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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

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

For the quarterly period ended September 30, 2023

OR

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

FOR THE TRANSITION PERIOD FROM TO

Commission File Number 001-36908

 

PARAMOUNT GOLD NEVADA CORP.

 

(Exact name of registrant as specified in its charter)

 

 

Nevada

98-0138393

( State or other jurisdiction of

incorporation or organization)

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

 

 

665 Anderson Street

Winnemucca, NV

89445

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (775) 625-3600

 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company or an emerging growth company. See the definition 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

Small reporting company

 

 

 

 

 

 

 

 

 

 

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

The number of shares of registrant’s Common Stock outstanding, $0.01 par value per share, as of November 6, 2023 was 58,999,994.

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

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.01 Par Value Per Share

 

PZG

 

NYSE American

 

 


 

Table of Contents

 

 

 

Page

PART I

 

FINANCIAL INFORMATION

 

 

Item 1.

 

Financial Statements

 

2

 

 

Condensed Consolidated Interim Balance Sheets as of September 30, 2023 (Unaudited) and June 30, 2023

 

2

 

 

Condensed Consolidated Interim Statements of Operations for the Three Months Ended September 30, 2023 and September 30, 2022 (Unaudited)

 

3

 

 

Condensed Consolidated Interim Statements of Stockholders’ Equity for the Three Months Ended September 30, 2023 (Unaudited) and Three Months Ended September 30, 2022

 

4

 

 

Condensed Consolidated Interim Statement of Cash Flows for Three Months Ended September 30, 2023 and September 30, 2022 (Unaudited)

 

5

 

 

Notes to Condensed Consolidated Interim Financial Statements (Unaudited)

 

6

Item 2.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

14

Item 3.

 

Quantitative and Qualitative Disclosures About Market Risk

 

18

Item 4.

 

Controls and Procedures

 

19

 

 

 

PART II

 

OTHER INFORMATION

 

 

Item 1A.

 

Risk Factors

 

20

Item 4.

 

Mine Safety Disclosures

 

20

Item 6.

 

Exhibits

 

21

 

 

 

Signatures

 

Directors, Executive Officers and Corporate Governance

 

22

 

 

 

 

 

 

i


 

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

PARAMOUNT GOLD NEVADA CORP.

Condensed Consolidated Interim Balance Sheets

(Unaudited)

 

 

 

 

 

 

 

 

 

September 30,
2023

 

 

June 30,
2023

 

Assets

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

1,014,128

 

 

$

824,920

 

Prepaid expenses and deposits

 

 

1,487,859

 

 

 

1,472,286

 

Total Current Assets

 

 

2,501,987

 

 

 

2,297,206

 

Non-Current Assets

 

 

 

 

 

 

Mineral properties

 

 

51,458,261

 

 

 

51,458,261

 

Reclamation bonds

 

 

546,176

 

 

 

546,176

 

Property and equipment

 

 

4,237

 

 

 

4,579

 

Total Non-Current Assets

 

 

52,008,674

 

 

 

52,009,016

 

Total Assets

 

$

54,510,661

 

 

$

54,306,222

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$

1,877,402

 

 

$

937,219

 

Reclamation and environmental obligation, current portion

 

 

2,560,515

 

 

 

2,560,515

 

Convertible debt

 

 

3,511,327

 

 

 

3,614,465

 

Convertible debt, related parties

 

 

658,363

 

 

 

658,363

 

Notes payable, related party

 

 

1,624,767

 

 

 

1,579,397

 

Total Current Liabilities

 

 

10,232,374

 

 

 

9,349,959

 

Non-Current Liabilities

 

 

 

 

 

 

Deferred tax liability

 

 

240,043

 

 

 

240,043

 

Reclamation and environmental obligation, non-current portion

 

 

1,956,946

 

 

 

1,876,387

 

Total Non-Current Liabilities

 

 

2,196,989

 

 

 

2,116,430

 

Total Liabilities

 

 

12,429,363

 

 

 

11,466,389

 

Commitments and Contingencies (Note 12)

 

 

 

 

 

 

Stockholders' Equity

 

 

 

 

 

 

Common stock, par value $0.01, 200,000,000 authorized shares, 58,880,646 issued and outstanding at September 30, 2023 and 200,000,000 authorized shares, 54,812,248 issued and outstanding at June 30, 2023

 

 

588,808

 

 

 

548,124

 

Additional paid in capital

 

 

117,888,444

 

 

 

116,613,503

 

Accumulated deficit

 

 

(76,395,954

)

 

 

(74,321,794

)

Total Stockholders' Equity

 

 

42,081,298

 

 

 

42,839,833

 

Total Liabilities and Stockholders' Equity

 

$

54,510,661

 

 

$

54,306,222

 

 

 

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

 

 

 

 

2


 

PARAMOUNT GOLD NEVADA CORP.

Condensed Consolidated Interim Statements of Operations

(Unaudited)

 

 

Three Months Ended September 30,

 

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

Exploration

 

$

1,259,793

 

 

$

839,594

 

Land holding costs

 

 

157,143

 

 

 

161,055

 

Professional fees

 

 

55,252

 

 

 

133,328

 

Salaries and benefits

 

 

279,596

 

 

 

307,374

 

Directors' compensation

 

 

29,033

 

 

 

35,341

 

General and administrative

 

 

133,632

 

 

 

159,174

 

Accretion

 

 

110,559

 

 

 

111,561

 

Total Expenses

 

 

2,025,008

 

 

 

1,747,427

 

Net Loss Before Other Expense

 

 

2,025,008

 

 

 

1,747,427

 

Other Expense (Income)

 

 

 

 

 

 

Other income

 

 

(85,682

)

 

 

(5,975

)

Interest and service charges

 

 

134,834

 

 

 

98,764

 

Net Loss

 

$

2,074,160

 

 

$

1,840,216

 

 

 

 

 

 

 

 

Loss per Common Share

 

 

 

 

 

 

Basic and diluted

 

$

0.04

 

 

$

0.04

 

 

 

 

 

 

 

 

Weighted Average Number of Common

 

 

 

 

 

 

Shares Used in Per Share Calculations

 

 

 

 

 

 

Basic and diluted

 

 

56,299,468

 

 

 

46,928,668

 

 

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

 

3


 

PARAMOUNT GOLD NEVADA CORP.

 

Condensed Consolidated Interim Statements of Stockholders’ Equity

(Unaudited)

 

 

Shares (#)

 

 

Common Stock

 

 

Additional
Paid-In
Capital

 

 

Deficit

 

 

Total Stockholders'
Equity

 

Balance at June 30, 2023

 

 

54,812,248

 

 

$

548,124

 

 

$

116,613,503

 

 

$

(74,321,794

)

 

$

42,839,833

 

Stock based compensation

 

 

 

 

 

 

 

 

66,684

 

 

 

 

 

 

66,684

 

Capital issued for financing

 

 

3,515,257

 

 

 

35,153

 

 

 

1,053,375

 

 

 

 

 

 

1,088,528

 

Capital issued for payment of interest

 

 

553,141

 

 

 

5,531

 

 

 

154,882

 

 

 

 

 

 

160,413

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(2,074,160

)

 

 

(2,074,160

)

Balance at September 30, 2023

 

 

58,880,646

 

 

$

588,808

 

 

$

117,888,444

 

 

$

(76,395,954

)

 

$

42,081,298

 

 

 

 

Shares (#)

 

 

Common Stock

 

 

Additional
Paid-In
Capital

 

 

Deficit

 

 

Total Stockholders'
Equity

 

Balance at June 30, 2022

 

 

46,591,081

 

 

$

465,912

 

 

$

113,805,101

 

 

$

(67,871,263

)

 

$

46,399,750

 

Stock based compensation

 

 

 

 

 

 

 

 

117,826

 

 

 

 

 

 

117,826

 

Capital issued for payment of interest

 

 

341,297

 

 

 

3,413

 

 

 

157,000

 

 

 

 

 

 

160,413

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(1,840,216

)

 

 

(1,840,216

)

Balance at September 30, 2022

 

 

46,932,378

 

 

$

469,325

 

 

$

114,079,927

 

 

$

(69,711,479

)

 

$

44,837,773

 

 

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

4


 

PARAMOUNT GOLD NEVADA CORP.

Condensed Consolidated Interim Statements of Cash Flows

(Unaudited)

 

 

Three Months Ended September 30,

 

 

 

2023

 

 

2022

 

Net Loss

 

$

(2,074,160

)

 

$

(1,840,216

)

Adjustments to reconcile net loss to net cash used in operations:

 

 

 

 

 

 

Depreciation

 

 

342

 

 

 

486

 

Stock based compensation

 

 

66,684

 

 

 

117,826

 

Amortization of debt issuance costs

 

 

4,862

 

 

 

15,201

 

Interest expense

 

 

127,359

 

 

 

81,989

 

Accretion expense

 

 

110,559

 

 

 

111,561

 

Settlement of asset retirement obligations

 

 

(30,000

)

 

 

(30,000

)

Effect of changes in operating working capital items:

 

 

 

 

 

 

(Increase)/Decrease in prepaid expenses

 

 

(15,573

)

 

 

397,850

 

Increase/(Decrease) in accounts payable

 

 

910,607

 

 

 

(67,403

)

Cash used in operating activities

 

 

(899,320

)

 

 

(1,212,706

)

Cash flows from investing activities:

 

 

 

 

 

 

Cash used in investing activities

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

Capital issued for financing, net of share issuance costs

 

 

1,088,528

 

 

 

 

Cash provided by financing activities

 

 

1,088,528

 

 

 

 

 

 

 

 

 

 

 

Change in cash during period

 

 

189,208

 

 

 

(1,212,706

)

Cash at beginning of period

 

 

824,920

 

 

 

2,484,156

 

Cash at end of period

 

$

1,014,128

 

 

$

1,271,450

 

 

See Note 4 for supplemental cash flow information

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

 

5


 

PARAMOUNT GOLD NEVADA CORP.

Notes to Condensed Consolidated Interim Financial Statements

For the Three Months Period Ended September 30, 2023 and 2022

(Unaudited)

 

Note 1. Description of Business and Summary of Significant Accounting Policies

Paramount Gold Nevada Corp. (the “Company” or “Paramount”), incorporated under Chapter 78 of Nevada Revised Statutes, and its wholly-owned subsidiaries are engaged in the acquisition, exploration and development of precious metal properties. The Company’s wholly owned subsidiaries include New Sleeper Gold LLC, Sleeper Mining Company, LLC, and Calico Resources USA Corp (“Calico”). The Company is in the process of exploring its mineral properties in Nevada and Oregon, United States. The Company’s activities are subject to significant risks and uncertainties, including the risk of failing to secure additional funding to advance its projects and the risks of determining whether these properties contain reserves that are economically recoverable. The Company’s shares of common stock trade on the NYSE American LLC under the symbol “PZG”.

Basis of Presentation and Preparation

The unaudited condensed consolidated interim financial statements are prepared by management in accordance with accounting principles for interim financial information and Article 10 of Regulation S-X. Accordingly, they do not include all of the disclosures required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. In the opinion of management, all the normal and recurring adjustments necessary to fairly present the interim financial information set forth herein have been included.

The condensed consolidated interim financial statements have been prepared on an accrual basis of accounting, in conformity with U.S. GAAP, are presented in US dollars and follow the same accounting policies and methods of their application as the most recent annual financial statements. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. The condensed consolidated interim financial statements should be read in conjunction with the consolidated financial statements and related footnotes for the year ended June 30, 2023.

Significant Accounting Policies

Please see Note 1- Description of Business and Summary of Significant Accounting Policies contained in the 2023 10-K.

 

Note 2. Going Concern

The Company has not generated any revenues or cash flows from operations to date. As such the Company is subject to all the risks associated with development stage companies. Since inception, the Company has incurred losses and negative cash flows from operating activities which have been funded from the issuance of common stock, convertible notes, note payable and the sale of royalties on its mineral properties. The Company does not expect to generate positive cash flows from operating activities in the near future, if at all, until such time it successfully initiates production at its Grassy Mountain Project, including obtaining construction financing, completing the construction of the proposed mine and anticipates incurring operating losses for the foreseeable future.

The Consolidated Financial Statements of the Company have been prepared on a “going concern” basis, which means that the continuation of the Company is presumed even though events and conditions exist that, when considered in aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is possible that the Company will be required to adversely change its current business plan or may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued.

Paramount expects to continue to incur losses as a result of costs and expenses related to maintaining its properties and general and administrative expenses. Since 2015, the Company has relied on equity financings, debt financings and sale of royalties to fund its operations and the Company expects to rely on these forms of financing to fund operations into the near future. The Company will also continue to identify ways to reduce its cash expenditures.

Paramount’s current business plan requires working capital to fund non-discretionary expenditures for its exploration and development activities on its mineral properties, mineral property holding costs and general and administrative expenses. It also requires approximately $6.0 million in capital to repay the 2019 convertible notes and the note payable to Seabridge, which become due in September 2024 and November 2023, respectively. It also requires approximately $2.6 million to complete evaporation pond conversions as part of its reclamation and environmental obligations at its Sleeper Gold Project.

