 dollars. No inflation factors have been used in the economic projections.

Mining costs are based on actual costs derived from the Isabella Pearl mine. These costs comprise ore and waste drilling and blasting, loading, and hauling and all the associated site maintenance including, pits, roads, stockpiles, dumps, tailings storage facilities, and storm water controls etc.

Processing costs are based on actual processing costs including but not limited to reagent consumption and current prices for wear and replacement parts.

Current supervisory and administrative support staff numbers are sufficient to efficiently handle the administrative, technical and management functions required for the mining operation. Provisions for training, and regulatory mandated safety functions are also included.

The Isabella Pearl Mine LOM Operating Cash Costs per Tonne Processed is estimated at US$44.44 per tonne. This is based on a total ore processed of 1.0 million tonnes (1.1 million short tons). The estimated remaining mine life is 3 years, with continued gold production from the leach pad for a 4th year.

Capital and operating costs are based on a production budget and realized costs to date, and are judged to be within 5% accuracy.

1.8.2

Economic Analysis

WLMC has provided an economic analysis in this report.

The Isabella Pearl mine has a 3-year mine-life given the mineral reserves described in this report. The financial results of this report have been prepared on an annual basis. Capital and operating costs are based on realized costs, quotations and estimates in 2021 dollars. No inflation factors have been used in the economic projections. The analysis assumes static conditions for the gold market price over the three-year mine-life. The gold and silver prices were set at $1,738/oz and $23.22/oz, respectively. These prices are based on the consensus 2022-2024 average prices.

This economic analysis is a post-tax evaluation and is based on a base case $1,738 per ounce gold price and an assumption that the gold would be recovered over the remaining 3-year mine-life.

The economic results, at a discount rate of 5%, indicate a Net Present Value (NPV) of $100.3 million (after estimated taxes). The following provides the basis of the Isabella Pearl LOM plan and economics:

A mine life of 3 years, with continued gold production from the leach pad for 4 years;
An average operating cost of $486/ Au oz.-produced;

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Sustaining capital costs of $2.475 million and a mine closure cost estimate of $12 million;
The analysis does not include any allowance for end of mine salvage value.

1.9

Conclusions and Recommendations

1.9.1

Interpretation and Conclusions

Isabella Pearl is a producing gold mine with a favorable economic projection based on current operating costs and detailed LOM mining and processing plan. The Isabella Pearl deposit has the grade and continuity required for on-going production.

The Isabella Pearl deposit geology is generally well understood, and structural geology and alteration are the primary controls on mineralization. The core of the deposit is relatively well-defined but recent infill and step-out drilling has materially changed the current mineral resource model, increasing the confidence level of the mineral resource estimate, and allowing conversion of a significant portion of this material to mineral reserve. Drilling to the northwest of the deposit also has the potential to extend the mineral resources. In addition, reconnaissance geological mapping and rock chip sampling have delineated new, surface high-grade gold target areas further along strike to the northwest of the Isabella Pearl deposit.

Certain factors pose potential risks and opportunities, of greater or lesser degree, to the estimate as the mineral resources are based on currently available data. The highest risks associated with key estimation parameters were identified as:

Core Recovery: Rock Quality Designation (RQD) results show a wide range of recoveries, which may bias assay grades.
Bulk Density: Significant voids may reduce recoverable tonnage (Specific gravity is not well constrained).

The predicted mineral resource grades are confirmed at the mining scale using blast-hole drilling results and grade control modeling.

Reconciliations are performed on a monthly basis by the operations department in order to track and compare actual tonnages and grades to the estimated values in the block model. To date, the reconciliations have proved that the estimated tonnages are in line with the values in the block model and that actual grades are slightly higher than estimated, especially in the Pearl deposit.

All refractory sulfide material has been treated as waste for the Isabella Pearl estimate of mineral resources. In addition, the bottom of the optimized pit shell is designed to stay above the water table.

The conversion of mineral resources to mineral reserves required accumulative knowledge achieved through LG pit optimization, detailed pit design, scheduling and associated modifying parameters. The quantities of material within the designed pits were calculated using a cut-off grade of 0.33 g/t Au which is based on the three-year trailing average $1,738/oz Au sales price used for this mineral reserve estimate. The Proven and Probable mineral reserves as of December 31, 2021, reported for the Isabella Pearl mine, using diluted grades, is 1.36 million tonnes (1.50 million short tons) of material at an average gold grade

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of 2.78 g/t Au (0.081 opst) and 24 g/t Ag (0.7 opst) containing 121,500 ounces of gold and 1,057,600 ounces of silver. The mineral reserve estimate presented herein is based on technical data and information available as of December 31, 2021.

Isabella Pearl is a disseminated gold and silver deposit with mineralization close to the surface. The mine design consists of one main pit accessing the Isabella Pearl deposit. Open pit mining is by conventional diesel-powered equipment, utilizing a combination of blasthole drills, wheel loaders, and 91-tonne (100-short ton) trucks to handle ore and waste.

The Isabella Pearl oxide ore is amenable to heap leach cyanidation with a high relative recovery and fast leaching kinetics.

The Isabella Pearl mine is economically viable at the consensus 2022-2024 average gold price of $1,738 per ounce gold as well as at the current higher gold prices and has significant economic potential given the possibility for gold price increases in the future. Additionally, there is opportunity to expand the mineral reserve through additional drilling. Cost improvements and further optimizations are also possible.

The Isabella Pearl mine’s economic viability is generally at risk from changes in external factors which would lead to increased input costs, or a fall in the price of gold which would reduce revenue. A decrease in gold price would not only reduce revenue but would also reduce the amount of economically mineable ore as a decrease in metal prices could result in a higher cut-off grade. Under the current gold price environment, the mineral reserves are considered robust.

Environmental and future permitting risks include items being discovered on the mine site such as sensitive or endangered botany, or cultural artifacts. No environmental and permitting risks have been identified.

Internal risks, specific to the Isabella Pearl mine, include:

Current drill spacing is considered adequate but there is a low risk of a decrease in mineral resources due to additional drilling and subsequent re-modeling and re-estimations.
Poor operational execution, with resultant cost and schedule over-runs, scope creep, and increased operating costs. This is mitigated by management overseeing production.
Predicted gold recovery from the Isabella Pearl ore is based on the results of column-leach tests and actual results could be lower than expected. This risk is deemed to be low, given the numerous metallurgical tests that have been conducted on the Isabella Pearl mineral resources during the past 30 years.
Finding and keeping the skilled employees required to operate the Isabella Pearl mine has proven to be challenging, given its rural location. Inadequate staffing can increase operating costs by reducing operating efficiencies and increasing repair and maintenance costs. Recruiting costs might be higher than predicted.

The Qualified Persons (QP’s) preparing this report for WLMC recommend continued open pit mining and processing the ore by screening, stacking, heap leaching and ADR to produce gold doré for sale.

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1.9.2

Recommendations

The QP’s preparing this report for WLMC recommend that the Isabella Pearl mine continue with open pit mining and processing the ore by screening, stacking, heap leaching, ADR and doré production. Some additional studies are recommended that may improve value and optimizations including additional drilling to convert mineral resources to mineral reserves.

Recommendations for mineral reserve drilling at the Isabella Pearl mine are shown in Table 1-4. The estimated cost of the recommendation for 6,096 m (20,000 ft) of RC drilling totals $1,460,000. The cost of this recommended work has not been included in the Isabella Pearl cash-flow model.

Table 1-4 : Summary of Costs for Optional Recommended Work

Description

Cost

RC Drilling for Reserves

$1,460,000

Total

$1,460,000

Additional optimization could include an ore control methodology implementation that further minimizes sulfide material being placed on the leach pad. This sulfide material, mainly located at or near the bottom of the pit, is refractory and is treated as waste. A geometallurgical model to further characterize mineral resources should also be considered.

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2

Introduction

2.1

Terms of Reference and Purpose of the Report

Gustavson Associates LLC (Gustavson), was contracted to produce a Technical Report Summary (TRS) on the Isabella Pearl mine, an open pit gold heap leach operation located in Mineral County, Nevada for the Walker Lane Minerals Company (WLMC). WLMC is an indirect, wholly-owned subsidiary of FGC. The TRS is to support of the required annual reporting of FGC.

The quality of information, conclusions, and estimates contained herein is consistent with the level of effort by the QP’s, based on: 1) information available at the time of preparation, 2) data supplied by outside sources, and 3) the assumptions, conditions, and qualifications set forth in this report. The responsibility for this disclosure remains with WLMC.

This report provides mineral resource and mineral reserve estimates, and a classification of mineral reserves prepared in accordance with §§ 229.1300 through 229.1305 (subpart 229.1300 of Regulation S-K) referred to simply as “S-K 1300” in this report.

2.2

Source of Data and Information

WLMC has relied on information and technical documents listed in the References section of this report which are assumed to be accurate and complete in all material aspects.

The reader is referred to earlier reports on mineral resources and reserves and the feasibility study for a more detailed description of the sources of information relied upon by the QP’s of WLMC (Brown et al., 2018, 2021).

2.3

Details of Inspection

Christopher Emanuel and Ian Crundwell are the QP’s who visited Isabella Pearl mine on December 14 and 15, 2021.

2.4

Previous Reports on Mine

This report updates a previous report titled “Report on the Estimate of Mineral Resources and Mineral Reserves for the Isabella Pearl Mine” dated March 24, 2021 (Brown et. al., 2021)

The effective date of this report is December 31, 2021.

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3

Property Description and Location

3.1

Location

The Isabella Pearl mine is located in the Gabbs Valley Range, approximately 10 km (6 mi) north of the town of Luning in Mineral County, Nevada. A mine location map is shown in Figure 3.1. The mine is located within all or portions of the following Townships, Ranges, and Sections relative to the Mount Diablo Baseline and Meridian:

Township 8 North, Range 34 East, Section 03; and
Township 9 North, Range 34 East, Sections 26, 27, 34 and 35.

The approximate center of the deposit areas is N39.60°, W118.18°. The mine has good connections to the infrastructure of west-central Nevada, with access roads to the mine site linking to Nevada state route 361 and US Route 95, the main highway between Reno and Las Vegas.

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Graphic

Figure 3-1 : General Location Map of the Isabella Pearl Mine

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3.2

Area of the Property

The Isabella Pearl mine area covers approximately 436 hectares (1,078 acres) and consists of 61 unpatented lode mining claims on land owned by the U.S. government and administered by the BLM. WLMC controls 100% interest in the Isabella Pearl claims which are subject to a 3% NSR royalty. WLMC also controls an additional 507 claims covering approximately 3,521 hectares (8,699 acres) along a nearly 30 km (19 mi) trend extending northwest of the Isabella Pearl mine.)

3.3

Mineral Titles, Claims, Rights, Leases and Options

Mineral claims in the mine area are shown in Figure 3-2. The claims within the mine area controlled by WLMC, its entities, or partners are listed in Table 3-1 and are current as of December 31, 2021.

Currently, annual claim maintenance fees are the only federal payments related to unpatented mining claims. Annual maintenance fees of $100,572 were paid to the BLM during 2021 to hold the 568 unpatented lode mining claims. In addition, fees for filing a Notice of Intent (NOI) totaling $6,852 were paid to Mineral County in order to hold the claims for another year.

There are no Tribal, State of Nevada or U.S. Forest Service lands within the mine area.

Graphic

Figure 3-2 : Isabella Pearl Mine Area Mineral Claims Map

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Table 3-1 : List of Mineral Claims for the Isabella Pearl Mine

Claim Name & No.

Type

BLM Serial
No.

Loc Date

Mineral Cnty Doc

Owner

Status

Acquisition History

VULTURE DOG # 1

Unpat Lode

NMC84621

7/17/1979

39154

WLMC

100% Owned

Acq from TXAU

VULTURE DOG # 2

Unpat Lode

NMC84622

7/17/1979

39155

WLMC

100% Owned

VULTURE DOG # 3

Unpat Lode

NMC84623

7/17/1979

39156

WLMC

100% Owned

VULTURE DOG # 4

Unpat Lode

NMC84624

7/17/1979

39157

WLMC

100% Owned

VULTURE DOG # 5

Unpat Lode

NMC84625

7/17/1979

39158

WLMC

100% Owned

VULTURE DOG # 6

Unpat Lode

NMC84626

7/17/1979

39159

WLMC

100% Owned

VULTURE DOG # 7

Unpat Lode

NMC84627

7/17/1979

39160

WLMC

100% Owned

VULTURE DOG # 8

Unpat Lode

NMC84628

7/17/1979

39161

WLMC

100% Owned

VULTURE DOG # 9

Unpat Lode

NMC84629

7/17/1979

39162

WLMC

100% Owned

VULTURE DOG # 10

Unpat Lode

NMC84630

7/17/1979

39163

WLMC

100% Owned

VULTURE DOG # 11

Unpat Lode

NMC84631

7/17/1979

39164

WLMC

100% Owned

VULTURE DOG # 12

Unpat Lode

NMC84632

7/17/1979

39165

WLMC

100% Owned

VULTURE DOG # 13

Unpat Lode

NMC84633

7/17/1979

39166

WLMC

100% Owned

VULTURE DOG # 14

Unpat Lode

NMC84634

7/17/1979

39167

WLMC

100% Owned

VULTURE DOG # 15

Unpat Lode

NMC84635

7/17/1979

39168

WLMC

100% Owned

VULTURE DOG # 16

Unpat Lode

NMC84751

7/17/1979

39169

WLMC

100% Owned

VULTURE DOG # 22

Unpat Lode

NMC315752

6/21/1984

68277

WLMC

100% Owned

SODA # 6

Unpat Lode

NMC405057

2/27/1987

79813

WLMC

100% Owned

SODA # 7

Unpat Lode

NMC405058

2/27/1987

79814

WLMC

100% Owned

SODA # 8

Unpat Lode

NMC405059

2/27/1987

79815

WLMC

100% Owned

SODA # 9

Unpat Lode

NMC405060

2/27/1987

79816

WLMC

100% Owned

SODA # 10

Unpat Lode

NMC405061

2/27/1987

79817

WLMC

100% Owned

SODA # 11

Unpat Lode

NMC405062

2/27/1987

79818

WLMC

100% Owned

SODA # 12

Unpat Lode

NMC405063

2/27/1987

79819

WLMC

100% Owned

SODA # 13

Unpat Lode

NMC405064

2/27/1987

79820

WLMC

100% Owned

SODA # 19

Unpat Lode

NMC405070

2/27/1987

79826

WLMC

100% Owned

SODA # 23

Unpat Lode

NMC405074

2/27/1987

79830

WLMC

100% Owned

SODA # 24

Unpat Lode

NMC405075

2/27/1987

79831

WLMC

100% Owned

SODA # 25

Unpat Lode

NMC405076

2/27/1987

79832

WLMC

100% Owned

SODA # 26

Unpat Lode

NMC405077

2/27/1987

79833

WLMC

100% Owned

SODA # 36

Unpat Lode

NMC405087

2/27/1987

79843

WLMC

100% Owned

SODA # 49

Unpat Lode

NMC405100

2/27/1987

79856

WLMC

100% Owned

SODA # 50

Unpat Lode

NMC405101

2/27/1987

79857

WLMC

100% Owned

SODA # 51

Unpat Lode

NMC405102

2/27/1987

79858

WLMC

100% Owned

SODA # 52

Unpat Lode

NMC405103

2/27/1987

79859

WLMC

100% Owned

SODA 37

Unpat Lode

NMC602527

5/10/1990

 

WLMC

100% Owned

SODA 38

Unpat Lode

NMC602528

5/10/1990

 

WLMC

100% Owned

SODA 5

Unpat Lode

NMC636629

9/18/1991

 

WLMC

100% Owned

SODA 32

Unpat Lode

NMC636630

9/18/1991

 

WLMC

100% Owned

SODAR 20

Unpat Lode

NMC1185560

11/16/2018

170004

WLMC

100% Owned

Acq from TXAU (WLMC reloc of SODA claims)

SODAR 21

Unpat Lode

NMC1185561

11/16/2018

170005

WLMC

100% Owned

SODAR 22

Unpat Lode

NMC1185562

11/16/2018

170006

WLMC

100% Owned

SODAR 33

Unpat Lode

NMC1185563

11/16/2018

170007

WLMC

100% Owned

SODAR 34

Unpat Lode

NMC1185564

11/16/2018

170008

WLMC

100% Owned

SODAR 35

Unpat Lode

NMC1185565

11/16/2018

170009

WLMC

100% Owned

SODAR 46

Unpat Lode

NMC1185566

11/16/2018

170010

WLMC

100% Owned

SODAR 47

Unpat Lode

NMC1185567

11/16/2018

170011

WLMC

100% Owned

SODAR 48

Unpat Lode

NMC1185568

11/16/2018

170012

WLMC

100% Owned

ISABELLA # 12

Unpat Lode

NMC170214

9/1/1980

45607

WLMC

WLMC 50% Own WLMC 50% Lse

Acq From TXAU (WLMC 50% - Hayes et al 50%)

ISABELLA # 13

Unpat Lode

NMC170215

9/1/1980

45608

WLMC

same

Acq from TXAU

ISABELLA # 14

Unpat Lode

NMC170216

9/1/1980

45609

WLMC

same

ISABELLA # 15

Unpat Lode

NMC170217

9/1/1980

45610

WLMC

same

ISABELLA # 16 FRAC

Unpat Lode

NMC170218

9/1/1980

45611

WLMC

same

ISABELLA # 17 FRAC

Unpat Lode

NMC170219

9/21/1980

45612

WLMC

same

ISABELLA # 19 FRAC

Unpat Lode

NMC170221

9/28/1980

45614

WLMC

same

ISABELLA # 1

Unpat Lode

NMC235711

1/30/1982

56931

WLMC

same

ISABELLA # 2

Unpat Lode

NMC235712

1/30/1982

56932

WLMC

same

ISABELLA # 3

Unpat Lode

NMC235713

1/30/1982

56933

WLMC

same

TDG 1

Unpat Lode

NMC989539

3/23/2008

146107

WLMC

100% Owned

Acq From Gateway Gold (USA) Corp.

TDG 2

Unpat Lode

NMC989540

3/23/2008

146108

WLMC

100% Owned

TDG 3

Unpat Lode

NMC989541

3/23/2008

146109

WLMC

100% Owned

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3.4

Other Significant Factors and Risks

The mine is in production, and the QP's are not aware of any factors or pending changes that would impact the continued operation or its profitability.

3.5

Royalties and Agreements

WLMC owns an undivided fifty percent (50%) interest and leases the remaining fifty percent (50%) interest in ten (10) claims from Natasha Matkin-Hayes et al. of Las Vegas, Nevada. This affects the following claims:

Isabella Claims 1, 2, 3, 12, 13, 14 and 15, and
Isabella Fractions 16, 17, 19.

The Matkin-Hayes lease, dated April 1, 1992, was recorded by memorandum dated June 15, 1992, in Book 146 OR, page 978 (Mineral County, Nevada), and executed by Sarah D. Narkus, Natasha Matkin-Hayes, William Longhurst, John Longhurst, Caroline Merrick, Marguerite Cole, and Combined Metals Reduction Company (CRMC). TXAU succeeded to CMRC’s interest in the lease pursuant to a Trustee’s Deed, dated August 13, 1999, recorded May 14, 2004, Doc # 131124, executed by First American Title Insurance Company in Favor of TXAU. WLMC purchased a 50% undivided interest in lessor’s interest in the lease including a 50% interest in a 6% gross receipts production royalty, and a 50% ownership of the subject property. WLMC received an assignment of the lessee’s interest in the lease. The assignment of the lessee’s interest in the lease transferred the benefit of advance royalty payments that had been paid to lessors through August 2016, in the amount of $459,800.

On October 23, 2018, Ely Gold Royalties Inc., through its wholly owned subsidiary Nevada Select Royalty, Inc., entered into a binding letter agreement with a private individual to acquire 100% of all rights and interests in 0.75% (three quarters of one percent) of the 3% NSR royalty on the 10 Isabella claims controlled by the Matkin-Hayes Lease.

WLMC owns 100% interest in the remaining 26 of the 36 claims comprising the Isabella Pearl mine subject to a reservation of a 3% net smelter return (NSR) royalty and royalty agreement in favor of TXAU. This affects the following claims:

Vulture Dog 1, 2, 3, 4, 5, 6, 7, 8, 10 and 22,
Soda 8, 32, 36, 37, 38, 49, 50, 51 and 52, and
Sodar 21, 33, 34, 35, 46, 47 and 48.

On March 6, 2019, WLMC acquired 100% of all rights and interests in the TDG-1, 2 and 3 claims held by Gateway Gold (USA) Corporation (Gateway) subject to a reservation of a 3% NSR royalty and royalty agreement in favor of Gateway. These 3 claims are within the Isabella Pearl mine area.

On October 29, 2020, Nevada Select Royalty Inc. assigned to Gold Resource Corporation (GRC), currently FGC, the parent company of WLMC, fifty percent (50%) of its one-fourth (25%) royalty interest of the 3% gross receipts royalty payable from production at the 10 Isabella claims controlled by the Matkin-Hayes Lease.

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Isabella Pearl Mine

S-K 1300 Technical Report Summary

4

Accessibility, Climate, Local Resources, Infrastructure and Physiography

4.1

Topography, Elevation and Vegetation

The mine is within the Basin and Range province, a major physiographic region of the western United States. The region is typified by north-northeast trending mountain ranges separated by broad, flat alluvium filled valleys. Locally, the mountain ranges trend northwesterly, making this area rather anomalous in relation to typical Nevada physiography. Elevations on the mine site range from a minimum of 1,597 m (5,240 ft) in the valley to a maximum of 1,777 m (5,829 ft) at the uppermost elevation.

Typical high desert vegetation, controlled in part by elevation, is present in the area, including Pinion Pine and Juniper trees, wild rosebush and several varieties of sagebrush, cacti, and short grasses.

4.2

Accessibility and Transportation to the Property

The mine site is in Mineral County and is accessible from Hawthorne, Nevada via well maintained paved roads and maintained dirt roads. From Hawthorne, travel east on U.S. Highway 95 40 km (25 mi) to Nevada State Route 361 which is just west of the town of Luning. Turn north on State Route 361 and travel approximately 8.4 km (5.2 mi) to the county-maintained Rabbit Springs road that turns off to the west. The mine site lies about 1.6 km (1 mi) to the north along a dirt road that turns off approximately 1.6 km (1 mi) west of State Route 361. Mine roads provide access within the mine site and are passable by high clearance two-wheel drive vehicles. The mine area, encompassing about 436 hectares (1,078 acres) (see Figure 4.1), is located at the west foot of the Gabbs Valley Range in all or parts of Sections 27, 34 and 35 of Township 9 North, Range 34 East and Section 3 of Township 8 North, Range 34 East, Mount Diablo Baseline & Meridian (MDB&M).

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Isabella Pearl Mine

S-K 1300 Technical Report Summary

Graphic

Figure 4-1 : Isabella Pearl Mine Access

4.3

Climate and Length of Operating Season

The climate is dry, semi-arid, with annual precipitation of approximately 11.4 cm (4.5 in), as documented at the nearby Mina Meteorological Station. Average temperatures range from -3° to 10° C (26° to 50° F) in the winter to highs exceeding 32° C (90° F) in the summer. Historically, the record low temperature, recorded in January 2003, is -19° C (-3° F), and the record high temperature, recorded in July 2002, is 42° C (108° F). The general area is drained by numerous stream channels originating in the mountains. These are typically dry but carry some runoff onto alluvial fans and into playas during summer thunderstorms.

The mine is accessible and can be operated year-round.

4.4

Sufficiency of Surface Rights

All mineral resources and mineral reserves in this report are located on unpatented lode mining claims controlled by WLMC. WLMC has sufficient claims to cover all surface operations for the life of mine.  As described elsewhere in this report, WLMC has secured and maintained the necessary permits for exploration and development of the Isabella Pearl mine.

4.5

Infrastructure Availability and Sources

4.5.1

Power

Power is currently supplied by three diesel-powered electric generators. One 1500 kW generator is on-line, one 1500 kW generator is on standby and another 200 kW generator is on standby for the production wells to generate power for the well pumps if the need arises. The total connected force in the plant, including the crushers, is approximately 1,567 hp. WLMC has installed 4,160 volt direct burial power lines

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S-K 1300 Technical Report Summary

from the generator yard throughout the site and to the production wells, IPPW-1, IPPW-2, and IPPW-3. Fuel for the generators is stored in two above-ground tanks on graded areas with HDPE-lined floors and berms for secondary containment to provide emergency capture of 110-percent of the largest fuel tank/vessel volume.

4.5.2

Water

Industrial water is supplied from three production water wells. Production Well #2 (IPPW-2) was completed in September 2013 to a depth of 128 m (420 ft) and is upgradient from both the heap leach and open pit. Production Well #1 was installed in October 2016 to a depth of 396 m (1,300 ft) and is located south of the processing facility. Production Well #3 was installed in August 2019 to approximately the same depth as Well #1 and is also located south of the processing facility. Permits for the production water wells and a maximum of 484 acre-feet of water annually (300 gpm 24/7) have been issued by the Nevada State Engineer.

4.5.3

Mining Personnel

There is considerable expertise in mining operations and management available from population centers within about 240 km (150 mi) of the mine. Nevada is an active mining state, with emphasis on open-pit gold operations. Mining personnel have been drawn from the cities of Reno/Sparks, Carson, Fernley and Fallon, the towns of Hawthorne and Yerington, as well as from other smaller communities in west-central Nevada. WLMC manpower currently totals 56 full-time employees.

4.5.4

Tailings Storage Area

The current heap leach operation does not include any tailings. Spent ore from the heap leach pad remains on the synthetic liner upon which it was constructed. Heap closure is addressed in the plan of operations (POO).

4.5.5

Waste Disposal Area

The primary waste-rock disposal area is a valley fill located to the south of the Isabella Pearl main pit.

4.5.6

Heap Leach Pad Area

The heap leach pad site a has sufficient capacity for the planned operation and potential expansion. It is also proximal to a water source and the mining areas to optimize operational efficiency.

4.5.7

Processing Plant Site

The location of the processing plant is adjacent to and down-gradient of the heap leach pad facilitating gravity flow of solutions.

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Isabella Pearl Mine

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5

History

The Isabella Pearl mine is in the Santa Fe Mining District which lies within the Walker Lane Mineral Belt. Although the district was discovered in the late 19th century, no work on the Isabella Pearl mine area was done until the 1930’s when the Gilbert brothers completed a 120 m (400 ft) drift at Isabella. The brothers encountered up to one ounce of gold per ton in spots, but no economic material was produced. The Gilbert brothers then worked the Civit Cat mine, located about 1.6 km (1 mi) to the west (different than the Civit Cat North portion of the Isabella Pearl mineral resources and reserves discussed herein), and were rumored to have produced $80,000 worth of gold.

5.1

Prior Ownership and Ownership Changes

The Isabella mine was held by B. Narkaus until 1978 and was subsequently leased by Joe Morris the same year. Mr. Morris and three partners re-located some of the Isabella claims and subsequently leased them to the Combined Metals Reduction Company (Combined Metals). In 1987, Combined Metals entered into a joint-venture with Homestake Mining Company (Homestake) to explore and develop the Isabella claims and surrounding areas. The Combined Metals-Homestake joint venture was terminated in 1990. Combined Metals continued to maintain the claims but encumbered the property by borrowing over two million dollars from Repadre International Corporation (Repadre). Repadre initiated foreclosure action in 2002, and Combined Metals immediately filed for bankruptcy to forestall the foreclosure. In March 2004, the note held by Repadre was purchased by TXAU Investments Ltd. and TXAU Development Ltd., both Texas corporations (TXAU). The Combined Metals bankruptcy action was dismissed in May 2004, the note was foreclosed on, and the Isabella Pearl mine mining claims (including the 36 claims covering the Isabella, Pearl and Civit Cat deposits) were transferred to TXAU.

On August 12, 2016, Walker Lane Mineral Corp.’s (WLMC) parent company GRC (predecessor company prior to spin-off to FGC) acquired all of the outstanding stock of WLMC, a private entity held by TXAU, which controlled the Isabella Pearl mine, in exchange for 2,000,000 shares of GRC’s common stock valued at $13.1 million and cash of $152,885. At the time of acquisition by WLMC, the Isabella Pearl mine was in the advanced stages of engineering and production permitting.

5.2

Exploration and Development Results of Previous Owners

In the early 1970's, Ventures West Minerals Ltd. and Brican Resources formed a joint venture for exploration of the general area around the Isabella Pearl mine. Later in the decade, the joint venture with Westley Explorations, Inc., successor to Ventures West, discovered low-grade gold mineralization in the Santa Fe Mine area, just south of and across the highway from the Isabella Pearl mine. In 1983, the Santa Fe property was joint ventured with Lacana Gold Inc., and later 100% interest was acquired by Lacana’s successor, Corona Gold Inc. The Calvada deposit, just to the east was explored by a CoCa Mines Inc. - Amax Gold Inc. joint venture prior to purchase by Corona Gold. The Santa Fe and Calvada mines, along with two other satellite deposits, were subsequently developed by Corona Gold as the Santa Fe open pit mine and heap leach operation. In 1992, Corona Gold was acquired by Homestake which completed mining at Santa Fe in December 1994. In late 2008, the Santa Fe property was acquired and further explored by Victoria Gold Corp. (Victoria). In 2021, Victoria sold the Santa Fe property to Lahontan Gold Corp.

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S-K 1300 Technical Report Summary

In 1980, Fischer-Watt Mining Company acquired claims, northwestward from the Santa Fe mine property, for the purpose of exploring for bonanza gold-silver vein systems. They completed a stream sediment geochemical survey and a rock geochemical survey in portions of the property, fluid inclusion temperature determinations, some alteration mapping, and additional claim staking. Fischer-Watt subsequently joint-ventured the property with Ventures West Minerals, and additional work included geologic mapping at a scale of 1 inch = 500 feet, additional rock chip geochemistry, limited induced polarization and resistivity geophysical surveys, and nine rotary and DDH holes in the Copper Cliffs West exploration area. Although the drill holes did not encounter economic mineralization, Fischer-Watt concluded: “…the HY system clearly warrants further evaluation”. Combined Metals subsequently entered into a joint venture agreement with Fischer-Watt in 1982. That joint venture was dissolved during 1983 with Combined Metals acquiring Fischer-Watt’s interest in the claims. These claims, along with the acquisition of additional claims and leases, including the Isabella claim group assembled by Norsemont Mining Corporation in 1984, ultimately totaled more than 1,000 claims along the northwesterly trend.

Combined Metals drilled the Isabella deposit plus a limited number of exploration holes in a few of the other exploration areas during its joint venture with Homestake from 1988 through 1990. The joint venture drilled at least 175 RC and DDH holes before the joint venture was terminated.

TXAU conducted a DDH drilling program in early 2007 that consisted of 19 holes for a total of 1,187 m (3,894 ft) of HQ-sized core. This drilling was designed primarily to provide material for metallurgical testing and confirm the historic assay and geological data collected by the Combined Metals- Homestake joint venture at Isabella and Pearl. In 2008, TXAU completed an additional 7 DDH holes for a total of 1,129 m (3,704 ft) in the Pearl deposit in order to address some issues concerning assays and insufficient quality assurance/quality control measures from prior drilling.

5.3

Historical Production

In the late 1970’s, Joe Morris placed a small amount of crushed material onto a small pad with the intention of developing a heap-leach operation, but the venture was abandoned (Diner, 1983). No record of gold production from this heap leach operation is available.

5.4

Isabella Pearl Mine Production

Since production commenced at the Isabella Pearl mine in 2019, a total of 2,268,939 tonnes of open pit ore has been mined to produce 40,362 ounces of gold and 38,111 ounces of silver (Table 5-1). In May of 2019, WLMC began selling gold and silver doré from the Isabella Pearl mine.

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Fortitude Gold Corporation

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Isabella Pearl Mine

S-K 1300 Technical Report Summary

Table 5-1 : Isabella Pearl Mine Production 2019 - 2021

Year

Ore Mined Tonnes

Gold Produced Oz

Silver Produced Oz

2019

934,723

10,883

9,752

2020

643,518

29,479

28,359

2021

598,345

46,459

44,553

Totals

2,176,586

86,821

82,664

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Isabella Pearl Mine

S-K 1300 Technical Report Summary

6

Geological Setting, Mineralization and Deposit

The following description of geology and mineralization was mainly based on work by Ekrin and Byers (1985) with modifications and minor editing excerpts from Golden (2000), Hamm (2010) and Prenn & Gustin, 2008, 2011 & 2013).

6.1

Regional Geology

The Isabella Pearl mine is located in the central portion of the Walker Lane, a major northwest- trending zone on the western border of Nevada characterized by a series of closely spaced dextral strike-slip faults that were active throughout much of the middle to late Cenozoic. It is a complex zone up to 300 km (186 mi) wide and 1,000 km (620 mi) long that lies on the western boundary of the Basin and Range Province.

Volcanic rocks of middle Tertiary age cover much of the property and include intermediate lava flows and ignimbrite ash flow sheets. The volcanic rocks unconformably overlie Mesozoic strata including Triassic and Jurassic sedimentary units and Cretaceous and Jurassic igneous units. Tectonic activity and erosion have left an irregular, dominantly buried surface of Mesozoic rocks. Within the regional Walker Lane tectonic setting, several major fault zones trend through the property and are dominated by various splays and offset branches. The Soda Springs Valley fault zone is a major host of mineralization in the area and particularly along the Pearl fault strand. The combined right-lateral, post-mineral displacement along the regional faults is in excess of 10 km (6 mi).

A regional geologic map is presented in Figure 6-1 showing the location of the Isabella Pearl mine. A regional cross section also demonstrates the rotation of blocks like the Isabella Pearl setting.

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Isabella Pearl Mine

S-K 1300 Technical Report Summary

Graphic

Figure 6-1 : Isabella Pearl Mine Regional Geologic Map

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Isabella Pearl Mine

S-K 1300 Technical Report Summary

6.2

Local and Property Geology

The Isabella Pearl deposit is situated in the central portion of the Walker Lane geologic belt, which is a major structural zone, 90-300 km (60 to 190 mi) wide, that separates the Sierra Nevada and the Great Basin structural provinces, and which extends from the Las Vegas region northwestward, beyond Reno, for a total length of 800 km (500 mi). The Walker Lane zone is documented to be at least as old as 28 Ma (million years), with initial extension in a north to north-northeast direction and characterized by west-northwest to northwest-trending strike-slip faults that are primary controls for mineralization. These Tertiary-age faults are thought to be reactivated older structures present in the basement rocks.

The known pre-Tertiary basement rocks in the area include the Triassic Luning Formation, which is composed of medium to thick-bedded limestones with some dolomite and siliciclastic rocks. This formation was intruded by stocks and dikes of Jurassic or Cretaceous diorite, porphyritic quartz monzonite, and granite. These basement rocks are overlain by a thick sequence of late Oligocene ash flow tuffs that exceeds 1 km (3,300 ft) in thickness and includes minor associated lavas and intrusive rocks. From oldest to youngest, these Oligocene units include: (1) the Lavas of Giroux Valley; (2) the Mickey Pass Tuff, the Singatse Tuff, and the Petrified Spring Tuff, which are members of the Benton Spring Group; and (3) the Blue Sphinx Tuff. These units are overlain by the early to middle Miocene Lavas of Mount Ferguson, and they are locally crosscut by associated rhyolitic intrusions. The volcanic rocks range in age from 16 to 29 Ma. Other precious-metal districts of the central Walker Lane are temporally and spatially related to volcanic rocks of similar ages. See Figure 6-2 for a stratigraphic column of the Isabella Pearl mine area.

Figure 6-3 shows a representative section through the Isabella Pearl deposits, corresponding to Section A-A’ on Figure 6-4. Note that the ore bodies are controlled by faults that have opposing dips. Also highlighted in light blue is the tabular-style Isabella deposit. Figure 6-4 shows a map of the local and property geology.

The most active volcanism occurred 28-24 Ma and included tuff units that appear to be altered by the approximately 19 Ma mineralizing event(s). From youngest to oldest these locally hydrothermally altered units, which consequently are potential host rocks, are listed as follows:

Tbx brecciated tuff and lava unit Miocene or Oligocene Blue Sphinx Tuff Petrified Spring Tuff
Singatse Tuff
Mickey Pass Tuff
Lavas of Giroux Valley

The Lavas of Giroux Valley do not outcrop within the property boundaries.

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Isabella Pearl Mine

S-K 1300 Technical Report Summary

Graphic

Figure 6-2 : Isabella Pearl Mine Stratigraphic Column

Graphic

Figure 6-3 Cross Section through the Isabella Pearl Mine; view NW.

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Isabella Pearl Mine

S-K 1300 Technical Report Summary

Graphic

Figure 6-4 : Isabella Pearl Mine Geologic Map

6.2.1

Lithology

Lithology plays a role in mineral control. Age dating suggests that any unit older than the Lavas of Mount Ferguson are potential host rocks. Altered and/or mineralized volcanic outcrop areas that have been recognized to date, listed from the youngest to the oldest rocks, are as follows:

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S-K 1300 Technical Report Summary

The Singatse Tuff is present locally throughout the trend, and although it is not known to contain economic gold mineralization, it is commonly hydrothermally altered, particularly in the basal portion, and locally it may have acted as a cap for underlying mineralization. Alteration in this and the younger units described above may represent leakage of mineralization from the more receptive Guild Mine Member beneath.
The Isabella deposit is hosted within moderately to poorly welded tuff in the upper rhyolitic portion, and the Pearl deposit is hosted dominantly within densely welded tuff in the lower, rhyodacite portion of the Guild Mine Member of the Mickey Pass Tuff.
The basal air fall tuff unit of the Guild Mine Member is a potentially favorable host rock. Fragments of carbon and organic trash contained within the unit could react with mineralizing fluids and precipitate precious metals in a manner very similar to the carbon circuit of a cyanide recovery plant.
The Pearl and Civit Cat sulfide mineral resources are hosted in part by the Cretaceous "granite".

6.2.2

Structural Geology

The Walker Lane zone is documented to be at least as old as 28 Ma (million years). The Walker Lane structures can be summarily described as consisting of numerous northwesterly trending strike-slip and normal faults, along with extensional oblique fractures and other faults that formed between the northwest striking faults, and dominantly pre-mineral detachment and associated listric normal faults. These structures provided both the ground preparation and the hydrothermal conduit systems necessary for economic mineralization.

Several regional and deep penetrating fault zones trend northwest through the area of interest including the Soda Springs fault. An example of the general density and trend of faulting is illustrated in Figure 6.3, which covers the area in the vicinity of the Isabella deposit. Many more faults are present than shown, but at all practical surface map scales individual faults and related fractures and joints are so numerous, and commonly obscured by alteration, that only the principal ones have been mapped. The importance of faults and fault zones for ore localization, particularly at intersections of and at bends along them cannot be over-emphasized.

Geologists who have worked in mineralized areas along the trend have observed the following: both pre-mineral and post-mineral faults are present, which respectively have structurally prepared the host rocks and displaced mineralization; post mineral faults are commonly characterized by unconsolidated breccias rather than by slickensides; tectonic, hydrothermal, and crackle breccias are present locally; and multiple episodes of breaking and healing are documented. At least some mineralization is reported to occur along the flanks of grabens and half-grabens formed by second and third order structures.

6.2.3

Alteration

In the mine area, argillized rocks have been described as dominantly an illite-montmorillonite assemblage, with kaolinite generally restricted to narrow bands up to a few yards wide around silicified zones. Weakly argillized rocks are variably bleached and locally contain areas of less altered, propylitized rock. Strongly to intensely argillized rocks are white and very incompetent, weather down readily, and the original rock type is unrecognizable in the field; pyrite is generally abundant, and where oxidized the rocks are yellowish

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to greenish in color. Argillized rocks contain no silicification other than single quartz veinlets. Light pink alunite is present locally as replacements in feldspar sites. In some areas, this strong argillic alteration may be underlain by propylitic alteration. There may be a relationship between alteration features and the intrusions of rhyolite dikes and plugs.

At the Isabella deposit, weak to strong argillic alteration is pervasive in the upper, poorly to moderately welded ash flow tuff, while the lower, more densely welded tuff generally appears relatively "fresh" although varying degrees of propylitic alteration are common. In the upper, less welded tuff, narrow, structurally-controlled zones of silica-pyrite, as well as the more pervasive, near-horizontal, blanket-like silica replacement bodies, cut across the tilted host rock and generally grade outward into silica-kaolinite, with local alunite envelopes, and then into pervasive illite-montmorillonite zones.

Calcite, an alteration product of plagioclase, is present locally as pods and veinlets. Near silicified fault zones epidote is present as small granules both in plagioclase phenocrysts and in the groundmass.

Noteworthy is the fact that silicification and argillization features overlying the Isabella deposit are essentially identical to the alteration features present elsewhere along the structural trend.

Alunite is also commonly present in silicified areas, and silicified rocks generally grade outward into argillized and then into propylitically-altered rocks. Silicification is localized by fault and shear zones, and in many areas, silica has replaced large masses of both the volcanic and granitic rocks. Gold and silver are associated with this silicification within the Guild Mine Member of the Mickey Pass Tuff.

Geologic records indicate that, in many or most areas, the quartz-alunite mineral assemblage caps argillic alteration. It has been hypothesized that this assemblage may have resulted from a strong acid leaching stage originating in a vapor-dominated hydrothermal system. These silicified outcrops locally stand in bold relief as knobs and irregular ledges, and silicification can cover hundreds of square yards.

Silicified cap rocks are reddish to purplish in less altered areas and white (no sulfides) in the most intensely altered areas. Other geologic data distinguish two types of silicification that have been described: (1) strong to intense silicification is pervasive, with the rock matrix partially to completely replaced by silica and with the rock texture partially to completely destroyed; iron oxides are common, and alunite and occasional barite may be present, and (2) weak to moderate silicification described as “irregular”, with "case hardened", goethite-stained rocks that form ledges in which the feldspars are bleached. Other types of silicification may indicate concealed faults.

6.3

Isabella Pearl Mineralized Zone

The gold-silver mineralized zones discussed in this report include the Isabella, Pearl, and Civit Cat oxide deposits and the Pearl and Civit Cat sulfide deposits, collectively referred to in this report as the Isabella Pearl deposit. Alteration and mineral assemblages at Isabella Pearl, including widespread argillic alteration and generally abundant alunite, indicate the deposits belong to the high-sulfidation class of epithermal mineral deposits. K-Ar age determinations indicate the mineralization is about 19 Ma, some 7 to 10 million years younger than the age of the host rocks. This early Miocene age conforms to the age of other high-sulfidation epithermal precious-metal deposits in the Walker Lane (e.g., Goldfield and Paradise Peak).

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Silicification generally grades outward into argillization, which then grades into propylitically altered rocks. Silicification is localized by faults and shears, and in many areas, silica has replaced large masses of both the volcanic and granitic rocks. Gold is associated with this silicification, occurring primarily within the Guild Mine Member in the lower part of the Mickey Pass Tuff. This alteration assemblage is also present in the lower, more densely welded tuff characteristic of the Pearl deposit, but it is tightly confined around the mineralized core the deposit.

The Isabella mineralization is moderately argillized to highly siliceous, contains numerous vugs in former feldspar and pumice sites (vuggy-silica textures), and typically lacks any evidence of cross-cutting veinlets. Narrow, structurally controlled zones of silica-pyrite, as well as the more pervasive silica replacement bodies, generally grade outward into silica-kaolinite with local alunite envelopes, which in turn grade into pervasive illite-montmorillonite zones. The iron oxide minerals goethite, jarosite, and hematite are present in the siliceous groundmass. Gold occurs as very small (<10 microns) liberated particles in cavities and along fracture surfaces. Rare secondary minerals include barite, cinnabar, and scorodite. A near-horizontal zone of pervasive argillic and advanced-argillic alteration occurs above the Isabella deposit in the upper, poorly to moderately welded rhyolitic ash-flow tuff of the Guild Mine Member. Within this altered zone, alunite occurs as pseudomorphs after potassium feldspar phenocrysts and as replacements of pumice fragments.

The Pearl deposit is hosted by the lower, densely welded portion of the Guild Mine Member and, to a lesser extent, by Cretaceous granite. Mineralization is largely controlled by the northwest-striking, northeast-dipping contact zone between the granitic basement and the overlying Tertiary volcanic units. This contact may be partially or entirely faulted; this report assumes the contact is marked by the fault. Strong silicification accompanies gold mineralization and is associated with fracture fillings and replacement of the welded tuff. The mineralization is usually associated with strong brecciation. Multiple stages of fracturing and brecciation with associated silicification have been observed in drill core.

Sulfide minerals at Pearl commonly exceed ten percent (by volume) and are composed primarily of crystalline grains and aggregates of pyrite, colloform banded “melnikovite”-type pyrite, and bladed marcasite (or pyrite after marcasite) in dark microcrystalline quartz. This quartz has replaced both the volcanic and intrusive host rocks. In the granite, alteration has resulted in the complete leaching of feldspars and ferromagnesian silicates, and pyrite and marcasite have filled the voids left by the silicate dissolution. Rare sulfide minerals observed in thin and polished sections include arsenopyrite, pyrrhotite, galena, sphalerite, chalcocite, chalcopyrite, polybasite, and pyrargyrite. Other minerals include very minor magnetite, zircon, monazite, and rutile. Native gold has not been observed in the sulfide mineralization.

The oxidation boundary is depressed over and immediately around the Pearl deposit, with oxide mineralization extending to more than 150 m (500 ft) below the surface. Goethite, jarosite, and manganese oxide are common, and barite and chlorargyrite occur rarely in the siliceous groundmass. Gold within the oxide mineralization occurs both as locked and liberated particles, as well as electrum. Particles range in size from 2 to 34 microns, averaging 14 microns. The liberated particles occur as small wire-like grains in cavities, while the locked gold is encapsulated by silica or goethite.

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The Civit Cat mineralization, which is relatively minor and poorly defined by drilling, lies to the northeast of Pearl, and is associated with the northwest-striking, southwest-dipping Civit Cat fault. The control on mineralization by the Pearl and Civit Cat faults, which have similar strikes but opposing dips, results in northwest-trending, roughly lens-shaped zones of mineralization that flank both sides of a graben-like structural trough.

6.3.1

Fluid Inclusion Data

Fluid inclusion studies document approximately 12 coarse-grained “vein” quartz bearing outcrops located north and east of the Isabella Pearl mine area (Diner, 1983). Investigation of polished sections yielded 234 inclusions (which were divided into two types: liquid and vapor dominated). The inclusions were measured for homogenization temperatures and indicated a range from 200 to 310 °C with most temperatures in the 220-230 °C range. These temperatures are consistent with boiling conditions.

Salinities were determined and reported in the range of 1-3.05 Wt% NaCl throughout the system with the average at 1.80 Wt% NaCl; this range is consistent with boiling conditions in mineralizing epithermal systems.

The liquid-dominated inclusions contained 2-50% vapor with the majority very low at 5%; however, the range is consistent with boiling if trapped at the same time. A rare occurrence of an abnormally high temperature (> 400 °C) was noted for one sample suggesting trapping of mixed phase fluids, again indicative of boiling. The vapor-dominated inclusions contained >90% vapor and one sample vaporized upon heating. This sample was collected from near the historic Santa Fe open pit mine and corresponded with an excessively high homogenization temperature; in addition, this sample reported the highest salinity at just over 3%.

Diner (1983) noted that fluid inclusion data were on par with deposits of similar style (e.g., Bodie, California 215-245 °C, Tonopah 250-300 °C and Comstock 250 °C) and the temperature range was consistent for this type of solution to exist in equilibrium with gold-quartz-pyrite and could carry enough gold in solution, as auriferous chloride complexes, to account for the hydrothermal gold ore deposit, at the given salinities.

In association with fluid inclusions, Diner (1983) considered pressure effects on the mineralizing system. It was concluded that mineralization could extend to depths of 850 to 320 m; with corresponding hydrostatic pressures of 106-67 bar (max) to 85-32 bar (min), and with corresponding lithostatic pressures of 365-167 bar (max) to 212-80 bar (min). The pressure range likely fluctuated due to sealing and breaching of the conduits thus lowering the pressure below hydrostatic. Diner went further, stating that normal boiling condition pressure at the top of the Mickey Pass Tuff was likely 30-60 bar; and concluded that the presence of the quartz-alunite ‘blanket” at the given pressure and temperature ranges was indicative of an acid leaching vapor phase environment.

6.4

Deposit Type

Alteration and mineral assemblages throughout the deposit are represented by widespread argillic alteration, generally abundant alunite, and the presence of minor amounts of base metals, all of which indicate the ore deposits to belong to the high sulfidation (acid sulfate) class of epithermal mineral

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deposits. Fluid inclusion data indicates the solutions that deposited the coarse-grained quartz were dilute, with a salinity of 1-2 weight percent NaCl and temperatures ranging 200 to 300° C. Temporal relationships and the thickness of the tuff units suggest that the depth of formation was more than 900m. In Figure 6-5 a red circle highlights the high sulfidation characteristics of the Isabella Pearl ore classification including the Na-rich, moderate temperature, and acid phase minerals. The geometry of the deposit is controlled by two dominant geologic features; favorable stratigraphic horizon, and structural connectivity to mineralizing fluids. In high sulfidation environments the fluids ascend via structural feeders and under acid attack particularly replaces more favorable units; in the case of Isabella Pearl the Guild Mine member of the Mickey pass Tuff was this unit.

A local stratigraphic section shown in Figure 6-6 illustrates a specific model for mineralization at the Isabella deposit and elsewhere along the Walker Lane trend, where numerous fault zones provided the conduits necessary for hydrothermal fluids to transport gold into environments favorable for gold mineralization. The uppermost, Isabella-type deposit occurs in the upper portion of the Guild Mine Member tuff host rock. This deposit type is relatively large and of lower average grade because the tuff is less welded and consequently relatively porous, allowing the mineralizing fluids to spread beneath the overlying Singatse Tuff, which served as a relatively impermeable barrier (only the lower portion of the Singatse Tuff is altered in the vicinity of the Isabella Pearl deposit).

The stratigraphically lower Pearl-type deposit is limited to faults and fractures and is controlled in part by the basement rock contact with the overlying volcanic rocks. The deep sulfide and Pearl-type deposits are relatively high-grade because these environments were the first favorable environments encountered by ascending, mineralized, hydrothermal fluids.

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Graphic

Figure 6-5 : High Sulfidation Characteristics of the Isabella Pearl Mineralization

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Graphic

Figure 6-6 : Idealized Stratigraphic Section Highlighting Mineralization Controls for Isabella Pearl

6.4.1

Extents and Continuity

Within the Isabella Pearl mine area, six primary gold deposits have been modeled: Isabella, Pearl, Civit Cat North, Scarlet South (excluding Scarlet North), Silica Knob and Crimson. The approximate pre-mining extents of each are summarized in Table 6-1. Each deposit shows internal geological and grade continuity, with a consistent direction of mineralization. The approximate dimensions of each deposit are based on grade shells constructed at a nominal 0.3 g/t Au (0.009 opst) used to limit grade interpolation in the 3D block model.

Table 6-1 : Approximate Extents of Gold-Silver Deposits in the Isabella Pearl Mine Area

Deposit

Tonnage

Strike Length

Dip Length

Civit Cat North

3.4 million tonnes

290 m

250 m

Isabella

7.1 million tonnes

570 m

20 m

Pearl

4.0 million tonnes

400 m

280 m

Scarlet South

0.5 million tonnes

550 m

100 m

Silica Knob

0.3 million tonnes

300 m

100 m

Crimson

1.2 million tonnes

560 m

70 m

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7

Exploration

7.1

Exploration by Previous Operator (TXAU)

TXAU conducted two DDH drilling programs that were managed by HB Engineering. The first program was designed primarily to provide material for metallurgical testing, as well as to attempt to confirm the historic assay and geological data collected by the Combined Metals-Homestake joint venture. A total of 19 holes totaling 1,187 m (3,894 ft) were drilled in early 2007, including four holes into the Pearl deposit and the remaining holes into the Isabella deposit. Two holes, P-6 and P-16 were lost in bad ground and were re-drilled. P-16 recovered core to 10 m (33 ft), which was split and sampled; no core from P-6 was sampled.

The 2007 drill data were incorporated into the project database, and MDA was contracted to complete a mineral resource estimate, as well as an economic scoping study (Prenn and Gustin, 2008). These studies led to the identification of a number of deficiencies that precluded the classification of any of the resources as Measured. In order to address these deficiencies and lower project risk, TXAU completed the 2008 drill program, which consisted of 7 DDH holes for a total of 1,129 m (3,704 ft) of drilling. Since the Pearl deposit contributes approximately 75% of the total oxide resources at Isabella Pearl, and essentially all of the sulfide resources, the 2008 drilling concentrated on the Pearl deposit.

The 2008 program included an industry standard QA/QC program, down-hole surveys were conducted on all holes, care was taken during drilling and the removal of core from the core barrel in order to maximize sample recoveries, and further specific gravity determinations were obtained from samples of the drill core. Additional QA/QC work was also completed on the 2007 drill samples, and geologic mapping of portions of the Isabella-Pearl resource area was completed.

In addition to the drilling programs, TXAU commissioned McClelland Laboratories, Inc. (McClelland) to complete metallurgical testing on a bulk surface sample and DDH composites in 2007 and 2008. The results of this test work are summarized in Section 13.

7.2

Exploration by WLMC

7.2.1

Surface Exploration

The Isabella Pearl deposit geology is generally understood, with favorable stratigraphy, structural geology, and alteration as the primary controls on mineralization. The core of the deposit is also relatively well-defined but mining and additional drilling can be expected to increase the current mineral reserves and the confidence level of the mineral resource estimate. Potential exists to extend the mineral reserves by drilling along the periphery of the deposit to the south, northwest, and northeast.

WLMC has also conducted extensive rock-chip sampling and geological mapping adjacent to the current Isabella and Pearl deposits to the northwest of the deposits as well as minor sampling south of the Pearl deposit. A total of 196 rock chip samples were taken by WLMC in 2017 in the Scarlet anomaly immediately northwest of Isabella and Pearl deposits and analyzed by Inspectorate - Bureau Veritas Minerals

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Laboratory (Bureau Veritas) in Sparks, Nevada. Rock chip samples were analyzed for gold, silver, and a multi-element suite. A total of 67 of the 196 rock chip samples returned greater than 0.30 ppm Au and 22 of the 196 samples returned greater than 1.0 ppm Au with a high of 9.278 ppm Au.

Reconnaissance geological mapping and rock chip sampling has also identified new, surface high-grade gold target areas located along strike to the northwest of the Isabella Pearl mine into the Scarlet area (Figure 7-1), as well as the already defined Civit Cat North deposit to the northeast. Figure 7-1 also highlights exploration targeting near the Isabella Pearl mine at the Scarlet and Civit Cat North area. Here we can see the usefulness of spectral sample analysis as a tool for targeting in conjunction with rock chip sampling, which aided in delimiting local fault strands hosting potential gold mineralization. 3D modeling and interpretation of the data has identified additional targets. Historical drilling was widely spaced with favorable results that were not offset with additional drilling, and WLMC plans to offset these historical drill intercepts as well as test highly anomalous rock chip samples and targets generated in modeling.

Graphic

Figure 7-1 : Local rock chip sampling and spectral data modeling

7.2.2

Geophysics

Geophysical targeting with regional magnetics offers another exploration tool for the Isabella Pearl mineralized trend. Figure 7.2 highlights contoured total magnetic response data. Target blocks identified

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in conjunction with the tectonic reconstruction are colorized in red. Block B shown in Figure 7.2 is interpreted as the offset, northwestern portion of the Isabella Pearl target (Block A).

The Isabella Pearl land position hosts many exceptional target areas. Based on indications by previous exploration and a good understanding of characteristics defining the Isabella Pearl deposit, further exploration can be targeted at prospects hosted along the same structural corridor and locally the fault strands, within same prospective rock units (i.e., Mickey Pass Tuff). In particular, future exploration targeting should focus on:

Silicification and quartz flooded zones along high angle faults,
Silicification and quartz flooded zones with in favorable permeable units of the volcanic stratigraphy; especially where they are in contact with high angle faults,
Silicification and quartz flooding associated with other less permeable volcanic sediments lying between the basement rocks and fed by high angle faults,
Targeting alunite-dickite and other higher temperature clay alteration minerals,
Exploration techniques including spectral analysis in conjunction with detailed field mapping, in combination with regional spectral data, and
Geophysical data review and further geophysical studies regional targeting.

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Graphic

Figure 7-2 : Schematic image of regional magnetic contour data (after Lockwood et al., 1971)

7.2.3

Remote Sensing

The use of spectral data in vectoring to higher temperature alteration can be very useful given the documented alteration footprint. In addition, to local targeting with grid sampling and spectral analysis, regional targeting for gold exploration can search for the products of hydrothermal alteration where mineral-bearing rocks were displaced by strong geothermal systems.

In April 2020, Terra Modelling Services Inc. (TMS) completed data acquisition, processing and analysis of an Advanced Spaceborne Thermal Emission and Reflection Radiometer (ASTER) data set for the Isabella Pearl mine, including the Scarlet area, shown in Figure 7.3. Analysis of the ASTER data included:

Granule ID from the raw data;
Band identifiers, both ASTER band and USGS reference;
Band ratios used and spatial resolution charts;
Structural interpretation;
Quartz content map;
Differentiations of argillic, phyllic, propylitic, and silicic alterations;
Characterization of areas for illite, crystalline kaolinite, dickite and possible vegetation anomalies;

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All ferric and non-ferric oxides (jarosite, goethite, hematite).

Anomalous high hydrothermal alteration spectral analysis identified 9 target areas for ground follow-up in the Isabella Pearl mine and Scarlet areas (Figure 7-4). Potential mineral targets are mostly aligned with major NW-trending structures and have spectral and vegetation anomalies.

Previous to the 2020 analysis of ASTER data by TMS, a computer enhanced Landsat image was analyzed by Analytical Imaging and Geophysics (Hamm, 1999). Figure 7.5 highlights enhanced regional spectral data on the Landsat image. The image represents a computer enhanced 2° X 2° Landsat image from an altitude of 708 km with a resolution of 78 km2 per pixel (Gabbs Valley Range, Nevada Landsat TM ratios 5/7, 3/1, ¾ RGB). Six discrete spectral wavelengths of reflected light from visible to mid-infrared, and one band in the thermal infrared was recorded simultaneously. Shades of red indicate vegetation, lakes are purple, valley soils are light blue and evaporative alkali flats appear white. White and light-yellow colors correspond to higher temperature alteration and presence of clays or silica (after Hamm, 1999). Historic mines of the Santa Fe district shown as blue stars. Anomalies corresponding to clays, silica and sulfate minerals produced by hydrothermal alteration are depicted as white to light yellow, and often can be found associated with precious metal occurrences.

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Graphic

Graphic

Figure 7-3 : Quartz Content (Upper), and Alunite Content (Lower) for Isabella Pearl, including Scarlet Area

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Graphic

Figure 7-4 : Scarlet area Potential Target areas based on ASTER data analysis identified by TMS.

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Graphic

Source: ENVI by Analytical Imaging and Geophysics, Boulder, Colorado 1997; WRS path 42, Row 33, 7, July 1984 UTM zone 11)

Figure 7-5 : Isabella Pearl Mine (yellow star) and FGC land package on a Landsat image.

7.2.4

Drilling

The mineral resources and mineral reserves reported herein were estimated using a drill hole database compiled by WLMC, as described below. The final mine database includes a total of 568 holes drilled by Combined Metals-Homestake, TXAU and WLMC at Isabella Pearl through 2021, including 532 RC, 33 DDH and three metallurgical DDH drill holes. Metallurgical drill holes were submitted in their entirety for metallurgical testing and do not have individual assay results. The Isabella Pearl mine drilling history is summarized in Table 7-1, which includes drill holes shown in Figure 7.6.

Most of the pre-TXAU and WLMC drilling was completed between 1987 and 1990 by the Combined Metals-Homestake joint venture (Golden, 2000). It should be noted that the database used by Sierra Mining reportedly included 178 Combined Metals-Homestake holes (Golden, 2000), three more than the MDA database; holes IC-34, 35, 37, and 175 are possibilities for missing holes in the MDA data based on the drill hole numbering sequence (Prenn & Gustin, 2008, 2011 & 2013).

Topographic surveying of collars was undertaken by registered professional surveyors from Nevada. All plots were delivered as stamped referenced plats along with corresponding digital data files. Verification of field locations were also validated with registered air photographs. The TXAU 2007 - 2013 drill hole collar locations were surveyed by David Rowe of Winnemucca, Nevada. Rowe also surveyed the collar

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locations of 100 Combined Metals-Homestake holes that could be accurately located on the ground. The WLMC 2016 - 2018 drill holes were surveyed by Kevin Haskew of Reno, Nevada. The 2019-2021 drill hole collars were surveyed by the Isabella Pearl mine survey department.

Table 7-1 : Drilling History at the Isabella Pearl Mine (1987 - 2021)

Company

Period

RC

DDH (Core)

Total

No.

Meters

No.

Meters

No.

Meters

Combined Metals-Homestake

1987-1990

182

19,598.6

6

513

188

20,111.6

TXAU

2007-2008

-

-

26

2,315.7

26

2,315.7

WLMC*

2016-2021

350

28,298.9

1

249.9

351

28,548.8

WLMC Met Holes

2016-2017

-

-

3

484.9

3

484.9

Totals

532

44,897.5

36

3,563.5

568

51,461.0

*Includes 6 Air Track (AT) drill holes

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Graphic

Figure 7-6 : Isabella Pearl Mine Drill Hole Location Map

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7.2.4.1

RC Drilling Procedures

Logs are available for all historic holes in the sequence IC-38 through IC-178, except IC-54. All historic holes are believed to have been completed by RC drill rigs, with the exception of DDH holes IC-136 through IC-141.

Drilling Services is identified as the drill contractor for 33 of the holes in the sequence from IC-142 through IC-174. A total of 43 logs from holes in this sequence note the drill type as being TH100 or TH100A. Holes IC-142 to IC-156 are noted as being drilled in 1989, while holes IC-158 through IC- 174 were drilled in 1990.

Hackworth is noted as the drill contractor for holes IC-176 through IC-178, the latest Combined Metals-Homestake holes in the database (IC-175 is not in the database). These holes were drilled in 1990 using a TH60 rig.

Drill-bit diameters are identified on 128 of the RC logs, which indicate 5.125, 5.25, 5.5, and 6 inch bit sizes. Most of the Hackworth holes were drilled with 5.5 inch bits, while most Drilling Services holes were drilled with 5.25 inch bits. Both drill contractors used hammer and tri-cone bits

WLMC 2016 - 2021 RC drilling was performed on diurnal shifts by New Frontier Drilling LLC (Frontier) Fallon, Nevada. Drilling equipment consisted of an RC track mounted Foremost MPD drill capable of drilling angle holes to 500 m (1,500 ft). The samples were recovered through the center of the double walled pipe and the sample discharged via a cyclone. Water/fluid was injected into the airflow on an intermitted to continuous basis to assist with recovery of the sample through the wet rotating splitter. Appropriate sample bags were provided by WLMC and they were collected and bagged and tagged under geologist supervision during the drilling. The contractor conducted all operations to industry standard practices.

In 2017, WLMC also utilized New Frontier Drilling to complete a 1,356 m (4,450 ft) RC condemnation drill program to ensure no mineral resources occurred where mine/plant facilities are currently located. The program consisted of 5 RC drill holes drilled to depths of up to 366 m (1,200 ft).

The air track (AT) drilling was completed by Merritt Construction Mina, NV utilizing an Atlas Copco portable blast hole rig modified to 4.5 inches for shallow drilling (less than 30m (99 ft)). The drill rig is supported by compressed air at a rate of 825 cubic feet per minute, with compressed air forced down the center of the rod and hammered materials returned up the outside of the rod. This drilling method was restricted to vertical hole orientation. The drilling method was dry, samples were taken for each 1.5m (5 ft), and the recovered chips were collected in 5-gallon pails and split with a portable riffle splitter. Samples were bagged at the site and transported to company’s secure storage location until submittal to ALS. The AT holes were not surveyed down-hole.

7.2.4.2

DDH (Core) Drilling Procedures

Combined Metals-Homestake completed a six-hole DDH drilling program in 1989. No further details concerning this program are available.

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TXAU conducted a 19-hole DDH drilling program in 2007 and drilled an additional seven DDH holes in 2008. HB Engineering managed the drilling programs for TXAU. Leroy Kay Drilling Co., Inc. of Yerington, Nevada (Kay Drilling) was the drilling contractor for the 2007 program. All recovered core was HQ size (2.5 in).

The drilling contractor for the 2008 program was Sierra Madre Exploration of West Point, California (Sierra Madre). Sierra Madre used a track-mounted Longyear Casa Grande C5S rig, made in Italy specifically for drilling long DDH holes from underground. The rig is capable of drilling HQ core to depths of greater than 600m (2,000ft) and can drill angle holes on very small drill pads, which was important for the 2008 campaign. To help increase recovery in loose, difficult drilling conditions, a Longyear’s HQ3 system was used instead of a standard core barrel. Water pressure was used to pump the core out of the core barrel (as opposed to jarring it out with hammer blows) onto a half-pipe tray, and the core was then boxed in standard wax-coated cardboard boxes.