Subsequent to November 9, 2023, the Company expects to fund operations as follows:

6


 

Existing cash on hand and working capital.
The existing ATM with Cantor Fitzgerald & Co. and Canaccord Genuity LLC.
Insurance proceeds to fund reclamation and environmental obligations at its Sleeper Gold Project.
Other debt, equity financings and sale of royalties.

Historically, we have been successful in accessing capital through equity and debt financing arrangements or by the sale of royalties on its mineral properties, no assurance can be given that additional financing will be available to it in amounts sufficient to meet its needs, or on terms acceptable to the Company. In the event that we are unable to obtain additional capital or financing, our operations, exploration and development activities will be significantly adversely affected. The continuation of the Company as a going concern is dependent on having sufficient capital to maintain our operations and to repay debt which become due in November 2023 and September 2024. In considering our financing plans and our current working capital position the Company believes there is substantial doubt about its ability to continue as a going concern twelve months after the date that our financial statements are issued.

Note 3. Fair Value Measurements

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization with the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:

The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

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 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3 Inputs that are both significant to the fair value measurement and unobservable.

Financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Our financial instruments include cash, accounts payable, accrued liabilities, notes payable and convertible debt. Due to their short maturity of our cash, accounts payable, notes payable and accrued liabilities, we believe that their carrying amounts approximate fair value as of September 30, 2023 and 2022. The carrying amount of convertible debt approximates fair value as the interest rate charged represents a market rate of interest.

Note 4. Non-Cash Transactions

For the three months ended September 30, 2023, the Company issued 553,141 shares of common stock for payment of interest accrued on its outstanding 2019 Convertible Notes with a fair value of $160,413.

For the three months ended September 30, 2022, the Company issued 341,297 shares of common stock for payment of interest accrued on its outstanding 2019 Convertible Notes with a fair value of $160,413.

Note 5. Capital Stock

Authorized Capital

Authorized capital stock consists of 200,000,000 common shares with par value of $0.01 per common share (June 30, 2023200,000,000 common shares with par value $0.01 per common share).

For the three months ended September 30, 2023, the Company issued 3,515,257 shares of common stock from its ATM program for net proceeds of $1,088,527 and issued 553,141 shares of common stock for payment of interest accrued (Note 6) with a fair value of $160,413.

For the three months ended September 30, 2022, the Company issued 341,297 shares of common stock for payment of interest accrued (Note 6) with a fair value of $160,413.

7


 

Stock Options, Restricted Stock Units and Stock Based Compensation

Paramount’s 2015 and 2016 Stock Incentive and Compensation Plans, which are stockholder-approved, permits the grant of stock options, restricted stock units and stock to its employees and directors for up to 3.5 million shares of common stock.

Total stock-based compensation for the three months ended September 30, 2023 and 2022 were $66,684 and $117,826, respectively.

Stock Options

Stock option awards are generally granted with an exercise price equal to the market price of Paramount’s stock at the date of grant and have contractual lives of 5 years. To better align the interests of its key executives, employees and directors with those of its shareholders a significant portion of those share option awards will vest contingent upon meeting certain stock price appreciation performance goals and other performance conditions. Option and share awards provide for accelerated vesting if there is a change in control (as defined in the Stock Incentive and Compensation Plans).

For the three months ended September 30, 2023, the Company did not grant stock options (2022 – 50,000).

The fair value for these options were calculated using the Black-Scholes option valuations method. The weighted average assumptions used were as follows:

 

 

 

Three Months Ended September 30, 2023

 

Three Months Ended September 30, 2022

 

Weighted average risk-free interest rate

 

N/A

 

 

2.79

%

Weighted-average volatility

 

N/A

 

 

58

%

Expected dividends

 

N/A

 

0

 

Weighted average expected term (years)

 

N/A

 

5

 

Weighted average fair value

 

N/A

 

$

0.19

 

For the three months ended September 30, 2023, share-based compensation expense relating to service condition options and performance condition options was $nil and $1,564, respectively (2022 -$11,084 and $3,648).

A summary of stock option activity under the Stock Incentive and Compensation Plans as of September 30, 2023 is presented below:

Options

 

Options

 

 

Weighted
Average
Exercise
Price

 

 

Weighted-
Average Remaining
Contractual Term (Years)

 

 

Aggregate
Intrinsic
Value

 

Outstanding at June 30, 2022

 

 

1,808,995

 

 

$

1.14

 

 

 

2.42

 

 

$

 

Granted

 

 

50,000

 

 

 

0.60

 

 

 

4.00

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited or expired

 

 

(453,995

)

 

 

1.37

 

 

 

 

 

 

 

Outstanding at June 30, 2023

 

 

1,405,000

 

 

$

1.05

 

 

 

2.06

 

 

$

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited or expired

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at September 30, 2023

 

 

1,405,000

 

 

$

1.05

 

 

 

1.81

 

 

$

 

Exercisable at September 30, 2023

 

 

946,664

 

 

$

1.05

 

 

 

1.88

 

 

$

 

 

8


 

A summary of the status of Paramount’s non-vested options at September 30, 2023 is presented below:

 

Non-vested Options

 

Options

 

 

Weighted-
Average
Grant-
Date Fair Value

 

Non-vested at June 30, 2022

 

 

657,333

 

 

$

0.55

 

Granted

 

 

50,000

 

 

 

0.19

 

Vested

 

 

(95,002

)

 

 

0.41

 

Forfeited or expired

 

 

(153,995

)

 

 

0.82

 

Non-vested at June 30, 2023

 

 

458,336

 

 

$

0.47

 

Granted

 

 

 

 

 

 

Vested

 

 

 

 

 

 

Forfeited or expired

 

 

 

 

 

 

Non-vested at September 30, 2023

 

 

458,336

 

 

$

0.47

 

 

As of September 30, 2023, there was approximately $6,610 of unamortized stock-based compensation expense related to non-vested stock options outstanding. The expenses are expected to be recognized over a weighted-average period of 1.35 years. The total fair value of stock based compensation that vested related to outstanding stock options during the three months ended September 30, 2023 and 2022, was nil and nil, respectively.

Restricted Stock Units ("RSUs")

RSUs are awards for service and performance which upon vesting and settlement entitle the recipient to receive one common share of the Company's Common Stock for no additional consideration, for each RSU held.

For the three months ended September 30, 2023 and 2022, there were no RSUs granted by the Company.

For the three months ended September 30, 2023, share-based compensation expenses related to service condition RSUs and performance condition RSUs was $43,493 and $21,627, respectively (2022 - $39,019 and $64,076)

A summary of RSUs activity is summarized as follows:

 

Restricted Share Unit Activity

 

Outstanding RSUs

 

 

Weighted average grant date fair value

 

Outstanding at June 30, 2022

 

 

701,000

 

 

$

0.65

 

Granted

 

 

630,000

 

 

 

0.30

 

Vested

 

 

(350,500

)

 

 

0.65

 

Forfeited

 

 

 

 

 

 

Outstanding at June 30, 2023

 

 

980,500

 

 

$

0.43

 

Granted

 

 

 

 

 

 

Vested

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

Outstanding at September 30, 2023

 

 

980,500

 

 

$

0.43

 

 

As of September 30, 2023, there was approximately $105,284 of unamortized stock-based compensation expense related to outstanding RSUs. The expenses are expected to be recognized over the remaining weighted-average vesting periods of 0.9 years.

Note 6. Convertible Debt

 

 

Debt

 

 

 

September 30, 2023

 

 

June 30, 2023

 

Current

 

Non-Current

 

Current

 

Non-Current

 

2019 Secured Convertible Notes

$

4,169,690

 

 

 

$

 

$

4,277,690

 

Less: unamortized discount and issuance costs

 

 

 

 

 

 

 

(4,862

)

 

$

4,169,690

 

$

 

$

 

$

4,272,828

 

 

In September 2019, the Company completed a private offering of 5,478 Senior Secured Convertible Notes (“2019 Convertible Notes”) at $975 per $1,000 face amount due in 2023. Each 2019 Convertible Note will bear an interest rate of 7.5% per annum, payable semi-annually. During period ended September 30, 2023, the maturity of the 2019 Convertible Notes was extended to the earlier of

9


 

September 30, 2024 or the date of funding of the transaction contemplated by a non-binding term sheet between the Company and Sprott Resource and Streaming Royalty Corp and the annual interest rate increased to 12% commencing on October 1, 2023. As of September 30, 2023, the effective interest rate of the 2019 Convertible Notes is 9.24%. The principal amount of the 2019 Convertible Notes will be convertible at a price of $1.00 per share of Paramount common stock. Unamortized discount and issuance costs of $275,883 will be amortized as an additional interest expense over the four year term of the 2019 Convertible Notes. For the three months ended September 30, 2023 and 2022, the Company amortized $4,862 and $15,201 of discount and issuance costs. At any point after the second anniversary of the issuance of the convertible notes, Paramount may force conversion if the share price of its common stock remains above $1.75 for 20 consecutive trading days. The convertible notes are secured by a lien on all assets of the Company and the Company is required to maintain a cash balance of $250,000. At September 30, 2023, the cash covenant was met by the Company.

During the three months ended September 30, 2023, there were no conversions of 2019 Convertible Notes to common stock of the Company.

As of September 30, 2023, there were 4,170 (2022 - 4278) notes outstanding of which 3,510 (2022 -3,618) were held by third parties and 660 (2022 - 660) were held by related parties. Of the notes held by related parties 250 were held by a director of the Company and 410 were held by and affiliated shareholder.

Note 7. Notes Payable, Related Party

On December 9, 2022, the Company issued a Bridge Promissory Note (the "Note") to Seabridge, an entity affiliated with the Chairman of our Board of Directors, Rudi Fronk, and an owner of approximately 4.6% of our outstanding common stock, pursuant to which the Company may borrow, in one or more advances, the principal amount of up to $1,500,000 (the "Loan"). The Loan bears interest at a per annum rate of 12%, payable upon maturity or prepayment, and matures on the earlier of November 30, 2023 or the date of funding of transaction as described below. The Company has the right to prepay the Loan, in whole or in part, at any time without penalty.

At September 30, 2023, the balance of the loan including accrued interest was $1,624,767.

During the period ended September 30, 2023, an agreement between the Company and Seabridge was reached to extend the maturity of the Note to the earlier of November 30, 2023 or the date of funding of the transaction contemplated by a non-binding term sheet between the Company and Sprott Resource and Streaming Royalty Corp and increase the per annum interest rate of the Loan to 13% commencing on October 1, 2023.

Note 8. Mineral Properties

The Company has capitalized acquisition costs on mineral properties as follows:

 

 

September 30, 2023

 

 

June 30, 2023

 

Sleeper and other Nevada based Projects

 

$

28,172,533

 

 

$

28,172,533

 

Grassy Mountain and other Oregon based Projects

 

 

23,285,728

 

 

 

23,285,728

 

 

 

$

51,458,261

 

 

$

51,458,261

 

Sleeper:

Sleeper is located in Humboldt County, Nevada, approximately 26 miles northwest of the town of Winnemucca.

Grassy Mountain:

The Grassy Mountain Project is located in Malheur County, Oregon, approximately 22 miles south of Vale, Oregon, and roughly 70 miles west of Boise, Idaho.

Impairment of Mineral Properties

The Company reviews and evaluates its long-lived assets for impairment on an annual basis or more frequently when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. For the three months ended September 30, 2023 and 2022, no events or changes in circumstance are believed to have impacted recoverability of the Company’s long-lived assets. Accordingly, it was determined that no interim impairment was necessary.

Note 9. Reclamation and Environmental

Reclamation and environmental costs are based principally on legal requirements. Management estimates costs associated with reclamation of mineral properties and properties under mine closure. On an ongoing basis the Company evaluates its estimates and assumptions; however, actual amounts could differ from those based on estimates and assumptions.

10


 

The Company has posted several cash bonds as financial security to satisfy reclamation requirements. The balance of posted cash reclamation bonds at September 30, 2023 is $546,176 (June 30, 2023 - $546,176).

Paramount is responsible for managing the reclamation activities from the previous mine operations at the Sleeper Gold Mine as directed by the BLM and the Nevada State Department of Environmental Protection (“NDEP”). Paramount has estimated the undiscounted reclamation costs for existing disturbances at the Sleeper Gold Project required by the BLM to be $3,725,110. These costs are expected to be incurred between the calendar years 2023 and 2060. At September 30, 2023, Paramount has also estimated undiscounted reclamation cost as required by the NDEP to be $4,600,515. These costs include on-going monitoring and new requests from the NDEP to convert three processing ponds from the historical operations to evaporation cell ponds by the end of calendar year 2023. These costs are expected to be incurred between calendar years 2023 and 2039. The sum of expected costs by year are discounted using the Company’s credit adjusted risk free interest rate from the time it expects to pay for the reclamation to the time it incurs the obligation. The asset retirement obligation for the Sleeper Gold Project recorded on the balance sheet is equal to the present value of the estimated reclamation costs as required by both the BLM and NDEP.