KB Drilling Company (KB) of Mound House, Nevada provided services for the 2016 metallurgical DDH drilling program. Two sizes of DDH drill core were utilized: a large diameter “PQ” 8.5 cm (3.35 in) for metallurgical testing, and a smaller “HQ” 63.5 mm (2.5 in) for core sample and routine laboratory analyses. Core was pressure removed when possible (in fractured ground) otherwise handled traditionally with rubber mallet percussion to remove. Core was place in wax treated boxes. Depth, rod change, and loss zones were noted on wood blocks in place with the drill core. Core was shipped to a WLMC locked storage in Hawthorne, Nevada twice daily at drilling shift change. After drilling holes were surveyed with the Reflex tool (described in next section) and logged paper copies of the measurements were retained by the drill site geologist. The contractor conducted all operations to industry standard practices.

7.2.4.3

Down Hole Surveying Procedures

For the historical drilling the database contains down-hole survey data for the 11 DDH holes (including metallurgical drill holes), 5 RC holes and 6 AT holes as listed in Table 7-1. The remaining drill holes are limited to collar surveys only.

Seven DDH holes drilled by TXAU in 2008 were surveyed by the drillers upon completion of each hole using a Reflex EZ-SHOT tool. The holes tended to steepen by 1 to 2.5 degrees and change azimuth unsystematically up to 5.5 degrees. If the pre-2008 drill holes, which do not have down-hole survey data, deviated at similar magnitudes as the 2008 holes, the lack of surveys would have no material impact on the mineralization model.

The WLMC 2016 DDH program under KB utilized a Reflex EZ-shot camera and surveys were taken at approximately 50 ft intervals as per industry standard. The data was reviewed by the competent geologist and approved for entry into the company database.

The 2017 condemnation RC drilling program utilized the Reflex EZ-Gyro and surveys were taken every 15.2 m (50 ft) as per industry standard and included a QA/QC multi-shot optimization at approximately each 30.5 m (100 ft). This data was reviewed by competent geologist and approved for entry into the company database. No extreme or unusual deviation was noted with the survey results from either campaign.

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In 2016, WLMC also completed six (6) shallow AT drill holes totaling 82m (269 ft) targeting shallow oxide mineralization in the Isabella Pearl mine area. Holes were completed to maximum depth 30 m (99 ft.). In addition, the WLMC 2017 condemnation RC drilling program sterilized all near-surface ground in the areas tested with drill holes consisting of mainly alluvium or uneconomic mineralization to final drill hole depths.

During 2021, WLMC completed 95 in-fill and step-out RC drill holes to expand mineral resources at the Isabella Pearl mine. The drilling program utilized the New Frontier Drilling RC drill and the same industry accepted down hole Reflex surveying and laboratory analytical methods as previously. The campaign successfully intercepted additional mineralization both along known structures and increased confidence in other infill areas. Results included up to 2.23 g/t Au over 16.76 m including 4.52 g/t Au over 3.05 m in Hole IPRC-257, 1.60 g/t Au over 24.38 m including 3.94 g/t Au over 3.05 m in Hole IPRC-262 and 1.57 g/t Au over 19.81 m including 3.19 g/t Au over 4.57 m in Hole IPRC-302. All of these intercepts were returned from the newly discovered Crimson structure, concealed beneath alluvial cover, in the Scarlet area. Figure 7.7 shows drill holes completed during 2021 and Table 7-2 summarizes significant assay results. All of the information gained has been included in mineral resource and reserve estimates reported herein.

7.2.5

Material Results and Interpretation

The TXAU 2008 and WLMC 2016 - 2021 drill information allowed for the refinement in the modeling of the high-grade portions of the Pearl deposit, as well as the oxidized/unoxidized boundary and the contact between Tertiary volcanic and granitic rocks. These refinements are critical to the confidence in the resource estimation at Pearl. Down-hole surveys conducted on the 2008 holes indicated only minor deviations, which alleviated concerns related to the lack of down-hole survey data in the pre-2008 holes. The confirmatory drilling ultimately led to the definition of mineral resources and reserves within the Pearl deposit reported herein.

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Graphic

Figure 7-7 : Location Map for Drill Holes Completed at Isabella Pearl Mine during 2021

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Table 7-2 : Significant Results 2021 Drilling at Isabella Pearl Mine

Hole #

Angle

Target

 

From

To

Interval

Au

deg

 

Meters

Meters

Meters

g/t

IPRC-251

-50

Crimson

 

42.67

45.72

3.05

0.40

 

62.48

68.58

6.10

0.31

 

117.35

137.16

19.81

0.31

 

143.26

147.83

4.57

0.35

IPRC-252

-45

Crimson

 

114.30

120.40

6.10

0.64

 

135.64

137.16

1.52

1.01

 

144.78

149.35

4.57

0.34

IPRC-253

-50

Crimson

 

96.01

99.06

3.05

0.51

 

105.16

123.44

18.29

1.16

incl.

114.30

115.82

1.52

2.02

 

134.11

144.78

10.67

0.40

IPRC-254

-60

Crimson

 

67.06

86.87

19.81

1.56

incl.

76.20

79.25

3.05

3.19

IPRC-255

-60

Crimson

 

65.53

80.77

15.24

1.11

incl.

76.20

77.72

1.52

2.07

IPRC-256

-60

Crimson

 

64.01

82.30

18.29

1.16

incl.

76.20

77.72

1.52

2.02

IPRC-257

-50

Crimson

 

21.34

24.38

3.05

0.35

 

67.06

83.82

16.76

2.23

incl.

76.20

79.25

3.05

4.52

IPRC-258

-50

Crimson

 

132.59

138.68

6.10

0.31

IPRC-259

-60

Crimson

 

21.34

39.62

18.29

0.34

IPRC-262

-60

Crimson

 

32.00

56.39

24.38

1.60

incl.

35.05

38.10

3.05

3.94

IPRC-265

-90

Silica Knob

 

35.05

54.86

19.81

0.46

IPRC-266

-50

Silica Knob

 

27.43

32.00

4.57

0.70

incl.

28.96

30.48

1.52

1.05

IPRC-267

-80

Silica Knob

 

33.53

45.72

12.19

0.84

incl.

33.53

35.05

1.52

1.41

incl.

42.67

45.72

3.05

1.49

IPRC-268

-50

Silica Knob

 

36.58

57.91

21.34

0.58

IPRC-270

-50

Silica Knob

 

28.96

47.24

18.29

0.50

incl.

38.10

39.62

1.52

1.01

IPRC-271

-50

Silica Knob

 

32.00

54.86

22.86

0.62

incl.

44.20

45.72

1.52

1.09

incl.

51.82

54.86

3.05

1.31

IPRC-273

-50

Silica Knob

 

38.10

44.20

6.10

0.52

 

 

57.91

60.96

3.05

0.53

IPRC-275

-50

Silica Knob

 

36.58

44.20

7.62

0.33

 

51.82

57.91

6.10

0.36

IPRC-276

-60

Silica Knob

 

0.00

25.91

25.91

0.46

incl.

16.76

19.81

3.05

1.12

IPRC-277

-50

Silica Knob

 

0.00

15.24

15.24

0.50

IPRC-278

-50

Silica Knob

 

30.48

36.58

6.10

0.35

IPRC-279

-80

Silica Knob

 

47.24

50.29

3.05

0.60

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IPRC-280

-50

Silica Knob

 

59.44

60.96

1.52

0.39

IPRC-283

-50

Silica Knob

 

6.10

9.14

3.05

0.33

 

19.81

22.86

3.05

0.33

 

38.10

45.72

7.62

0.94

incl.

38.10

39.62

1.52

2.92

IPRC-284

-70

Silica Knob

 

6.10

7.62

1.52

0.49

 

13.72

28.96

15.24

0.98

incl.

21.34

27.43

6.10

1.67

IPRC-286

-50

Silica Knob

 

13.72

36.58

22.86

0.54

incl.

16.76

19.81

3.05

1.10

 

51.82

57.91

6.10

0.42

IPRC-287

-75

Silica Knob

 

36.58

48.77

12.19

0.54

IPRC-288

-65

Silica Knob

 

45.72

48.77

3.05

0.35

IPRC-289

-50

Silica Knob

 

4.57

7.62

3.05

1.78

incl.

4.57

6.10

1.52

3.24

 

35.05

42.67

7.62

0.43

 

48.77

50.29

1.52

0.40

 

51.82

57.91

6.10

0.42

IPRC-291

-50

Silica Knob

 

30.48

32.00

1.52

0.39

 

35.05

45.72

10.67

0.47

IPRC-292

-50

Silica Knob

 

36.58

39.62

3.05

0.59

 

59.44

62.48

3.05

0.34

IPRC-293

-90

Silica Knob

 

32.00

35.05

3.05

0.39

 

44.20

48.77

4.57

0.35

IPRC-297

-76

Crimson

 

118.87

121.92

3.05

0.62

IPRC-299

-90

Crimson

 

35.05

44.19

9.14

0.73

incl.

38.1

41.15

3.05

1.28

IPRC-300

-60

Crimson

 

21.34

28.96

7.62

0.58

 

68.58

79.25

10.67

0.81

incl.

74.68

77.73

3.05

1.45

IPRC-301

-75

Crimson

 

25.91

33.53

7.62

0.81

incl.

27.43

28.95

1.52

2.78

 

38.1

41.15

3.05

0.42

 

76.2

80.77

4.57

0.87

incl.

77.72

79.24

1.52

1.44

 

85.34

91.44

6.1

1.34

incl.

86.87

89.92

3.05

1.68

IPRC-302

-60

Crimson

 

62.48

82.29

19.81

1.57

incl.

73.15

77.72

4.57

3.19

IPRC-306

-65

Crimson

 

47.24

51.81

4.57

0.77

incl.

48.77

50.29

1.52

1.06

IPRC-309

-75

Crimson

 

22.86

28.96

6.1

0.66

incl.

24.38

25.9

1.52

1.26

IPRC-311

-60

Crimson

 

36.58

39.63

3.05

0.54

IPRC-313

-45

Crimson

 

51.82

54.86

3.05

1.27

incl.

51.82

53.34

1.52

1.99

 

71.63

76.20

4.57

1.35

incl.

73.15

74.68

1.52

2.00

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IPRC-314

-75

Crimson

 

42.67

45.72

3.05

0.36

IPRC-315

-50

Crimson

 

41.15

45.72

4.57

0.35

IPRC-316

-75

Crimson

 

60.96

91.44

30.48

0.57

incl.

62.48

65.53

3.05

1.23

 

111.25

135.64

24.38

0.75

incl.

112.78

114.30

1.52

1.05

incl.

117.35

120.40

3.05

1.26

IPRC-317

-50

Crimson

 

47.24

59.44

12.19

0.43

IPRC-318

-75

Crimson

 

53.34

67.06

13.72

0.45

incl.

64.01

65.53

1.52

1.26

 

99.06

102.11

3.05

0.42

IPRC-320

-75

Crimson

 

67.06

68.58

1.52

0.52

 

71.63

74.68

3.05

0.54

 

80.77

92.96

12.19

0.51

incl.

89.92

91.44

1.52

1.09

 

99.06

102.11

3.05

0.43

IPRC-322

-75

Crimson

 

59.44

60.96

1.52

0.49

 

70.10

73.15

3.05

0.39

 

89.92

92.96

3.05

0.52

IPRC-323

-50

Crimson

 

56.39

62.48

6.10

0.38

IPRC-328

-90

Isabella West

 

32.00

38.10

6.10

0.31

IPRC-330

-90

Isabella West

 

18.29

21.34

3.05

0.50

IPRC-331

-90

Isabella West

 

21.34

22.86

1.52

0.58

IPRC-333

-60

Civit Cat

 

56.39

59.44

3.05

1.28

IPRC-335

-64

Civit Cat

 

65.53

67.06

1.52

1.99

IPRC-336

-45

Civit Cat

 

54.86

59.44

4.57

0.58

incl.

56.39

57.91

1.52

1.01

96.01

97.53

1.52

0.51

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8

Sample Preparation, Analysis and Security

8.1

Historic Security Measures and Sample Preparation

Historic security measures and sample preparation were reported by MDA (Prenn & Gustin, 2013). This includes descriptions excerpted from Sierra Mining (Golden, 2000) for drilling programs conducted at Isabella Pearl before TXAU took control of the project. For more details, the reader is referred to earlier reports on mineral resources and reserves and the feasibility study for the Isabella Pearl mine (Brown et al., 2018, 2021).

8.2

WLMC (2016 to Present)

8.2.1

Security Measures

Sample security procedures for WLMC sample materials were established according to industry standards and included (from generation of sample at the site) secured sample transport to a local locked storage facility for holding and/or directly shipped via secured transport to the laboratory for analysis. Samples were shipped by cargo truck in lots loaded into bins with top closures, enclosed trailer, or stacked and covered and secured to the bed of transport truck (in the case of whole DDH drill hole boxes). Chain of custody forms accompanied the shipments to the reception at the assigned laboratory. No breaches of the security were reported.

8.2.2

Sample Preparation and Analysis

For the WLMC 2016 drilling program, continuous sampling was done on 1.52 m (5 ft) intervals, contingent on drilling conditions. All assay samples were processed at ALS Laboratories in Reno, NV, with additional work carried out at ALS in Vancouver, BC, Canada. WLMC has no business relationship with ALS beyond being a customer for analytical services. ALS is an accredited ISO/IEC 17025 facility.

For the WLMC 2017 - 2021 drilling programs, continuous sampling was again done on 1.52 m (5 ft) intervals, contingent on drilling conditions. All assay samples during the 2017 – 2021 drilling programs were processed either at ALS or Bureau Veritas. WLMC has no business relationship with Bureau Veritas beyond being a customer for analytical services. Bureau Veritas is an accredited ISO/IEC 17025 facility.

The umpire laboratory used for check assaying of ALS analyses is Bureau Veritas and vice versa.

All assay samples were analyzed using a 30 g FA with an AAS finish for gold (ALS code AU-AA23; Bureau Veritas code FA430). This technique has a lower detection limit of 0.005 ppm and an upper detection limit of 10.00 ppm. Samples with greater than 10.00 ppm Au were re-analyzed using a 30 g FA with a gravimetric finish (ALS code Au-GRA21; Bureau Veritas code FA530).

All assay samples were also analyzed using a 0.5 g sample with aqua regia for silver (ALS code Ag-AA45; Bureau Veritas code AQ-400). This technique has a lower detection limit of 0.1 ppm for silver and an upper detection limit of 200 ppm for silver.

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8.2.3

Quality Assurance/Quality Control Procedures

All Standard Reference Materials (SRM) and blanks used for the QA/QC program were obtained from Shea Clark Smith / MEG, Inc., Reno, Nevada. The variation from the SRM mean value defines the QA/QC variance and is used to determine acceptability of the standard sample assay. Approximately 60 g of sample material was submitted per QA/QC sample. Blank material was sourced as “Lava Rock” (pumice) from Oxborrow Landscaping, Sparks, Nevada.

The 2020 through 2021 WLMC drilling program consisted of 180 RC drill holes. All SRM samples from Shea Clark Smith / MEG, Inc. are listed in Table 8-1.

Table 8-1 : WLMC 2020-2021 Standard Reference Materials

Standard

Au ppm

Au SD

MEG-Au.12.32

0.62

0.017

MEG-Au.17.01

0.38

0.015

MEG-Au.17.08

0.41

0.014

MEG-Au.17.21

1.10

0.062

MEG-Au.17.22

0.72

0.021

MEG-Au.19.05

0.663

0.057

For the SRM, a failure was defined as an assay result outside 2 times the SRM standard deviation. For the 520 SRM samples submitted a total of 25 failures were noted, a failure rate of 5% (Table 8-2). More than one half of all failures were reported for MEG-Au.17.01 and no other failures were reported in those drill holes. The QP’s believe that the quality statistics for Au.17.01 are inadequate, and it is recommended that the use of this SRM sample be discontinued. Performance of the remaining samples was acceptable (Figure 8-1).

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Table 8-2 : 2020 through 2021 SRM Failures

SAMPLE ID

SRM

DHID

LAB

Au (g/t)

FAILURE

3098680

MEG-Au.12.32

IPRC-260

Inspectorate

0.517

LOW

3099840

MEG-Au.17.01

IPRC-155

Inspectorate

0.327

LOW

3100360

MEG-Au.17.01

IPRC-164

Inspectorate

0.327

LOW

3100400

MEG-Au.17.01

IPRC-165

Inspectorate

0.278

LOW

3100540

MEG-Au.17.01

IPRC-167

Inspectorate

0.312

LOW

3100780

MEG-Au.17.01

IPRC-169

Inspectorate

0.433

HIGH

3101360

MEG-Au.17.01

IPRC-181

Inspectorate

0.329

LOW

3101820

MEG-Au.17.01

IPRC-196

Inspectorate

0.329

LOW

3102040

MEG-Au.17.01

IPRC-200

Inspectorate

0.460

HIGH

3102360

MEG-Au.17.01

IPRC-204

Inspectorate

0.458

HIGH

3103300

MEG-Au.17.01

IPRC-227

Inspectorate

1.116

HIGH

3103320

MEG-Au.17.01

IPRC-227

Inspectorate

0.426

HIGH

3104060

MEG-Au.17.01

IPRC-238

Inspectorate

0.448

HIGH

3104660

MEG-Au.17.01

IPRC-249

Inspectorate

0.429

HIGH

291000

MEG-Au.17.08

IPRC-326

ALS

0.482

HIGH

3105000

MEG-Au.17.08

IPRC-253

Inspectorate

0.317

LOW

3106040

MEG-Au.17.08

IPRC-269

Inspectorate

0.339

LOW

3106220

MEG-Au.17.08

IPRC-272

Inspectorate

0.362

LOW

3106320

MEG-Au.17.08

IPRC-275

Inspectorate

0.339

LOW

3106340

MEG-Au.17.08

IPRC-275

Inspectorate

0.351

LOW

3107460

MEG-Au.17.08

IPRC-313

ALS

0.462

HIGH

3103280

MEG-Au.17.21

IPRC-227

Inspectorate

0.347

LOW

3107520

MEG-Au.17.21

IPRC-314

ALS

0.836

LOW

291260

MEG-Au.17.22

IPRC-333

ALS

1.125

HIGH

3105640

MEG-Au.19.05

IPRC-258

Inspectorate

1.000

HIGH

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Graphic

Figure 8-1 : 2020 - 2021 SRM Performance

For the blank material a failure was defined as an assay that exceeded five times the detection limit of 0.005 ppm (Figure 8.2). Of the 530 blanks submitted, a total of seven failures were received (Table 8-3). A check on the corresponding adjacent SRM sample results for these intervals indicated no issues associated with the individual assays. There was insufficient sample material remaining for re-assaying.

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Graphic

Figure 8-2 : 2020 - 2021 Blank Material Performance

Table 8-3 : 2020 – 2021 Blank Material Failures

Sample Number

Hole ID

Au (g/t)

3101541

IPRC-186

0.031

3104501

IPRC-245

0.027

3106841

IPRC-285

0.167

310681

IPRC-302

0.031

310821

IPRC-303

0.033

290181

IPRC-316

0.038

291181

IPRC-331

0.036

8.3

Check Assays

8.3.1

Field Duplicates

For the 2020 - 2021 drilling campaign, a total of 950 field duplicates were taken and submitted for assay at the same laboratory as the primary sample. There is a strong correlation between the primary and secondary assays (Figs. 8.3 & 8.4)

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Graphic

Figure 8-3 : Au Field Duplicate Control Plot for 2020 - 2021

Graphic

Figure 8-4 : Au Min Max Field Duplicate Control Plot for 2020 - 2021

For the 2020 - 2021 drilling campaign, a total of 1,109 coarse rejects from samples that assayed above 0.20 ppm were submitted for cyanide leach assay. Cyanide leach assay results from samples within the oxide zone demonstrated an average recovery of 93% percent compared to the corresponding fire assay results. Cyanide leach assay results from samples within the sulfide zone demonstrated an average recovery of 8% percent compared to the corresponding fire assay results (Figure 8-5).

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Graphic

Figure 8-5 : Cyanide Leach vs Fire Assay Comparison Plot

8.3.2

2021 Bureau Veritas vs ALS Gold Assay Comparison

A total of 60 pulp samples for the Crimson 2021 RC drilling, originally assayed for gold by Bureau Veritas, were re-submitted to ALS for check assay. The ALS check assays were nearly identical to the original Bureau Veritas assays (Figure 8-6).

Graphic

Figure 8-6 : Bureau Veritas vs ALS Gold Assay Comparison Plot

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8.4

Opinion of Adequacy

Gustavson considers that the 2020 - 2021 drilling programs and the historical drilling information as reported by MDA (Prenn & Gustin, 2013), meet industry standards and have been reviewed and confirmed in sufficient detail to permit inclusion of the information in the Isabella Pearl mineral resource and reserve database.

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9

Data Verification

Gustavson has used information and technical documents supplied by WLMC and prepared by MDA for the Data Verification sections with regards to the historical drilling programs at Isabella Pearl. For more details, the reader is referred to earlier reports on mineral resources and reserves and the feasibility study for the Isabella Pearl mine (Brown et al., 2018, 2021). During the site visit, Gustavson reviewed sufficient files and drill cores and cuttings to confirm the previous work.

9.1

Opinion on Data Adequacy

Investigations of all aspects of current and historical data quality indicates that the quality of the information is suitable for mineral reserve estimation.

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10

Mineral Processing and Metallurgical Testing

10.1

Metallurgical Overview

This section provides a description of Isabella Pearl mineralization and metallurgical characterization of the deposit. There have been nine individual test work programs by various operators. The correct identification of metallurgical properties of this material (the geo-metallurgical model) is key to project success.

The results of the cyanide leach test work demonstrate the straightforward and consistent nature of the Isabella Pearl metallurgy.

The economic minerals of interest are gold and to a minor degree silver.
The results are not dependent on deposit lithology or zoning; The deposit is being mined only above the water table and so refractory sulfide material below the water table is not an issue.
A single simple cyanidation process can be used to recover gold and to a lesser degree silver.
Fast leaching kinetics.
Economics improve by two-stage crushing of plus 1-gram gold to ½ inch. Further test work required to develop particle size gold recovery relationship.

10.2

Mineralogy and Metallurgical Ore Types

The mineral resources of the mine include the Crimson, Scarlet North and South, Silica Knob, Civit Cat North, Isabella, and Pearl oxide deposits, collectively referred to as the Isabella Pearl deposits. The origin of all these deposits is similar, widespread argillic alteration and generally abundant alunite indicate the deposits are high-sulfidation epithermal mineral deposits. K-Ar age determinations demonstrate that the mineralization is about 19 Ma. Oxide mineralization at Isabella Pearl extends over 150 m (492 ft) below the surface and it should be noted that only oxidized ore is included in economics of the mine plan.

The gold-silver mineralization is closely associated with silicification, which generally grades outward into argillization, which then into propylitically altered rocks. Silicification is localized by faults and shears, and in many areas, silica has replaced large masses of both the volcanic and granitic rocks. Gold occurs as very small (<10 microns) liberated particles in cavities and along fracture surfaces. Jarosite, goethite, and hematite are present in the siliceous groundmass.

In the Isabella deposit, gold in mineral resources occur as very small (<10 microns) liberated particles in cavities and along fracture surfaces and iron oxide minerals jarosite, limonite, and goethite.

In the Pearl deposit, mineralization is very siliceous, and similar in mineralization to the Isabella material. The silver/gold ratio is higher than Isabella. The gold is contained both as locked and free particles, as native and electrum in an average size of 14 micron. The mineralization is associated with goethite, limonite, jarosite and psilomelane (manganese). Sulfide mineralization occurs beneath the Pearl oxide and mixed mineral resources. The underlying sulfide material contains pyrite, pyrrhotite, galena, sphalerite, chalcopyrite, and silver as polybasite and pyrargyrite.

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Natural weathering and fracture-controlled oxidation of sulfide mineralization causes formation of oxide ore (with low sulfide mineral). Gold is present as free gold, residing in iron oxide minerals or quartz, and adsorbed on clay minerals. Metallurgical test work has determined that gold is amenable to cyanidation and that the oxidized portion of these mineral deposits are metallurgically the same and yield similar metal recovery results when processed.

10.3

Previous Metallurgical Test Work Programs

The Isabella Pearl mine has been subjected to nine separate programs of modern metallurgical test work, the most relevant being the Combined Metals-Homestake joint venture undertaken in 1990, and TXAU in 2009. These two programs are considered of particular interest as the work was performed on drill hole samples and tested for cyanide leachability. There were many other programs where the work focused principally on alternative recovery methods such as flotation. Nonetheless, all cyanide leachability data from all test programs along with that completed by WLMC during 2017 was considered in the conclusions presented herein.  A breakdown of the test work, including a study commissioned by WLMC in 2017, are summarized in Table 10-1 below:

Table 10-1 : Summary Metallurgical Test Work Completed on Isabella Pearl Deposit

 

Test Program

Report Date

Laboratory

Bottle
Roll

Column
Leach

Other Tests

16-May-83

Kappes Cassiday & Associates

6

0

100M to 1/2 inch cyanidation

15-May-89

Dawson Metallurgical Laboratories

6

0

100M to 1/4 inch cyanidation

8-Dec-89

Dawson Metallurgical Laboratories

38

0

Agitated leach and flotation test work, 21 oxide and 8 sulfide core samples

10-Jan-90

McClelland Laboratories

2

4

Mechanically agitated leach and Vat leach test work. Column leach at 4 inch crush size

1-Feb-90

Cosatech

0

0

Bioleach test work

20-Jan-92

Hazen Research

0

0

Agitated leach on 10M sulfide ore

8-Oct-97

Kappes Cassiday & Associates

0

0

Flotation test work on 4 sulfide samples

29-Jun-09

McClelland Laboratories

17

2

ADR & heap drain down test work

8-Feb-17

Kappes Cassiday & Associates

8

4

Head grade and screen analysis, QXRD clay identification, shake, bottle and column leach on 1/2" crush.

For details of previous metallurgical test work programs, the reader is referred to earlier reports on mineral resources and reserves and the feasibility study for the Isabella Pearl mine (Brown et al., 2018, 2021). The most relevant results of these programs were those completed by Combined Metals-Homestake joint-venture and TXAU, both of which tested for the application of Heap Leach and the ADR process to Isabella Pearl mineral resources. The TXAU metallurgical program was completed on DDH and

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a bulk surface sample. A complete description of this test work can be found in the report by MDA (Prenn and Gustin, 2013). The combined results of all the bottle roll tests and column tests completed, it can be concluded that:

There is very good repeatability between samples of any given particle size.
Gold recovery for the finer size (200 mesh) was between 86% and 95% except for one sample which had 2.7% contained sulfide.
At coarser particle size (>10 mm) gold recovery ranged from 64% to 89%.
Column leach tests performed on P100 5/8 inch showed high gold recovery.

10.4

WLMC Metallurgical Ore Characterization Test Work Programs

The basis of the latest WLMC metallurgical test program undertaken by KCA in February 2017 (KCA, 2017) was the clear definition of the metallurgical characteristics of the remaining ore reserves at Isabella Pearl.  There were two main objectives:

1.

Confirm previous cyanide leach test work results and viability of Heap Leach, Carbon Adsorption/desorption, and Electrowinning gold recovery process to the Oxide mineral resources.

2.

Establish that the high-grade core of the Pearl deposit would indeed yield previously determined, gold recovery levels.

The program consisted of a PQ size DDH program consisting of 4 holes, in October and November of 2016, totaling 735 meters. Four samples for metallurgical testing were taken from 3 of these holes: IPDD-001 (2 sample intervals), IPDD-003 (1 sample interval) and IPDD-004 (1 sample interval). The metallurgical samples were sent to the KCA metallurgical testing facility in Reno. The main purpose of the test work program was to confirm that the high-grade core zone of the Pearl deposit indicates economic gold recovery as demonstrated in earlier work by others. Two holes intercepted the Pearl deposit, and one was drilled in the Isabella deposit. Figures 10.1 and 10.2 present the plan and section of the DDH holes completed by WLMC in late 2016 (Note: Hole IPDD-002 was a twin hole of IPDD-001 drilled for geology and assay information). Table 10-2 below presents the results the gold and silver values of the composites used in the metallurgical test program.

A total of 61 boxes of uncut DDH core representing 1,439 kilograms of material was delivered to KCA laboratories in Reno for sample preparation and testing. The work completed consisted of head analysis (including, whole rock and QXRD), screen analysis by size fraction, comminution, bottle roll, agglomeration, and column leach testing.

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Graphic

Figure 10-1 : Drill Hole Locations for 2017 WLMC Metallurgical Samples

Graphic

Figure 10-2 : Section of Sample Locations for WLMC Test Program in Relation to Ore Zone

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Table 10-2 : Summary of Isabella Pearl Mine Core Composites Assays, KCA 2017 Program

KCA
Sample
No.

Description

Deposit

Assay
1, Au
g/t

Assay
2, Au
g/t

Avg.
Assay,
Au g/t

76584 B

IPDD-001, 240.5' to 320.5'

Pearl

0.0274

0.024

0.0257

76585 B

IPDD-001, 320.5' to 469.5'

Pearl

1.2651

1.248

1.2566

76586 B

IPDD-003, 219.5' to 422.0'

Pearl

9.2743

9.3257

9.3

76587 B

IPDD-004, 0.0' to 211.0'

Isabella

0.744

0.7509

0.7474

KCA
Sample
No.

Description

Deposit

Assay
1, Ag
g/t

Assay
2, Ag
g/t

Avg.
Assay,
Ag g/t

76584 B

IPDD-001, 240.5' to 320.5'

Pearl

0.411

0.411

0.411

76585 B

IPDD-001, 320.5' to 469.5'

Pearl

2.811

3.017

2.914

76586 B

IPDD-003, 219.5' to 422.0'

Pearl

58.8

59.211

59.006

76587 B

IPDD-004, 0.0' to 211.0'

Isabella

3.189

3.394

3.291

Notes:

1.

The detection limit for silver with FAAS finish is 0.006 opst.

2.

Note - For the purpose of calculation a value of 1/2 the detection limit is utilized for assays less than the detection limit.

10.4.1

Results of WLMC Metallurgical Test Drill Hole Samples

10.4.1.1

Head Screen Analysis

Head screen analysis was carried out on portions of each of the four sample composites at the as received crush sizes. The objective of the head screen analysis was to determine assay grade values from select crush size fractions.

A summary of the head screen analyses is presented in Table 10-3. The head screen analyses detail is presented in Table 10-4 and shown graphically in Figure 10-3.

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Table 10-3 Summary of Head Screen Analyses

Description

Calc p80
Size,
inches

Weighted
Avg. Head
Assay, Au
gpt

Weighted
Avg. Head
Assay, Ag
gpt

%
Passing
10
mesh

%
Passing
100
mesh

%
Passing
200
mesh

IPDD-001, 240.5' to 320.5'

0.170

0.021

0.343

62.6%

19.2%

15.9%

IPDD-001, 320.5' to 469.5'

0.419

1.258

3.291

40.4%

18.6%

15.8%

IPDD-003, 219.5' to 422.0'

0.657

8.414

53.383

38.3%

23.7%

21.4%

IPDD-004, 0.0' to 211.0'

0.489

0.617

3.600

22.2%

6.7%

5.2%

Table 10-4 : Detailed Results of Head Screen Analysis

Graphic

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Chart, line chart Description automatically generated

Figure 10-3 : Head Screen Analysis Showing Cumulative Weight Percent Passing Crush Size (in inches)

In summary, the head screen analysis on the four samples exhibit similar distribution curves. The highest-grade sample IPDD-003 contained the most gold in the finest fraction as compared to the others.

Head analyses for mercury were also conducted utilizing cold vapor/atomic absorption methods. Total copper analyses were conducted utilizing inductively coupled argon plasma-optical emission spectrophotometer (ICAP-OES) as well as by fire assay – atomic adsorption (FA-AA) methods.

The results of the mercury and copper analyses are presented Figure 10-5.

Table 10-5 : Summary of Mercury and Copper in Sample, KCA 2017 Program

Description

Total
Mercury,
mg/kg

Total
Copper,
mg/kg

Cyanide
Soluble
Copper,
mg/kg

Cyanide
Soluble
Copper,
%

IPDD-001, 240.5' to 320.5'

0.04

9

1.04

12%

IPDD-001, 320.5' to 469.5'

0.07

10

4.58

46%

IPDD-003, 219.5' to 422.0'

0.04

21

7.46

36%

IPDD-004, 0.0' to 211.0'

0.05

16

3.50

22%

Head analyses for carbon and sulfur were also conducted utilizing a LECO CS 230 unit. In addition to total carbon and sulfur analyses, speciation for organic and inorganic carbon and speciation for sulfide and sulfate sulfur, were conducted. The results of the carbon and sulfur analyses are presented in Figure 10-4.

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Table 10-6 : Summary of Carbon and Sulfur Content, KCA 2017 Program

Description

Total
Carbon,
%

Organic
Carbon,
%

Inorganic
Carbon,
%

Total
Sulfur,
%

Sulfide
Sulfur,
%

Sulfate
Sulfur,
%

IPDD-001, 240.5' to 320.5'

0.02

0.02

<0.01

0.06

<0.01

0.06

IPDD-001, 320.5' to 469.5'

0.02

0.02

<0.01

3

2.47

0.53

IPDD-003, 219.5' to 422.0'

0.05

0.04

0.01

2.45

0.83

1.62

IPDD-004, 0.0' to 211.0'

0.02

0.02

<0.01

0.16

0.16

0.11

10.4.1.2

Cyanide Bottle Roll Tests

Table 10-7 and Table 10-8 present the gold and silver recovery results of the four 96-hour bottle roll tests completed on 1,000-gram samples that were pulverized to a p80 size of 200 mesh Tyler. Figure 10-4 and Figure 10-5 show the graphical results of gold and silver extraction during the leach period for the metallurgical test samples.

In all samples tested leach kinetics were rapid, samples IPDD-003 and IPDD-004 achieved plus 93% of the total metal recovery in 2 hours. Sample IPDD-001 #1 had a low gold head grade of, 0.025 g/t Au and is therefore classified as waste. Sample IPDD-001 #2 contained 2.47% sulfides, its gold recovery did not surpass 62%.

Table 10-7 : Summary Direct Agitated Cyanidation (Bottle Roll) Gold Test Results, KCA 2017 Program

 

Bottle Roll Test Results Gold

Description

Zone

Type

Initial
pH

Head
Average
gpt

Calculated
Head gpt

Extracted
gpt

Avg.
Tails,
gpt

Au
Extracted,
%

Leach
Time,
hours

Final
pH

Consumption
NaCN, lbs/st

Addition
Ca(OH)2,
lbs/st

IPDD-001, 240.5' to 320.5'

Pearl

Pulverized

6.6

0.023

0.025

0.011

0.009

41%

96

11

0.28

5.50

IPDD-001, 320.5' to 469.5'

Pearl

Pulverized

4

1.140

1.145

0.757

0.389

66%

96

10

3.95

15.00

IPDD-003, 219.5' to 422.0'

Pearl

Pulverized

5.2

8.437

8.625

8.021

0.607

93%

96

11

1.48

5.50

IPDD-004, 0.0' to 211.0'

Isabella

Pulverized

6.5

0.678

0.619

0.543

0.078

88%

96

11

0.53

3.00

Table 10-8 Summary Direct Agitated Cyanidation (Bottle Roll) Silver Test Results, KCA 2017 Program

 

Bottle Roll Test Results Gold

Description

Zone

Type

Initial
pH

Head
Average
gpt

Calculated
Head gpt

Extracted
gpt

Avg.
Tails,
gpt

Au
Extracted,
%

Leach
Time,
hours

Final
pH

Consumption
NaCN, lbs/st

Addition
Ca(OH)2,
lbs/st

IPDD-001, 240.5' to 320.5'

Pearl

Pulverized

6.6

0.373

0.280

0.103

0.187

36%

96

11

0.28

5.50

IPDD-001, 320.5' to 469.5'

Pearl

Pulverized

4

2.644

2.768

1.871

0.902

67%

96

10

3.95

15.00

IPDD-003, 219.5' to 422.0'

Pearl

Pulverized

5.2

53.53

54.244

28.466

25.785

52%

96

11

1.48

5.50

IPDD-004, 0.0' to 211.0'

Isabella

Pulverized

6.5

2.986

3.141

1.951

1.182

62%

96

11

0.53

3.00

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Graphic

Figure 10-4 : Bottle Roll Tests Showing % Gold Extraction During Leach Period

Graphic

Figure 10-5 : Bottle Roll Tests Showing % Silver Extraction during Leach Period

10.4.1.3

Agglomeration Test Work

Preliminary agglomeration test work was conducted on portions of the crushed material. For the test work, the material was agglomerated with various additions of lime or cement. In the preliminary

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agglomeration testing, the agglomerated material was placed in a column with no compressive load and then tested for permeability. The purpose of the percolation tests was to examine the permeability of the material under various cement agglomeration levels. The percolation tests were conducted in small (3 inch inside diameter) columns at a range of cement levels with no compressive load applied. Two (2) tests (KCA Test Nos. 77513 F and 77513 J) failed the parameters utilized by KCA due to excessive pellet breakdown. All other tests passed the KCA parameters. However, it should be noted that the IPDD-001, 320.5’ to 469.5’ sample (KCA Sample No. 76585 B) showed overall low pH values. Once the agglomeration test work was complete, it was decided that the IPDD-003, 219.5’ to 422.0’ material should be agglomerated with cement (KCA Test No. 77517). However, a second column was run with the same material without cement agglomeration (KCA Test No. 77565). The flow rates and percent (%) slump observed in the non- agglomerated column were similar to the agglomerated column. A comparison of the drain down values and % slumps of the column leach tests on IPDD-003, 219.5’ to 422.0’ material is presented in Table 10-9.

Table 10-9 : Bureau Veritas vs ALS Gold Assay Comparison Plot

KCA
Sample
No

KCA
Test No

Description

96hour Drain
Down, Gallons
H20/ 
stdry ore

Slump
%

76586 B

77517

IPDD-003, 219.5' to 422.0'

10.9

0.3%

76586 B

77565

IPDD-003, 219.5' to 422.0'

9.4

0.4%

10.4.1.4

Column Leach Test Work

The crushed material split out for column test work was blended with lime or agglomerated with cement as necessary and then loaded into a 4-inch diameter plastic column. Alkaline cyanide solution was continuously distributed onto the material through Tygon tubing. The flow rate of solution dripping onto the material was controlled with a peristaltic pump to 0.004 to 0.005 gallons per minute per square foot of column surface area.

After each cycle the solution was passed through activated carbon over a period of 24 hours to extract the gold and silver in solution. After passing through the bottle of activated carbon, the solution was re-assayed for pH, NaCN, Au and Ag. Sodium cyanide was then added, if necessary, to maintain the solution at "target" levels. The leach solution was then recycled to the material for another 24-hour leach period. Two (2) batches of leach solution were used so that while one batch was applied to each column, the other was run through carbon.

Three (3) column leach tests were conducted utilizing material crushed to 100% passing ⅝ inches (IPDD-001, 320.5’ to 469.5’, IPDD-003, 219.5’ to 422.0 and IPDD-004, 0.0’ to 211.0’). During testing, the material was leached for 46 days with a sodium cyanide solution. Additionally, a column leach test was conducted utilizing material crushed to 100% passing ⅝ inches. During testing, the material was leached for 28 days with a sodium cyanide solution. The material in the column was then washed for 30 days.

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The column leach test results exhibited rapid leach kinetics. The highest-grade sample IPD-003 grading 9.3 g/t Au was tested twice, first under agglomeration and then without agglomeration, both results achieved gold recovery of 88% and 89% in 46 and 28 days respectively. Sample IDD-001 grading 1.25 g/t Au and 2.47% sulfide reached a gold recovery of 62% after 46 days. Sample IPDD-004 grading 0.74 g/t Au achieved 76% recovery after 46 days. The results of the column leach test work are presented in Table 10-10 and shown graphically in Figure 10-6.

Table 10-10 Summary Column Leach Test Results, KCA 2017 Program

Graphic

Graphic

Figure 10-6 : Column Leach Test Results Showing Cumulative Weight Percent Gold Extracted Over Days of Leach

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10.5

Discussion of Metallurgical Test Gold Recovery Curves

10.5.1

Discussion of Bottle Roll Test Recovery Curves

Table 10-11Table 10-16 is a summary of all bottle roll tests completed on Isabella Pearl mine. These results present the very strong relationship between gold recovery and nominal particle size that is subjected to cyanidation. The relationship clearly demonstrates that the more work that is done on the mineral resources that is to be leached, i.e., crushing and grinding the greater the fines fraction, the greater the quantity of economic minerals to be liberated the greater the recovery and faster the recovery rate. This may be attributed to their very fine nature of the mineral grains and their encapsulation of gold within silica and weathering or oxidation resistant gangue minerals.

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Table 10-11 Summary of All Bottle Roll Tests Completed on the Isabella Pearl Mine

Graphic

10.5.2

Discussion of Column Leach Test Gold Recovery Curves

All 6 column leach tests performed on core samples from the Isabella Pearl mine are summarized in Table 10-12. The NaCN and Lime Consumption during the column leach tests are summarized in Table 10-13. Figure 10-7 presents column leach gold recovery curves for the 6 column leach tests.

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The nature of the fast leach kinetics was recorded on every test, with 80 to 90 percent of total recovery occurring in the first 10 days of leaching.

Table 10-12 Summary of All Column Leach Tests Completed on the Isabella Pearl Mine

Graphic

Table 10-13 : Summary of NaCN and Lime Consumption for the Column Leach Tests

Graphic

Graphic

Figure 10-7 : Column Leach Gold Recovery Curves for Column Leach Tests Completed

10.6

Process Selection and Design Parameters

Cyanidation test work (bottle roll and column leach), performed on representative mineral resources, confirms the close relationship between particle size and gold recovery. The greater the fines fraction the

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higher the gold recovery. The results of all bottle roll and column leach tests performed are summarized by size fraction and presented in Table 10-14 and Table 10-15 below.

Table 10-14 : Bottle Roll Gold Recovery Estimate by Size Fraction

Graphic

Table 10-15 : Column Leach Gold Recovery Estimation by Size Fraction

Graphic

Interpreting these results, it was observed that:

A high level of gold recovery (plus 90 percent) could be achieved using a grinding and milling process. The capital cost and economics of milling, however, is prohibitive given the limited amount of mineral resources, leaving the most viable option to be a heap leach process with a carbon absorption/desorption and electrowinning given low silver to gold ratio.
There exists a marked increase in gold recovery by decreasing the average size fraction of the mineral resources. Review of the combined gold recovery by bottle roll and column leach testing, determined that sizing the material to a p100 of 5/8 inch could reasonably expect a 25% increase in gold recovery (60 to 85%) over ROM size material.
Based on the metallurgical test work completed, the recoveries presented in Table 10-16 are being used for the mine. Total gold recovery is expected over a four-month period. Considering the economic parameters used in the feasibility study, mineral resources above 0.61 g/t Au are currently being crushed to P80 of 5/8 inch and material between 0.33 and 0.61 g/t Au is being sent to a low-grade stockpile for either future crushing or direct placement on the heap as ROM. Total predicted gold recovery is 81% for all ore. No material is currently agglomerated.

Table 10-16 : Gold Recovery Estimate

Graphic

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Cyanide consumption is expected to average 0.75 kg/t (1.50 lb/ton) of leach material and lime consumption is estimated to average 3.0 kg/t (6.0 lb/ton) of leach material (Table 10-17).

Table 10-17 : NaCN and Lime Consumption

Material

Gold Recovery

NaCN Consumption

Lime Consumption

ROM

60 %

0.75 kg/t

6.0 kg/t

5/8 Crush

81 %

0.75 kg/t

6.0 kg/t

10.7

Metallurgical Summary

In summary, lab test work is completed in a static state whereas production is in a dynamic state. Test work of the Isabella Pearl mine deposit samples are completed in column tests in a controlled environment and indicate ideal results.

Production heap leach is performed in a dynamic state where the ore is partially leached, then new ore is stacked above the previous lift, and placed under leach again. Once mining is complete the heap leach will continue to leach gold ounces. Based on the feasibility study column test work the estimated LOM achievable is 81% gold recovery.

Through December 2021, the mine has placed 146,993 gold ounces on the leach pad and has recovered 87,030 gold ounces. This includes gold ounces recovered from the overliner, ROM at beginning of mine life, and crushed ore. As of December 31, 2021, 59.2% of the gold placed has been recovered (Figure 10-8).

Graphic

Figure 10-8 : Graph of Gold Ounces Placed vs. Gold Ounces Poured and Percent Gold Recovery

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The Isabella Pearl mine lab has confirmed fast gold extraction in 2021 Pearl column leach tests which are also noted in the Report of the Estimates of Reserves and Feasibility Study for the Isabella Pearl Project (December 31, 2017). Final gold extractions of the Pearl column tests varied from 78-87%, which is in line with the 81% estimated recovery shown in the Feasibility Study. Over the life of mine the gold ounces produced should achieve the estimated 81% feasibility study recovery.

Column test reagent consumptions correlated to predicted, 0.75 kg/t NaCN and 6.0 kg/t lime. The 2021 Pearl column leach tests NaCN consumptions were noted at 0.73 kg/ton for the November composite under leach to 2.26 kg/ton for a 12 ppm Au crusher stockpile grab sample. Caustic consumption varied widely due to unknown sample mineralogy.

Sodium Cyanide consumption during the first nine months of 2021 was 0.76 lb/ton vs 1.5 lb/ton (0.75 kg/t), closely reflecting consumption rates stated in the feasibility study.

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11

Mineral Resource Estimate

11.1

Introduction

The modeling and estimation of mineral resources presented herein is based on technical data and information available as of December 31, 2021. WLMC models and estimates mineral resources from available technical information prior to the generation of mineral reserves. This estimate was prepared to comply with the new SEC regulations 17 CFR Subpart 229.1300 Regulation S-K, generally known as the “SK-1300” rule.

Modeling and estimation of mineral resources were carried out using the commercially available Maptek Vulcan software program, version 12.

Any statements and opinions expressed in this document are given in good faith and in the belief that such statements and opinions are true as of the effective date of this report.

11.2

Mineral Resources Definitions

According to S-K 1300, a mineral resource is a concentration or occurrence of material of economic interest in or on the Earth's crust in such form, grade or quality, and quantity that there are reasonable prospects for economic extraction. A mineral resource is a reasonable estimate of mineralization, considering relevant factors such as cut-off grade, likely mining dimensions, location or continuity, that, with the assumed and justifiable technical and economic conditions, is likely to, in whole or in part, become economically extractable. It is not merely an inventory of all mineralization drilled or sampled.

Mineral resources are not mineral reserves and do not have demonstrated economic viability. There is no guarantee that all or any part of the mineral resource will be converted into mineral reserve. Confidence in the estimate of Inferred mineral resources is insufficient to allow the meaningful application of technical and economic parameters.

11.2.1

Inferred Mineral Resources

An Inferred mineral resource is that part of a mineral resource for which quantity and grade or quality are estimated based on limited geological evidence and sampling. The level of geological uncertainty associated with an inferred mineral resource is too high to apply relevant technical and economic factors likely to influence the prospects of economic extraction in a manner useful for evaluation of economic viability. Because an inferred mineral resource has the lowest level of geological confidence of all mineral resources, which prevents the application of the modifying factors in a manner useful for evaluation of economic viability, an inferred mineral resource may not be considered when assessing the economic viability of a mining project and may not be converted to a mineral reserve.

11.2.2

Indicated Mineral Resources

An Indicated mineral resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of adequate geological evidence and sampling. The level of geological certainty associated with an indicated mineral resource is sufficient to allow a qualified person to apply modifying

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factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit. Because an indicated mineral resource has a lower level of confidence than the level of confidence of a measured mineral resource, an indicated mineral resource may only be converted to a probable mineral reserve.

11.2.3

Measured Mineral Resources

A measured mineral resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of conclusive geological evidence and sampling. The level of geological certainty associated with a measured mineral resource is sufficient to allow a qualified person to apply modifying factors, as defined in this section, in sufficient detail to support detailed mine planning and final evaluation of the economic viability of the deposit. Because a measured mineral resource has a higher level of confidence than the level of confidence of either an indicated mineral resource or an inferred mineral resource, a measured mineral resource may be converted to a proven mineral reserve or to a probable mineral reserve.

11.3

Database

Mineral resources described in this report are gold and silver bearing material that have been physically delineated by one or more methods including drilling, surface mapping, and other types of sampling. This material has been found to contain sufficient mineralization of an average grade to have potential that warrants further exploration evaluation. This material is reported as mineral resources only if the potential exists for reclassification into the mineral reserves category. Mineral resources cannot be classified in the mineral reserves category until technical, economic, and legal factors have been evaluated.

The modeling and estimation reported herein utilized the drill hole database compiled by WLMC. Drill holes with assay samples within the immediate mine area were imported into a Maptek Vulcan database. The extracted drill hole database contains 572 unique collar records (Table 11.1) and 29,523 assay records, broken down by drilling type as:

AT: 6 drill holes for 82.0 m (269 ft)
RC: 513 drill holes for 46,229 m (151,670 ft)
DDH: 36 drill holes for 3,564.5 m (11,695 ft)

Industry standard validation checks of the database were carried out with minor corrections made where necessary. The database was reviewed for inconsistencies in naming conventions or analytical units, duplicate entries, interval, length, or distance values less than or equal to zero, blank or zero-value assay results, out-of-sequence intervals, intervals, or distances greater than the reported drill hole length, inappropriate collar locations, and missing interval and coordinate fields. No significant discrepancies with the data were noted.

Drill hole distance units are reported in meters and grade units are reported as either g/t or ppm. The collar coordinates were provided in the WGS 1984 UTM Zone 11N coordinate system. The observed nearest neighbor collar mean distance is 13.8 m. The Isabella Pearl drill hole and assay databases are

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summarized in Table 11-1 and Table 11-2, respectively. Summary statistics were also tabulated for the assay data (Table 11-3).

Table 11-1 Isabella Pearl Drill Hole Database Summary

Description

DDH

RC

AT

Historical

Total

Number of Drill Holes

36

513

6

13

568

Total Length (m)

3,564.5

46,229.0

82.0

1,586.5

51,462.0

Average Length (m)

99.0

90.1

13.7

122.0

90.6

Meters Assayed

1,950.6

41,638.7

82.0

1,575.8

45,247.1

Drill Holes with Downhole Surveys

8

305

6

0

319

Table 11-2 : Isabella Pearl Assay Database Summary

Assay Summary

DDH

RC

AT

Historical

Total

Number of Au Assays

1,119

27,316

54

1,034

29,523

Total Length (m)

1,950.6

41,638.7

82.0

1,575.8

45,247.1

Average Length (m)

1.74

1.52

1.52

1.52

1.53

Average Au g/t

2.30

0.22

0.30

0.13

0.30

Average Ag g/t

12.07

2.51

1.04

0.77

2.78

Table 11-3 : Isabella Pearl Assay Statistics Summary

Assay Data

Length m

Au ppm

Ag ppm

Mean

1.53

0.30

2.78

Median

1.52

0.01

0.10

Mode

1.52

0.0001

0.05

Standard Deviation

0.17

1.97

19.64

CoV

0.11

6.65

7.07

Minimum

0.305

0.0001

0.0001

Maximum

7.93

105.52

1,214.10

Count

29,529

29,523

29,273

The Isabella Pearl assay database (Table 11-2) indicates that the mean gold grades of the DDH holes are significantly higher than the RC holes. The Combined Metals-Homestake and TXAU DDH were drilled primarily to collect metallurgical samples and verify important mineralized zones defined by previously drilled RC holes. The DDH therefore drilled a higher percentage of mineral resources than the RC holes, especially in the high-grade Pearl deposit. In addition, sampling of the DDH was primarily restricted to suspected mineralized intervals, while the RC holes were sampled over their entire lengths.

Drill hole logs are available for all holes except IC-1 through 37 (the earliest holes in the database) and IC-54, as well as copies of assay certificates for 147 of the holes, including all TXAU holes. A significant amount of information was collected from the drill logs and entered into spreadsheets and, where appropriate, the mine database, including the depth to water table, intervals drilled while injecting water, the amount of water returning with the RC sample cuttings, qualitative descriptions of RC sample recoveries, any comments regarding possible RC down-hole contamination noted on the drill logs, other comments written on the drill logs that pertain to water and recovery, alteration (degree of silicification), lithology

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(overburden, welded and overlying unwelded Mickey Pass Tuff, granite), drill bit types and diameters, drill contractors, year of drilling, rig type, assay laboratory, analytical methods, and analytical detection limits. Although the database included oxidation codes, many of these codes were derived from the coding of the drill samples by an interpreted three-dimensional surface that conflicted with the oxidation notes in the drill logs in some cases. Oxidation data (oxide-mixed-sulfide) were therefore extracted from the drill logs and incorporated into the MDA digital database.

QA/QC data were also compiled by MDA from the paper copies of the Combined Metals-Homestake assay certificates. These data include internal laboratory check analyses of the original pulps and analyses of new pulps prepared from preparation rejects or duplicate samples.

An audit of the assay database by MDA led to the identification of data in the assay certificates that were not included in the TXAU database. Two RC holes, which had been re-entered and deepened sometime after the original holes were drilled, did not have the re-entry assay data in the database. Several intervals of other holes were also missing assay data. All missing assay data identified by MDA were added to the mine database.

11.3.1

Database Backup

WLMC and FGC company policy includes Windows personal computer folder backup that automatically syncs folders to a OneDrive cloud storage.

11.4

Bulk Density

MDA reported an average bulk density value of 2.20 tonnes per cubic meter (tonnage factor 14.6) for oxidized units and 2.40 tonnes per cubic meter (tonnage factor 13.4) for non-oxidized units in the Isabella Pearl deposit (Prenn & Gustin, 2013).

A total of 38 bulk density measurements were collected by HB Engineering from TXAU geotechnical DDH core, with values ranging from 1.58 tonnes per cubic meter (tonnage factor 20.5) to 3.20 tonnes per cubic meter (tonnage factor 10.0), with a median of 2.21 tonnes per cubic meter (tonnage factor 14.5) and an average value of 2.20 tonnes per cubic meter (tonnage factor 14.6). For the current update a conservative bulk density of 2.20 tonnes per cubic meter (tonnage factor 14.6) was assigned to the model for all units.

RQD data collected by HB Engineering from TXAU geotechnical DDH drill holes also suggests the presence of multiple zones of poor recovery, fractures, and voids (Figure 11-1). An additional factor may be required to accommodate the presence of voids and fractured rocks.

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Chart, scatter chart Description automatically generated

Figure 11-1 : Plot of RQD vs. Elevation

11.5

Wireframe Modeling

11.5.1

Topography

The Isabella Pearl Mine Engineering department supplied a high-resolution georeferenced drone survey dated January 1, 2022, for topographic control.

11.5.2

Gridded Surfaces

Gridded surfaces were developed for the oxidation floor and lower granite contact based on logged lithology contacts (Figure 11-2).

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Graphic

Figure 11-2 : Isometric View Looking North Showing Oxide Base (blue) and Granite (orange) Contacts

11.5.3

Mineralization Envelopes

Multiple geological structures directly influence the Isabella Pearl mineralization. Vein solids and fault traces were digitized and imported into Vulcan software. Three-dimensional surfaces of the Pearl, Civit Cat and Soda Springs fault, which separate the Mickey Pass Tuff and granitic basement, were created using the digitized fault traces and lithologic drill-hole data. A 3D representation of the colluvium was also generated from surface mapping and drill hole logs.

The Civit Cat North, Crimson, Silica Knob, Isabella, Scarlet North and South, and Pearl domains were modeled based on nominal 0.30 g/t Au (0.009 opst) grade shells using close spaced polygons snapped directly to drill hole assay intervals. To maintain consistency, lower grade assay intervals were incorporated into the modeled domains where appropriate. The interpreted polygons were then consolidated into three-dimensional triangulated wireframes, which were clipped to the updated topographic surface. Modeling of the domains also incorporated blasthole results and geological features exposed during mining, and the Pearl domain has been split into a lower grade “Vein” and higher grade “Main” sub-domain. The resulting mineralization domains were used to back-tag assay and composite intervals and provide reasonable volume constraints (Figure 11-3).

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Graphic

Figure 11-3 : Isometric View of the Mineralization Domains comprising the Isabella Pearl Deposit

11.6

Compositing

The average length of assays intervals within the defined mineralization domains is 1.531 m (5.02 ft), with a mode of 1.524 m (5.00 ft) and a median length of 1.524 m (5.00 ft). 99% of the constrained assays are 1.524 m (5.00 ft) in length (Figure 11-4). Assays were therefore composited to 1.524 m (5.00 ft) within the defined domains. Residual composite lengths less than 0.762 m (2.50 ft) were merged with the adjacent interval. A small number of missing intervals were treated as nulls.

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Graphic

Figure 11-4 : Histogram of Constrained Assay Sample Lengths

11.7

Exploratory Data Analysis

Summary statistics were calculated for the composite sample populations (Table 11-4). The Civit Cat North and Isabella sample populations demonstrate similar gold distributions as compared to the higher-grade Pearl mineralization. The highest average silver grade also occurs in the Pearl domain with very low average silver grades in the other domains (Figure 11-5).

Table 11-4 Constrained Composite Statistics

Au g/t

Civit Cat

Crimson

Isabella

Pearl Main

Pearl Veins

Scarlet South

Silica Knob

Average

0.69

1.09

0.50

3.97

1.15

0.68

0.59

Std Dev

0.69

0.81

0.66

6.70

2.54

0.77

0.38

CoV

1.00

0.74

1.32

1.69

2.20

1.14

0.65

Minimum

0.0001

0.0720

0.0001

0.0001

0.0001

0.007

0.015

Maximum

5.78

5.05

9.00

59.07

29.25

7.65

2.03

Count

236

252

1487

855

416

183

148

Ag g/t

Civit Cat

Crimson

Isabella

Pearl Main

Pearl Veins

Scarlet South

Silica Knob

Average

9

10

2

44

7

3

3

Std Dev

17

10

11

96

15

5

3

CoV

2

1

6

2

2

2

1

Minimum

0.0001

0.881

0.0001

0.0001

0.0001

0.0001

0.123

Maximum

148

126

411

1214

130

51

16

Count

236

252

1487

855

416

183

148

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Graphic

Figure 11-5 : Log-Probability Plots of Au and Ag Composites

The gold sample distributions for RC and DDH composites were also examined for evidence of bias in the Isabella and Pearl mineralization domains. The results suggest that RC drilling is in general slightly undervalued compared to the DDH (DH) drilling at Pearl (Figure 11-6), which may be due in part to the observed clustering of DDH drilling in the vicinity of the high-grade portion of the Pearl domain.

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Graphic

Figure 11-6 : RC vs. DDH Drilling Results

A single true twin is available for grade comparison and analysis: IC-145 (a vertical RC drill hole) and IP-DD-002 (a vertical DDH). The separation between collars is 5.97 m (19.58 ft). Both drill holes penetrate the center of the Pearl domain.

Visual comparison of the composite grades between the two drill holes suggests the presence of localized downhole contamination below the oxide base, with elevated grades observed in the RC drill hole compared to the DDH drill hole (Figure 11-7). Potential contamination in RC drill holes appears to be limited to beneath the oxide base; to accommodate for a potential bias during estimation more restrictive estimation constraints were imposed on the Pearl model.

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Scatter chart Description automatically generated

Figure 11-7 : Twin Hole Au Assay Grade Comparison

11.8

Treatment of Extreme Values

The potential influence of extreme values during estimation was evaluated by grade capping analysis on the tagged and composited grade intervals in order. The presence of high-grade outliers was identified by disintegration analysis of the upper tails and examination of histograms and log-probability plots (Figure 11-8). Composite grades were reduced to the selected threshold prior to estimation. The Pearl capping threshold was then iteratively refined to minimize the relative difference between the resulting average Nearest Neighbor model and block grade estimates (Table 11-5). For the Pearl Veins, an additional range restriction of 60 m (197 ft) was placed on composites equal to or greater than 50% of the capping threshold.

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Graphic

Graphic

Figure 11-8 : Log-Probability Plots of Composite Capping Thresholds

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Table 11-5 Capping Thresholds

Gold

Civit Cat

Crimson

Isabella

Pearl Main

Pearl Veins

Scarlet S

Silica Knob

Cap

4.00

3.00

NA

50.00

10.00

2.00

2.00

Minimum

0.0001

0.072

0.0001

0.0001

0.0001

0.007

0.015

Maximum

5.78

5.05

9.00

59.07

29.25

7.65

2.03

Count

236

252

1487

855

416

183

148

Number Capped

2.00

9.00

0.00

4.00

5.00

6.00

1.00

Uncapped Mean

0.69

1.09

0.50

3.97

1.15

0.68

0.59

Capped Mean

0.68

1.07

0.50

3.93

1.04

0.62

0.59

Mean Above Cap

5.22

3.58

NA

57.23

19.77

3.84

2.03

Percent Change

-2%

-2%

0%

-1%

-10%

-9%

0%

Silver

Civit Cat

Crimson

Isabella

Pearl Main

Pearl Veins

Scarlet S

Silica Knob

Cap

100

100

100

250

100

NA

NA

Minimum

0.0001

0.881

0.0001

0.0001

0.0001

0.0001

0.123

Maximum

148

126

411

1214

130

51

16

Count

236

252

1487

855

416

183

148

Number Capped

2

1

1

24

2

0

0

Uncapped Mean

9

10

2

44

7

3

3

Capped Mean

9

10

2

39

7

3

3

Mean Above Cap

131

126

411

442

128

NA

NA

Percent Change

-3%

-1%

-11%

-12%

-2%

0%

0%

11.9

Continuity Analysis

Continuity analysis was carried out on normal-score transformed variograms using composited grade intervals (Table 11-6). Only poorly defined experimental semi-variograms could be developed, but the variograms do provide information relevant to the definition of search ranges, anisotropy, and classification (Figure 11-9).

Table 11-6 Experimental Semi-Variograms and Modeled Rotations

Pearl Main

90 > 0

0 > 249

0 > 150

C0

0.05

0.05

0.05

C1

0.38

0.38

0.38

C2

0.57

0.57

0.57

R2

7

48

2

R3

54

85

21

Pearl Veins

-60 > 55

0 > 325

30 > 55

C0

0.12

0.12

0.12

C1

0.58

0.58

0.58

C2

0.3

0.3

0.3

R2

53

115

10

R3

73

124

20

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Graphic

Graphic

Figure 11-9 : Experimental Semi-Variogams

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11.10Block Model

A rotated block model was established across the mine with the block model limits selected to cover the extent of the mineral resources and accommodate a potential pit shell (Table 11-7). A parent block size of 5.0 m x 5.0 m x 6.0 m (16.4 ft x 16.4 ft x 19.7 ft) was selected as representative of the pit shell configuration and selective mining unit.

Table 11-7 Block Model Setup

 

Origin

Offset

Block Size

Sub-Cell

X

396,325.914

1760

5

0.5

Y

4,273,503.559

850

5

0.5

Z

1,400.000

462

6

0.5

Rotation

125 degrees

The block model contains variables for Au and Ag grade estimation, bulk density, classification, drill hole spacing and oxidation state. The modeled oxide floor was used to code blocks as either oxide or sulfide.

11.11Estimation and Classification

Inverse Distance Cubed (“ID3”) and Nearest Neighbor (“NN”) estimates were carried out using capped composites. A minimum of three and a maximum of twelve composites were used for estimation, within a search ellipsoid oriented parallel with each defined structure and extending 120 m (394 ft) x 120 m (394 ft) x 30 m (98 ft). The major and semi-major axes approximate the average strike and dip directions of the mineralization in each of the estimation areas. Based on preliminary mining results and analysis of blasthole grades, the orientation of the Isabella search ellipse was adjusted to impart a slight anisotropy with the principal axis oriented 040 degrees. Both gold and silver were modeled and estimated.

In order to provide a whole-block estimate suitable for open pit mine planning and reserve reporting, the block model was regularized after estimation to a 5.0 m (16.4 ft) x 5.0 m (16.4 ft) x 6.0 m (19.7 ft) whole block estimate by volume inclusion percent and diluted at zero grade. Blocks that intercepted the modeled colluvium were assigned a zero grade.

Classification parameters were derived from the original MDA criteria (Prenn & Gustin, 2013). The most relevant factors used in the classification process were:

Drill hole spacing density
Level of confidence in the geological interpretation
Observed continuity of mineralization
Direct proximity to a drill hole

Parent blocks were classified algorithmically by drill hole spacing geometry as follows:

A block within 15.0 m (49.0 ft) of a 2008 series DDH drill hole, or the IP-DD-002 DDH drill hole, was classified as a Measured mineral resource. Only blocks within the modeled Pearl domain were classified as Measured mineral resources.