The following variables were used in the calculation for the periods ending September 30, 2023 and June 30, 2023:

 

 

 

Three Months Ended
September 30, 2023

 

 

Year Ended June 30, 2023

 

Weighted-average credit adjusted risk free rate

 

 

9.93

%

 

 

9.93

%

Weighted-average inflation rate

 

 

2.49

%

 

 

2.49

%

 

Changes to the Company’s reclamation and environmental costs for the Sleeper Gold Mine for the three month period ended September 30, 2023 and the year ended June 30, 2023 are as follows:

 

 

 

Three Months Ended
September 30, 2023

 

 

Year Ended June 30, 2023

 

Balance at beginning of period

 

$

4,436,902

 

 

$

4,475,270

 

Accretion expense

 

 

110,559

 

 

 

446,245

 

Additions and change in estimates

 

 

 

 

 

(364,612

)

Settlements

 

 

(30,000

)

 

 

(120,001

)

Balance at end of period

 

$

4,517,461

 

 

$

4,436,902

 

 

The balance of the reclamation and environmental obligation of $4,517,461 at September 30, 2023 (June 30, 2023 -$4,436,902) is comprised of a current portion of $2,560,515 (June 30, 2023 -$2,560,515) and a non-current portion of $1,956,946 (June 30, 2023 - $1,876,387).

The Company recorded an accretion expense for the three month period ended September 30, 2023 of $110,559 (2022 - $111,561).

Note 10. Other Income

The Company’s other income details for the three months ended September 30, 2023 and 2022 were as follows:

 

 

Three Months Ended
September 30, 2023

 

 

Three Months Ended
September 30, 2022

 

Re-imbursement of reclamation costs

 

$

75,802

 

 

$

-

 

Leasing of water rights to third party

 

 

6,095

 

 

 

5,975

 

Restitution payment

 

 

3,785

 

 

 

 

Total

 

$

85,682

 

 

$

5,975

 

 

11


 

Note 11. Segmented Information

Segmented information has been compiled based on the material mineral properties in which the Company performs exploration activities.

Expenses by material project for the three months ended September 30, 2023:

 

 

 

 

 

 

 

 

 

Exploration and Development Expenses

 

 

Land Holding Costs

 

Sleeper Gold Project and other Nevada based Projects

 

$

937,567

 

 

$

118,765

 

Grassy Mountain Project and other Oregon based Projects

 

 

322,226

 

 

 

38,378

 

 

 

$

1,259,793

 

 

$

157,143

 

Expenses by material project for the three months ended September 30, 2022:

 

 

 

 

 

 

 

 

 

Exploration and Development Expenses

 

 

Land Holding Costs

 

Sleeper Gold Project and other Nevada based Projects

 

$

441,344

 

 

$

122,677

 

Grassy Mountain Project and other Oregon based Projects

 

 

398,250

 

 

 

38,378

 

 

 

$

839,594

 

 

$

161,055

 

 

Carrying values of mineral properties by material projects:

 

 

As of September 30, 2023

 

 

As of June 30, 2023

 

Sleeper Gold Project and other Nevada based Projects

 

$

28,172,533

 

 

$

28,172,533

 

Grassy Mountain Project and other Oregon based Projects

 

 

23,285,728

 

 

 

23,285,728

 

 

 

$

51,458,261

 

 

$

51,458,261

 

Additional operating expenses incurred by the Company are treated as corporate overhead with the exception of accretion expense which is discussed in Note 9.

Note 12. Commitments and Contingencies

Other Commitments

Paramount has an agreement to acquire 44 mining claims (“Cryla Claims”) covering 589 acres located immediately to the west of the proposed Grassy Mountain site from Cryla LLC. Paramount is obligated to make annual lease payments of $60,000 per year until 2033 with an option to purchase the Cryla Claims for $560,000 at any time. The term of the agreement is 25 years and commenced in 2018. In the event Paramount exercises its option to acquire the Cryla Claims, all annual payments shall be credited against a production royalty that will be based on a prevailing price of the metals produced from the Cryla Claims. The royalty rate ranges between 2% and 4% based on the daily price of gold. The agreement with Cryla can be terminated by Paramount at any time. All lease payments under the agreement are up-to-date and no other payments were made during the three month period ended September 30, 2023. The Cryla Claims are without known mineral reserves and there is no current exploratory work being performed.

Paramount has an agreement with Nevada Select Royalty to purchase 100% of the Frost Project, which consists of 40 mining claims located approximately 12 miles west of its Grassy Mountain Project. A total consideration of $250,000 payable to Nevada Select will be based on certain events over time. Nevada Select will retain a 2% NSR on the Frost Claims and Paramount has the right to reduce the NSR to 1% for a payment of $1 million. For the three month period ended September 30, 2023, all required payments under the agreement are up-to-date. The Frost Claims are without known mineral reserves.

The Company has an agreement with Nevada Select to purchase the Bald Peak mining claims in the States of Nevada and California for a total consideration of $300,000. Payments under the agreement will be based on achieving certain events over time. Upon signing the agreement Paramount made a payment to Nevada Select of $20,000. During the three month period ended September 30, 2023, a payment was made to Nevada Select for $30,000 after the Company received a drill permit from the US Forestry Service. All payments under the agreement are up to date as of September 30, 2023. The Bald Peak Claims are without known mineral reserves.

Seabridge Gold Inc. ("Seabridge") holds a Net Profit Interest ("NPI") put option in which during the 30-day period immediately following the day that the Company has delivered notice to Seabridge that a positive production decision has been made and construction financing has been secured with respect to the Grassy Mountain Project, Seabridge may cause the Company to purchase the NPI for CDN$10,000,000. If Seabridge exercises the right to cause the Company to purchase the NPI, the Company would likely need to seek additional equity or other financing to fund the purchase, which financing may not be available to the Company on

12


 

favorable terms or at all. As of September 30, 2023, Seabridge holds approximately 4.6% of the outstanding common stock of the Company and three members of Paramount's board of directors are either officers or directors of Seabridge.

Note 13. Subsequent Events

Subsequent to the period end, the Company sold 119,348 shares under its ATM program for gross proceeds of $38,679.

13


 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Certain statements in this Quarterly Report on Form 10-Q (“Form 10-Q”) constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give the Company's current expectations and forecasts of future events. All statements other than statements of current or historical fact contained in this quarterly report, including statements regarding the Company's future financial position, business strategy, budgets, projected costs and plans and objectives of management for future operations, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “plan,” and similar expressions, as they relate to the Company, are intended to identify forward-looking statements. These statements are based on the Company's current plans, and the Company's actual future activities and results of operations may be materially different from those set forth in the forward-looking statements. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made. Any or all of the forward-looking statements in this quarterly report may turn out to be inaccurate. The Company has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy and financial needs. The forward-looking statements can be affected by inaccurate assumptions or by known or unknown risks, uncertainties and assumptions. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this Form 10-Q, and in the risk factors on Form 10-K that was filed with the U.S. Securities and Exchange Commission ("SEC") on September 26, 2023. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based.

Cautionary Note to U.S. Investors

We are subject to the reporting requirements of the Securities Exchange Act of 1934, as amended, and applicable Canadian securities laws, and as a result we report our mineral reserves and mineral resources according to two different standards. U.S. reporting requirements, for disclosure of mineral properties, are governed by Item 1300 of Regulation S-K (“S-K 1300”), as issued by the SEC. Canadian reporting requirements for disclosure of mineral properties are governed by National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”), as adopted from the definitions provided by the Canadian Institute of Mining, Metallurgy and Petroleum. Both sets of reporting standards have similar goals in terms of conveying an appropriate level of confidence in the disclosures being reported, but the standards embody slightly different approaches and definitions.

In our public filings in the U.S. and Canada and in certain other announcements not filed with the SEC, we disclose proven and probable reserves and measured, indicated and inferred resources, each as defined in S-K 1300. The estimation of measured resources and indicated resources involves greater uncertainty as to their existence and economic feasibility than the estimation of proven and probable reserves, and therefore investors are cautioned not to assume that all or any part of measured or indicated resources will ever be converted into S-K 1300-compliant reserves. The estimation of inferred resources involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources, and therefore it cannot be assumed that all or any part of inferred resources will ever be upgraded to a higher category. Therefore, investors are cautioned not to assume that all or any part of inferred resources exist, or that they can be mined legally or economically.

Overview

We are a company engaged in the business of acquiring, exploring and developing precious metal projects in the United States of America. Paramount owns advanced stage exploration projects in the states of Nevada and Oregon. We enhance the value of our projects by implementing exploration and engineering programs that have the goal to expand and upgrade known mineralized material to reserves. The following discussion updates our outlook and plan of operations for the foreseeable future. It also analyzes our financial condition and summarizes the results of our operations for the three months ended September 30, 2023 and compares these results to the results of the prior year three months ended September 30, 2022.

Operating Highlights:

For the three months ended September 30, 2023, the Company highlights include:

The State of Oregon's Technical Review Team determined that Paramount's Consolidated Permit Application for the Grassy Mountain Project is complete. Subsequent to the period end, the State of Oregon issued a Notice to Proceed with the permitting and preparation of draft permits.
Completed an updated technical reports summaries ("TRS") for the Sleeper Gold Property under Item 1300 of Regulation S-K.

Outlook and Plan of Operation:

We believe that investors will gain a better understanding of the Company if they understand how we measure and disclose our results. As a development stage company, we do not generate cash flow from our operations. We recognize the importance of managing our liquidity and capital resources. We pay close attention to all cash expenses and look for ways to minimize them when

14


 

possible. We ensure we have sufficient cash on hand to meet our annual land holding costs as the maintenance of mining claims and leases are essential to preserve the value of our mineral property assets.

 

Comparison of Operating Results for the three months ended September 30, 2023 and 2022

We did not earn any revenue from mining operations for the three months ended September 30, 2023 and 2022.

Net Loss

Our net loss for three months ended September 30, 2023, was $2,074,160 compared to a net loss of $1,840,216 in the previous three month period ended September 30, 2022. The drivers of the increase in net loss of 11% are fully described below.

The Company expects to incur losses for the foreseeable future as we continue with our planned exploration and development programs.

Expenses

Exploration and Land Holding Costs

For the three months ended September 30, 2023 and 2022, exploration expenses were $1,259,793 and $839,594, respectively. This represents an increase of 50% or $420,199. Expenses related to our exploration or development activities are generally not comparable from period to period as activities will vary based on several factors. At Grassy Mountain the Company continued with permitting activities with state and federal permitting agencies. These expenses totaled $322,226. At Sleeper, the Company completed an updated TRS and commenced converting several collection ponds from the previous mining operations to evaporation cells totaling $937,567 In the prior year comparable period, the Company focused its efforts on completing permit applications for the Grassy Mountain Project and incurred expenses related to reclamation activities its Sleeper Gold Project.

For the three months ended September 30, 2023 and 2022, land holding costs were $157,143 and $161,055, respectively. The decrease in land holding costs was primarily due to 2022 costs associated with staking additional mining claims with respect to the Bald Peak Project in Nevada.

Salaries and Benefits

For the three month period ended September 30, 2023 and 2022, salary and benefits were $279,596 and $307,374, respectively. This represents a decrease of 9%. Salary and benefits are comprised of cash and equity based compensation of the Company’s executive and corporate administration teams. The decrease primarily reflects lower equity based compensation that was recorded during the three month period ended September 30, 2023 compared to the three month period ended September 30, 2022. Included in the salary and benefits expense amount for the three months ended September 30, 2023 and 2022 was non-cash equity based compensation of $63,537 and $105,171, respectively.

Directors’ Compensation

For the three month period ended September 30, 2023 and 2022, directors’ compensation expenses were $29,033 and $35,341, respectively. This represents an decrease of 18%. Directors’ compensation consists of cash and stock-based compensation of the Company’s board of directors. The decrease reflects lower equity based compensation recorded in the current quarter compared to the prior year’s comparable period.

Professional Fees and General and Administration

For the three months ended September 30, 2023 and 2022, professional fees were $55,252 and $133,328, respectively. This represents a decrease of $78,076. The decrease was mainly due to less one-time consulting fees and legal fees incurred in the period and the recording of audit fees for our June 30, 2022 year end during the three months ended September 30, 2022. Professional fees include legal, audit, advisory and consultant expenses incurred on corporate and operational activities being performed by the Company on a period-by-period basis.

For the three month period ended September 30, 2023, general and administration expenses decreased by 16% to $133,632 from $159,174 from the three month period ended September 30, 2022. The decrease in general and administration expenses from the previous year’s comparable period was mainly due to lower insurance and travel costs.