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A block was classified as an Indicated mineral resource if five or more composites from at least two drill holes were used for estimation and the nearest composite was within 25.0 m (82.0 ft).
All other estimated blocks are classified as Inferred.

An example of a typical cross section showing the drill hole data and modeled mineral-domain envelopes in the most strongly mineralized portions of the Isabella, Pearl and Civit Cat deposits is in Figure 11-10.

WLMC is not aware of any environmental, permitting, legal, title, taxation, socio-economic, marketing, political, or other issues that could materially affect the estimation of mineral resources at Isabella Pearl.

Graphic

Figure 11-10 : Typical Cross-Section Looking NW Showing Gold Grades (g/t) and Classification

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11.12Mineral Resource Estimate

WLMC models and estimates mineral resources prior to establishing mineral reserves. Mineral resources at Isabella Pearl are further defined by WLMC as mineral resources within a constraining pit shell and above a defined cut-off value. Mineral resources reported herein has been constrained within a Lerchs-Grossman optimized pit shell and is reported at a cut-off grade of 0.33 g/t Au (0.01 opst), derived from the unit costs and recoveries discussed in Section 12.6.2. The gold price is based on the average consensus forecast for 2022 through 2024 (CIBC, 2021). Other costs are based on actual Isabella Pearl production costs. The mining method is by open pit extraction and all Measured and Indicated mineral resources within the design pit shell and above cut-off have been converted to mineral reserves.

Measured and Indicated mineral resources reported for Isabella Pearl contain 598 thousand tonnes (659.2 thousand short tons) of material at an average gold grade of 2.12 g/t Au (0.062 opst) and 26 g/t Ag (0.8 opst) (Table 11-8). Inferred mineral resources reported for Isabella Pearl contain 288.2 thousand tonnes (317.7 thousand short tons) of material at an average gold grade of 1.55 g/t Au (0.045 opst) and 17 g/t Ag (0.5 opst).

Mineral resources are reported exclusive of mineral reserves. Oxide mineral resources, and only sulfide mineralization within the Pearl pit pushback, are reported as mineral resources.

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Table 11-8 Mineral Resource Inventory for the Isabella Pearl Deposit, December 31, 2021

Class

Cut-off Au
(g/t)

Phase

Tonnes

Short Tons

Au
(g/t)

Au
(opst)

Ag
(g/t)

Ag
(opst)

Au
(oz)

Ag
(oz)

Measured

0.33

Pushback Oxide

89,000

98,100

2.38

0.069

55

1.6

6,800

157,600

Measured

2.00

Pushback Sulfide

110,600

121,900

4.98

0.145

51

1.5

17,700

180,100

Total Measured

---

---

199,600

220,000

3.82

0.111

53

1.5

24,500

337,700

Indicated

0.33

Pushback Oxide

14,800

16,300

2.32

0.068

45

1.3

1,100

21,200

Indicated

2.00

Pushback Sulfide

40,800

45,000

3.79

0.111

48

1.4

5,000

62,700

Indicated

0.33

Scarlet S

46,900

51,700

0.70

0.020

5

0.2

1,100

7,800

Indicated

0.33

Silica Knob

80,600

88,900

0.56

0.016

3

0.1

1,400

8,200

Indicated

0.33

Crimson

215,200

237,200

1.12

0.033

9

0.2

7,700

59,000

Total Indicated

---

---

398,400

439,200

1.27

0.037

12

0.4

16,300

158,900

Mea + Ind

---

---

598,000

659,200

2.12

0.062

26

0.8

40,800

496,600

Inferred

0.33

Pushback Oxide

10,300

11,400

2.41

0.070

38

1.1

800

12,500

Inferred

2.00

Pushback Sulfide

28,800

31,800

3.77

0.110

56

1.6

3,500

51,600

Inferred

0.33

Civit Cat

66,100

72,900

0.58

0.017

5

0.1

1,200

10,200

Inferred

0.33

Pearl

92,500

102,000

2.18

0.064

19

0.6

6,500

57,800

Inferred

0.33

Scarlet S

900

1,000

0.51

0.015

3

0.1

-

100

Inferred

0.33

Silica Knob

6,700

7,400

0.44

0.013

3

0.1

100

600

Inferred

0.33

Crimson

82,800

91,300

0.83

0.024

8

0.2

2,200

21,600

Total Inf

---

---

288,200

317,700

1.55

0.045

17

0.5

14,400

154,400

Notes:

1.

Reported at a cut-off of 0.33 Au g/t (0.01 Au opst) for oxide mineral resources and 2.00 Au g/t (0.058 opst) for sulfide mineral resources.

2.

Whole block diluted estimates reported within an optimized pit shell.

3.

Mineral resources do not have demonstrated economic viability.

4.

Totals may not sum exactly due to rounding.

5.

Mineral resources reported are exclusive of reserves.

11.13Risk Factors

Relevant factors which may affect the estimation of mineral resources include changes to the geological, geotechnical and geometallurgical models, infill drilling to convert material to a higher classification, drilling to test for extensions to known mineral resources, collection of additional bulk density data and significant changes to commodity prices. It should be noted that these and other factors pose potential risks and opportunities, of greater or lesser degree, to the estimate as the model is based on currently available data. Risks associated with key estimation parameters are tabulated in Table 11-9.

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Table 11-9 : Estimation Risk Factors

Category

Description

Risk

Potential for
Adverse Impact

Database

Database Integrity

Assay database is compiled from historical data.

Very Low

Drilling

Technique

6 AT drill holes included in estimate.

Low

Drilling

Technique

Infill drilling and mining have confirmed the model.

Low

Drilling

Contamination

Infill drilling and mining have confirmed the model.

Low

Drilling

Logging

Infill drilling and mining have confirmed the model.

Low

Drilling

Recovery

RQD results show a wide range of recoveries. Blast hole and infill grades confirm model.

Low

Drilling

Data Density

Drill hole spacing is ~ 19 m.

Low

Drilling

Survey

Only 10% of drill holes have downhole surveys.

Low

Geology

Geological Interpretation

Based on drill holes and field mapping.

Low

Geology

Oxide Base

WLMC has completed targeted drilling to determine the base of the oxide zone

Low

Geology

Oxide Zone

CN leach assays have quantified the impact of transitional material.

Low

Model

Estimation

ID3 is used for estimation.

Very Low

Model

Bulk Density

Significant voids may reduce recoverable tonnage. Mining of deeper orebody reduces risk.

Low

Model

Grade Continuity

Infill drilling and mining have confirmed the model.

Low

Model

Economics

Reasonable cutoff grades have been applied.

Low

Sampling

Predominantly 1.52m (5ft) samples

Sample size is based on RC drilling intervals.

Very Low

Sampling

Quality of assay data

WLMC has relied on MDA for quality assessment of historical data.

Low

11.14Model to Production Reconciliation

Gustavson reviewed the reconciliation data for the period November 2019 to December 2021. Gustavson noted local fluctuations where production from specific areas of the deposit was small and where

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contributions to, or from, the low-grade stockpile occurred, but the overall production weighted reconciliations are considered reasonable. The overall weighted reconciliation for the Isabella area the is 103%, Pearl 117% and combined 108%. In other words, the production exceeded the model’s metal prediction by 3%, 17% and 8% respectively.

11.15Opinion on Adequacy

Gustavson considers that the WLMC 2021 mineral resource estimate meets industry standards. The reconciliation performance shows that in general the model is correctly predicting the metal production, and Gustavson considers that the sampling and estimation methodology permit the estimation of Measured and Indicated mineral resource estimates, and that sufficient technical information is available to convert mineral resources to Proven and Probable mineral reserves.

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12

Mineral Reserve Estimate

12.1

Introduction

The mineral reserve estimates presented herein were prepared according to the guidelines of Regulation S-K part 1300. The reserve estimate is based on technical data and information available as of December 31, 2021.

12.2

Mineral Reserve Definitions

A mineral reserve is an estimate of tonnage and grade or quality of indicated and measured mineral resources that, in the opinion of the qualified person, can be the basis of an economically viable project. More specifically, it is the economically mineable part of a measured or indicated mineral resource, which includes diluting materials and allowances for losses that may occur when the material is mined or extracted.

12.2.1

Probable Mineral Reserve

A Probable mineral reserve is the economically mineable part of an Indicated and, in some circumstances, Measured mineral resource. It includes diluting materials and allowances for losses which may occur when the material is mined. Appropriate assessments, which may include feasibility studies, have been carried out and include considerations of and modifications by realistically assumed mining, metallurgical, economic, marketing, legal, environmental, social, and governmental factors. These assessments demonstrate at the time of reporting that extraction is reasonably justified. A Probable mineral reserve has a lower level of confidence than a Proven mineral reserve.

12.2.2

Proven Mineral Resource

A Proven mineral reserve is the economically mineable part of a Measured mineral resource. It includes diluting materials and allowances for losses which may occur when the material is mined. Appropriate assessments, which may include feasibility studies, have been carried out and include consideration of and modification by realistically assumed mining, metallurgical, economic, marketing, legal, environmental, social, and governmental factors. These assessments demonstrate at the time of reporting that extraction is reasonably justified.

Proven mineral reserve is the economically mineable part of a measured mineral resource and can only result from conversion of a measured mineral resource.

12.3

Previous Mineral Reserve Estimate

A previous estimate of Proven and Probable mineral reserves was released by WLMC with an effective date of December 31, 2020 (Table 12-1); previous mineral reserves were based on a gold price of $1,477/oz Au. Mineral reserves stated in the table below are contained within and engineered pit design following the $1,477/oz Au sales price Lerchs-Grossman pit.

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Table 12-1 : Mineral Reserve Statement Isabella Pearl Mine, Mineral County, Nevada, as of December 31, 2020

Class

Tonnes

Short
Tons

Au
g/t

Au
opst

Ag
g/t

Ag
opst

Au
Oz

Ag
Oz

Isabella Pearl Mine

Proven Mineral Reserves

684,500

754,500

5.77

0.168

39

1.2

126,900

867,200

Probable Mineral Reserves

595,600

656,600

1.71

0.050

10

0.3

32,700

187,800

Proven & Probable Total

1,280,100

1,411,100

3.88

0.113

26

0.8

159,600

1,055,000

Low Grade Stockpile

582,600

642,200

0.51

0.015

3

0.1

9,600

50,700

Isabella Pearl Mine Total

1,862,700

2,053,300

2.83

0.082

18

0.5

169,200

1,105,700

Notes:

1.

Metal prices used for P&P reserves were $1,477 per ounce of gold and $17.47 per ounce of silver. These prices reflect the three-year trailing average prices for gold and silver

2.

The quantities of material within the designed pits were calculated using a cut-off grade of 0.38 Au g/t.

3.

Mining, processing, energy, administrative and smelting/refining costs were based on 2020 actual costs for the Isabella Pearl mine.

4.

Metallurgical gold recovery assumptions used were 81% for all ore which is currently being crushed. These recoveries reflect predicted average recoveries from metallurgical test programs.

5.

P&P reserves are diluted and factored for expected mining recovery.

6.

Figures in tables are rounded to reflect estimate precision and small differences generated by rounding are not material to estimates

7.

100% of the pit constrained Measured & Indicated mineral resources were converted to reserves.

12.4

Mineral Reserve Estimation

The conversion of mineral resources to mineral reserves is based on modifying factors applied to Lerchs-Grossmann (LG) pit optimization, detailed pit design, scheduling and associated modifying parameters. Detailed access, haulage, and operational cost criteria were applied in this process for each deposit (Isabella, Pearl, Civit Cat North, and Scarlet South). The mine was built in metric units and all metal grades are g/t.

The orientation, proximity to the topographic surface, and geological controls of the Isabella Pearl mineralization support mining of the mineral reserves with open pit mining techniques. To calculate the mineable reserve, pits were designed following an optimized LG pit based on a $1,738 oz Au sales price. This price was chosen to create the primary guide surface based on a price sensitivity and subsequent profitability study that showed that the $1,738 pit maximized profitability while reducing capital requirements. The quantities of material within the designed pits were calculated using a cut-off grade of 0.33 g/t Au which is based on the consensus 2022-2024 average price of $1,738/oz for gold (CIBC, 2021) observed at the time of this mineral reserve reporting.

12.5

Mineral Reserve Estimates

The Isabella Pearl mine open pit mineral reserve statement with an effective date of December 31, 2021, is presented in Table 12-2, and by deposit, in Table 12-3.

The Proven and Probable mineral reserves reported for Isabella Pearl contain 1.36 million tonnes (1.50 million short tons) at an average gold grade of 2.78 g/t Au (0.081 opst) and 24 g/t Ag (0.7 opst) (Table 12-2). The mine mineral reserves are based on a gold price of $1,738/oz Au. Mineral reserves stated in

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the table below are contained within and engineered pit design following the $1,738/oz Au sales price Lerchs-Grossman pit. The high-grade and low-grade stockpiles of ore mined but not processed are included in the inventory of 2021 mineral reserves.

Table 12-2 : Mineral Reserve Estimates for the Isabella Pearl Deposit, Mineral County, Nevada, as of December 31, 2021

Class

Tonnes

Short
Tons

Au g/t

Au opst

Ag g/t

Ag opst

Au Oz

Ag Oz

Proven Mineral Reserves

483,300

532,800

5.26

0.154

47

1.4

81,800

733,100

Probable Mineral Reserves

425,500

469,000

2.04

0.06

16

0.5

27,900

221,000

908,800

1,001,800

3.75

0.11

33

1

109,700

954,100

High Grade Stockpile

14,000

15,400

10.09

0.295

88

2.6

4,500

39,600

Low Grade Stockpile

435,000

479,500

0.53

0.015

5

0.1

7,300

63,900

Isabella Pearl Mine Total

1,357,800

1,496,700

2.78

0.081

24

0.7

121,500

1,057,600

Table 12-3 : Mineral Reserves by Deposit for the Isabella Pearl Mine as of December 31, 2021

Class

Deposit

Tonnes

Short Tons

Au g/t

Au opst

Ag g/t

Ag opst

Au Oz

Ag Oz

PROVEN

Civit Cat

Pearl Ph2

483,300

532,800

5.26

0.154

47

1.4

81,800

733,100

TOTAL

483,300

532,800

5.26

0.154

47

1.4

81,800

733,100

PROBABLE

Civit Cat

140,200

154,500

0.67

0.019

5

0.2

3,000

24,100

Pearl Ph2

285,300

314,500

2.71

0.079

21

0.6

24,900

196,900

TOTAL

425,500

469,000

2.04

0.060

16

0.5

27,900

221,000

PROVEN AND PROBABLE

Civit Cat

140,200

154,500

0.67

0.019

5

0.2

3,000

24,100

Pearl Ph2

768,600

847,200

4.32

0.126

5

38

106,700

930,000

TOTAL

908,800

1,001,800

3.75

0.110

33

1.0

109,700

954,100

Hi-Grade Stockpile

14,000

15,400

10.09

0.295

88

2.6

4,500

39,600

Lo-Grade Stockpile

435,000

479,500

0.53

0.015

5

0.1

7,300

63,900

GRAND TOTAL

1,357,800

1,496,700

2.78

0.081

24

0.7

121,500

1,057,600

Notes:

1.Metal prices used for P&P reserves were $1,738 per ounce of gold and $23.22 per ounce of silver. These prices reflect the consensus 2022-2024 average prices for gold and silver (CIBC, 2021).
2.The quantities of material within the designed pits were calculated using a cut-off grade of 0.33 Au g/t.
3.Mining, processing, energy, administrative and smelting/refining costs were based on 2021 actual costs for the Isabella Pearl mine.
4.Metallurgical gold recovery assumptions used were 81% for all ore which is currently being crushed. These recoveries reflect predicted average recoveries from metallurgical test programs.
5.P&P reserves are diluted and factored for expected mining recovery.
6.Figures in tables are rounded to reflect estimate precision and small differences generated by rounding are not material to estimates.

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12.6

Conversion of Mineral Resources to Mineral Reserve

12.6.1

Dilution

The block model created and used for the estimation of reserves explicitly models dilution. The minimum mining unit is a 5m x 5m x 6m (vertical) block and the Au grade of economically mineralized zones is diluted accordingly to the amount of uneconomic material present within each block, as defined during the reblocking procedure.

In order to provide a whole-block estimate suitable for open pit mine planning and reserve reporting, the block model was regularized after estimation to a Selective Mining Unit (SMU) size of 5.0 m (16.4 ft) x 5.0 m (16.4 ft) x 6.0 m (19.7 ft) whole block grade by volume inclusion percent and diluted at zero grade. The regularization process calculates the average grade weighted by the volume of the sub-blocks or portions of sub-blocks falling within the SMU. If the total volume inclusion is less than 100% then the grade of the SMU block is diluted with zero grade for the remaining portion.

12.6.2

Cut-off Grade

For this reserve report, the gold cut-off grade for the deposit is estimated at 0.33 g/t Au based on 2021 actual costs and historical data. This is the cut-off grade that was applied to Measured and Indicated resources for conversion to Proven and Probable reserves. The internal or marginal gold cut-off grade estimated for high-grade crushed ore is currently less than the 0.33 g/t Au cut-off for low-grade (Table 12-4). In this case, all material should be crushed. Operationally, the previously defined cut-over grade of 0.61 g/t Au is being maintained to prioritize high-grade ore going on to the heap leach pad. Ore that is between a gold grade of 0.33 g/t and 0.61 g/t Au is being sent to the low-grade stockpile for future processing or blending with high-grade material.

Table 12-4 shows the marginal cut-off grade assumptions used for the mineral reserve estimate.

Table 12-4 : Isabella Pearl Marginal Cut-off Grade Assumptions

Gold Price:

$/Oz

$1,738

$/gram

$55.8

Charges

%

0.075

 

 

Royalty

%

3.000

 

 

Selling Cost

$/Oz

$53.4

$/gram

$1.72

 

Unit

WASTE

LOW GRADE

HIGH GRADE

Mining Cost:

$/tonne

$0.23

 

 

Rehandling Cost:

$/tonne

 

$1.00

$1.00

Mining Labor

$/tonne

 

 

 

Crushing

$/tonne

 

 

$2.71

Crush ore placement

$/tonne

 

 

 

Processing Cost:

$/tonne

 

$6.80

 6.80

Energy

$/tonne

 

$0.78

 0.78

G&A Cost

$/tonne

 

$3.99

 3.99

Rehabilitation Cost

$/tonne

$0.70

 

 

Processing Recovery

 

 

60.0%

81.0%

Calculations

"Processing Cost"

$/tonne

 

$11.64

$14.36

Marginal Cut-off

gram/tonne

 

0.358

0.327

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In summary, ore, low grade, and waste are currently being classified as follows:

Waste: 0.00 – 0.33 g/t

Low-Grade: 0.33 – 0.61 g/t

High-Grade: > 0.61 g/t

12.7

Relevant Factors

The QP’s are not aware of any environmental, permitting, legal, title, taxation, socio-economic, marketing, political, or other issues that could materially affect the mineral reserves stated here.

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13

Mining Methods

13.1

Mining Methods Summary

The Isabella Pearl mine design consists of one main pit and several smaller sub-pits accessing the Isabella, Pearl and Civit Cat North deposits. Open pit mining is conducted by conventional diesel-powered equipment, utilizing a combination of blasthole drills, wheel loaders, and 91-tonne (100-short ton) trucks to define, and handle ore and waste. Support equipment includes graders, track dozers, and water trucks. Higher-grade ore (>0.61 g/t Au) is hauled to the crushing area and crushed before being placed on the leach pad. Low-grade ore between 0.33 and 0.61 g/t Au is hauled directly to the low-grade stockpile. Waste rock is stored in the waste rock facility located near the pit to reduce haulage costs.

The final pit was designed using 6 m (20 ft) benches with a bench face angle of 68°, and an inter-ramp slope of 49.7° between a triple bench-catch of 8 m (26 ft). Haul roads were designed to 14 m (46 ft) widths for one-way traffic and 24 m (79 ft) widths for two-way traffic. These widths included an external safety berm in compliance with Mine Safety and Health Administration (MSHA) regulations. The final location of the ramps was optimized to reduce the overall waste stripping in areas where the pit slope was required to be less than 50°.

Low-grade ROM ore was initially placed on the heap leach pad with only lime addition on pad areas protected by a minimum of four feet of cover over the leach pad liner and collector piping system. Currently, high-grade ore is hauled to the crusher pad stockpile to then fed to the crusher by a front-end loader, then delivered to the heap by a stacker conveyor system. Low-grade ore is currently being stored in the low-grade stockpile for either future crushing.

The mine pits will generate an estimated total of 3.66 million tonnes (4.1 million short tons) of waste rock. The dump face is at the estimated 40° angle of repose of the material. The Pearl dump is being built from the south toe upward, with the outer slopes concurrently graded to 3(Horizontal):1(Vertical). The outer faces of the graded waste are being contoured, compacted, overlain with growth medium and re-vegetated when it is practical. Contouring and re-vegetation of the top of the dump will occur during post-production reclamation.

Isabella Pearl mining operations are being conducted by a contractor. Isabella Pearl production is scheduled to mine up to 500,000 tonnes (551,000 short tons) of material (ore and waste) per month. The current plan targets WLMC to process an approximate average of 55,000 tonnes (60,600 short tons) of ore per month over the LOM. Major mining equipment currently includes one Caterpillar D8 dozer, one Caterpillar D9 dozer, two Caterpillar 14M motor graders, two 769 Caterpillar water trucks, two lube trucks and two mechanic’s trucks.

The mine is currently in operation 12 hours per day, 7 days per week (12/7). During production, mining operations require two crews operating on twelve-hour rotating shifts.

During mining operations, blasthole samples are collected and assayed to provide control for ore and waste segregation. The resulting information is used to assign a material type to the blocks representing

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the active benches. Each block is assigned a destination code based on classification of the material (high-grade ore, low-grade ore, and waste). Following assay and ore/waste designation, visual identification of waste is made by the site geologist and compared to the mine block model. The tonnage of this material is tracked by WLMC geologists and the mine production reporting system.

13.2

Geotechnical Data, Testing and Analysis

13.2.1

Pit Slope Geotechnical Evaluation

Geotechnical studies completed for the estimation of stable pit-slope angles centered on the Pearl Ore Deposit sub-pit.  Table 13-1 presents the targeted pit slopes for the mine. These are overall slope angles (pit crest to floor) which are estimated to be stable against mass (deep) circular failure. The applicable quadrants are illustrated on Figure 13-1

Table 13-1 Maximum Recommended Pit Slope Angles

Graphic

*Based on Bishop Modified Method

Graphic

Figure 13-1 Pit Slope Quadrants

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13.2.2

South Highwall Geotechnical Assessment

In 2021, WLMC retained Tierra Group International Ltd. (Tierra) to conduct geotechnical assessments with an emphasis in the south highwall of the planned Phase II expansion of the Pearl pit at the Isabella Pearl mine. The south highwall will encroach and undercut the Pearl South Fault Zone Figure 13-2. A limited geotechnical drilling program was undertaken by WLMC in 2021 to provide rock mass characterization information that could be used for slope stability analysis.

Inspection of the Phase II Pit design resulted in the identification of a critical cross-section in the south highwall due to its adverse configuration with respect to the Pearl South Fault Zone and orientation of the WNW-striking shear fabric.

Graphic

Figure 13-2 View looking South in the Pearl Pit showing continuous, moderately to shallowly-dipping shears of the Pearl Fault

Geotechnical information consists in the pit mapping structural database and the geotechnical core logging and core orientation conducted on 3-boreholes totaling 191 m (627 ft) undertaken by WLMC in January 2021 (Table 13-2).

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Table 13-2 Location and Design of the 2021 Geotechnical Drilling Program

Hole ID

Easting (m)

Northing (m)

Elevation (m)

Total Depth (m)

Azimuth (°)

Inclination (°)

GTDD-01

397,634.2

4,272,727

1711.4

51.5

225

-70

GTDD-02

397,506.1

4,272,814

1686.1

71.2

218

-71

GTDD-03

397,542.5

4,272,779

1687.4

68.3

230

-70

Total

191.0

Note - Metric system used, WGS84; - Reported azimuth and inclination based on downhole deviation surveys

Geotechnical core logging data was used to develop the following:

Rock mass ratings (RMR).
Kinematic analyses to estimate the cumulative frequency of structural controls over wedges and planar failures for benches in the hanging wall (including north and east highwalls) and footwall (including south and west highwalls) of the Pearl Fault were also undertaken.
Two-dimensional, limit equilibrium slope stability analysis to estimate factors of safety were completed.

Tierra determined that Phase I of the Pearl Pit has performed outstandingly reaching heights of about 100 m (328 ft) and overall angles of 40° to 45°. Highwalls are formed by a sequence of stronger intrusive and weaker tuff units and benches generally comply with the design with exceptions in the stronger, structurally controlled units.

Kinematic and slope stability analyses were undertaken by Tierra to verify structural and rock mass instability mechanisms. Reconciliation between the kinematic analyses and observed bench performance would indicate that in general, discontinuities exhibit high strength.

Preliminary 2D limit equilibrium slope stability analysis suggests that as the south highwall of Phase I and Phase II Pits encroach the Pearl South Fault Zone instability mechanisms may be triggered as indicated by the calculated Factors of Safety (FOS) shown in Table 13-3. In relative terms, the FOS are lowered as the Phase I Pit deepens and in Phase II where the Pearl South Fault Zone is undercut.

Table 13-3 Summary of FOS

Material

Scenario 1:
Phase I to 1630m

Scenario 2:
Phase I to 1618m

Scenario 3:
Phase II to 1572m

Case 1: All isotropic

1.24

1.05

1.09

Case 2: HW and FW isotropic; PSFZ anisotropic

1.30

1.08

1.17

Case 2: PSFZ and FW isotropic; HW anisotropic

1.05

---

0.99

13.2.3

Recommendations

The following are recommendation for consideration at Isabella Pearl:

Implement a Short-Term Monitoring Program to the south highwall.

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Reconcile core orientation results from GTDD-01 to 03 that show discrepancies with pit mapping structural data. This information is relevant to quantify rock anisotropy at depth.
Develop a pit mapping program that captures the limits between intrusive bodies and tuff and the relevant RMR parameters and develop lithological models. This is relevant to planning drill and blast patterns.
Investigate the absence of the SW-striking set in the Pearl Fault footwall that are observed in its hanging wall. This is relevant to characterize structural controls that could involve both the WNW and SW-striking rock anisotropy.
Investigate further the steeper (67°) and flatter (41°) shear sets mapped in Phase I Pit. This is relevant as they could result in complex wedges mechanisms.
Implement 3D analysis to verify stability conditions.
Update the site’s Ground Control Monitoring Plan to incorporate monitoring and data collection considerations.

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13.3

Hydrogeology

A hydrogeological study was conducted by Aqua Hydrogeologic Consulting, LLC (Aqua) to determine regional hydrogeologic conditions underlying the Isabella Pearl mine area (Aqua, 2012, 2016). Groundwater movement within the mine area and surrounding area is dominated by the Walker Lane fault system. The faults within this system are primarily northwest-southeast trending faults. Water movement through the tuffs and underlying granitic rocks is through fractures associated with the fault system. The overall groundwater gradient is towards the south and southwest direction.

WLMC acquired the property in 2016 and drilled a production water well downgradient of the mine area in the historical Santa Fe corridor. WLMC drilled another production water well in the same corridor shortly after production commenced in early 2019.

13.3.1

Groundwater

Monitoring well drilling programs were conducted by the previous operator (TXAU) in the mine area resulting in 5 monitoring wells being active at the commencement of operations in 2018. All monitoring wells comply with Nevada Department of Environmental Protection (NDEP) requirements. Because of fractured geology (compartmentalization) in the Isabella Pearl mine area, depth to groundwater varies. Within this area, the depth to groundwater varies from an elevation of 1,680 m (5,512 ft) approximately 305 m (1,000 ft) northwest of the main Isabella Pearl mine pit at IPMW- 2, to 1,565 m (5,134 ft) in the center of the proposed pit at PW-12-33  The locations of the monitoring wells IPMW-1, IPMW- 2, PW-12-33, PW-12-34 and 1973 Well are shown on Figure 13-3.

Aqua conducted a monitoring program to determine the depths to groundwater in the monitoring wells drilled in the vicinity of the proposed Isabella Pearl mine pit (Aqua, 2012). In 2012, three wells were drilled to the depth of 1,543.5 m (5,064 ft) (masl), 34.8 m (100 ft) below the lowest portion of the proposed mine pit bottom. A monitoring program was then initiated consisting of monthly water level readings and quarterly water chemistry analyses to characterize groundwater levels and flow patterns and to acquire baseline groundwater chemistry data.

Based on the monitoring well water level readings, groundwater was expected to not be encountered at the maximum depth of the proposed mine pit (1,574 m; 5,164 ft masl). The static groundwater level at monitoring well PW-12-33, which penetrates the deepest portion of the final Pearl Pit, was measured monthly from April through September 2012. After initial static water level stabilization in April, groundwater depths measured in May through September range from 1,564.5 m (5,133 ft) to 1,565.5 m (5,136 ft) masl.

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Graphical user interface, map Description automatically generated

Figure 13-3 Water Monitoring Well Locations

Based on the groundwater level measurements, the deepest portion of the proposed mine pit would be 9.5 m (31.09 ft) to 8.5 m (27.96 ft) above the groundwater table and therefore, a pit lake would not develop during active mining operations or after final mine closure.

13.3.2

Temporary and Permanent Diversion Channels

Two sub-area watershed basins exist up-gradient of the Isabella Pearl mine and process facilities. The natural drainage path from the two watershed basins travels along the west and east sides of the process facilities. For further protection, drainage channels, berms, and ditches have been constructed on the east and west side of the facility to convey the existing drainage to its pre-development flow path.

13.4

Mine and Waste Rock Storage Design, Production Rates and Mine Life

13.4.1

Mine Design

The final pit was designed using 6 m (20 ft) benches, a bench face angle of 68° and an inter-ramp slope of 49.7° between a triple bench-catch of 8 m (26 ft). Haul roads were designed to 14 m (46 ft) widths for one-way traffic and 24 m (79 ft) widths for two-way traffic. These widths included an external berm.  The

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final location of the ramps was optimized to reduce the overall pit slopes in areas where the pit slope was required to be less than 50°. Table 13-4 provides the detailed parameters used for pit design.

Table 13-4 Designed Pit Parameters

Graphic

13.4.1.1

Pit Design Results

Figure 13-4 shows the final pit for Isabella Pearl while Figure 13-5 and Figure 13-6 provide a plan and section view of the inner pits. Table 13-5 details the ore and waste tonnages, mineral reserves, reported here in more detail by pit.

Graphic

Figure 13-4 Isabella Pearl – Final Pit Plan View

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Graphic

Figure 13-5 Isabella Pearl Designed Pits - Plan View

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Graphic

Figure 13-6 Isabella Pearl Designed Pits - Section View

Table 13-5 Initial Isabella Pearl Designed Pit Reserves

Graphic

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13.5

Waste Rock Storage Design

The mine pits will generate an estimated total of 23 million tonnes (25 million short tons) of waste rock. Waste is being deposited at the location south of the final pit as shown on Figure 13-7.

Preproduction and 1st year waste rock were end-dumped on natural ground first from near the crest elevation of the Pearl pit, falling southward toward a natural swale.  The dump face is expected to advance at the estimated 40° angle of repose of the material.  Starting in year 2 of production, the Pearl dump was built from the south toe upward, with the outer slopes concurrently graded to 3(Horizontal):1(Vertical).  The outer faces of the graded waste will be contoured, compacted, overlain with growth medium and re-vegetated as soon as it is practical.  Contouring and re-vegetation of the top of the dump will occur during post-production reclamation.

Graphic

Figure 13-7 Isabella Pearl Waste Rock Dump

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13.6

Haulage

Haulage requirements in this study were defined by WLMC.  Utilizing detailed haulage profiles and production schedule information, cycle times and then equipment requirements were determined. The design width of 2-way haulage roads is 24 m (79 ft), including safety berm base widths.  Roads have been designed in accordance with the Project Engineer’s recommendations.  Protective shoulder berms have been constructed in compliance with Mine Safety and Health Administration (MSHA) regulations. The waste rock dump location was selected to minimize disturbed acreage, haulage distance and the energy cost of construction.

Low-grade ROM ore was not crushed and was placed on the heap leach pad without preparation and only on pad areas protected by a minimum of four feet of cover over the leach pad liner and collector piping system.  Most of such material was placed in interior portions of the leach heap to minimize the difficulty of re-grading for reclamation.