Liquidity and Capital Resources

As an exploration and development company, Paramount funds its operations, reclamation activities and discretionary exploration programs with its cash on hand. At September 30, 2023, we had cash and cash equivalents of $1,014,128 compared to $824,920 as at June 30, 2023. We had negative working capital of approximately $7.7 million which is primarily attributed to our accounts payable and the current 2019 convertible notes, notes payable to Seabridge and our current reclamation and environmental obligation at

15


 

Sleeper. Our plans to address the negative working capital and improve our liquidity position are described below under Going Concern and Capital Resources.

In May 2020, the Company established an $8.0 million “at the market” equity offering program with Cantor Fitzgerald & Co. and Canaccord Genuity LLC to proactively increase its financial flexibility. During the three months ended September 30, 2023, the Company issued 3,515,257 shares under the program for net proceeds of $1,088,528. Subsequent to the period ended September 30, 2023, the Company sold 119,348 shares under the program for gross proceeds of $36,679.

During the period ended September 30, 2023, the Company entered into an amendment to its 2019 Convertible Notes with a majority of the note holders, to extend the maturity date of the 2019 Convertible Notes to be the earlier of (i) September 30, 2024 or (ii) the date of funding of the transaction contemplated by that a non-binding term sheet by an between the Company and Sprott Resource and Streaming Royalty Corp.

In December 2022, the Company issued the Note to Seabridge, an entity affiliated with the Chairman of our Board of Directors, Rudi Fronk, and an owner of approximately 4.6% of our outstanding common stock, pursuant to which the Company may borrow, in one or more advances, the principal amount of up to $1,500,000. The Loan bears interest at a per annum rate of 12%, payable upon maturity or prepayment, and originally matured on September 30 2023. The Company has the right to prepay the Loan, in whole or in part, at any time without penalty. As of September 30, 2023, the Company had borrowed $1,500,000 from Seabridge. During the three months ended September 30, 2023, the Company and Seabridge entered into an agreement to extend the maturity date of the Note to Seabridge to November 30, 2023 and increase the applicable annual interest rate to 13%.

The main uses of cash for the three months ended September 30, 2023 were:

Cash used in operating activities of $899,320 were mainly used to fund our permitting and exploration activities at our projects, salary and benefits costs of our employees and ongoing general and administration costs.

In addition to cash used in operating activities, the Company received cash as follows:

Cash received from equity financings of $1,088,528.

 

Going Concern and Capital Resources

The Consolidated Financial Statements of the Company have been prepared on a “going concern” basis, which means that the continuation of the Company is presumed even though events and conditions exist that, when considered in aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is possible that the Company will be required to adversely change its current business plan or may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued.

Paramount expects to continue to incur losses as a result of costs and expenses related to maintaining its properties and general and administrative expenses. Since 2015, the Company has relied on equity financings, debt financings and sale of royalties to fund its operations and the Company expects to rely on these forms of financing to fund operations into the near future. The Company will also continue to identify ways to reduce its cash expenditures.

Paramount’s current business plan requires working capital to fund non-discretionary expenditures for its exploration and development activities on its mineral properties, mineral property holding costs and general and administrative expenses. It also requires approximately $6.0 million in capital to repay the 2019 convertible notes and the note payable to Seabridge which become due in September 2024 and November 2023 respectively.

We anticipate our twelve-month cash expenditures to be as follows:

$4.2 million on corporate, land claim maintenance and general expenses

We anticipate our twelve-month cash discretionary exploration and development, subject to available cash on hand as follows:

$2.3 million on the Grassy Mountain Project state and federal permitting activities
$0.2 million on the Sleeper Gold Project
$1.5 million for E-Cell conversions at the Sleeper Gold Project

For the planned reclamation activities required by state and federal regulators at Sleeper, the Company expects that these expenditures will be reimbursed by insurance proceeds. For any interest that accrues and is owing on the outstanding convertible debt, the Company expects to elect to pay the semi-annual interest payment in shares of its Common Stock.

Subsequent to November 9, 2023, the Company expects to fund operations as follows:

16


 

Existing cash on hand and working capital.
The existing ATM program with Cantor Fitzgerald & Co. and Canaccord Genuity LLC.
Insurance proceeds to fund reclamation and environmental obligations at its Sleeper Gold Project.
Other debt, equity financings or sale of royalties.

Historically, we have been successful in accessing capital through equity and debt financing arrangements or by the sale of royalties on its mineral properties, no assurance can be given that additional financing will be available to it in amounts sufficient to meet its needs, or on terms acceptable to the Company. In the event that we are unable to obtain additional capital or financing, our operations, exploration and development activities will be significantly adversely affected. The continuation of the Company as a going concern is dependent on having sufficient capital to maintain our operations and to repay debt which become due in November 2023 and September 2024. In considering our financing plans, our current working capital position and our ability to reduce operating expenses the Company believes there is substantial doubt about its ability to continue as a going concern twelve months after the date that our financial statements are issued.

Critical Accounting Policies and Estimates

Management considers the following policies to be most critical in understanding the judgments that are involved in preparing the Company’s consolidated financial statements and the uncertainties that could impact the results of operations, financial condition and cash flows. Our financial statements are affected by the accounting policies used and the estimates and assumptions made by management during their preparation. Management believes the Company’s critical accounting policies are those related to mineral property acquisition costs, exploration and development cost, derivative accounting and foreign currency translation.

Estimates

The Company prepares its consolidated financial statements and notes in conformity to United States Generally Accepted Accounting Principles (“U.S. GAAP”) and requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, management evaluates these estimates, including those related the adequacy of the Company’s reclamation and environmental obligation, and assessment of impairment of mineral properties. Management bases these estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis of making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Mineral property acquisition costs

The Company capitalizes the cost of acquiring mineral properties and will amortize these costs over the useful life of a property following the commencement of production or expense these costs if it is determined that the mineral property has no future economic value or the properties are sold or abandoned. Costs include cash consideration and the fair market value of shares issued on the acquisition of mineral properties. Properties acquired under option agreements, whereby payments are made at the sole discretion of the Company, are recorded in the accounts of the specific mineral property at the time the payments are made.

The amounts recorded as mineral properties reflect actual costs incurred to acquire the properties and do not indicate any present or future value of economically recoverable reserves.

Exploration expenses

We record exploration expenses as incurred. When we determine that precious metal resource deposit can be economically and legally extracted or produced based on established proven and probable reserves, further exploration expenses related to such reserves incurred after such a determination will be capitalized. To date, we have not established any proven or probable reserves and will continue to expense exploration costs as incurred.

Asset Retirement Obligation

The fair value of the Company’s asset retirement obligation (“ARO”) is measured by discounting the expected cash flows using a discount factor that reflects the credit-adjusted risk free rate of interest, while taking into account the inflation rate. The Company prepares estimates of the timing and amounts of expected cash flows and ongoing reclamation expenditures are charged against the ARO as incurred to the extent they relate to the ARO. Significant judgments and estimates are made when estimating the fair value of ARO.

Off-Balance Sheet Arrangements

We are not currently a party to, or otherwise involved with, any off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, or capital resources.

17


 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable as a smaller reporting company.

18


 

Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) and determined that our disclosure controls and procedures were effective as of the end of the period covered by this Quarterly Report on Form 10-Q. The evaluation considered the procedures designed to ensure that the information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and communicated to our management as appropriate to allow timely decisions regarding required disclosure.

(b) Changes in Internal Control over Financial Reporting

During the period covered by this Quarterly Report on Form 10-Q, there was no change in our internal control over financial reporting (as such term is defined in Rules 13a-15(d) and 13d-15(d) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

(c) Inherent Limitations of Disclosure Controls and Internal Controls over Financial Reporting

Because of its inherent limitations, disclosure controls and internal controls over financial reporting may not prevent or detect misstatements. Projections of any evaluation or effectiveness to future periods are subject to risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

19


 

PART II – OTHER INFORMATION

Item 1A. Risk Factors.

There have been no material changes in our risk factors from those disclosed in our Annual Report on Form 10-K for the year ended June 30, 2023.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

 

Item 4. Mine Safety Disclosures.

Not applicable.

 

20


 

PART IV

Item 6. Exhibits.

(a)
Index to Exhibits

 

Exhibit

Number

Description

31.1*

Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*

Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2*

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*

Inline XBRL Instance Document -the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*

 

Inline XBRL Taxonomy Extension Schema Document

101.CAL*

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*

 

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*

 

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE*

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

 

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, has been formatted in Inline XBRL.

 

* Filed herewith.

21


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Paramount Gold Nevada Corp.

Date: November 9 , 2023

By:

/s/ Rachel Goldman

Rachel Goldman

Chief Executive Officer

 

Date: November 9, 2023

By:

/s/ Carlo Buffone

Carlo Buffone

Chief Financial Officer

 

 

22


 

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Rachel Goldman, certify that:

1.
I have reviewed this quarterly report on Form 10-Q for the period ended September 30, 2023 of Paramount Gold Nevada Corp.;
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 small business issuer as of, and for, the periods presented in this report;
4.
The small business issuer'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 small business issuer 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 small business issuer, 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 financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the small business issuer'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 small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and
5.
The small business issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer'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 small business issuer's internal control over financial reporting.

 

Date: November 9, 2023

By:

 

/s/ Rachel Goldman

 

 

 

Rachel Goldman

 

 

 

Chief Executive Officer

 

 


 

Exhibit 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Carlo Buffone, certify that:

1.
I have reviewed this quarterly report on Form 10-Q for the period ended September 30, 2023 of Paramount Gold Nevada Corp.;
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 small business issuer as of, and for, the periods presented in this report;
4.
The small business issuer'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 small business issuer 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 small business issuer, 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 financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the small business issuer'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 small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and
5.
The small business issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer'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 small business issuer's internal control over financial reporting.

 

Date: November 9, 2023

By:

 

/s/ Carlo Buffone

 

 

 

Carlo Buffone

 

 

 

Chief Financial Officer

 

 


 

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Paramount Gold Nevada Corp. (the “Company”) on Form 10-Q for the period ending September 30, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(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 result of operations of the Company.

 

Date: November 9, 2023

By:

 

/s/ Rachel Goldman

 

 

 

Rachel Goldman

 

 

 

Chief Executive Officer

 

 


 

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Paramount Gold Nevada Corp. (the “Company”) on Form 10-Q for the period ending September 30, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(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 result of operations of the Company.

 

Date: November 9, 2023

By:

 

/s/ Carlo Buffone

 

 

 

Carlo Buffone

 

 

 

Chief Financial Officer

 

 


v3.23.3
Document and Entity Information - shares
3 Months Ended
Sep. 30, 2023
Nov. 06, 2023
Cover [Abstract]    
Entity Registrant Name PARAMOUNT GOLD NEVADA CORP.  
Entity Central Index Key 0001629210  
Current Fiscal Year End Date --06-30  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q1  
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Sep. 30, 2023  
Trading Symbol PZG  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Shell Company false  
Entity File Number 001-36908  
Title of 12(b) Security Common Stock  
Security Exchange Name NYSEAMER  
Entity Tax Identification Number 98-0138393  
Entity Address, Address Line One 665 Anderson Street  
Entity Address, City or Town Winnemucca  
Entity Address, State or Province NV  
Entity Address, Postal Zip Code 89445  
City Area Code 775  
Local Phone Number 625-3600  
Entity Incorporation, State or Country Code NV  
Document Quarterly Report true  
Document Transition Report false  
Entity Common Stock Shares Outstanding   58,999,994
v3.23.3
Condensed Consolidated Interim Balance Sheets (Unaudited) - USD ($)
Sep. 30, 2023
Jun. 30, 2023
Current Assets    
Cash and cash equivalents $ 1,014,128 $ 824,920
Prepaid expenses and deposits 1,487,859 1,472,286
Total Current Assets 2,501,987 2,297,206
Non-Current Assets    
Mineral properties 51,458,261 51,458,261
Reclamation bonds 546,176 546,176
Property and equipment 4,237 4,579
Total Non-Current Assets 52,008,674 52,009,016
Total Assets 54,510,661 54,306,222
Current Liabilities    
Accounts payable and accrued liabilities 1,877,402 937,219
Reclamation and environmental obligation, current portion 2,560,515 2,560,515
Convertible debt 3,511,327 3,614,465
Convertible debt, related parties $ 658,363 $ 658,363
Other Liability, Current, Related Party, Type [Extensible Enumeration] Convertible debt, related parties Convertible debt, related parties
Notes payable, related party $ 1,624,767 $ 1,579,397
Total Current Liabilities 10,232,374 9,349,959
Non-Current Liabilities    
Deferred tax liability 240,043 240,043
Reclamation and environmental obligation, non-current portion 1,956,946 1,876,387
Total Non-Current Liabilities 2,196,989 2,116,430
Total Liabilities 12,429,363 11,466,389
Commitments and Contingencies (Note 12)
Stockholders' Equity    
Common stock, par value $0.01, 200,000,000 authorized shares, 58,880,646 issued and outstanding at September 30, 2023 and 200,000,000 authorized shares, 54,812,248 issued and outstanding at June 30, 2023 588,808 548,124
Additional paid in capital 117,888,444 116,613,503
Accumulated deficit (76,395,954) (74,321,794)
Total Stockholders' Equity 42,081,298 42,839,833
Total Liabilities and Stockholders' Equity $ 54,510,661 $ 54,306,222
v3.23.3
Condensed Consolidated Interim Balance Sheets (Unaudited) (Parenthetical) - $ / shares
Sep. 30, 2023
Jun. 30, 2023
Statement of Financial Position [Abstract]    
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 200,000,000 200,000,000
Common stock, shares issued 58,880,646 54,812,248
Common stock, shares outstanding 58,880,646 54,812,248
v3.23.3
Condensed Consolidated Interim Statements of Operations (Unaudited) - USD ($)
3 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Expenses    
Exploration $ 1,259,793 $ 839,594
Land holding costs 157,143 161,055
Professional fees 55,252 133,328
Salaries and benefits 279,596 307,374
Directors' compensation 29,033 35,341
General and administrative 133,632 159,174
Accretion 110,559 111,561
Total Expenses 2,025,008 1,747,427
Net Loss Before Other Expense 2,025,008 1,747,427
Other Expense (Income)    
Other income (85,682) (5,975)
Interest and service charges 134,834 98,764
Net Loss $ 2,074,160 $ 1,840,216
Loss per Common Share    
Basic $ 0.04 $ 0.04
Diluted $ 0.04 $ 0.04
Weighted Average Number of Common Shares Used in Per Share Calculations    
Basic 56,299,468 46,928,668
Diluted 56,299,468 46,928,668
v3.23.3
Condensed Consolidated Interim Statements of Stockholders' Equity - USD ($)
Total
Common Stock
Additional Paid-In Capital
Deficit
Balance at Jun. 30, 2022 $ 46,399,750 $ 465,912 $ 113,805,101 $ (67,871,263)
Balance (in shares) at Jun. 30, 2022   46,591,081    
Stock based compensation 117,826   117,826  
Capital issued for payment of interest 160,413 $ 3,413 157,000  
Capital issued for payment of interest (in shares)   341,297    
Net loss (1,840,216)     (1,840,216)
Balance at Sep. 30, 2022 44,837,773 $ 469,325 114,079,927 (69,711,479)
Balance (in shares) at Sep. 30, 2022   46,932,378    
Balance at Jun. 30, 2023 $ 42,839,833 $ 548,124 116,613,503 (74,321,794)
Balance (in shares) at Jun. 30, 2023 54,812,248 54,812,248    
Stock based compensation $ 66,684   66,684  
Capital issued for financing 1,088,528 $ 35,153 1,053,375  
Capital issued for financing (in shares)   3,515,257    
Capital issued for payment of interest 160,413 $ 5,531 154,882  
Capital issued for payment of interest (in shares)   553,141    
Net loss (2,074,160)     (2,074,160)
Balance at Sep. 30, 2023 $ 42,081,298 $ 588,808 $ 117,888,444 $ (76,395,954)
Balance (in shares) at Sep. 30, 2023 58,880,646 58,880,646    
v3.23.3
Condensed Consolidated Interim Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended 12 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Jun. 30, 2023
Statement of Cash Flows [Abstract]      
Net Loss $ (2,074,160) $ (1,840,216)  
Adjustments to reconcile net loss to net cash used in operations:      
Depreciation 342 486  
Stock based compensation 66,684 117,826  
Amortization of debt issuance costs 4,862 15,201  
Interest expense 127,359 81,989  
Accretion expense 110,559 111,561 $ 446,245
Settlement of asset retirement obligations (30,000) (30,000)  
Effect of changes in operating working capital items:      
(Increase)/Decrease in prepaid expenses (15,573) 397,850  
Increase/(Decrease) in accounts payable 910,607 (67,403)  
Cash used in operating activities (899,320) (1,212,706)  
Cash flows from financing activities:      
Capital issued for financing, net of share issuance costs 1,088,528    
Cash provided by financing activities 1,088,528    
Change in cash during period 189,208 (1,212,706)  
Cash at beginning of period 824,920 2,484,156 2,484,156
Cash at end of period $ 1,014,128 $ 1,271,450 $ 824,920
v3.23.3
Description of Business and Summary of Significant Accounting Policies
3 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Description of Business and Summary of Significant Accounting Policies

Note 1. Description of Business and Summary of Significant Accounting Policies

Paramount Gold Nevada Corp. (the “Company” or “Paramount”), incorporated under Chapter 78 of Nevada Revised Statutes, and its wholly-owned subsidiaries are engaged in the acquisition, exploration and development of precious metal properties. The Company’s wholly owned subsidiaries include New Sleeper Gold LLC, Sleeper Mining Company, LLC, and Calico Resources USA Corp (“Calico”). The Company is in the process of exploring its mineral properties in Nevada and Oregon, United States. The Company’s activities are subject to significant risks and uncertainties, including the risk of failing to secure additional funding to advance its projects and the risks of determining whether these properties contain reserves that are economically recoverable. The Company’s shares of common stock trade on the NYSE American LLC under the symbol “PZG”.

Basis of Presentation and Preparation

The unaudited condensed consolidated interim financial statements are prepared by management in accordance with accounting principles for interim financial information and Article 10 of Regulation S-X. Accordingly, they do not include all of the disclosures required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. In the opinion of management, all the normal and recurring adjustments necessary to fairly present the interim financial information set forth herein have been included.

The condensed consolidated interim financial statements have been prepared on an accrual basis of accounting, in conformity with U.S. GAAP, are presented in US dollars and follow the same accounting policies and methods of their application as the most recent annual financial statements. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. The condensed consolidated interim financial statements should be read in conjunction with the consolidated financial statements and related footnotes for the year ended June 30, 2023.

Significant Accounting Policies

Please see Note 1- Description of Business and Summary of Significant Accounting Policies contained in the 2023 10-K.

v3.23.3
Going Concern
3 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Going Concern

Note 2. Going Concern

The Company has not generated any revenues or cash flows from operations to date. As such the Company is subject to all the risks associated with development stage companies. Since inception, the Company has incurred losses and negative cash flows from operating activities which have been funded from the issuance of common stock, convertible notes, note payable and the sale of royalties on its mineral properties. The Company does not expect to generate positive cash flows from operating activities in the near future, if at all, until such time it successfully initiates production at its Grassy Mountain Project, including obtaining construction financing, completing the construction of the proposed mine and anticipates incurring operating losses for the foreseeable future.

The Consolidated Financial Statements of the Company have been prepared on a “going concern” basis, which means that the continuation of the Company is presumed even though events and conditions exist that, when considered in aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is possible that the Company will be required to adversely change its current business plan or may be unable to meet its obligations as they become due within one year after the date that these financial statements were issued.

Paramount expects to continue to incur losses as a result of costs and expenses related to maintaining its properties and general and administrative expenses. Since 2015, the Company has relied on equity financings, debt financings and sale of royalties to fund its operations and the Company expects to rely on these forms of financing to fund operations into the near future. The Company will also continue to identify ways to reduce its cash expenditures.

Paramount’s current business plan requires working capital to fund non-discretionary expenditures for its exploration and development activities on its mineral properties, mineral property holding costs and general and administrative expenses. It also requires approximately $6.0 million in capital to repay the 2019 convertible notes and the note payable to Seabridge, which become due in September 2024 and November 2023, respectively. It also requires approximately $2.6 million to complete evaporation pond conversions as part of its reclamation and environmental obligations at its Sleeper Gold Project.

Subsequent to November 9, 2023, the Company expects to fund operations as follows:

Existing cash on hand and working capital.
The existing ATM with Cantor Fitzgerald & Co. and Canaccord Genuity LLC.
Insurance proceeds to fund reclamation and environmental obligations at its Sleeper Gold Project.
Other debt, equity financings and sale of royalties.

Historically, we have been successful in accessing capital through equity and debt financing arrangements or by the sale of royalties on its mineral properties, no assurance can be given that additional financing will be available to it in amounts sufficient to meet its needs, or on terms acceptable to the Company. In the event that we are unable to obtain additional capital or financing, our operations, exploration and development activities will be significantly adversely affected. The continuation of the Company as a going concern is dependent on having sufficient capital to maintain our operations and to repay debt which become due in November 2023 and September 2024. In considering our financing plans and our current working capital position the Company believes there is substantial doubt about its ability to continue as a going concern twelve months after the date that our financial statements are issued.

v3.23.3
Fair Value Measurements
3 Months Ended
Sep. 30, 2023
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 3. Fair Value Measurements

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization with the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:

The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

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 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3 Inputs that are both significant to the fair value measurement and unobservable.

Financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Our financial instruments include cash, accounts payable, accrued liabilities, notes payable and convertible debt. Due to their short maturity of our cash, accounts payable, notes payable and accrued liabilities, we believe that their carrying amounts approximate fair value as of September 30, 2023 and 2022. The carrying amount of convertible debt approximates fair value as the interest rate charged represents a market rate of interest.

v3.23.3
Non-Cash Transactions
3 Months Ended
Sep. 30, 2023
Nonmonetary Transactions [Abstract]  
Non-Cash Transactions

Note 4. Non-Cash Transactions

For the three months ended September 30, 2023, the Company issued 553,141 shares of common stock for payment of interest accrued on its outstanding 2019 Convertible Notes with a fair value of $160,413.

For the three months ended September 30, 2022, the Company issued 341,297 shares of common stock for payment of interest accrued on its outstanding 2019 Convertible Notes with a fair value of $160,413.

v3.23.3
Capital Stock
3 Months Ended
Sep. 30, 2023
Equity [Abstract]  
Capital Stock

Note 5. Capital Stock

Authorized Capital

Authorized capital stock consists of 200,000,000 common shares with par value of $0.01 per common share (June 30, 2023200,000,000 common shares with par value $0.01 per common share).

For the three months ended September 30, 2023, the Company issued 3,515,257 shares of common stock from its ATM program for net proceeds of $1,088,527 and issued 553,141 shares of common stock for payment of interest accrued (Note 6) with a fair value of $160,413.

For the three months ended September 30, 2022, the Company issued 341,297 shares of common stock for payment of interest accrued (Note 6) with a fair value of $160,413.

Stock Options, Restricted Stock Units and Stock Based Compensation

Paramount’s 2015 and 2016 Stock Incentive and Compensation Plans, which are stockholder-approved, permits the grant of stock options, restricted stock units and stock to its employees and directors for up to 3.5 million shares of common stock.

Total stock-based compensation for the three months ended September 30, 2023 and 2022 were $66,684 and $117,826, respectively.

Stock Options

Stock option awards are generally granted with an exercise price equal to the market price of Paramount’s stock at the date of grant and have contractual lives of 5 years. To better align the interests of its key executives, employees and directors with those of its shareholders a significant portion of those share option awards will vest contingent upon meeting certain stock price appreciation performance goals and other performance conditions. Option and share awards provide for accelerated vesting if there is a change in control (as defined in the Stock Incentive and Compensation Plans).

For the three months ended September 30, 2023, the Company did not grant stock options (2022 – 50,000).

The fair value for these options were calculated using the Black-Scholes option valuations method. The weighted average assumptions used were as follows:

 

 

 

Three Months Ended September 30, 2023

 

Three Months Ended September 30, 2022

 

Weighted average risk-free interest rate

 

N/A

 

 

2.79

%

Weighted-average volatility

 

N/A

 

 

58

%

Expected dividends

 

N/A

 

0

 

Weighted average expected term (years)

 

N/A

 

5

 

Weighted average fair value

 

N/A

 

$

0.19

 

For the three months ended September 30, 2023, share-based compensation expense relating to service condition options and performance condition options was $nil and $1,564, respectively (2022 -$11,084 and $3,648).

A summary of stock option activity under the Stock Incentive and Compensation Plans as of September 30, 2023 is presented below:

Options

 

Options

 

 

Weighted
Average
Exercise
Price

 

 

Weighted-
Average Remaining
Contractual Term (Years)

 

 

Aggregate
Intrinsic
Value

 

Outstanding at June 30, 2022

 

 

1,808,995

 

 

$

1.14

 

 

 

2.42

 

 

$

 

Granted

 

 

50,000

 

 

 

0.60

 

 

 

4.00

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited or expired

 

 

(453,995

)

 

 

1.37

 

 

 

 

 

 

 

Outstanding at June 30, 2023

 

 

1,405,000

 

 

$

1.05

 

 

 

2.06

 

 

$

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited or expired

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at September 30, 2023

 

 

1,405,000

 

 

$

1.05

 

 

 

1.81

 

 

$

 

Exercisable at September 30, 2023

 

 

946,664

 

 

$

1.05

 

 

 

1.88

 

 

$

 

 

A summary of the status of Paramount’s non-vested options at September 30, 2023 is presented below:

 

Non-vested Options

 

Options

 

 

Weighted-
Average
Grant-
Date Fair Value

 

Non-vested at June 30, 2022

 

 

657,333

 

 

$

0.55

 

Granted

 

 

50,000

 

 

 

0.19

 

Vested

 

 

(95,002

)

 

 

0.41

 

Forfeited or expired

 

 

(153,995

)

 

 

0.82

 

Non-vested at June 30, 2023

 

 

458,336

 

 

$

0.47

 

Granted

 

 

 

 

 

 

Vested

 

 

 

 

 

 

Forfeited or expired

 

 

 

 

 

 

Non-vested at September 30, 2023

 

 

458,336

 

 

$

0.47

 

 

As of September 30, 2023, there was approximately $6,610 of unamortized stock-based compensation expense related to non-vested stock options outstanding. The expenses are expected to be recognized over a weighted-average period of 1.35 years. The total fair value of stock based compensation that vested related to outstanding stock options during the three months ended September 30, 2023 and 2022, was nil and nil, respectively.