Higher-grade oxidized ore is hauled to a crusher pad stockpile to then be fed to the crusher by a front-end loader.  Ore may be delivered to the heap by either haulage trucks or a conveyor system.

13.7

Mine Production Schedule

The production schedule was developed to mine up to 600,000 tonnes (661,400 short tonnes) of material per month from the four-phase pit over the remaining 4-year life. The Pearl zone is mined in two phases (Pearl Phase 1 & 2) to balance the high strip ratio of the upper benches and maintain and adequate cash flow balance. The mine production schedule is shown in

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Table 13-6.

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Table 13-6 Mine Production Schedule

Description

Units

2022

2023

2024

2025

TOTAL

Total Material Tonnes Mined (t)

t

3,950,000

438,241

-

-

4,388,241

Waste Tonnes Mined (t)

t

3,260,759

218,727

-

-

3,479,487

Ore Tonnes Mined (t)

t

689,241

219,514

-

-

908,754

High Grade Tonnes Mined

t

546,390

211,701

-

-

758,091

Low Grade Tonnes Mined

t

142,851

7,813

-

-

150,664

Ore Gold Grade Mined

g/t

3.43

4.77

-

-

3.75

High Grade Mined

g/t

4.21

4.92

-

-

4.41

Low Grade Mined

g/t

0.46

0.50

-

-

0.47

Gold Ounces Mined

oz.

76,030

33,636

-

-

109,666

High Grade Ounces Mined

oz.

73,900

33,509

-

-

107,409

Low Grade Ounces Mined

oz.

2,130

127

-

-

2,257

Ore Tonnes Crushed (t)

t

660,000

596,889

100,860

-

1,357,749

High Grade Tonnes Crushed

t

416,065

255,160

100,860

-

772,086

Low Grade Tonnes Crushed

t

243,935

341,729

-

-

585,664

Ore Gold Grade Crushed (g/t)

g/t

2.73

2.47

5.00

-

2.78

High Grade Crushed

g/t

4.04

5.09

5.00

-

4.51

Low Grade Crushed

g/t

0.51

0.51

-

-

0.51

Gold Ounces Crushed (oz.)

oz.

58,032

47,319

16,198

-

121,549

High Grade Ounces Crushed

oz.

53,997

41,754

16,198

-

111,950

Low Grade Ounces Crushed

oz.

4,035

5,565

-

-

9,600

13.8

Mining Operations

Mining Operations are conducted by a contractor. Current plans call for WLMC to mine and process an approximate average of 54,400 tonnes (60,000 short tons) of ore per month over a period of 48 months including approximately 4 months of pre-production development and construction and 3 months of residual leaching.  The mine is in operation 24 hours per day, 7 days per week (24/7) for the duration of the mine.

Ore is conventionally drilled and blasted in 6 m (20 ft) benches.  The ore is loaded with a 992 front-end loader into 91-tonne (100-short ton) capacity mine haulage trucks and hauled to the ore processing area or the waste rock dump facility

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13.8.1

Ore Control

During mining operations, blasthole samples are collected and assayed to provide control for ore and waste segregation. The resulting information is used to assign a material type to the blocks representing the active benches.  Each block is assigned a destination code based on classification of the material (ore, oxidized waste, or unoxidized waste).  Following assay and ore/waste designation, visual identification of unoxidized waste is made by site geologists and compared to the mine block model.  Waste blocks from the mine model that contain unoxidized waste are identified on the ore control maps and distinguished by ore control stakes in the pit.  The tonnage of this material is tracked by WLMC geologists and the mine production reporting system.

13.8.2

Shift Schedule

Table 13-7 shows how the approximate number of shifts and hours per shift vary over the Life-of-Mine (LOM).

Table 13-7 Approximate Production Shift Schedule

Graphic

13.8.3

Manpower

During production, mining operations require three crews operating on ten to twelve-hour rotating shifts.  Mining crew manpower during the peak production years shall include a total of 42 equipment operators, 3 maintenance personnel and 7 salaried and 2 support personnel.

13.8.4

Blasthole Drilling

Blasthole drilling is done with track-mounted blasthole drills.  Blasthole drilling in and around the ore zones is being performed with a Caterpillar MD5150 top hammer drill.  It is assumed that the MD5150 shall continue drill all of the ore and an equivalent tonnage of waste material surrounding that ore with 14 cm (5.5 in) diameter holes in the Isabella Pearl mining area.  This additional waste is included in the estimate as the ore and waste boundaries are more difficult to define.  A second MD5150 shall be outfitted to drill a 14 cm (5.5 in) hole if needed.

Waste drilling with the MD5150 is planned with a 4.6 m (15 ft) 4.6 m (15 ft) pattern on the 6.1 m (20 ft) bench with 1.2 m (4 ft) of subdrilling.  The hole diameter is 14 cm (5.5 in).  Drilling is done with a 15 cm (6 in) downhole hammer on 14 cm (5.5 in) drill steel.

13.8.5

Blasting

A blasting contractor is responsible for loading the blastholes and initiating the blasts.  The hole loading sequence starts by lowering a 0.45 or 0.91 kg (one or two-pound) booster (depending on hole size) attached to a non-electric blasting cap down the hole.  The mine is dry and Ammonium Nitrate and Fuel Oil (ANFO) are used as the primary blasting agent. Bulk ammonium nitrate prills are delivered to an on-site storage silo.  A blasthole loading truck transports the prill to the shot pattern, mix the prill with fuel

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oil (diesel) and a measured amount of powder is loaded into each hole.  The remaining part of the hole is filled with drill cuttings or crushed rock (stemming) to control the blast energy and minimize fly rock.  Once the holes are loaded, the lead lines to the blasting caps are tied together with a series of downhole and surface delays to control the blast.

To minimize operational delays, blasting occurs during the lunch break or between shifts.

The powder factor (pounds of explosives per short ton of rock) is 0.45 for waste drilled with the MD5150.  When drilling the ore pattern, the MD5150 targets a 0.6 powder factor.  The higher powder factor in ore is to maximize the gold recovery by achieving better fragmentation. Target size for blasted ore to achieve planned recovery is 80% finer than 15 cm (6 in).

In addition to loading the blastholes and initiating the blast, the blasting contractor supplies prill silos, explosive magazines, an ANFO mixing and loading truck, and a skid steer loader to stem the holes.  The contractor also supplies inventory control for the blasting agents and supplies and be responsible for regulatory control of the blasting materials.  Cost for these services was included in the economic analysis.

13.8.6

Loading

The primary waste loading unit is a Caterpillar 992K front-end loader or equivalent.  The 992K is planned to be equipped with 16 yd3 bucket.  A front-end loader was selected due to its versatility to handle multiple faces within a short period of time.  The 992K is sized to load a 91-tonne (100-short ton) truck in five passes.

The primary ore loading unit is a Caterpillar 992K front-end loader with a 16 yd3 bucket.  This loader is sized to load a 91-tonne (100-short ton) truck in five passes.  Two Hitachi excavators (1200 and 850) serves as backup loader units or when ore is being mined concurrently from two areas.  Due to its reach, it may require taking the bench down in two passes.  A second 988K is used to feed the screen at the leach pad.  This loader could also serve as a backup for the mining fleet.

13.8.7

Hauling

Primary waste haulage is performed with Caterpillar 777, 91-tonne (100-short ton), haul trucks.  For the majority of the mine, five (5) 91 metric ton (100 ton) trucks are required.

Development waste, ore, and a portion of the waste surrounding the ore are hauled using Caterpillar 777 haul trucks.

The loading, hauling, dumping, delays and availability were calculated in Caterpillar’s Fleet Production and Cost Analysis (FPC) haulage toolkit.

13.8.8

Support Equipment

Major mining equipment is expected to include one Caterpillar D8 dozer, one Caterpillar D9 dozer, two Caterpillar 14M motor graders, two 769 Caterpillar water trucks, two lube trucks and two mechanic’s trucks.

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13.8.9

Ancillary Mining Operations

13.8.9.1

Site Preparation

Growth medium will be scalped from the site footprint, where growth medium occurs.  It will be bulldozed into stockpiles where it can be loaded and trucked to designated areas for use in reclamation.

13.8.9.2

Drainage Preparation

WLMC facility design includes a system of stormwater diversion ditches to divert runoff around the crushing and process areas and into natural drainages.  Stormwater diversion channels have been constructed to safely transport the peak flow from a 100-year/24-hour storm event.

The goal of the drainage and sediment control plan is to convey runoff from mine area and upstream undisturbed areas through the mine site in a manner that protects the site areas and prevents degradation of downstream water quality.  The drainage and sediment control plan has been designed to require no maintenance through re-establishment and stabilization of natural drainages.  All drainages crossed by haulage, exploration and vehicle access roads will be opened up during re-grading.  The resulting channels will be of the same capacity as up and down-stream reaches, will be made non-erosive by the use of surface stabilization techniques (rip-rap) where necessary, and ultimately revegetated.  Best Management Practices (BMPs) have been followed during construction and operation and shall continue during reclamation to minimize sedimentation from disturbed areas.

13.8.9.3

Site Reclamation

Reclamation of the major facilities on site shall be conducted using the mining fleet.  Some opportunity for concurrent reclamation may be possible if doing so does not interfere with operations.  Concurrent reclamation has been accounted for in the current production schedule.

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14

Processing and Recovery Methods

14.1

Process Description Summary

Metallurgical test work has validated that Isabella Pearl oxidized ores are amenable to gold and silver recovery by cyanidation. The most economically effective process has been identified as conventional heap leaching of crushed ore, and to a lesser extent ROM ore, followed by absorption/desorption recovery (ADR) and refining to produce doré bars. The estimated recovery of gold from all crushed ore is 81%. The estimated gold recovery of ROM ore previously placed on the heap leach is 60%.

The general layout consists of the heap leach pad area which covers about 114,000 m2 (1.5 million ft2) and provides containment for 3.1 million tonnes (3.4 million short tons) of ore. The leach pad is a modified valley fill with a double liner system. A berm ranging from 1 to 5 m (3.3 to 16.4 ft) has been constructed along the sides and downstream (south) edge of the pad. The ADR plant consists of five 2 m (7 ft) diameter vertical adsorption towers in series with a carbon screen on the barren discharge; a 2.7 tonne (3 short ton) carbon-stripping plant with a carbon conditioning and sizing screen; and barren and pregnant solution tanks. The ADR plant design flowrate is 88 liters per second (1,400 gpm). Electro-winning is done in a 150-ft3 electrolytic cell. Smelting is done in a T-200 melt furnace. Figure 14-1 shows a simplified schematic of the Isabella Pearl mine flowsheet.

The pad liner system consists of 15 cm (6 in) of prepared subgrade overlain by a geomembrane sandwiched clay liner (GCL) which in turn is covered by a 60-mil high density polyethylene (HDPE) geomembrane. The heap distribution (leaching solution) system consists of two 1400 gpm pumps with variable speed controllers and a network of 15 cm (6 in), 8 cm (3 in) and 1.3 cm (½ in) piping connected to drip emitters. The ore is leached via emitters at a solution application rate of 0.005 gpm/ft2. The leachate flows by gravity through the heap and is gathered in collector piping and exits each side of the leach pad through 25.4 cm (10 in) solid HDPE pipes resting in double-lined exit notches (ditches).

The pregnant cyanide solution is pumped from the pregnant tank to a feed box in the carbon-in-column (CIC) circuit where it is contacted with activated carbon completing the extraction of the gold via carbon adsorption. The CIC circuit consists of five columns in a series. Solution from the last column overflows to the barren tank where liquid sodium cyanide, fresh water and anti-scalant is added on an as needed basis prior to the solution returning to the heap leach pad for additional leaching of the ore. The pregnant strip solution is electrolyzed at the on-site facility and the cathode sludge dried, blended with fluxes, and melted to produce doré bullion for shipment to a refiner.

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Graphic

Figure 14-1 Simplified Schematic of Isabella Pearl Mine Flowsheet

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14.2

Plant Design and Equipment Characteristics

14.2.1

Primary Crushing and Fine Crushing

The Isabella Pearl higher-grade ore above the 0.61 g/t Au cut-off is being crushed to P80 5/8”.  This is accomplished with a two-stage portable crushing plant with a 250 tonne (276 short ton) per hour capacity.

The higher-grade ore is first be trucked from the open pit to a stockpile located close to the primary crushing circuit.  A front-end loader then feeds the higher-grade ore to the crushing circuit.  The ore is then be placed into a stationary grizzly located above the hopper that prevents oversize material from making its way into the crusher cavity.  A 1.2 m (4 ft) x 6.1 m (20 ft) vibrating grizzly feeder draws ore into the jaw crusher.  The minus 5 cm (2 in) grizzly feeder undersize material bypasses the crusher and combines with the crusher product on the crusher discharge belt conveyor.

Ore is crushed and screened with the final product 80 percent passing 1.6 cm (5/8 in) conveyed and stacked in a crushed ore stockpile or transported by a series of stacker conveyors to the heap leach pad.  A series of several mobile, grasshopper-type conveyors are added or removed as required dependent upon the stacking location on the pad.  The final conveyor is a radial-type mobile stacker that places ore in lifts of up to 8 m (26 ft) in height.  Lime addition is at the first stacker conveyor by means of silo and screw feeder.  All mechanical components of the crushing circuit are semi-mobile, which allows for a complete circuit relocation.  Water sprays are utilized for dust suppression at the crusher feed hopper and at transfer points for the screen undersize material.

14.2.2

Heap Leach Pad and Solution Ponds

Detailed designs of the Isabella Pearl Heap Leach Pad were prepared under the Water Pollution Control Permit (WPCP) and was approved by the NDEP and BLM on June 23, 2017.  The leach pad area covers about 114,000 m2 (1.2 million ft2) and provides containment for 3.1 million tonnes (3.4 million short tons) of ore.  The leach pad is a modified valley fill with a double liner system. A berm ranging from 1 to 5 m (3.3 to 16.4 ft) has been constructed along the sides and downstream (south) edge of the pad.

The pad liner system consists of 15 cm (6 in) of prepared subgrade overlain by a geomembrane sandwiched clay liner (GCL) which in turn is covered by a 60-mil high density polyethylene (HDPE) geomembrane.  Leachate gathered in collector piping exits each side of the leach pad through 25 cm (10 in) solid HDPE pipes resting in double-lined exit notch (ditch).  The primary 60-mil HDPE upper liner in the ditch has been welded to the leach pad primary liner.  GCL installed for secondary containment beneath the leach pad overlaps the secondary liner of the exit notches by a minimum of 6 m (20 ft).  Any seepage collected between the leach pad primary and secondary liners reports to the pregnant pond or the barren/stormwater pond via the pipe containment ditches. The heap design allows for direction of pregnant solution to the pregnant pond or from either the pregnant pond or the barren/stormwater pond to the barren tank or between ponds through the 0.9 m (3 ft) weir should the need arise. The heap distribution (leaching solution) system consists of two 600-1400 gpm pumps with variable speed controllers and a network of 15 cm (6 in), 8 cm (3 in) and 1 cm (½ in) piping connected to drip emitters.

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The estimated recovery of gold from crushed material is 81%. The estimated gold recovery of ROM material placed on the leach heap is 60%.

The general arrangement of the heap leach pad and ponds is in Figure 14-2 (Note: view is rotated with north to left and scale is exaggerated 1:5).

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Graphic

Figure 14-2 General Arrangement for the Isabella Pearl Heap Leach Pad and Ponds.

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14.2.3

Adsorption-Desorption-Recovery (ADR) Facility

The pregnant cyanide solution passes through carbon adsorption columns and the barren solution is reconstituted with sodium cyanide and lime and returned to the heaps.  The pregnant strip solution is electrolyzed at the on-site facility and the cathode sludge is dried, blended with fluxes, and melted to produce doré bullion for shipment to a refiner.  The process plant and heaps at the Isabella Pearl mine are operated seven days per week and 24 hours daily.

The following process criteria were used for the design of the heaps and plant:

Adsorption plant design flowrate: 1,400 gpm
Solution application rate: 0.005 gpm/ft2 using emitters
Power: Diesel generators

The plant consists of five 2 m (7 ft) diameter vertical adsorption towers in series with a carbon screen on the barren discharge; a 2.7 tonne (3 short ton) carbon-stripping plant with a carbon conditioning and sizing screen; and barren and pregnant solution tanks.  Electro-winning is being done in a 150-ft3 electrolytic cell.  Smelting is done in a T-200 melt furnace.  The strip heater and the furnace are propane fired.

Scotia International of Nevada, Inc. (Scotia) designed and constructed the ADR plant for the Isabella Pearl mine.  The ADR plant layout is illustrated on Figure 14-3.

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Graphic

Figure 14-3 ADR Plant General Arrangement

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14.2.4

Major Process Equipment List

The process equipment was selected and sized based on the process design criteria.  Table 14-1 lists the major process equipment along with the number of units required and specifications.

Table 14-1 Major Process Equipment for the Isabella Pearl Mine

Equipment

Qty

Dimensions

hp

Manufacturer

Comment

Crushing/Screening/Stacking:

Jaw Crusher

1

25” x 50”

150

Telsmith

H2550

Cone Crusher

1

44”

300

Telsmith

T300

Grizzly Feeder

1

48” x 20’

50

Telsmith

Portable

Vibrating Screen

1

6’ x 20’

40

Telsmith

Portable

Lime Silo

1

Grasshoppers

15

30” x 125’

20

Superior

Portable

Radial Stacker

1

30” x 158’

77

Superior

Portable

Control Room

1

12’ x 40’

Portable

Loader

1

988

Caterpillar

Dozer

1

D9 Dozer

Caterpillar

Leaching:

Process Solution Pond Pump

1

500-600 gpm

25

Flygt

Barren/Stormwater Pond Pump

1

500-600 gpm

25

Flygt

Pregnant Solution Tank Pump

1

1,400 gpm

50

Barren Solution Tank Pump

2

1,300 gpm (each)

125

Birkley

ADR Plant:

Carbon -In-Column Circuit:

Carbon Column

5

¼ x 7’ dia. x 16’ ½” H w/Launder

Scotia

3 T Carbon Capacity

Carbon Safety Screen

1

12'-3.5" x 3'-6.25" x 1'

Johnson

Static

Acid Wash & Regeneration:

Acid Wash Vessel

1

3 TM of carbon

Scotia

Regeneration Kiln

1

29'-2-3/8" x 4'-1-5/8" x 6'4"

Scotia

Carbon Fines Filter Press

1

185.13" x 56.85" x 64.55"

Evoqua

Carbon Sizing Screen

1

15’ x 10’

Scotia

Strip Circuit:

Strip Vessel

1

5' x 12' H

Mark Steel

3 T Carbon Capacity

Boiler

1

70" x 76" 54"

Lattner

Heat Exchangers

1

42" x 12.125" x 15.7"

B&G

Electrowinning Circuit:

Electrowinning Tank

1

1/4" x 3'9" x 12' long x 3'2"H

Scotia

Rectifier

1

3000 AMP

Dynapower

Filter Press

1

127.55" x 34.64" x 51.38"

Evoqua

Smelting:

Smelting Furnace

1

T200

Scotia

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Mercury Retort and Handling:

Retort

1

5 cu. ft

Scotia

Mercury Deep Bed Scrubber

1

1/4" x 7' dia. X 6' H

Scotia

Reagent Handling:

Sodium Cyanide Storage Tank

1

6,000 gal

Caustic Storage Tank

1

1,200 gal

Hydrated Lime Silo

1

45,000 lb

Activated Carbon Bags

1

1,100 lb

Antiscalent Tote

1

50 gal

Hydrochloric Acid Tote

1

660 gal

Gasoline Tank

1

1,000 gal

Diesel Tank

2

10,000 gal

Laboratory:

Sample Preparation

1

1 Lot

Atomic Adsorption Machines

2

Avarian 4 lamp

Aliegent Technology

Fire Assay

2

Phermolyne 30400

Barnstead

Electric

14.2.5

Assay Laboratory

An assay facility capable of performing 100 atomic absorption spectrometry analyses (AAS) and 20 fire assay analyses per day have been installed at the Isabella Pearl mine office complex. The sample preparation area has drying ovens, crushing and pulverizing and splitting equipment and pulp weighing for up to 100 samples per day.  The sample preparation area has a dedicated ventilation system for dust control.  The fire assay section has one large electric furnace for fusion and one smaller furnace for cupellation.  The fire assay section has a dedicated ventilation system.  The AAS section has hot plates, centrifuges and an acid fuming hood for 3-acid digestion.  A multi-element AAS machine has been installed for analyses of Au, Ag and other elements. The building also has metallurgical laboratory. The metallurgical laboratory has wet and dry screen sizing equipment, bottle rolling equipment, filtering equipment and equipment for up to six column tests. The ADR plant has an identical multi-element AAS machine for routine plant and heap solution assays.  Samples requiring fire-assay check analyses for ore, waste and carbon are sent to an outside commercial lab.

The assay laboratory work schedule is five, ten-hour days.  Fire assaying is done five days per week.  AAS analysis and sample preparation works six days per week.  The assay laboratory is staffed to provide five, ten-hour days for the personnel.

14.3

Energy, Water, Material and Personnel Requirements

14.3.1

Power

Power is supplied by three diesel-powered electric generators, one 1500 kW generator on-line, one 1500 kW generator on standby and one 200 kW generator on standby for the production wells to generate power for the well pumps if the need arises.  The total connected force in the plant, including the crushers,

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is approximately 1,567 hp. WLMC has installed 4160-volt direct burial power lines from the generator yard throughout the site and to the production wells.

14.3.2

Water Supply

The peak make-up water requirement for the mine is approximately 126 gpm. The water source for the mine is from two production wells located south of the mine site. Both wells are equipped with submersible pumps, pumping to a 757,100 to 946,400 liter (200,000 to 250,000 gallon) non-potable storage tank located near the contractor’s yard. The pumps are powered by a 1500 kW generator located near the ADR Plant.

14.3.3

Major Reagents

Reagents utilized at the Isabella Pearl mine processing facility include:

Hydrochloric acid
Caustic soda
Sodium cyanide
Activated carbon
Antiscalant
Lime

Liquid sodium cyanide, antiscalent, hydrochloric acid, and lime are received in bulk quantities and stored in tanks, totes or silos. The hydrochloric acid is delivered in totes, caustic soda delivered by truck and stored in a tank, the antiscalant shipped to the site in totes and the activated carbon arrives in super sacks. Mix systems are provided for the antiscalant and an attrition system is used for preparation of the activated carbon. Major reagent consumption is shown in Table 14-2.

Table 14-2 Major Reagent Consumption

Reagent

Use

Sodium Cyanide

0.75 kg/t (1.5 lb/T)

Lime

17.0 kg/t (6.0 lb/T)

14.3.4

Labor Requirements

Labor requirements are divided into three sets: 1) 10 hours, 4 days per week, 2) 12 hours, 6 days per week, and 3) 12 hours, 7 days per week schedules.  Management and technical labor are listed in Table 14-3. The total processing plant and analytical laboratory labor requirement is 31 workers.

Table 14-3 Labor Summary

Category

Roster

Per Shift

Total

Management and Technical

10 hr. / 4-day Schedule

11

11

Hourly Scheduled Labor

10 hr. / 4-day Schedule

4

5

Hourly Scheduled Labor

12 hr. / 6-day Schedule

7

7

Hourly Scheduled Labor

12 hr. / 7-day Schedule

3

11

Totals

25

34

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15

Infrastructure

15.1

Infrastructure Summary

Access to most elements of the Isabella Pearl mine is provided by pre-existing gravel and paved roads. The main haulage road to the waste rock dump site and the ore preparation/heap leach site were designed to accommodate 91-tonne (100-short ton) capacity mine haulage trucks, requiring two-way traffic travel and safety berms.

The ADR plant, where gold and silver are stripped from pregnant solutions, are housed in a pre-engineered 21 m (69 ft) x 39 m (128.33 ft) structure consisting of steel ribs (struts) covered by insulation and tin siding, erected on a concrete slab. Two electric generators (plus fuel tanks) are in the ADR area. The west end of the ADR area is occupied by the ADR processing plant building. Pregnant solution and barren/stormwater ponds were designed to be near the center of the ADR area. The entire ADR area is enclosed by cyclone fencing.

An assay laboratory and preparation facilities are located are located east of the barren/stormwater pond. Nearby office trailers house on-site administrative staff including the general manager, mine, environmental and safety managers as well as accounting, engineering, geology, metallurgy, and surveying staff. Contractors utilize a site north of the ore preparation area on which they have placed their own shop. A septic system with a leach field services the ADR plant, laboratory, and offices. A second septic system services the ore preparation area, mine, and contractor’s shop. A pipeline with industrial water from a non-potable water storage tank services the ADR plant, laboratory, office, and contractor’s shop. Potable water for drinking is being supplied from bottles.

Power is supplied by three diesel-powered electric generators. One 1500 kW generator is on-line, one 1500 kW generator is on standby, and one 200 kW generator is on standby for the water production wells to generate power for the well pumps on an as-needed basis. The total connected electrical force in the plant, including the crushers, is approximately 1,567 hp. WLMC has installed 4,160-volt direct burial power lines from the generator yard throughout the site and to the production wells. Fuel for the generators is stored in two above-ground tanks on graded areas with HDPE-lined floors and berms for secondary containment to provide emergency capture of 110-percent of the largest fuel tank/vessel volume.

Industrial water is supplied from three production water wells. Production Well #2 (IPPW-2) was completed in September 2013 to a depth of 128 m (420 ft) and is upgradient from both the heap leach and open pit. Production Well #1 (IPPW-1) was installed in October 2016 to a depth of 396 m (1,300 ft) and is located south of the processing facility. A third production water well (Well #3) was installed in 2019, about 400 meters southwest of Well #1. Permits for the WLMC production water wells and a maximum of 484-acre feet of water annually (300 gpm 24/7) have been issued by the Nevada State Engineer. A 757,000 to 946,250 liter (200,000 to 250,000 gallon) non-potable water tank is located near contractor’s yard. The tank is approximately 13.4 m (44 ft) in diameter and 6.1 m (20 ft) high.

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Specifications for the mine infrastructure are provided in Table 15-1. Figure 15-1 shows the general site arrangement layout of the facilities including location of the ADR plant to the heap leach pad, pit and waste dumps, water well locations, water supply line, and references to infrastructure items in Table 15-1.

Table 15-1 Infrastructure Items and Specifications

Mine Component

Acres Existing
Disturbance

Acres Proposed
New Disturbance

Total Acres
Disturbance

Roads

27.4

34.4

61.8

Leach Pad, Mine Pits, Waste Rock Dump, Borrows and Stockpiles

24.1

172.9

197

Yards

2.6

23.8

26.4

Sediment & Drainage Control

0

7.7

7.7

Grand Total

54.1

238.8

292.9

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Graphic

Figure 15-1 : General Site Arrangement

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16

Market Studies

16.1

Contracts and Status

A market study for the gold and silver products was not undertaken for this technical report. Gold and silver are publicly traded, and the price estimate for this report is based on the analysis by WLMC and available consensus 2022 – 2024 average pricing (CIBC, 2021). WLMC has determined that the best prices to use for Isabella Pearl mine planning is $1,738 per ounce of gold and $23.22 per ounce of silver. Gold and silver are the only metals for which WLMC is paid pursuant to refining contracts.  Given the relatively short mine life and that the operation is already in production, Gustavson believes that this price correctly demonstrates the value of the project.

This study assumes a static price curve for the gold market price. In the economic evaluations, the gold price was set at $1,738/oz based on the consensus 2022 – 2024 average pricing (CIBC, 2021). This price was lower than the London PM Fix Price of $1,806 on December 31, 2021, the effective date of this mineral resource and reserve estimate.

Terms for an off-take and smelting agreement are based on refinery agreements established with highly respected, internationally accredited, precious metals refineries and mints located throughout the world. For the Isabella Pearl mine, the delivery terms, penalties and payment schedule are generally described as follows:

Upon pick up of the doré bars by the transport service, WLMC provides to refiner shipping documents with estimated quantities of contained gold and silver in the bars. Risk of loss transfers upon pick up at the mine site.
Refiner provides provisional payments to WLMC on the majority of the ounces, generally within 2 days of shipment, and notifies WLMC of the total ounces available for early settlement.
WLMC and refiner then agree on a transaction price for those ounces at the current spot price. The remaining ounces are not priced until final weights and assays are agreed upon, which is usually within 2 weeks from shipment.
Once final content of gold and silver are agreed upon, refiner and WLMC price the ounces remaining at the current spot price. Contractual deductions are immaterial and WLMC is paid for nearly 100% of the agreed content of the bars.
Penalties due to any deleterious elements have not been levied in the past and are not expected in the future.

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17

Environmental Studies, Permitting and Social or Community Impact

17.1

Environmental Liabilities and Permitting

17.1.1

Environmental Liabilities

Site investigations by Great Basin Ecology, Inc. (GBE), Elko, Nevada, in June 2009 and 2017 (Back, 2009; GBE, 2017) did not indicate any environmental liabilities or the presence of endangered plants or species.

Previous mining at the Isabella Pearl site was conducted in 1978 by a local resident, Mr. Joe Morris. A small heap leach facility was constructed with approximately 1,361 tonnes (1,500 short tons) of crushed material. All existing leach material and contaminated subgrade soil from the Joe Morris Heap Leach Pad has been placed on the WLMC heap leach pad as part of the 45.7 cm (18 in) of liner cover. As of 1 October 2019, the Final Closure Report of the Joe Morris Heap Leach was approved by the State of Nevada and the BLM, with all reclamation actions successfully performed by WLMC. The successful closure of the Joe Morris Heap Leach removed the facility as an environmental liability for WLMC.

WLMC has conducted mineral exploration activities at the Isabella Pearl site and is currently liable for reclamation of the associated disturbances. Liabilities associated with the exploration activities have been incorporated into the Plan of Operations and approved by both the BLM and the State of Nevada.

17.1.2

Required Permits and Status

The Isabella Pearl mine is located approximately 8.4 km (5.2 mi) northwest of the town of Luning, at the west foot of the Gabbs Valley Range located in Mineral County, Nevada. The location and current land ownership position (i.e., public land ownership) mean that the mine is being held to permitting requirements that are determined to be necessary by Mineral County, the State of Nevada, and the U.S. Department of the Interior BLM, Stillwater District Office, Stillwater Field Office.

To date, all of the primary permits for operation have been acquired. This includes the BLM 43 CFR § 3809 POO and State of Nevada, Department of Conservation and Natural Resources (DCNR), NDEP, BMRR NAC 519A Reclamation Permit application. The BLM has deemed the POO complete and authorized the NEPA Environmental Assessment (EA) of the operations. The NEPA analysis was completed and WLMC received a Record of Decision (ROD) on May 15, 2018.

In 2021, WLMC submitted a POO Modification for the expansion of the existing heap leach facilities, open pit mine plan, and revised sulfide waste stockpile area. In August 2021 the BLM issued a Decision of NEPA Adequacy (DNA) for the POO Modification. As of September 2021, all necessary permit approvals were obtained from the BLM, the State of Nevada, and Mineral County in relation to the POO Modification.

Table 17-1 below lists the environmental permits that are applicable to the Isabella Pearl mine.

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The newly approved changes were found to not result in a divergence of any exploration, mining, or processing operations, nor will the newly approved changes result in mining of ore and waste divergent from what has already been characterized. The newly approved changes would not result in a significant increase in proposed disturbance, nor would result in a significant increase in the overall area of the Plan Boundary. Therefore, the information, conclusions, studies, etc. contained within the Plan of Operations and Reclamation Plan for the Isabella Pearl Project, that was compiled by Welsh Hagen on behalf of the Company in 2018, as well as subsequent studies that have been performed, are still relevant to the actions recently approved.

Table 17-1 : Permits, Licenses, and Issuing Authorities for the Isabella Pearl Mine

Permit/Approval

Issuing Authority

Permit Purpose

Status

Federal Permits Approval and Registrations

Mine Plan of Operations/National Environmental Policy Act (NEPA) Analysis and Record of Decision (RoD)

U.S. Bureau of Land Management

Prevent unnecessary or undue degradation of public lands; Initiate NEPA analysis to disclose and evaluate environmental impacts and project alternatives.

Completed; in good standing

Rights-of-Way (RoW) across public lands

U.S. Bureau of Land Management

Authorization grant to use a specific piece of public land for a certain project, such as roads, pipelines, transmission lines, and communication sites

NOT REQUIRED. No Rights-of-Ways are for operation.

Explosives Permit

U.S. Bureau of Alcohol, Tobacco and Firearms

Storage and use of explosives

Held by Ledcor (Mining contractor)

EPA Hazardous Waste ID No.