Restricted Stock Units ("RSUs")

RSUs are awards for service and performance which upon vesting and settlement entitle the recipient to receive one common share of the Company's Common Stock for no additional consideration, for each RSU held.

For the three months ended September 30, 2023 and 2022, there were no RSUs granted by the Company.

For the three months ended September 30, 2023, share-based compensation expenses related to service condition RSUs and performance condition RSUs was $43,493 and $21,627, respectively (2022 - $39,019 and $64,076)

A summary of RSUs activity is summarized as follows:

 

Restricted Share Unit Activity

 

Outstanding RSUs

 

 

Weighted average grant date fair value

 

Outstanding at June 30, 2022

 

 

701,000

 

 

$

0.65

 

Granted

 

 

630,000

 

 

 

0.30

 

Vested

 

 

(350,500

)

 

 

0.65

 

Forfeited

 

 

 

 

 

 

Outstanding at June 30, 2023

 

 

980,500

 

 

$

0.43

 

Granted

 

 

 

 

 

 

Vested

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

Outstanding at September 30, 2023

 

 

980,500

 

 

$

0.43

 

 

As of September 30, 2023, there was approximately $105,284 of unamortized stock-based compensation expense related to outstanding RSUs. The expenses are expected to be recognized over the remaining weighted-average vesting periods of 0.9 years.

v3.23.3
Convertible Debt
3 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Convertible Debt

Note 6. Convertible Debt

 

 

Debt

 

 

 

September 30, 2023

 

 

June 30, 2023

 

Current

 

Non-Current

 

Current

 

Non-Current

 

2019 Secured Convertible Notes

$

4,169,690

 

 

 

$

 

$

4,277,690

 

Less: unamortized discount and issuance costs

 

 

 

 

 

 

 

(4,862

)

 

$

4,169,690

 

$

 

$

 

$

4,272,828

 

 

In September 2019, the Company completed a private offering of 5,478 Senior Secured Convertible Notes (“2019 Convertible Notes”) at $975 per $1,000 face amount due in 2023. Each 2019 Convertible Note will bear an interest rate of 7.5% per annum, payable semi-annually. During period ended September 30, 2023, the maturity of the 2019 Convertible Notes was extended to the earlier of

September 30, 2024 or the date of funding of the transaction contemplated by a non-binding term sheet between the Company and Sprott Resource and Streaming Royalty Corp and the annual interest rate increased to 12% commencing on October 1, 2023. As of September 30, 2023, the effective interest rate of the 2019 Convertible Notes is 9.24%. The principal amount of the 2019 Convertible Notes will be convertible at a price of $1.00 per share of Paramount common stock. Unamortized discount and issuance costs of $275,883 will be amortized as an additional interest expense over the four year term of the 2019 Convertible Notes. For the three months ended September 30, 2023 and 2022, the Company amortized $4,862 and $15,201 of discount and issuance costs. At any point after the second anniversary of the issuance of the convertible notes, Paramount may force conversion if the share price of its common stock remains above $1.75 for 20 consecutive trading days. The convertible notes are secured by a lien on all assets of the Company and the Company is required to maintain a cash balance of $250,000. At September 30, 2023, the cash covenant was met by the Company.

During the three months ended September 30, 2023, there were no conversions of 2019 Convertible Notes to common stock of the Company.

As of September 30, 2023, there were 4,170 (2022 - 4278) notes outstanding of which 3,510 (2022 -3,618) were held by third parties and 660 (2022 - 660) were held by related parties. Of the notes held by related parties 250 were held by a director of the Company and 410 were held by and affiliated shareholder.

v3.23.3
Notes Payable, Related Party
3 Months Ended
Sep. 30, 2023
Notes Payable [Abstract]  
Notes Payable, Related Party

Note 7. Notes Payable, Related Party

On December 9, 2022, the Company issued a Bridge Promissory Note (the "Note") to Seabridge, an entity affiliated with the Chairman of our Board of Directors, Rudi Fronk, and an owner of approximately 4.6% of our outstanding common stock, pursuant to which the Company may borrow, in one or more advances, the principal amount of up to $1,500,000 (the "Loan"). The Loan bears interest at a per annum rate of 12%, payable upon maturity or prepayment, and matures on the earlier of November 30, 2023 or the date of funding of transaction as described below. The Company has the right to prepay the Loan, in whole or in part, at any time without penalty.

At September 30, 2023, the balance of the loan including accrued interest was $1,624,767.

During the period ended September 30, 2023, an agreement between the Company and Seabridge was reached to extend the maturity of the Note to the earlier of November 30, 2023 or the date of funding of the transaction contemplated by a non-binding term sheet between the Company and Sprott Resource and Streaming Royalty Corp and increase the per annum interest rate of the Loan to 13% commencing on October 1, 2023.

v3.23.3
Mineral Properties
3 Months Ended
Sep. 30, 2023
Mineral Industries Disclosures [Abstract]  
Mineral Properties

Note 8. Mineral Properties

The Company has capitalized acquisition costs on mineral properties as follows:

 

 

September 30, 2023

 

 

June 30, 2023

 

Sleeper and other Nevada based Projects

 

$

28,172,533

 

 

$

28,172,533

 

Grassy Mountain and other Oregon based Projects

 

 

23,285,728

 

 

 

23,285,728

 

 

 

$

51,458,261

 

 

$

51,458,261

 

Sleeper:

Sleeper is located in Humboldt County, Nevada, approximately 26 miles northwest of the town of Winnemucca.

Grassy Mountain:

The Grassy Mountain Project is located in Malheur County, Oregon, approximately 22 miles south of Vale, Oregon, and roughly 70 miles west of Boise, Idaho.

Impairment of Mineral Properties

The Company reviews and evaluates its long-lived assets for impairment on an annual basis or more frequently when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. For the three months ended September 30, 2023 and 2022, no events or changes in circumstance are believed to have impacted recoverability of the Company’s long-lived assets. Accordingly, it was determined that no interim impairment was necessary.

v3.23.3
Reclamation and Environmental
3 Months Ended
Sep. 30, 2023
Environmental Remediation Obligations [Abstract]  
Reclamation and Environmental

Note 9. Reclamation and Environmental

Reclamation and environmental costs are based principally on legal requirements. Management estimates costs associated with reclamation of mineral properties and properties under mine closure. On an ongoing basis the Company evaluates its estimates and assumptions; however, actual amounts could differ from those based on estimates and assumptions.

The Company has posted several cash bonds as financial security to satisfy reclamation requirements. The balance of posted cash reclamation bonds at September 30, 2023 is $546,176 (June 30, 2023 - $546,176).

Paramount is responsible for managing the reclamation activities from the previous mine operations at the Sleeper Gold Mine as directed by the BLM and the Nevada State Department of Environmental Protection (“NDEP”). Paramount has estimated the undiscounted reclamation costs for existing disturbances at the Sleeper Gold Project required by the BLM to be $3,725,110. These costs are expected to be incurred between the calendar years 2023 and 2060. At September 30, 2023, Paramount has also estimated undiscounted reclamation cost as required by the NDEP to be $4,600,515. These costs include on-going monitoring and new requests from the NDEP to convert three processing ponds from the historical operations to evaporation cell ponds by the end of calendar year 2023. These costs are expected to be incurred between calendar years 2023 and 2039. The sum of expected costs by year are discounted using the Company’s credit adjusted risk free interest rate from the time it expects to pay for the reclamation to the time it incurs the obligation. The asset retirement obligation for the Sleeper Gold Project recorded on the balance sheet is equal to the present value of the estimated reclamation costs as required by both the BLM and NDEP.

The following variables were used in the calculation for the periods ending September 30, 2023 and June 30, 2023:

 

 

 

Three Months Ended
September 30, 2023

 

 

Year Ended June 30, 2023

 

Weighted-average credit adjusted risk free rate

 

 

9.93

%

 

 

9.93

%

Weighted-average inflation rate

 

 

2.49

%

 

 

2.49

%

 

Changes to the Company’s reclamation and environmental costs for the Sleeper Gold Mine for the three month period ended September 30, 2023 and the year ended June 30, 2023 are as follows:

 

 

 

Three Months Ended
September 30, 2023

 

 

Year Ended June 30, 2023

 

Balance at beginning of period

 

$

4,436,902

 

 

$

4,475,270

 

Accretion expense

 

 

110,559

 

 

 

446,245

 

Additions and change in estimates

 

 

 

 

 

(364,612

)

Settlements

 

 

(30,000

)

 

 

(120,001

)

Balance at end of period

 

$

4,517,461

 

 

$

4,436,902

 

 

The balance of the reclamation and environmental obligation of $4,517,461 at September 30, 2023 (June 30, 2023 -$4,436,902) is comprised of a current portion of $2,560,515 (June 30, 2023 -$2,560,515) and a non-current portion of $1,956,946 (June 30, 2023 - $1,876,387).

The Company recorded an accretion expense for the three month period ended September 30, 2023 of $110,559 (2022 - $111,561).

v3.23.3
Other Income
3 Months Ended
Sep. 30, 2023
Component of Operating Income [Abstract]  
Other Income

Note 10. Other Income

The Company’s other income details for the three months ended September 30, 2023 and 2022 were as follows:

 

 

Three Months Ended
September 30, 2023

 

 

Three Months Ended
September 30, 2022

 

Re-imbursement of reclamation costs

 

$

75,802

 

 

$

-

 

Leasing of water rights to third party

 

 

6,095

 

 

 

5,975

 

Restitution payment

 

 

3,785

 

 

 

 

Total

 

$

85,682

 

 

$

5,975

 

v3.23.3
Segmented Information
3 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Segmented Information

Note 11. Segmented Information

Segmented information has been compiled based on the material mineral properties in which the Company performs exploration activities.

Expenses by material project for the three months ended September 30, 2023:

 

 

 

 

 

 

 

 

 

Exploration and Development Expenses

 

 

Land Holding Costs

 

Sleeper Gold Project and other Nevada based Projects

 

$

937,567

 

 

$

118,765

 

Grassy Mountain Project and other Oregon based Projects

 

 

322,226

 

 

 

38,378

 

 

 

$

1,259,793

 

 

$

157,143

 

Expenses by material project for the three months ended September 30, 2022:

 

 

 

 

 

 

 

 

 

Exploration and Development Expenses

 

 

Land Holding Costs

 

Sleeper Gold Project and other Nevada based Projects

 

$

441,344

 

 

$

122,677

 

Grassy Mountain Project and other Oregon based Projects

 

 

398,250

 

 

 

38,378

 

 

 

$

839,594

 

 

$

161,055

 

 

Carrying values of mineral properties by material projects:

 

 

As of September 30, 2023

 

 

As of June 30, 2023

 

Sleeper Gold Project and other Nevada based Projects

 

$

28,172,533

 

 

$

28,172,533

 

Grassy Mountain Project and other Oregon based Projects

 

 

23,285,728

 

 

 

23,285,728

 

 

 

$

51,458,261

 

 

$

51,458,261

 

Additional operating expenses incurred by the Company are treated as corporate overhead with the exception of accretion expense which is discussed in Note 9.

v3.23.3
Commitments and Contingencies
3 Months Ended
Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 12. Commitments and Contingencies

Other Commitments

Paramount has an agreement to acquire 44 mining claims (“Cryla Claims”) covering 589 acres located immediately to the west of the proposed Grassy Mountain site from Cryla LLC. Paramount is obligated to make annual lease payments of $60,000 per year until 2033 with an option to purchase the Cryla Claims for $560,000 at any time. The term of the agreement is 25 years and commenced in 2018. In the event Paramount exercises its option to acquire the Cryla Claims, all annual payments shall be credited against a production royalty that will be based on a prevailing price of the metals produced from the Cryla Claims. The royalty rate ranges between 2% and 4% based on the daily price of gold. The agreement with Cryla can be terminated by Paramount at any time. All lease payments under the agreement are up-to-date and no other payments were made during the three month period ended September 30, 2023. The Cryla Claims are without known mineral reserves and there is no current exploratory work being performed.