U.S. Environmental Protection Agency (EPA)

Registration as a small-quantity generator of wastes regulated as hazardous

Completed; in good standing

Notification of Commencement of Operations

Mine Safety and Health Administration

Mine safety issues, training plan, mine registration

Completed; in good standing

Biological Opinion and Consultation

U.S. Fish and Wildlife Service

Only if project Threatened or Endangered Species is determined present during the NEPA analysis of the project.

Completed, with annual surveys being conducted

Federal Communications Commission Permit

Federal Communications Commission (FCC)

Frequency registrations for radio/microwave communication facilities

Held by Ledcor (Mining contractor)

State Permits, Authorizations and Registrations

Nevada Mine Registry

Nevada Division of Minerals

Required operations registration

Completed; in good standing

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Surface Area Disturbance Permit

Nevada Division of Environmental Protection (NDEP)/Bureau of Air Pollution Control (BAPC)

Regulates airborne emissions from surface disturbance activities

Not necessary (covered under Class II)

Class II Air Quality Operating Permit

NDEP/BAPC

Regulates project air emissions from stationary sources

Completed; in good standing

Mercury Operating Permit to Construct

NDEP/BAPC

Program to achieve mercury reduction via add-on control technologies

Completed; in good standing

Class 1 Air Quality Operating Permit to Construct

NDEP/BAPC

Program to achieve mercury reduction via add-on control technologies

Completed; in good standing

Mining Reclamation Permit

NDEP/Bureau of Mining Regulation and Reclamation (BMRR)

Reclamation of surface disturbance due to mining and mineral processing; includes financial assurance requirements

Completed; in good standing

Mineral Exploration Hole Plugging Permit or Waiver

Nevada Division of Water Resources (NDWR)

Prevents degradation of waters of the State

Completed; in good standing

State Groundwater Permit

NDEP/BMRR

Prevents degradation of waters of the State from surface disposal, septic systems, mound septic systems, unlined ponds, and overland flow

Not necessary (covered under WPCP)

Water Pollution Control Permit (WPCP)

NDEP/BMRR

Prevent degradation of waters of the state from mining, establishes minimum facility design and containment requirements

Completed; in good standing

Approval to operate a Solid Waste System

NDEP/Bureau of Waste Management (BWM)

Authorization to operate an on-site landfill

NOT REQUIRED. No Solid Waste Systems are for operation.

Hazardous Waste Management Permit

NDEP/BWM

Management and recycling of hazardous wastes

Completed; in good standing

National Pollutant Discharge Elimination System (NPDES) Permit

NDEP/Bureau of Water Pollution Control (BWPC)

Management of site discharges

NOT REQUIRED. No point source discharges by operation.

General Stormwater Discharge Permit

NDEP/BWPC

General permit for stormwater discharges associated with industrial activity from metals mining activities

Completed; in good standing

Permit to Appropriate Water/Change Point of Diversion

NDWR

Water rights appropriation

Completed; in good standing

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Permit to Construct a Dam

NDWR

Regulate impoundment higher than 20 ft or impounding more than 20 acre-feet

NOT REQUIRED. No process water ponds will exceed the 20/20 height or impoundment thresholds.

Potable Water System Permit

Nevada Bureau of Safe Drinking Water

Water system for drinking water and other domestic uses (e.g., lavatories)

Ongoing, with first year of testing complete

Septic Treatment Permit Sewage Disposal System Permit

NDEP/Bureau of Water Pollution Control

Design, operation, and monitoring of septic and sewage disposal systems

Completed; in good standing

Dredging Permit

Nevada Department of Wildlife (NDOW)

Protection of Nevada waterways

NOT REQUIRED. No dredging.

Industrial Artificial Pond Permit

NDOW

Regulate artificial bodies of water containing chemicals that threaten wildlife

Completed; in good standing

Wildlife Protection Permit

NDOW

Stream and watershed wildlife habitat protection

NOT REQUIRED. No stream or watershed modification.

Hazardous Materials Permit

Nevada Fire Marshall

Store a hazardous material in excess of the amount set forth in the International Fire Code, 2006

Completed; in good standing

License for Radioactive Material

Nevada State Health Division, Radiological Health Section

Radioactive material licensing

NOT REQUIRED. No radioactive equipment is used

Encroachment Permit

Nevada Department of Transportation (NDOT)

Permits for permanent installations within State rights-of-way and in areas maintained by the State

NOT REQUIRED. No installations within State rights-of-way by operations.

Temporary Permit to Work in Waterways

NDEP/BWPC

Covers temporary working or routine maintenance in surface waters of the State, such as channel clearing and minor repairs to intake structures.

NOT REQUIRED. No work in waterways by operations.

Local Permits for Mineral County

Building Permits Mineral County Building Planning Department

Mineral County Building Planning Department

Ensure compliance with local building standards/requirements

Completed; in good standing

Special Use Permit

Mineral County Building Planning Department

Provided as necessary under applicable zoning ordinances

Completed; in good standing

County Road Use and Maintenance Permit/Agreement

Mineral County Building Planning Department

Use and maintenance of county roads

NOT REQUIRED. WLMC will maintain their own roads.

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17.1.3

Federal Permitting

Federal permits and authorizations are required for mining operations located on public land administered by a federal land management agency, including, but not limited to the BLM, U.S. Department of Agriculture–Forest Service, and the National Parks Service. In the case of Isabella Pearl, the mine is located on public lands administered by the BLM. As such, the operation requires all of the identified federal permits, the most important of which are approvals of the 43 CFR § 3809 POO and its subsequent NEPA analyses. WLMC submitted the POO and Reclamation Permit application and the NEPA analysis was completed, and a ROD was issued on May 15, 2018. A DNA was issued to WLMC for the POO Modification in 2021.

WLMC has acquired the following Federal Permits and Registrations:

EPA Hazardous Waste #NVR000092916 (BWM)
Explosive Permit #9-NV-009-20-8K-00321 (Ledcor CMI Inc. contract mining)
POO and Reclamation Plan #NVN86663 (BLM)

17.1.3.1

BLM Exploration Notice of Intent (NOI)

Upon completion of the POO and issuance of the ROD by the BLM, the existing exploration permit that was within the mine plan boundary was closed. The reclamation cost estimated for surface disturbance associated with ongoing exploration within the mine plan boundary is covered by the bond for the Isabella Pearl mine. This allows WLMC to continue its exploration activities within the mine plan boundary while active mining is in progress.

Surface disturbance associated with proposed exploration drilling to be conducted outside the mine plan boundary (the permitted mine area) is currently authorized under a separate BLM Notice of Intent, a summary of which, including the obligated bond amounts for reclamation, is provided in Table 17-2.

Table 17-2 : BLM Notice of Intent Summary for the Isabella Pearl Mine

Area

Serial
Number

Name

Total
Acres

Bond Amount
Obligated

Scarlet Prospect

NVN-98794

FGC Reclamation Cost Estimate

4.30

$17,897

 

Total

4.30

$17,897

17.1.4

State Permitting

The State of Nevada requires operational mining permits regardless of land status of the mine (i.e., private, or public). The following are the state permits that are required for the Isabella Pearl mine:

Reclamation Permit #0387 (NDEP/BMRR)
Hazardous Waste Generator #NVR000092916 (NDEP/BWM)
Water Pollution Control Permit #NEV2009102 (NDEP/BMRR)
Emergency Release, Response, and Contingency Plan (NDEP/BMRR)
Spill Prevention, Control, and Countermeasures Plan (NDEP/BMRR)
National Pollutant Discharge Elimination System (NPDES) Permit #NVG201000 (NDEP/BWPC)
General Stormwater Permit #NVR300000 MSW-43292 (NDEP/BWPC)
Storm Water Pollution Prevention Plan (NDEP/BWPC)

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Water Rights – #83484, 82498, 79096 and 83485 (changed to 89001T) (DCNR/NDWR); Permits to change the point of diversion and place of use of the water rights have been approved, for groundwater production wells
Air Quality Class II Operating Permit #AP-1041-3853 (NDEP/BAPC)
Air Quality Mercury Permit to Construct #AP-1041-3895 (NDEP/BAPC)
Air Quality Class I Operating Permit to Construct #AP-1041-3897 (NDEP/BAPC)
Industrial Artificial Pond Permit #467428 (NDOW)
Bureau of Safe Drinking Water Public Water Source Permit NV0001178

The State of Nevada has issued the above permits, which are all in good standing as of December 31, 2021.

17.1.5

Local Permitting

WLMC has obtained the necessary Building Permits and a Special Use Permit issued by Mineral County. These permits authorized WLMC to construct the buildings located at the Isabella Pearl mine.

The following are the Mineral County permits that are required for the Isabella Pearl mine:

Mineral County Business License #17288 (Mineral County Sheriff’s Office)
Special Use Permit #165957 (Mineral County Planning Commission)
Septic Permit #7905 and 7906 (Mineral County Building Department)
ADR Building Permit #5891 (Mineral County Fire Marshall)
Office Building Permit #7888 (Mineral County Fire Marshall)
Water Tank Building Permit #7921 (Mineral County Fire Marshall)

The Special Use Permit was approved when the ROD was issued by BLM in May 2018. Mineral County has issued the remaining permits, which are all in good standing as of December 31, 2021.

17.2

Environmental Study Results

The reader is referred to earlier reports on mineral resources and reserves for a more detailed description of environmental study results at the Isabella Pearl mine (Brown et al., 2018, 2021). Specific topics covered in earlier reports included:

Mine Waste Characterization and Management
Waste Rock Management Plan
Groundwater Characterization
oGroundwater Quality
Surface Water Characterization
Cultural Resources Inventory
oNative American Religious Concerns
Biological Resources Inventory
oVegetation
oMammals

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oReptiles
oMigratory Birds
oSensitive Species
BLM
State of Nevada

17.3

Environmental Issues

Following submission by TXAU of the plan of operations in 2010, public scoping was conducted from March 15 through April 15, 2011. In five letters and four telephone calls received by the BLM, the following issues and concerns were identified:

Wildlife—Potential disturbance of habitat for mule deer, pronghorn antelope, and desert bighorn sheep;
Special status species—Proximity of disturbance to a known prairie falcon nest;
Springs—The impact of mining on springs and associated wildlife;
Public access and vested rights-of-way—The status of public access to surrounding areas for recreation;
Level of NEPA analysis—What criteria were used to determine that the preparation of an EA would be appropriate, as opposed to a full environmental impact statement;
Transportation of ore—Plans to evaluate the impacts of the transportation of ore on off-site facilities;
Water resources—Waste and ore rock characterization and potential impacts on Waters of the United States;
Cultural resources—Request for complete examination of the site for archaeological and cultural resources;
Water rights—Two claims of vested water rights for stock water use in the area; and
Recreation—Requests by various off-road race organizers to control cross traffic during race day.

Issues originally identified from the agency comments were concern for water quality, wildlife (including special status species), habitat, recreation, nearby spring monitoring, and quantity and quality reporting. Each of these concerns has been addressed or mitigated by the design of the project, or the implementation of Operator Committed Environmental Protection Measures and Practices (Section 2.5 of the Isabella Pearl mine POO (Welsh Hagen, 2018).

17.4

Operating and Post Closure Requirements and Plans

As part of both the Nevada Water Pollution Control Permit (WPCP) and the BLM POO, WLMC has submitted a detailed plan for monitoring designed to demonstrate compliance with the approved POO and other Federal or State environmental laws and regulations, to provide early detection of potential problems, and to supply information that will assist in directing corrective actions, should they become necessary. The plan includes discussion on water quality in the area; monitoring locations, analytical profiles, and sampling/reporting frequency. Examples of monitoring programs which may be necessary include surface and ground-water quality and quantity, air quality, revegetation, stability, noise levels, and wildlife mortality.

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The BMRR also requires a process fluid management plan as part of the WPCP. This plan describes the management of process fluids, including the methods to be used for the monitoring and controlling of all process fluids. The plan also provides a description of the means to evaluate the conditions in the fluid management system, to be able to quantify the available storage capacity for meteoric waters and to define when and to what extent the designed containment capacity may been exceeded. The management of non-process (non-contact) stormwater around and between process facilities is a necessary part of the Nevada General Permit for Stormwater Discharges Associated with Industrial Activity from metals Mining Activities (NVR300000) and is typically detailed in the site-wide Stormwater Pollution Prevention Plan (SWPPP). These documents were prepared in conjunction with the WPCP.

WLMC has the following plans in place: environmental management plan, waste rock management plan, weed management plan, water management plan, emergency response plan, spill prevention, control and counter measure plan, spring monitoring plan, groundwater monitoring plan and stormwater pollution prevention plan.

17.5

Post-Performance or Reclamation Bonds

The Isabella Pearl mine’s location and current land ownership mean that the mine operations are subject to reclamation financial surety requirements set by the state and federal agencies. Any operator who conducts mining operations in the State of Nevada under an approved BLM POO and/or state Reclamation Permit must file a surety with the NDEP-BMRR or federal land management agency, as applicable, to ensure that reclamation will be completed on privately owned and federal land. The surety may either be: a trust fund; a bond; an irrevocable letter of credit; insurance; a corporate guarantee; or any combination thereof. The existing reclamation bond(s) associated with the exploration Notice-of-Intent (NOI) have been incorporated into the overall mine reclamation bond as part of the final authorization process. The surety will be released when all of the requirements of the permit have been fulfilled, including, but not limited to reclamation of disturbances, regrading of lands, and revegetation, as defined by the approved reclamation plan.

17.5.1

Mine Closure Plan

Both the BLM’s 43 CFR § 3809.401(b)(3) and State of Nevada’s mining regulations (NAC 519A et seq.) require closure and reclamation of mining and mineral development projects in the State of Nevada. In addition, any operator who conducts mining operations under an approved BLM POO or State Reclamation Permit must furnish a bond in an amount sufficient for stabilizing and reclaiming all areas disturbed by the operations.

After operations cease, residual process solution in the heap leach pad will be recirculated until the rate of flow from these facilities can be passively managed through evaporation from the lined process ponds or a combination of evaporation and infiltration (depending on final water quality). The waste rock dump will be re-graded and revegetated, pursuant to the approved reclamation plan. Buildings and facilities not identified for a post-mining use will be removed from the site during the salvage and site demolition phase. Reclamation and closure activities may be conducted concurrently, to the extent practical, to reduce the overall reclamation and closure costs, minimize environmental liabilities, and limit bond exposure.

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The revegetation release criteria for reclaimed areas are presented in the Guidelines for Successful Revegetation for the NDEP, BLM, and U.S.D.A. Forest Service (BLM, 1998). The revegetation goal is to achieve the permitted plant cover as soon as possible.

17.5.2

Reclamation Measures During Operations and Mine Closure

In general, the reclamation plan outlined in the Isabella Pearl mine POO and submitted to both the BLM and the NDEP includes a description of the equipment, devices, and practices that WLMC proposes to use including, where applicable, plans for:

i.Drill hole plugging and abandonment;
ii.Regrading and reshaping;
iii.Mine reclamation, including information on pit backfilling that details economic, environmental, and safety factors;
iv.Riparian mitigation;
v.Wildlife habitat rehabilitation;
vi.Topsoil handling;
vii.Revegetation;
viii.Isolation and control of acid forming, toxic, or deleterious materials;
ix.Removal or stabilization of buildings, structures, and support facilities; and
x.Post-closure management.

In addition, the WPCP includes a plan for the permanent closure of the facility which describes the procedures, methods and schedule for stabilizing spent process materials. The plan includes:

a.

Procedures for characterizing spent process materials as they are generated; and

b.

The procedures to stabilize all process components with an emphasis on stabilizing spent process materials and the estimated cost for the procedures.

17.5.3

Closure Monitoring

Monitoring the mine facilities after closure will ensure continued compliance with reclamation requirements and preservation of the State and Federal natural resources. Applicable monitoring programs may include, and are not limited to, the following:

Surface water and groundwater, quality, and quantity,
Revegetation monitoring, and
Slope stability for reclaimed mine facilities.

Long-term environmental monitoring of facilities like the heap leach pad and waste rock disposal areas is not anticipated after closure and reclamation are completed.

17.5.4

Reclamation and Closure Cost Estimate

Conceptual reclamation and closure methods were used to evaluate the various components of the mine to estimate final closure costs. Version 1.4.1.017b of the Standardized Reclamation Cost Estimator (SRCE) was used to prepare this estimate. The SRCE uses first principles methods to estimate quantities, productivities and work hours required for various closure tasks based on inputs from the user. The physical layout, geometry and dimensions of the mine components were based on the current understanding of the site plan and facilities layout. These included current designs for the main mine components including the open pit(s), infrastructure, waste rock dumps, haul and access roads, heap leach pad, utilities, and process ponds. Equipment and labor costs were conservatively estimated using State and BLM-approved costs.

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The costs associated with final reclamation and closure of the Isabella Pearl mine were updated during the 2021 POO Modification. The new cost associated with the final reclamation and closure therefore is estimated to be $12 million. This total is an undiscounted cost to reclaim and close the facilities associated with the mining and processing project.

17.5.5

2021 Estimate of Current Closure Costs

WLMC maintains a quarterly review of its environmental obligations as well as any updates of information related to any new regulations.

WLMC considers two levels of care in preparation of its mine closure plan for the possible future abandonment of the Isabella Pearl mine. In compliance with environmental obligations, WLMC considers two levels of care:

Works and actions that are specifically identified in the current environmental regulations, or in case of modifications or new regulations arising and,
The terms and conditions listed in the permissions, registers, or certificates, as established in the authorization in terms of environmental impact and although not specifically identified in any order, are the result of case-specific analysis.

A Mine Closure Plan and Reclamation Budget has been prepared FGC based on Nevada Standardized Reclamation Cost Estimator and Cost Data File provided by BLM to calculate reclamation bonding requirements for Isabella Pearl mine.

The mine closure and reclamation cost estimate for the Isabella Pearl Mine as of December 31, 2021, is presented in Table 17-3.

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Table 17-3 : Mine Closure and Reclamation Cost Summary for the Isabella Pearl Mine as of December 31, 2021

Concept

Labor

Equipment

Materials

Total

Earthwork/Recontouring

$943,272

$2,673,376

$20,388

$3,637,036

Revegetation/Stabilization

$49,524

$17,694

$113,273

$180,491

Detoxification/Water Treatment/Waste Disposal

$1,612,001

$1,735,937

$467,336

$3,815,274

Structure, Equipment Removal, and Miscellaneous

$261,723

$212,290

$138,323

$612,336

Monitoring

$90,313

$91,951

$133,354

$315,618

Construction Management and Support

$242,910

$181,468

$424,378

Subtotal

$3,199,743

$4,912,716

$872,674

$8,985,133

Indirect Costs

$3,169,788

GRAND TOTAL

$12,154,921

Source: WLMC_July2021_SRCE_Version_1_4_1_017b_(rev2) (WLMC,2021)

17.6

Social and Community

Hawthorne, which is approximately 40 km (25 mi) west of the mine, has a population of approximately 3,192 (Nevada State Demographer, 2020). It has sufficient resources to provide general amenities, housing, and services. It is the home of the Hawthorne Army Ammunition Plant, which provides much of the employment in the area.

The small towns of Luning, about 10 km (6 mi), and Mina about 24 km (15 mi), are located to the south of the mine area. The population estimate of Luning is 98 and Mina is 179 (Nevada State Demographer, 2020). The towns provide minimal services and amenities.

Mineral County’s estimated population on April 1, 2020, was 4,554 (US Census Bureau, 2021). On July 1, 2019, there were 2,842 housing units in Mineral County. In November 2021, the Mineral County labor force was 2,038 individuals, with an unemployment rate of 2.6 percent (Nevada Department of Employment Training and Rehabilitation, 2021).

17.7

Other Significant Factors and Risks

Potential factors and risks that may affect access, title, or the right or ability to perform work on the property could include:

Unidentified cultural resources

Considerable effort has been expended on conducting surface inventories within the Isabella Pearl mine boundary. For the most part, these surveys have focused on surface features and artifacts. Given the number of cultural and archeological resources in the region, it is possible for subsurface discoveries to be made during construction of the mine facilities. Such a discovery would require mitigation that could impact the mine.

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17.8

Adequacy of Plans to Address any Issues

The town of Hawthorne is within easy driving distance of the mine property and has basic amenities, medical services, housing, apartments, commercial and office space for rent and for sale, and lots for sale. The residents of Hawthorne comprise an experienced work force with historical and recent ties to mining operations in Nevada. This location already provides living areas for many employees.

There are no known social or community issues that materially impact on WLMC’s ability to continue extracting mineral resources at the Isabella Pearl mine. Identified socioeconomic issues (employment, payroll, services and supply purchases, and tax) are anticipated to remain positive.

17.9

Commitments to Local Procurement or Hiring

WLMC is committed to both local procurement and hiring. Under its Equal Opportunity Policy, WLMC will also recruit, hire, train, promote and compensate applicants and employees without regard to race, color, religion, national origin, ethnicity, age, disability, veteran status, gender, sexual affiliation or any other protected status as defined under applicable federal and state laws. WLMC will provide reasonable accommodations to qualified individuals with a disability in accordance with applicable law. WLMC will also make reasonable accommodations for religious practices as required by law. Accommodations will be provided if they are reasonable, necessary and do not create a safety hazard, or impose an undue hardship on operations.

WLMC’s growth can only be met through the commitment and development of its employees. A major objective is teamwork – all employees working together to discover, mine and process our mineral resources in a safe, environmentally sound and efficient manner for the benefit of all. Safety is of the upmost importance and priority of WLMC, followed by care for the environment, care and maintenance for equipment and then production and cost goals.

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18

Capital and Operating Costs

WLMC has provided an estimate of capital and operating costs in this report. The support for capital and operating costs are based on realized costs, quotations and estimates in 2021 dollars. No inflation factors have been used in the economic projections.

18.1

Life-Of-Mine Capital Costs

A summary of total estimated capital expenditures for the Isabella Pearl mine is presented in Table 18-1. The capital costs are based on vendor and specialist quotations. Additional contingencies have been applied to these estimates for omissions. Total estimated LOM capital expenditures are US$ 2.475 million.

Table 18-1 : Isabella Pearl Life-of-Mine Capital Cost Summary

Description

2022

2023

2024

2025

TOTAL

Mine Mobile Equipment

$

370,500

$

185,250

$

57,891

$

46,313

$

659,953

Mine Fixed Equipment

$

94,000

$

94,000

$

29,375

$

23,500

$

240,875

Plant Fixed Equipment

$

168,000

$

168,000

$

105,000

$

84,000

$

525,000

Water Well

$

580,000

$

-

$

-

$

-

$

580,000

Various Others

$

150,000

$

150,000

$

93,750

$

75,000

$

468,750

Total

$

1,362,500

$

597,250

$

286,016

$

228,813

$

2,474,578

18.2

Life-Of-Mine Operating Costs

Mining costs are based on actual costs derived from a Nevada mining contractor contracted by WLMC at the Isabella Pearl mine. These costs comprise ore and waste drilling and blasting, loading, and hauling and all the associated site maintenance including pits, roads, stockpiles, dumps, and storm water controls.

Processing costs are based on actual processing costs including but not limited to reagent consumption and current prices for wear and replacement parts.

Current supervisory and administrative support staff numbers are sufficient to efficiently handle the administrative, technical and management functions required for the mining operation. Provisions for training, and regulatory mandated safety functions are also included.

The unit operating costs are based on total mined material of 4.4 million tonnes (4.8 million short tons) of which 3.5 million tonnes (3.8 million short tons) is waste material and 0.9 million tonnes (1.0 million short tons) is ore.

The Isabella Pearl Mine LOM Operating Cash Costs per Tonne Processed is estimated at US$44.44 per tonne. This is based on a total ore processed of 0.9 million tonnes (1.0 million short tons). The estimated remaining mine life is 3 years, with continued gold production from the leach pad for a 4th year.

Isabella Pearl Mine LOM Operating Cash Costs per Tonne Processed are presented in Table 18-2.

Table 18-2 : Isabella Pearl Life-of-Mine Operating Cash Cost per Tonne Processed

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Description

2022

2023

2024

2025

TOTAL

Mining

$20.36

$2.72

$-

-

$11.10

Processing

$10.76

$10.87

$19.66

-

$12.38

Energy

$3.18

$3.52

$13.01

-

$4.83

G&A Mine Site

$6.63

$7.33

$27.11

-

$10.07

Cash Cost of Production

$40.93

$24.45

$59.79

-

$38.38

Change Inventory

$-

$-

$-

-

$-

Cash Cost / Tonne Processed

$40.93

$24.45

$59.79

-

$38.38

Carbon / Dore Transport

$0.12

$0.13

$0.45

-

$0.17

Other Costs / Expenses

$-

$-

$-

-

$-

TOTAL CASH COST OF SALE

$41.05

$24.58

$60.23

-

$38.56

Royalties

$2.93

$3.24

$19.17

-

$4.60

Refining & Treatment Charges

$0.09

$0.10

$0.60

-

$0.14

Excise Tax

$0.57

$0.88

$5.23

-

$1.14

CASH COST / TONNE PROCESSED

$44.64

$28.81

$85.22

-

$44.44

Isabella Pearl Mine LOM Operating Cash Cost per gold ounce sold are presented in Table 18-3.

Table 18-3 : Isabella Pearl Life-of-Mine Operating Cash Cost per Ounce Sold

Description

2022

2023

2024

2025

TOTAL

Mining

$

335.90

$

40.57

$

-

$

-

$

116.61

Processing

$

177.43

$

161.91

$

49.56

$

136.55

$

130.13

Energy

$

52.47

$

52.38

$

32.79

$

115.55

$

50.78

G&A Mine Site

$

109.34

$

109.15

$

68.32

$

240.79

$

105.82

Cash Cost of Production

$

675.14

$

364.02

$

150.67

$

492.89

$

403.34

Change Inventory

$

-

$

-

$

-

$

-

$

-

Cash Cost of Sale per Au Oz.

$

675.14

$

364.02

$

150.67

$

492.89

$

403.34

Carbon / Dore Transport

$

1.95

$

1.95

$

1.12

$

3.96

$

1.83

Other Costs / Expenses

$

-

$

-

$

-

$

-

$

-

TOTAL CASH COST / AU OZ.

$

677.09

$

365.96

$

151.79

$

496.85

$

405.18

Royalties

$

48.31

$

48.31

$

48.31

$

48.31

$

48.31

Refining & Treatment Charges

$

1.50

$

1.50

$

1.50

$

1.50

$

1.50

Excise Tax

$

9.43

$

13.17

$

13.17

$

13.17

$

12.01

CASH COST

$

736.32

$

428.94

$

214.77

$

559.83

$

467.00

Exploration Sustaining

$

-

$

-

$

-

$

-

$

-

Capex - Development

$

-

$

-

$

-

$

-

$

-

Capex Sustaining

$

34.05

$

14.90

$

7.15

$

25.19

$

19.15

CAPEX COST

$

34.05

$

14.90

$

7.15

$

25.19

$

19.15

 

$

-

ALL IN CASH COST / AU OZ.

$

770.37

$

443.84

$

221.92

$

585.02

$

486.15

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S-K 1300 Technical Report Summary

18.3

Accuracy of Cost Estimate

Gustavson has observed the operation and compared the costs and operating parameters to similar projects. We have reviewed the historical operating costs and find them reasonable. The mine has a relatively short remaining lifetime, and the commodity prices, operating costs, and mine operations and safety parameters are not expected to have a material change in that period.

Capital and operating costs are based on a production budget and realized costs to date and are judged to be within 5% accuracy.

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25 February 2022


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150

Isabella Pearl Mine

S-K 1300 Technical Report Summary

19

Economic Analysis

19.1

Annual Production and Cash Flow Forecasts

The Isabella Pearl mine will have a 3-year life given the mineral reserves described in this report. The financial results of this report have been prepared on an annual basis. Capital and operating costs are based on realized costs, quotations and estimates in 2021 dollars. No inflation factors have been used in the economic projections. The analysis assumes static conditions for the gold market price over the remaining mine life. The gold and silver prices were set at $1,738/oz and $23.22/oz, respectively. These prices are based on the consensus 2022-2024 average prices (CIBC, 2021).

This economic analysis is a post-tax evaluation and is based on a base case $1,738 per ounce gold price and an assumption that the gold would be recovered over the remaining 3-year mine-life. All material was assumed to be subject to a 3% NSR royalty and Nevada’s net proceeds tax.

Isabella Pearl LOM production showing waste and ore tonnes mined, ore grades, contained and recovered gold ounces, used in the economic analysis is summarized Table 19-1. Note that in 2023, ore from the stockpile supplements crusher feed. Gold recovered from 2023 through 2025 reflects gold ounces currently placed on the leach pad that will be recovered going forward.

Table 19-1 : Isabella Pearl Life-of-Mine Production Summary

Description

Units

2022

2023

2024

2025

TOTAL

Total Material Tonnes Mined (t)

t

3,950,000

438,241

-

-

4,388,241

Waste Tonnes Mined (t)

t

3,260,759

218,727

-

-

3,479,487

Ore Tonnes Mined (t)

t

689,241

219,514

-

-

908,754

High Grade Tonnes Mined

t

546,390

211,701

-

-

758,091

Low Grade Tonnes Mined

t

142,851

7,813

-

-

150,664

Ore Gold Grade Mined

g/t

3.43

4.77

-

-

3.75

High Grade Mined

g/t

4.21

4.92

-

-

4.41

Low Grade Mined

g/t

0.46

0.50

-

-

0.47

Gold Ounces Mined

oz.

76,030

33,636

-

-

109,666

High Grade Ounces Mined

oz.

73,900

33,509

-

-

107,409

Low Grade Ounces Mined

oz.

2,130

127

-

-

2,257

Ore Tonnes Crushed (t)

t

660,000

596,889

100,860

-

1,357,749

High Grade Tonnes Crushed

t

416,065

255,160

100,860

-

772,086

Low Grade Tonnes Crushed

t

243,935

341,729

-

-

585,664

Ore Gold Grade Crushed (g/t)

g/t

2.73

2.47

5.00

-

2.78

High Grade Crushed

g/t

4.04

5.09

5.00

-

4.51

Low Grade Crushed

g/t

0.51

0.51

-

-

0.51

Gold Ounces Crushed (oz.)

oz.

58,032

47,319

16,198

-

121,549

High Grade Ounces Crushed

oz.

53,997

41,754

16,198

-

111,950

Low Grade Ounces Crushed

oz.

4,035

5,565

-

-

9,600

Gold Ounces Recovered (oz.)

oz.

40,015

40,084

40,022

9,085

129,206

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S-K 1300 Technical Report Summary

19.2

Annual Production and Gross Sales Forecasts

Isabella Pearl LOM gross sales used in the economic analysis is summarized Table 19-2.

Table 19-2 : Isabella Pearl Life-of-Mine Gross Sales

Description

2022

2023

2024

2025

TOTAL

Gold Production (ozt)

40,015

40,084

40,022

9,085

129,206

Gold Price ($/ozt)

$1,738

$1,738

$1,738

$1,738

$1,738

Revenue from Gold ($)

$69,545,625

$69,666,082

$69,558,913

$15,789,845

$224,560,464

Silver Production (ozt)

32,012

32,067

32,018

7,268

103,365

Silver Price ($/ozt)

$23.22

$23.22

$23.22

$23.22

$23.22

Revenue from Silver ($)

$743,314

$744,601

$743,456

$168,764

$2,400,135

Gold Equivalent Ounces

40,442

40,512

40,450

9,182

130,587

TOTAL SALES

$70,288,939

$70,410,683

$70,302,369

$15,958,609

$226,960,599

Isabella Pearl LOM profit (loss) statement is summarized Table 19-3.

Table 19-3 : Isabella Pearl Life-of-Mine Free Cash Flow Summary

Description

2022

2023

2024

TOTAL

Gross Sales

$70,288,939

$70,410,683

$70,302,369

$15,958,609

$226,960,599

Cost of Goods Sold

$(27,392,598)

$(15,119,303)

$(6,557,379)

$(4,597,615)

$(53,666,896)

Refining & Treatment Charges

$(60,022)

$(60,126)

$(60,034)

$(13,628)

$(193,809)

Selling Expenses

$(2,010,946)

$(2,014,294)

$(1,978,315)

$(474,862)

$(6,478,416)

Administration Expenses

$-

$-

$-

$-

$-

Operating Cost

$(29,463,566)

$(17,193,723)

$(8,595,728)

$(5,086,105)

$(60,339,122)

 

$-

$-

$-

$-

$-

Exploration Expenses

$-

$-

$-

$-

$-

EBITDA

$40,825,373

$53,216,960

$61,706,641

$10,872,504

$166,621,478

Capex - Development

$-

$-

$-

$-

$-

Capex Sustaining

$(1,362,500)

$(597,250)

$(286,016)

$(228,813)

$(2,474,578)

Free Cash

$39,462,873

$52,619,710

$61,420,625

$10,643,692

$164,146,899

19.3

Life-of-Mine Cash Flow Forecast

The economic results, at a discount rate of 5%, indicate a Net Present Value (NPV) of $100.3 million (after estimated taxes). The following provides the basis of the Isabella Pearl LOM plan and economics:

A mine life of 3 years, with continued gold production from the leach pad for a 4th year;
An overall average gold recovery of 60% for ROM ore and 81% for crushed ore;
An average operating cost of $486/ Au oz.-produced;
Sustaining capital costs of $2.475 million and a mine closure cost estimate of $12 million;
The analysis does not include any allowance for end of mine salvage value.

The Isabella Pearl mine cash flow projection is presented in Table 19-4

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Table 19-4 : Isabella Pearl Life-of-Mine Cash Flow

Period

 

 

2022

2023

2024

Total

Waste tonnes (t)

3,260,759

218,727

-

-

LG tonnes (t)

243,935

341,729

-

-

LG Au grade (g/t)

0.51

0.51

-

-

LG Au ounces crushed (oz.)

4,035

5,565

-

-

HG tonnes (t)

416,065

255,160

100,860

-

HG Au grade (g/t)

4.04

5.09

5.00

-

HG Au ounces crushed (oz.)

53,998

41,754

16,198

-

-

Total Gold ounces crushed (oz.)

58,032

47,319

16,198

-

Total Gold ounces recovered (oz.)

40,015

40,084

40,022

9,085

Total Silver ounces recovered (oz.)

0.8

Au/Ag Rec.

32,012

32,067

32,018

7,268

Gold Sales Oxide

$1,738

$/oz.

$69,545,625

$69,666,082

$69,558,913

$15,789,845

Silver Sales Oxide

$23.22

$/oz.

$743,314

$744,601

$743,456

$168,764

Gross Revenue

$70,288,939

$70,410,683

$70,302,369

$15,958,609

Refinement & Treatment Charges

1.50

$/oz.

$60,022

$60,126

$60,034

$13,628

Royalty

2.75%

%

$1,932,946

$1,936,294

$1,933,315

$438,862

Excise Tax

0.75%

%

$377,167

$528,080

$527,268

$119,690

Net Revenue

$67,918,804

$67,886,183

$67,781,752

$15,386,430

Mining

$13,440,797

$1,626,296

$0

$0

Processing

$7,099,910

$6,490,204

$1,983,409

$1,240,564

Energy

$2,099,528

$2,099,528

$1,312,205

$1,049,764

G&A Minesite

$4,375,195

$4,375,195

$2,734,497

$2,187,598

Change Inventory

$0

$0

$0

$0

Carbon/ Dore Transport

$78,000

$78,000

$45,000

$36,000

Other Costs/ Expenses

$0

$0

$0

$0

ARO Bonding Fee

$220,000

Yr

$220,000

$220,000

$220,000

$220,000

Reclamation Cost

$12,000,000

End of LOM

$0

$0

$0

$12,000,000

Subtotals

$27,313,431

$14,889,223

$6,295,111

$16,733,926

Pretax Income

$40,605,373

$52,996,960

$61,486,641

($1,347,496)

Federal and Nevada Tax

26%

$10,557,397

$13,779,209

$15,986,527

($350,349)

Capital Cost

$1,362,500

$597,250

$286,016

$228,813

Captial Contingency

5%

%

$68,125

$29,863

$14,301

$11,441

Cashflow

$28,617,351

$38,590,638

$45,199,798

($1,237,400)

Cumulative Cashflow

$28,617,351

$67,207,988

$112,407,786

$111,170,386

NPV

0.0%

$111,170,386

NPV

5.0%

$100,284,739

NPV

8.0%

$94,554,330

Waste tonnes (t)

3,260,759

218,727

-

-

IRR

n/a

(every cashflow is positive)

Notes:

1.Total ore processed includes material drawn from both high-grade and low-grade stockpiles plus the in situ mineral reserves.
2.Gold production and revenue reflect recoverable metal inventory already placed on the leach pads but not yet fully recovered.

19.4

Nevada State Taxes

The Isabella Pearl mine is subject to the Nevada Net Proceeds of Minerals tax, Nevada property and sales taxes, and U.S. income taxes. The Net Proceeds of Minerals tax is an “ad valorem property tax assessed on minerals when they are sold or removed from Nevada. The tax is levied on 100% of the value of the net proceeds (gross proceeds minus allowable deductions for tax purposes).” Calculation of this tax is made at 2-5%, depending on the percentage ratio of net proceeds to gross yield. Federal income tax has been applied at 21%.

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25 February 2022


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19.5

Sensitivity Analysis

Table 19-5 and Figure 19-1 present a sensitivity analysis on the economics of the project. The gold price plays a major role in the performance of the NPV.

Table 19-5 Isabella Pearl Mine Sensitivity to Capex & Au Price

 

Lower Case

Base Case

Upper Case

 

-10%

0%

10%

Capex

$ 2,227,120

$ 2,474,578

$ 2,722,036

NPV (5%)

$ 100,523,578

$ 100,284,739

$ 100,045,900

 

 

 

 

Au Price

$ 1,564

$ 1,738

$ 1,912

NPV (5%)

$ 85,807,497

$ 100,284,739

$ 114,761,980

Graphic

Figure 19-1 Graph of Isabella Pearl Sensitivity to Capex and Gold Price

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25 February 2022


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154

Isabella Pearl Mine

S-K 1300 Technical Report Summary

20

Adjacent Properties

20.1

Registrant Properties

WLMC, either directly or through GRCN, its parent and a related subsidiary of FGC, controls additional claims adjoining the Isabella Pearl mine and several properties within a 30 km (18 mi) radius. The additional properties include Mina Gold, East Camp Douglas, County Line, and the Golden Mile property acquired in 2020.

20.1.1

Isabella Pearl Mineralized Trend

WLMC controls 507 claims covering more than 20 km (12.4 mi.) along the Isabella Pearl mineralized trend to the northwest (Fig. 20.1). This is in addition to the 61 claims that cover the Isabella Pearl deposit and mine area. The claims include a combination of purchase acquisition and staking of new unpatented claims. These additional claims are summarized in Table 20-1.

Table 20-1 Unpatented Mining Claims held by WLMC Adjacent to Isabella Pearl

Description

Operator

No. of Claims

Acquired

TXAU

279

Acquired

NV Select Royalty

153

Acquired

Gateway Gold

3

Staked

WLMC 2020-2021

72

TOTAL

507

Figure 20-1 shows the current land position and significant prospects along a nearly 30 km trend extending northwest of the Isabella Pearl mine. At least twenty-four gold prospect sites have been defined by previous operators (TXAU, CMRC, Homestake and others) along the northwest trend. At least twelve are considered high priority prospective target areas under current examination by WLMC within the entire Isabella Pearl claim area.

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25 February 2022


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155

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Graphic

Figure 20-1 : WLMC’s regional land status highlighting Isabella Pearl, and other important mines and prospects. Outline shows FGC land position and red dots represent significant prospects or mines; blue stars indicate historic mines.

20.1.2

Other Registrant Properties

GRCN has purchased four other properties near, but not adjacent with the Isabella Pearl mine. These include the County Line, Mina, Golden Mile and East Camp Douglas projects within the Walker Lane Mineral Belt.

20.2

Other Properties

Isabella Pearl mine is situated along strong structural controls and alignments within the Walker Lane mineral belt which hosts numerous significant epithermal gold and silver deposits. Significant mines and mining districts located along the Walker Lane mineralized trend include Aurora, Bodie, Bullfrog, Comstock, Goldfield, Silver Peak (Mineral Ridge) and Tonopah.

Only one company holds claims adjacent to Isabella Pearl. Lahontan Gold Corp. controls the Santa Fe project on the Isabella Pearl mineralized trend. This project is located just southeast and across the highway from the Isabella Pearl mine and was mined in the late 1980’s and early 1990’s. The Santa Fe mine reportedly produced 345,499 ounces of gold and 710,629 ounces of silver from four deposits

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S-K 1300 Technical Report Summary

averaging about 1.16 g/t (0.034 opst) gold and 8.6 g/t (0.25 opst) silver. Gustavson has not been able to independently verify this information, and this information is independent of the mineralization at Isabella Pearl.

Currently the Santa Fe project contains four previously mined pits, the Santa Fe, Slab, Calvada, and York pits, as well as two additional prospective zones, the BH Zone and the Pinnacles zone.  There are no current mineral resources or reserves reported for the Santa Fe project.

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21

Other Relevant Data and Information

There is no other additional information or explanation necessary to provide a complete and balanced presentation of the value of the property to the registrant. This technical report was prepared to be as understandable as possible and to not be misleading.

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25 February 2022


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Isabella Pearl Mine

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22

Interpretation and Conclusions

Isabella Pearl is a producing gold mine with a favorable economic projection based on actual operating costs and a detailed mining and processing plan.

22.1

Interpretation

Precious-metal mineralization in the Isabella Pearl mine area occurs in a thick sequence of Oligocene ash flow tuffs that overlies Triassic sedimentary rocks intruded by Jurassic or Cretaceous stocks and dikes. Welded and unwelded portions of the Guild Mine Member of the Mickey Pass Tuff host several gold-silver deposits that are the focus of this report. The Isabella Pearl deposit geology is generally understood, and structural geology and alteration are the primary controls on mineralization.

Gustavson has audited the verification of the Isabella Pearl drill hole database and considers the assay data to be adequate for the estimation of the mineral resources. The extracted drill hole database contains 572 unique collar records and 29,523 assay records, broken down by drilling type as:

AT: 6 drill holes for 82.0 m (269 ft)
RC: 513 drill holes for 46,229 m (151,670 ft)
DDH: 36 drill holes for 3,564.5 m (11,695 ft)

Mineral resources at Isabella Pearl are further defined within a constraining pit shell and above a defined cut-off value. Mineral resources reported herein has been constrained within a Lerchs-Grossman optimized pit shell and are reported at a cut-off grade of 0.33 g/t Au (0.01 opst).

Measured and Indicated mineral resources reported herein for Isabella Pearl contain 598 thousand tonnes (659 thousand short tons) of material at an average gold grade of 2.12 g/t Au (0.062 opst) and 26 g/t Ag (0.8 opst) (Table 11.8). Inferred mineral resources reported for Isabella Pearl contain 288.2 thousand tonnes (317.7 thousand short tons) of material at an average gold grade of 1.55 g/t Au (0.045 opst) and 17 g/t Ag (0.5 opst). The modeling and estimation of mineral resources presented herein is based on technical data and information available as of December 31, 2021.

The physical locations of mineral resources have been confirmed at the mining scale using blast-hole drilling results and grade control modeling.

The conversion of mineral resources to mineral reserves required accumulative knowledge achieved through LG pit optimization, detailed pit design, scheduling and associated modifying parameters. Detailed access, haulage, and operational cost criteria were applied in this process for Isabella Pearl deposit.

The quantities of material within the designed pits were calculated using a cut-off grade of 0.61 g/t Au for crushed ore and material grading between 0.33 and 0.61 g/t Au being sent to a low-grade stockpile for

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either future crushing or direct placement on the heap as ROM ore. The consensus 2022-2024 average price of $1,738/oz for gold (CIBC, 2021) was observed at the time of this mineral reserve estimate.

The proven and probable mineral reserves reported for the Isabella Pearl mine, using diluted grades, is 1.36 million tonnes (1.50 million short tons) at an average gold grade of 2.78 g/t Au (0.081 opst) and 24 g/t Ag (0.7 opst) containing 121,500 ounces of gold and 1,057,600 ounces of silver.

WLMC also controls over 500 mining claims along the Walker Lane trend to the northwest of the deposit. Multiple exploration targets have been identified that are not included in the property that is the subject of this report.

22.2

Conclusion

Based upon the above interpretations Gustavson has drawn the following conclusions.

The orientation, proximity to the topographic surface, and geological controls of the Isabella Pearl mineralization support continued mining of the mineral reserves with open pit mining techniques. To calculate the mineable reserve, pits were designed following an optimized LG pit based on a $1,738/oz Au sales price. This price was chosen to create the primary guide surface based on a price sensitivity and subsequent profitability study that showed that the $1,738 pit maximized profitability while reducing capital requirements.

The mineral resources are constrained within an economic pit shell based on near market price and operating parameters, including metal recoveries with the current heap leach processing.  The resources are thus limited by current processing and economics and there is additional sulfide material defined outside of the shell.  This material is not constrained by drilling, and it has a potential to be converted to a mineral resource with additional metallurgical study and future drilling.

The Isabella Pearl mine’s economic viability is exposed to risk from changes in external factors which would lead to increases in input costs (e.g., operating costs), or a fall in the price of gold which would reduce revenue. A decrease in gold price would not only reduce revenue but could also reduce the amount of economically mineable ore as a decrease in metal prices would result in a higher cut-off grade. Under the current gold price environment, the mineral reserves are considered robust.

Typical environmental risks include items being discovered on the mine site such as sensitive or endangered botany, or cultural artifacts, which could affect potential expansion and make additional permitting difficult at the Isabella Pearl mine. No environmental and permitting risks were identified and the BLM has issued all regulatory permits to operate the mine. Internal risks, specific to the mine include:

Current drill spacing is considered adequate but there is a low risk of a decrease in mineral resources due to additional drilling and subsequent re-modeling and re-estimations.
Predicted gold recovery from the Isabella Pearl ore is based on the results of column-leach tests and expected results could be lower than expected. This risk is deemed to be low, given the numerous metallurgical tests that have been conducted on the Isabella Pearl mineral resources during the past 30 years.

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Should the metallurgical efficiencies and reagent consumption rates assumed in previous studies not be generally achieved, the mine may not achieve the predicted economic performance.
Finding and keeping the skilled employees required to operate the Isabella Pearl mine has proven to be challenging, given its rural location. Inadequate staffing could potentially increase operating costs by reducing operating efficiencies and increasing repair and maintenance costs. Recruiting costs might be higher than predicted.

22.3

Significant Opportunities

The 2021 Scarlet drill program has confirmed gold mineralization associated with the northwestern structural extensions of the Isabella Pearl mine.  This high-grade mineralization remains open to the northwest along the Isabella Pearl trend.  WLMC has applied for a permit to expand the Isabella Pearl mine plan boundary to the northwest, which opens up additional areas associated with the Scarlet target for exploration within the permitted mine plan.  Scarlet is just one of multiple gold targets associated within WLMC’s Isabella Pearl property covering over 10 km (6 mi) of an important mineralized fault corridor in the Walker Lane Mineral Belt.  The numerous exploration targets are expected to host additional open pit deposits for continued mining operations.

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23

Recommendations

The QP’s preparing this report for WLMC recommend that the Isabella Pearl mine continue with open pit mining and processing the ore by screening, stacking, heap leaching, ADR and doré production. Additional RC drilling to convert mineral resources to mineral reserves is recommended.

The QP’s also recommend that WLMC investigate the possibility of producing sulfide concentrates from the deeper sulfide material for potential sale to mill operators. Should any of this material be developed as mineral resources and mineral reserves, there is an opportunity to extend the life of the operation, and with a potentially larger pit, to extract more oxide material for possible future heap leaching. An initial work programs would be accomplished with consulting services using currently available samples, or samples generated in new drilling.

23.1

RC Drilling for Mineral Reserves

The Isabella Pearl mine will benefit from additional drilling to the northwest of the Isabella Pearl deposit, mainly on the Crimson, Scarlet South and Silica Knob structures, and further along strike to the northwest. There is already potential identified for mineral reserve expansion in this area. Once exploration drilling is completed, mineral reserve estimates will be updated, and the mine plan modified to incorporate any new mineral reserves. The proposed budget for 6,096 m (20,000 ft) of exploration RC drilling is shown in Table 23-1. The estimated cost of the recommended exploration drilling program is $1,360,000. The cost of this recommended work has not been included in the Isabella Pearl cash-flow model.

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Table 23-1 Detailed Budget for Proposed Exploration Drilling at Isabella Pearl Mine

Description

Total Cost (USD)

Salaries and Wages

120,000

Vacation Days

1,500

Health Insurance

3,000

401K Expense

1,800

Payroll Taxes Employer

6,000

Workers Compensation Insurance

3,000

Contractors Drilling (RC) - 6,096 m

440,000

Contractors Maintenance

30,000

Contractors Services

120,000

Material Used by Contractors

120,000

Topographical Studies

12,000

Environmental Studies

12,000

Laboratory Assays

205,000

Maintenance Vehicles

1,200

Transportation Other Freight

1,200

Software & Licenses (non-cap)

3,000

Consulting Services

200,000

Lodging

12,000

Meals

6,000

Other Travel Expenses

6,000

Gasoline

6,300

Drilling Steels

24,000

Field Supplies and Materials

6,000

Allocation of Labor Costs

120,000

Total

1,460,000

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24

References

Aqua Hydrogeologic Consulting, 2012, Isabella Pearl Mine Monitoring Well Drilling Report.

Aqua Hydrogeologic Consulting, 2016, Isabella Pearl Production Well Drilling, Construction and Pumping Test Report.

Back, G. N., 2009, Isabella-Pearl Project Biological Baseline Survey prepared by Great Basin Ecology, Inc.

Brown, F.H., Garcia, J.R., Devlin, B.D., and Lester, J.L., 2018, Report on the Estimate of Reserves and the Feasibility Study for the Isabella Pearl Project, Mineral County, Nevada for Walker Lane Minerals Corp., 270p.

Brown, F. H., Garcia, J. R., Devlin, B. D., and Lester, J. L., 2021, Report on the estimates of mineral resources and mineral reserves for the Isabella Pearl Mine, Mineral County, Nevada for Walker Lane Minerals Corp.; Fortitude Gold Corporation Company report, p. 190.

Carr, J., 2007, Preliminary Review of Selected Unpatented Mining Claims, Sections 26, 26, 34 and 35, T9N, R34E and Section 3, T8N, R34E, Mineral County, Nevada, 25p. plus attachments.

CIBC, 2021, Global Mining Group, Analyst Consensus Commodity Price Forecasts, November 30, 2021.

Diner, Y. A., 1983, The HY precious metals lode prospect, Mineral County, Nevada: Master’s thesis submitted to the Department of Applied Science, Stanford University, California, 11 plates, p. 218.

Ekrin, E. B. and Byers, F.M. Jr., 1985, Geologic Map of the Gabbs Mountain, Mount Ferguson, Luning, and Sunrise Flat Quadrangles.

Erwin, T. P., 2016, Mineral Status Report Mina Project Mineral County Nevada: Confidential Legal Advice provide to Gold Resource Corporation, 34p.

Great Basin Ecology, Inc., 2017, Isabella Pearl Project Biological Survey

Golden, J., 2000, Walker Lane Property, Level I Feasibility Report for the Isabella Mine: report prepared for Combined Metals Reduction Company by Sierra Mining & Engineering, LLC, 40p. and appendices.

Golder Associates Inc., 2020, “Site Visit and Geotechnical Review of Open Pit Mine Slopes Isabella Pearl Mine, Mineral County, Nevada”

Hamm, J.C., 1999, Geology, exploration potential and recommended exploration drilling program respecting the Walker Lane Property of Combined Metals Reduction Company, Tesoro Gold Company (internal company report), p. 127.

Hamm, J. C., 2010, Technical Report on the Walker Lane Property: report prepared for Tesoro Gold Company, 103p.

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Hedenquist, J., 2017a, Exploration for Lithocap-Hosted Epithermal Deposits: private presentation to Gold Resource Corp., Nevada: August 2017

Hedenquist, J., 2017b, Observations after brief visit to Isabella Pearl property, Nevada: private report for Walker Lane Minerals Corp., 4p

Kappes, Cassiday & Associates, 2017, Isabella Pearl Project Report of Metallurgical Test Work July 2017, 178p.

Miskelly, N., 2003, Progress on International Standards for Reporting of Mineral Resources and Reserves by Norman Miskelly, Chairman, Combined Reserves International Reporting Standards Committee (CRIRSCO) dated September 20, 2003; 22 pgs.

Nevada Department of Employment, Training and Rehabilitation, 2021, www.nvdetr.org

Nevada State Demographer, 2020, www.nvdemography.org

Prenn, N. B., and Gustin, M. M., 2008, Resource Report and Scoping Study, Isabella-Pearl Deposits, Gabbs Valley Project, Mineral County, Nevada: report prepared for TXAU Investments, Inc. by Mine Development Associates, 78p.

Prenn, N. B., and Gustin, M. M., 2011 & 2013, Pre-Feasibility Study and Updated Resource Report, Isabella-Pearl Deposits, Mineral County, Nevada: unpublished report prepared for Isabella Pearl LLC (“TXAU”), Inc. by Mine Development Associates, 127p.

SEC, 1992, Industry Guide 7: Description of property by issuers engaged or to be engaged in significant mining operations. Release No. FR-39, July 30, 1992, effective August 13, 1992, 57 Federal Register 36442.

SEC, 2018a, Securities and Exchange Commission (SEC) 17 CFR Parts 229, 230, 239, and 249, RIN 3235-AL81, Modernization of Property Disclosures for Mining Registrants, Final Rule; 453 pgs.

SEC, 2018b, Securities and Exchange Commission (SEC) Adopts Rules to Modernize Property Disclosures Required for Mining Registrants, Press Release (Release Nos. 33-10570; 34-84509; File No. S7-10-16) Dated October 31, 2018; 3 pgs.

Telesto Nevada Inc., 2008, Geotechnical Investigation Report, Isabela-Pearl Joint Venture Mineral County, Nevada

Tierra Group International, Ltd., 2021, Isabella Pearl Mine – Pit Expansion Slope Stability Assessment

US Census Bureau, 2021, www.census.gov

Welsh Hagen Associates, 2018, Plan of Operations and Reclamation Plan Isabella Pearl Project Luning, NV prepared for Walker Lane Minerals Corp., 81p.

Winmill, P. J., 2008, Title opinion on certain unpatented mining claims Mineral County, Nevada: private report prepared for HB Engineering Group for the benefit of TXAU Investments, 21p.

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WLMC, 2021, Isabella Pearl Project, Closure Cost Estimate,

WLMC July2021_SRCE_Version_1_4_1_017b_(rev2).pdf, 29p.

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25

Reliance on Information Provided by Registrant

Preparation of this technical report has relied on information provided by the registrant for the following:

Mineral Claim Information
Environmental and Operational Permit Information
Technical studies provided by third party consultants (geotechnical and hydro-geological)
Historical Cost and Production Information.

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APPENDIX A: GLOSSARY

A.1Definition of Terms

The following terms used in this report shall have the following meanings:

Doré:

Unrefined gold and silver bars usually containing more than 90% precious metal.

Epithermal:

Used to describe gold deposits found on or just below the surface close to vents or volcanoes, formed at low temperature and pressure.

Gram:

A metric unit of weight and mass, equal to 1/1000th of a kilogram. One gram equals .035 ounces. One ounce equals 31.103 grams.

Gold Institute Production Cost Standard:

To improve the reporting practices within the gold mining industry, the gold industry in 1996 adopted The Gold Institute Production Cost Standard, a uniform format for reporting production costs on a per-ounce basis. The purpose of the Standard is to provide analysts and other market observers with a means to make more-reliable financial comparisons of companies and their operations.

Hectare:

Another metric unit of measurement, for surface area. One hectare equals 1/200th of a square kilometer, 10,000 square meters, or 2.47 acres. A hectare is approximately the size of a soccer field.

Kilometer:

Another metric unit of measurement, for distance. The prefix “kilo” means 1000, so one kilometer equals 1,000 meters, one kilometer equals 3,280.84 feet, which equals 1,093.6 yards, which equals 0.6214 miles.

Net Smelter Return Royalty:

A share of the net revenue generated from the sale of metal produced by the mine.

Usage-based payments made by one party (the “licensee”) to another (the “licensor”) for the right to ongoing use of an asset, sometimes called an intellectual property. Typically agreed upon as a percentage of gross or net revenues derived from the use of an asset or a fixed price per unit sold.

Ore or Ore Deposit:

Rocks that contain economic amounts of minerals in them and that are expected to be profitably mined.

Silicified:

Is combined or impregnated with silicon or silica.

Tonne:

A metric ton. One tonne equals 1000 kg. It is approximately equal to 2,204.62 pounds.

VulcanTM:

Maptek-Vulcan 3D geology and mining modeling software program

Conversion Table

Metric System

Imperial System

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1 meter (m)

3.2808 feet (ft)

1 kilometer (km)

0.6214 mile (mi)

1 square kilometer (km2)

0.3861 square mile (mi2)

1 square kilometer (km2)

100 hectares (has)

1 hectare (ha)

2.471 acres (ac)

1 gram (g)

0.0322 troy ounce (oz)

1 kilogram (kg)

2.2046 pounds (lb)

1 tonne (t)

1.1023 short tons (T)

1 gram/tonne (g/t)

0.0292 ounce/ton (oz/t)

Unless stated otherwise, all measurements reported here are metric and currencies are expressed in constant U.S. dollars.

A.2Abbreviations

Other common abbreviations encountered in the text of this report are listed below:

˚C

degree Centigrade

AA

atomic absorption

AAL

American Assay Laboratories, Inc.

AAS

Atomic Absorption Spectroscopy

Ag

silver

ALS

ALS USA Inc.

Au

gold

AuEq

Precious Metal Gold Equivalent (unless otherwise noted)

BAPC

Bureau of Air Pollution Control

BCY

bank cubic yard

BLM

Bureau of Land Management

BMMR

Bureau of Mining Regulation and Reclamation

BWM

Bureau of Waste Management

BWPC

Bureau of Water Pollution Control

Cfm

cubic feet per minute

CIM

Canadian Institute of Mining, Metallurgy, and Petroleum

CIP

Carbon-in-Pulp

cm

centimeter

CMRC

Combined Metals Reduction Company

Combined Metals

Combined Metals Reduction Company

core

diamond core-drilling method

Cu

copper

Dawson

Dawson Metallurgical Laboratories, Inc.

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DCNR

Department of Conservation and Natural Resources

DDH

Diamond Drill (Core)Hole

dmt

dry metric tonne

EA

Environmental Assessment

EPA

Environmental Protection Agency

FA-AA

fire assay with an atomic absorption finish

ft or (‘)

feet = 0.3048 metre

g/t or gpt

gram/tonne

g

gram(s) = 0.001 kg

GIS

Geographic Information System

gpm

gallons per minute

GPS

Global Positioning System

GRC

Gold Resource Corporation

FGC

Fortitude Gold Corporation

ha

hectare(s)

Hazen

Hazen Research Inc.

HB Engineering

HB Engineering Group

Homestake

Homestake Mining Company

hp

horsepower

in or (“)

inch, 2.54 cm = 25.4 mm

IRR

Internal Rate-of-Return

Kay Drilling

Leroy Kay Drilling Co.

K-Ar

Potassium-Argon (referring to age date technique)

KCA

Kappes, Cassiday & Associates

kg

kilogram, or kg/t (kilogram per tonne)

km

kilometer

Kva

Kilovolt-amps

Kw

Kilowatt

lb

pound

l

liter

LOM

Life-of-Mine

m

meter

Ma

million years age

masl

meters above sea level

McClelland

McClelland Laboratories Inc.

MDA

Mine Development Associates

mean

arithmetic average of group of samples

μm

microns

mi

mile

mm

millimeter

MSHA

Mine Safety and Health Administration

Mw

Megawatt

NDEP

Nevada Division of Environmental Protection

NDOW

Nevada Department of Wildlife

NDWR

Nevada Division of Water Resources

NEPA

National Environmental Policy Act

NI 43-101

Canadian Securities Administrators’ National Instrument 43-101

NOI

Notice-of-Intent

NPV

Net Present Value

NSR

Net Smelter Return

Opst

Ounces per short ton

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Ounce

Troy ounce, or 31.1035 g

oz

ounce (Troy Oz)

P80 3/4”

80% passing a ¾” screen

P100 3/8”

100% passing a 3/8” screen

Pb

lead

POO

Plan of Operations

ppb

parts per billion

ppm

parts per million = g/t

psi

pounds per square inch

RC

reverse-circulation drilling method

Repadre

Repadre International Corporation

ROD

Record of Decision

ROM

Run-of-Mine

RQD

Rock Quality Designation

QA/QC

Quality Assurance/Quality Control

QP

Qualified Person

SEC

Securities Exchange Commission

Sierra Mining

Sierra Mining & Engineering, LLC

SRCE

Standardized Reclamation Cost Estimator

SRM

Standard Reference Material

t, tonne

metric tonne = 1.1023 short tons

TXAU

TXAU Investments, Inc./TXAU Development Ltd./Isabella Pearl LLC

T, Ton

Imperial or short ton

Tpd, or tpd

tonnes per day

WLMC

Walker Lane Minerals Corporation

WPCP

Water Pollution Control Permit

wt

weight

Zn

zinc

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Icon

Description automatically generated Exhibit 96.2

Christopher Emanuel, SME-RM
Gustavson Associates LLC, a Member of WSP
200 Union Blvd, Suite 440; Lakewood CO

CONSENT OF QUALIFIED PERSON

I, Christopher Emanuel, state that I am responsible for preparing or supervising the preparation of part of the technical report summary titled S-K 1300 Technical Report Summary Isabella Pearl Mine Mineral County, NV with an effective date of 31 December 2021 as signed and certified by me (the “Technical Report Summary”).

Furthermore, I state that:

(a)I consent to the public filing of the Technical Report Summary by Fortitude Gold Corp.;

(b)

the document that the Technical Report Summary supports is 10-K Annual Report (the “Document”);

(c)

I consent to the use of my name in the Document, to any quotation from or summarization in the Document of the parts of the Technical Report Summary for which I am responsible, and to the filing of the Technical Report Summary as an exhibit to the Document; and

(d)

I confirm that I have read the Document, and that the Document fairly and accurately reflects, in the form and context in which it appears, the information in the parts of the Technical Report Summary for which I am responsible.

Dated at Lakewood, Colorado, USA this 24 of February 2022.

/s/ Christopher Emanuel
Signature of Qualified Person

Christopher Emanuel SME-RM 4151007-RM


Icon

Description automatically generated Exhibit 96.3

Ian Crundwell, P.Geo
WSP Canada Inc.
2300 Yonge Street, Toronto, Ontario, M4P 1E4, Canada

CONSENT OF QUALIFIED PERSON

I, Ian Hugh Crundwell, state that I am responsible for preparing or supervising the preparation of part of the technical report summary titled S-K 1300 Technical Report Summary Isabella Pearl Mine Mineral County, NV with an effective date of 31 December 2021 as signed and certified by me (the “Technical Report Summary”).

Furthermore, I state that:

(a)I consent to the public filing of the Technical Report Summary by Fortitude Gold Corp.;

(b)

the document that the Technical Report Summary supports is 10-K Annual Report (the “Document”);

(c)

I consent to the use of my name in the Document, to any quotation from or summarization in the Document of the parts of the Technical Report Summary for which I am responsible, and to the filing of the Technical Report Summary as an exhibit to the Document; and

(d)

I confirm that I have read the Document, and that the Document fairly and accurately reflects, in the form and context in which it appears, the information in the parts of the Technical Report Summary for which I am responsible.

Dated at Burlington, Ontario this 25 of February 2022.

/s/ Ian Crundwell
Signature of Qualified Person

Ian Crundwell, P.Geo


Icon

Description automatically generated Exhibit 96.4

Donald E. Hulse, SME-RM
Gustavson Associates LLC, a Member of WSP
200 Union Blvd, Suite 440; Lakewood CO

CONSENT OF QUALIFIED PERSON

I, Donald E. Hulse, state that I am responsible for preparing or supervising the preparation of part of the technical report summary titled S-K 1300 Technical Report Summary Isabella Pearl Mine Mineral County, NV with an effective date of 31 December 2021 as signed and certified by me (the “Technical Report Summary”).

Furthermore, I state that:

(a)I consent to the public filing of the Technical Report Summary by Fortitude Gold Corp.;

(b)

the document that the Technical Report Summary supports is 10-K Annual Report (the “Document”);

(c)

I consent to the use of my name in the Document, to any quotation from or summarization in the Document of the parts of the Technical Report Summary for which I am responsible, and to the filing of the Technical Report Summary as an exhibit to the Document; and

(d)

I confirm that I have read the Document, and that the Document fairly and accurately reflects, in the form and context in which it appears, the information in the parts of the Technical Report Summary for which I am responsible.

Dated at Lakewood, Colorado, USA this 24 of February 2022.

/s/ Donald E. Hulse
Signature of Qualified Person

SME-RM 1533190-RM
Colorado P.E. 35269