Paramount has an agreement with Nevada Select Royalty to purchase 100% of the Frost Project, which consists of 40 mining claims located approximately 12 miles west of its Grassy Mountain Project. A total consideration of $250,000 payable to Nevada Select will be based on certain events over time. Nevada Select will retain a 2% NSR on the Frost Claims and Paramount has the right to reduce the NSR to 1% for a payment of $1 million. For the three month period ended September 30, 2023, all required payments under the agreement are up-to-date. The Frost Claims are without known mineral reserves.

The Company has an agreement with Nevada Select to purchase the Bald Peak mining claims in the States of Nevada and California for a total consideration of $300,000. Payments under the agreement will be based on achieving certain events over time. Upon signing the agreement Paramount made a payment to Nevada Select of $20,000. During the three month period ended September 30, 2023, a payment was made to Nevada Select for $30,000 after the Company received a drill permit from the US Forestry Service. All payments under the agreement are up to date as of September 30, 2023. The Bald Peak Claims are without known mineral reserves.

Seabridge Gold Inc. ("Seabridge") holds a Net Profit Interest ("NPI") put option in which during the 30-day period immediately following the day that the Company has delivered notice to Seabridge that a positive production decision has been made and construction financing has been secured with respect to the Grassy Mountain Project, Seabridge may cause the Company to purchase the NPI for CDN$10,000,000. If Seabridge exercises the right to cause the Company to purchase the NPI, the Company would likely need to seek additional equity or other financing to fund the purchase, which financing may not be available to the Company on

favorable terms or at all. As of September 30, 2023, Seabridge holds approximately 4.6% of the outstanding common stock of the Company and three members of Paramount's board of directors are either officers or directors of Seabridge.
v3.23.3
Subsequent Events
3 Months Ended
Sep. 30, 2023
Subsequent Events [Abstract]  
Subsequent Events

Note 13. Subsequent Events

Subsequent to the period end, the Company sold 119,348 shares under its ATM program for gross proceeds of $38,679.

v3.23.3
Description of Business and Summary of Significant Accounting Policies (Policies)
3 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Basis of Presentation and Preparation

Basis of Presentation and Preparation

The unaudited condensed consolidated interim financial statements are prepared by management in accordance with accounting principles for interim financial information and Article 10 of Regulation S-X. Accordingly, they do not include all of the disclosures required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. In the opinion of management, all the normal and recurring adjustments necessary to fairly present the interim financial information set forth herein have been included.

The condensed consolidated interim financial statements have been prepared on an accrual basis of accounting, in conformity with U.S. GAAP, are presented in US dollars and follow the same accounting policies and methods of their application as the most recent annual financial statements. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. The condensed consolidated interim financial statements should be read in conjunction with the consolidated financial statements and related footnotes for the year ended June 30, 2023.

Significant Accounting Policies

Significant Accounting Policies

Please see Note 1- Description of Business and Summary of Significant Accounting Policies contained in the 2023 10-K.

v3.23.3
Capital Stock (Tables)
3 Months Ended
Sep. 30, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Summary of Stock Option Activity Under Stock Incentive and Compensation Plans

A summary of stock option activity under the Stock Incentive and Compensation Plans as of September 30, 2023 is presented below:

Options

 

Options

 

 

Weighted
Average
Exercise
Price

 

 

Weighted-
Average Remaining
Contractual Term (Years)

 

 

Aggregate
Intrinsic
Value

 

Outstanding at June 30, 2022

 

 

1,808,995

 

 

$

1.14

 

 

 

2.42

 

 

$

 

Granted

 

 

50,000

 

 

 

0.60

 

 

 

4.00

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited or expired

 

 

(453,995

)

 

 

1.37

 

 

 

 

 

 

 

Outstanding at June 30, 2023

 

 

1,405,000

 

 

$

1.05

 

 

 

2.06

 

 

$

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited or expired

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at September 30, 2023

 

 

1,405,000

 

 

$

1.05

 

 

 

1.81

 

 

$

 

Exercisable at September 30, 2023

 

 

946,664

 

 

$

1.05

 

 

 

1.88

 

 

$

 

Summary of Status of Non-Vested Options

A summary of the status of Paramount’s non-vested options at September 30, 2023 is presented below:

 

Non-vested Options

 

Options

 

 

Weighted-
Average
Grant-
Date Fair Value

 

Non-vested at June 30, 2022

 

 

657,333

 

 

$

0.55

 

Granted

 

 

50,000

 

 

 

0.19

 

Vested

 

 

(95,002

)

 

 

0.41

 

Forfeited or expired

 

 

(153,995

)

 

 

0.82

 

Non-vested at June 30, 2023

 

 

458,336

 

 

$

0.47

 

Granted

 

 

 

 

 

 

Vested

 

 

 

 

 

 

Forfeited or expired

 

 

 

 

 

 

Non-vested at September 30, 2023

 

 

458,336

 

 

$

0.47

 

Summary of RSUs Activity

A summary of RSUs activity is summarized as follows:

 

Restricted Share Unit Activity

 

Outstanding RSUs

 

 

Weighted average grant date fair value

 

Outstanding at June 30, 2022

 

 

701,000

 

 

$

0.65

 

Granted

 

 

630,000

 

 

 

0.30

 

Vested

 

 

(350,500

)

 

 

0.65

 

Forfeited

 

 

 

 

 

 

Outstanding at June 30, 2023

 

 

980,500

 

 

$

0.43

 

Granted

 

 

 

 

 

 

Vested

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

Outstanding at September 30, 2023

 

 

980,500

 

 

$

0.43

 

Black-Scholes option valuation model  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Schedule of Fair Value of Options Calculated Using Black-Scholes Option Valuations Method

The fair value for these options were calculated using the Black-Scholes option valuations method. The weighted average assumptions used were as follows:

 

 

 

Three Months Ended September 30, 2023

 

Three Months Ended September 30, 2022

 

Weighted average risk-free interest rate

 

N/A

 

 

2.79

%

Weighted-average volatility

 

N/A

 

 

58

%

Expected dividends

 

N/A

 

0

 

Weighted average expected term (years)

 

N/A

 

5

 

Weighted average fair value

 

N/A

 

$

0.19

 

v3.23.3
Convertible Debt (Tables)
3 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Summary of Convertible Debt

 

Debt

 

 

 

September 30, 2023

 

 

June 30, 2023

 

Current

 

Non-Current

 

Current

 

Non-Current

 

2019 Secured Convertible Notes

$

4,169,690

 

 

 

$

 

$

4,277,690

 

Less: unamortized discount and issuance costs

 

 

 

 

 

 

 

(4,862

)

 

$

4,169,690

 

$

 

$

 

$

4,272,828

 

v3.23.3
Mineral Properties (Tables)
3 Months Ended
Sep. 30, 2023
Mineral Industries Disclosures [Abstract]  
Capitalized Acquisition Costs on Mineral Properties

The Company has capitalized acquisition costs on mineral properties as follows:

 

 

September 30, 2023

 

 

June 30, 2023

 

Sleeper and other Nevada based Projects

 

$

28,172,533

 

 

$

28,172,533

 

Grassy Mountain and other Oregon based Projects

 

 

23,285,728

 

 

 

23,285,728

 

 

 

$

51,458,261

 

 

$

51,458,261

 

v3.23.3
Reclamation and Environmental (Tables)
3 Months Ended
Sep. 30, 2023
Environmental Remediation Obligations [Abstract]  
Schedule of Variables of Weighted Average

The following variables were used in the calculation for the periods ending September 30, 2023 and June 30, 2023:

 

 

 

Three Months Ended
September 30, 2023

 

 

Year Ended June 30, 2023

 

Weighted-average credit adjusted risk free rate

 

 

9.93

%

 

 

9.93

%

Weighted-average inflation rate

 

 

2.49

%

 

 

2.49

%

Changes to Reclamation and Environmental Costs

Changes to the Company’s reclamation and environmental costs for the Sleeper Gold Mine for the three month period ended September 30, 2023 and the year ended June 30, 2023 are as follows:

 

 

 

Three Months Ended
September 30, 2023

 

 

Year Ended June 30, 2023

 

Balance at beginning of period

 

$

4,436,902

 

 

$

4,475,270

 

Accretion expense

 

 

110,559

 

 

 

446,245

 

Additions and change in estimates

 

 

 

 

 

(364,612

)

Settlements

 

 

(30,000

)

 

 

(120,001

)

Balance at end of period

 

$

4,517,461

 

 

$

4,436,902

 

v3.23.3
Other Income (Tables)
3 Months Ended
Sep. 30, 2023
Component of Operating Income [Abstract]  
Other Income Details

The Company’s other income details for the three months ended September 30, 2023 and 2022 were as follows:

 

 

Three Months Ended
September 30, 2023

 

 

Three Months Ended
September 30, 2022

 

Re-imbursement of reclamation costs

 

$

75,802

 

 

$

-

 

Leasing of water rights to third party

 

 

6,095

 

 

 

5,975

 

Restitution payment

 

 

3,785

 

 

 

 

Total

 

$

85,682

 

 

$

5,975

 

v3.23.3
Segmented Information (Tables)
3 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Schedule of Expenses by Material Project and Carrying Values of Mineral Properties by Material Projects

Expenses by material project for the three months ended September 30, 2023:

 

 

 

 

 

 

 

 

 

Exploration and Development Expenses

 

 

Land Holding Costs

 

Sleeper Gold Project and other Nevada based Projects

 

$

937,567

 

 

$

118,765

 

Grassy Mountain Project and other Oregon based Projects

 

 

322,226

 

 

 

38,378

 

 

 

$

1,259,793

 

 

$

157,143

 

Expenses by material project for the three months ended September 30, 2022:

 

 

 

 

 

 

 

 

 

Exploration and Development Expenses

 

 

Land Holding Costs

 

Sleeper Gold Project and other Nevada based Projects

 

$

441,344

 

 

$

122,677

 

Grassy Mountain Project and other Oregon based Projects

 

 

398,250

 

 

 

38,378

 

 

 

$

839,594

 

 

$

161,055

 

 

Carrying values of mineral properties by material projects:

 

 

As of September 30, 2023

 

 

As of June 30, 2023

 

Sleeper Gold Project and other Nevada based Projects

 

$

28,172,533

 

 

$

28,172,533

 

Grassy Mountain Project and other Oregon based Projects

 

 

23,285,728

 

 

 

23,285,728

 

 

 

$

51,458,261

 

 

$

51,458,261

 

Additional operating expenses incurred by the Company are treated as corporate overhead with the exception of accretion expense which is discussed in Note 9.

v3.23.3
Going Concern - Additional Information (Details)
$ in Millions
3 Months Ended
Sep. 30, 2023
USD ($)
Product Information [Line Items]  
2019 Secured Convertible Notes, Non-Current $ 6.0
Sleeper Gold Project  
Product Information [Line Items]  
Reclamation and environmental obligations $ 2.6
v3.23.3
Non-Cash Transactions - Additional Information (Details) - Interest Accrued - USD ($)
3 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Nonmonetary Transaction [Line Items]    
Number of shares issued 553,141 341,297
Fair value of shares issued $ 160,413 $ 160,413
v3.23.3
Capital Stock - Additional Information (Details) - USD ($)
3 Months Ended 12 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Jun. 30, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Capital stock, shares authorized 200,000,000   200,000,000
Capital stock, par value $ 0.01   $ 0.01
Options, Granted     50,000
Stock based compensation $ 66,684 $ 117,826  
Total unamortized compensation cost related to non-vested share based compensation $ 6,610    
Expected weighted-average period of unrecognized compensation cost 1 year 4 months 6 days    
Total fair value of share based compensation arrangements vested $ 0 0  
Restricted Stock Units (RSUs)      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Total unamortized compensation cost related to non-vested share based compensation $ 105,284    
Expected weighted-average period of unrecognized compensation cost 10 months 24 days    
Restricted stock units, Granted 0   630,000
Service Condition      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock based compensation $ 0 11,084  
Service Condition | Restricted Stock Units (RSUs)      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock based compensation 43,493 39,019  
Performance Condition      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock based compensation 1,564 3,648  
Performance Condition | Restricted Stock Units (RSUs)      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock based compensation $ 21,627 $ 64,076  
Senior Management      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Options, Granted 0 50,000  
2015 and 2016 Stock Incentive and Compensation Plans      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Weighted average remaining contractual term (in years), grants 5 years    
2015 and 2016 Stock Incentive and Compensation Plans | Maximum      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Number of options and shares available for grant to employees and directors 3,500,000    
Shares Average Price of $1.16      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Aggregate number of units issued (in shares) 3,515,257    
Net proceeds from issuance of common stock and warrants $ 1,088,527    
Accrued Interest      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Aggregate number of units issued (in shares) 553,141 341,297  
Fair value of shares issued $ 160,413 $ 160,413  
v3.23.3
Capital Stock - Schedule of Fair Value of Options Calculated Using Black-Scholes Option Valuations Method (Details) - Black-Scholes option valuation model
3 Months Ended
Sep. 30, 2022
$ / shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Weighted average risk-free interest rate 2.79%
Weighted-average volatility 58.00%
Expected dividends $ 0
Weighted average expected term (years) 5 years
Weighted average fair value $ 0.19
v3.23.3
Capital Stock - Summary of Stock Option Activity Under Stock Incentive and Compensation Plans (Details) - $ / shares
3 Months Ended 12 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Jun. 30, 2022
Shares [Abstract]      
Options, Granted   50,000  
Stock Options      
Shares [Abstract]      
Options, Outstanding, Beginning balance 1,405,000 1,808,995  
Options, Granted   50,000  
Options, Forfeited or expired   (453,995)  
Options, Outstanding, Ending balance 1,405,000 1,405,000 1,808,995
Options, Exercisable at March 31, 2023 946,664    
Weighted-Average Exercise Price [Abstract]      
Weighted Average Exercise Price, Options, Outstanding, Beginning balance $ 1.05 $ 1.14  
Weighted Average Exercise Price, Options, Granted   0.6  
Weighted Average Exercise Price, Options, Forfeited or expired   1.37  
Weighted Average Exercise Price, Options, Outstanding, Ending balance 1.05 $ 1.05 $ 1.14
Weighted Average Exercise Price, Options, Exercisable at March 31, 2023 $ 1.05    
Weighted Average Remaining Contractual Term (Years), Options, Outstanding 1 year 9 months 21 days 2 years 21 days 2 years 5 months 1 day
Weighted Average Remaining Contractual Term (Years), Options, Granted   4 years  
Weighted Average Remaining Contractual Term (Years), Options, Exercisable at March 31, 2023 1 year 10 months 17 days    
v3.23.3
Capital Stock - Summary of Status of Non-Vested Options (Details) - $ / shares
3 Months Ended 12 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Options [Abstract]    
Non-vested Options, Beginning balance 458,336 657,333
Non-vested Options, Granted   50,000
Non-vested Options, Vested   (95,002)
Non-vested Options, Forfeited or expired   (153,995)
Non-vested Options, Ending balance 458,336 458,336
Weighted-Average Grant-Date Fair Value [Abstract]    
Non-vested Weighted Average Grant Date Fair Value, Beginning balance $ 0.47 $ 0.55
Non-vested Weight Average Grant Date Fair Value, Granted   0.19
Non-vested Weighted Average Grant Date Fair Value, Vested   0.41
Non-vested Weighted Average Grant Date Fair Value, Forfeited or expired   0.82
Non-vested Weighted Average Grant Date Fair Value, Ending balance $ 0.47 $ 0.47
v3.23.3
Capital Stock - Summary of RSUs Activity (Details) - Restricted Stock Units (RSUs) - $ / shares
3 Months Ended 12 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Outstanding RSUs, Beginning Balance 980,500 701,000
Outstanding RSUs, Granted 0 630,000
Outstanding RSUs, Vested   350,500
Outstanding RSUs, Ending Balance 980,500 980,500
Outstanding RSUs, Weighted average grant date fair value, Beginning Balance $ 0.43 $ 0.65
Outstanding RSUs, Weighted average grant date fair value, Granted 0 0.3
Outstanding RSUs, Weighted average grant date fair value, Vested   0.65
Outstanding RSUs, Weighted average grant date fair value, Ending Balance $ 0.43 $ 0.43
v3.23.3
Convertible Debt - Summary of Convertible Debt (Details) - USD ($)
Sep. 30, 2023
Jun. 30, 2023
Debt Instrument [Line Items]    
2019 Secured Convertible Notes, Non-Current $ 6,000,000  
2019 Secured Convertible Notes    
Debt Instrument [Line Items]    
2019 Secured Convertible Notes, Current 4,169,690  
Current Debt $ 4,169,690  
2019 Secured Convertible Notes, Non-Current   $ 4,277,690
Less: unamortized discount and issuance costs, Non-Currrent   (4,862)
Non-Current Debt   $ 4,272,828
v3.23.3
Convertible Debt - Additional Information (Details)
1 Months Ended 3 Months Ended
Sep. 30, 2019
USD ($)
$ / shares
Sep. 30, 2023
USD ($)
ConvertibleNote
Days
$ / shares
Sep. 30, 2022
USD ($)
Oct. 01, 2023
Debt Instrument [Line Items]        
Amortization of debt discount and issuance costs   $ 4,862 $ 15,201  
2019 Secured Convertible Notes        
Debt Instrument [Line Items]        
Principal amount of convertible notes $ 5,478      
Agreed sale price of note 975      
Principal amount per notes $ 1,000      
Convertible notes due period 2023      
Convertible senior notes interest rate 7.50%      
Loan maturity date   Sep. 30, 2024    
Convertible note, interest payment semi-annually      
Conversion price | $ / shares $ 1.00      
Amortization of debt discount and issuance costs $ 275,883 $ 4,862 15,201  
Amortization of debt discount interest expense term 4 years      
Debt instrument, covenant description   At any point after the second anniversary of the issuance of the convertible notes, Paramount may force conversion if the share price of its common stock remains above $1.75 for 20 consecutive trading days. The convertible notes are secured by a lien on all assets of the Company and the Company is required to maintain a cash balance of $250,000. At September 30, 2023, the cash covenant was met by the Company.    
Debt instrument, interest rate, effective percentage   9.24%    
Convertible note, stock price trigger (in dollars per share) | $ / shares   $ 1.75    
Threshold consecutive trading days for convertible debt | Days   20    
Convertible note, covenant cash balance   $ 250,000    
Number of senior secured convertible notes converted | ConvertibleNote   0    
Notes outstanding   $ 4,170 4,278  
2019 Secured Convertible Notes | Subsequent Event        
Debt Instrument [Line Items]        
Convertible senior notes interest rate       12.00%
2019 Secured Convertible Notes | Director        
Debt Instrument [Line Items]        
Notes outstanding   250    
2019 Secured Convertible Notes | Affiliate Shareholder        
Debt Instrument [Line Items]        
Notes outstanding   410    
2019 Secured Convertible Notes | Third Parties        
Debt Instrument [Line Items]        
Notes outstanding   3,510 3,618  
2019 Secured Convertible Notes | Director and Affiliate Shareholder        
Debt Instrument [Line Items]        
Notes outstanding   $ 660 $ 660  
v3.23.3
Notes Payable, Related Party - Additional Information (Details) - Seabridge Gold Inc. - USD ($)
3 Months Ended
Oct. 01, 2023
Dec. 09, 2022
Sep. 30, 2023
Debt Instrument [Line Items]      
Percentage of outstanding common stock     4.60%
Notes Payable | Bridge Promissory Note      
Debt Instrument [Line Items]      
Interest rate of loan   12.00%  
Debt instrument, maturity description     The Loan bears interest at a per annum rate of 12%, payable upon maturity or prepayment, and matures on the earlier of November 30, 2023 or the date of funding of transaction as described below.
Loan maturity date   Nov. 30, 2023 Nov. 30, 2023
Balance of loan including accrued interest     $ 1,624,767
Notes Payable | Bridge Promissory Note | Subsequent Event      
Debt Instrument [Line Items]      
Interest rate of loan 13.00%    
Notes Payable | Bridge Promissory Note | Maximum      
Debt Instrument [Line Items]      
Principal amount of loan   $ 1,500,000  
Rudi Fronk      
Debt Instrument [Line Items]      
Percentage of outstanding common stock     4.60%
v3.23.3
Mineral Properties - Capitalized Acquisition Costs on Mineral Properties (Details) - USD ($)
Sep. 30, 2023
Jun. 30, 2023
Mineral Properties [Line Items]    
Mineral properties, net $ 51,458,261 $ 51,458,261
Sleeper and Other Nevada Based Projects    
Mineral Properties [Line Items]    
Mineral properties, net 28,172,533 28,172,533
Grassy Mountain and Other Oregon Based Projects    
Mineral Properties [Line Items]    
Mineral properties, net $ 23,285,728 $ 23,285,728
v3.23.3
Reclamation and Environmental - Additional Information (Details) - USD ($)
3 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Site Contingency [Line Items]        
Commutation account and reclamation bonds $ 546,176   $ 546,176  
Reclamation and environmental obligation 4,517,461   4,436,902 $ 4,475,270
Reclamation and environmental obligation, current 2,560,515   2,560,515  
Reclamation and environmental obligation, noncurrent 1,956,946   $ 1,876,387  
Accretion expense 110,559 $ 111,561    
Sleeper Gold Project        
Site Contingency [Line Items]        
Undiscounted estimate of reclamation costs 3,725,110      
Sleeper Gold Project | NDEP        
Site Contingency [Line Items]        
Undiscounted estimate of reclamation costs $ 4,600,515      
v3.23.3
Reclamation and Environmental - Schedule of Variables of Weighted Average (Details)
3 Months Ended 12 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Environmental Remediation Obligations [Abstract]    
Weighted-average credit adjusted risk free rate 9.93% 9.93%
Weighted-average inflation rate 2.49% 2.49%
v3.23.3
Reclamation and Environmental - Changes to Reclamation and Environmental Costs (Details) - USD ($)
3 Months Ended 12 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Jun. 30, 2023
Asset Retirement Obligation Disclosure [Abstract]      
Balance at beginning of period $ 4,436,902 $ 4,475,270 $ 4,475,270
Accretion expense 110,559 $ 111,561 446,245
Additions and change in estimates     (364,612)
Settlements (30,000)   (120,001)
Balance at end of period $ 4,517,461   $ 4,436,902
v3.23.3
Other Income - Other Income Details (Details) - USD ($)
3 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Component of Operating Income [Abstract]    
Re-imbursement of reclamation costs $ 75,802  
Leasing of water rights to third party 6,095 $ 5,975
Restitution payment 3,785  
Total $ 85,682 $ 5,975
v3.23.3
Segmented Information - Schedule of Expenses by Material Project and Carrying Values of Mineral Properties by Material Projects (Details) - USD ($)
3 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Jun. 30, 2023
Segment Reporting Information [Line Items]      
Exploration and Development Expenses $ 1,259,793 $ 839,594  
Land Holding Costs 157,143 161,055  
Carrying Values of Mineral Properties 51,458,261   $ 51,458,261
Sleeper Gold Project and other Nevada based Projects      
Segment Reporting Information [Line Items]      
Exploration and Development Expenses 937,567 441,344  
Land Holding Costs 118,765 122,677  
Carrying Values of Mineral Properties 28,172,533   28,172,533
Grassy Mountain Project and other Oregon based Projects      
Segment Reporting Information [Line Items]      
Exploration and Development Expenses 322,226 398,250  
Land Holding Costs 38,378 $ 38,378  
Carrying Values of Mineral Properties $ 23,285,728   $ 23,285,728
v3.23.3
Commitments and Contingencies - Additional Information (Details) - 3 months ended Sep. 30, 2023
USD ($)
a
MiningClaim
CAD ($)
MiningClaim
Seabridge Gold Inc.    
Commitments And Contingencies [Line Items]    
Percentage of outstanding common stock 4.60%  
Nevada    
Commitments And Contingencies [Line Items]    
Total consideration payable $ 300,000  
Total consideration paid 20,000  
Related party transaction, payments made $ 30,000  
Grassy Mountain Project    
Commitments And Contingencies [Line Items]    
Number of mining fields | MiningClaim 44 44
Area covered by mining claims | a 589  
Annual lease payment, year one $ 60,000  
Option to purchase mining claims, price $ 560,000  
Term of the agreement 25 years  
Operating lease, payments $ 0  
Grassy Mountain Project | Seabridge Gold Inc.    
Commitments And Contingencies [Line Items]    
Payment to purchase net profit interest   $ 10,000,000
Grassy Mountain Project | Minimum    
Commitments And Contingencies [Line Items]    
Royalty rate 2.00%  
Grassy Mountain Project | Maximum    
Commitments And Contingencies [Line Items]    
Royalty rate 4.00%  
Frost Project | Nevada    
Commitments And Contingencies [Line Items]    
Number of mining fields | MiningClaim 40 40
Percentage of mining claim rights acquired 100.00% 100.00%
Total consideration payable $ 250,000  
Percentage of Net Smelter Royalty 2.00% 2.00%
Rate of right to reduce net smelter royalty by parent 1.00% 1.00%
Payment to reduce NSR by parent $ 1,000,000  
v3.23.3
Subsequent Events - Additional Information (Details) - USD ($)
Oct. 01, 2023
Sep. 30, 2023
Jun. 30, 2023
Subsequent Event [Line Items]      
Common stock, shares issued   58,880,646 54,812,248
Subsequent Event      
Subsequent Event [Line Items]      
Common stock, shares issued 119,348    
Proceeds from issuance of equity $ 38,679    

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