Form 10-Q - Quarterly report [Sections 13 or 15(d)]

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 quarterly period ended June 30, 2023

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

Commission File Number 000-54653

AUGUSTA GOLD CORP.

(Exact name of registrant as specified in its charter)

Delaware		41-2252162
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

Suite 555 - 999 Canada Place
Vancouver, BC, Canada		V6C 3E1
(Address of principal executive offices)		(Zip Code)

(604) 687-1717

(Registrant’s telephone number, including area code)

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

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, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

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

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 85,959,753 shares of common stock, par value $0.0001, were outstanding on August 10, 2023.

AUGUSTA GOLD CORP.

TABLE OF CONTENTS TO FORM 10-Q

PART I. FINANCIAL INFORMATION		1
ITEM 1 - CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)		1
ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS		19
ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES AND MARKET RISK		25
ITEM 4 - CONTROLS AND PROCEDURES		25
PART II. OTHER INFORMATION		26
ITEM 1 - LEGAL PROCEEDINGS		26
ITEM 1A - RISK FACTORS		26
ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS		26
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES		26
ITEM 4 - MINE SAFETY DISCLOSURES		26
ITEM 5 - OTHER INFORMATION		26
ITEM 6 - EXHIBITS		26
SIGNATURE		27

PART I. FINANCIAL INFORMATION

ITEM 1 - CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

AUGUSTA GOLD CORP.

CONSOLIDATED BALANCE SHEETS

JUNE 30, 2023 AND DECEMBER 31, 2022

(Expressed in US dollars)

	6/30/23			12/31/22
Assets
Current assets
Cash	$	2,043,276		$	332,813
Prepaid		188,873			156,959
Deferred stock issuance costs		0			121,424
Deposits		7,028			7,028
Total current assets		2,239,177			618,224

Other assets
Equipment, net		1,066,420			1,088,449
Reclamation bonds		1,115,813			0
Mineral properties, net		58,962,286			58,962,286
Total other assets		61,144,519			60,050,735

Total assets	$	63,383,696		$	60,668,959

Liabilities and Stockholders’ Equity (Deficit)

Current liabilities
Accounts payable	$	1,069,573		$	2,906,285
Note payable and accrued interest - related party		24,101,116			22,843,322
Asset retirement obligation		110,700			1,009,496
Total current liabilities		25,281,389			26,759,103

Long term liabilities
Asset retirement obligation, net of current		2,649,906			1,804,939
Warrant liability		3,723,108			15,615,406
Total long term liabilities		6,373,014			17,420,345

Total liabilities		31,654,403			44,179,448

Stockholders’ equity
Preferred stock, 250,000,000 shares authorized, $0.0001 par value		0			0
Preferred stock series A, 5,000,000 shares designated and authorized, $.0001 par value; zero issued and outstanding as of 6/30/23 and 12/31/22		0			0
Preferred stock series B, 45,000,000 shares designated and authorized, $.0001 par value; issued and outstanding preferred stock series B shares convertible into zero shares of common stock as of 6/30/23 and 12/31/22		0			0
Common stock, 750,000,000 shares authorized, $ .0001 par value; 85,929,753 shares issued and outstanding as of 6/30/23 and 79,204,606 shares issued and outstanding as of 12/31/22		8,593			7,920
Additional paid in capital		63,291,549			56,375,344
Accumulated deficit		(31,570,849	)		(39,893,753	)

Total stockholders’ equity		31,729,293			16,489,511

Total liabilities and stockholders’ equity	$	63,383,696		$	60,668,959

See accompanying notes to consolidated financial statements

AUGUSTA GOLD CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Expressed in US dollars)

	Three Months Ended						Six Months Ended
	6/30/23			6/30/22			6/30/23			6/30/22
Operating expenses
General and administrative	$	1,196,164		$	1,219,223		$	2,511,736		$	2,287,102
Lease expense		21,000			21,000			21,000			21,000
Exploration, evaluation and project expense		626,426			1,481,789			1,350,696			1,820,428
Accretion expense		24,915			18,370			52,822			25,469
Depreciation expense		11,015			11,015			22,029			22,029
Total operating expenses		1,879,520			2,751,397			3,958,283			4,176,028

Net operating loss		(1,879,520	)		(2,751,397	)		(3,958,283	)		(4,176,028	)

Revaluation of warrant liability		5,337,582			(4,561,381	)		13,560,969			(4,767,574	)
Interest expense		(631,079	)		0			(1,257,794	)		0
Foreign currency exchange gain (loss)		49,963			(236,815	)		(21,988	)		(27,204	)
Net income (loss)	$	2,876,946		$	(7,549,593	)	$	8,322,904		$	(8,970,806	)

Weighted average common shares outstanding – basic		85,929,753			72,429,628			85,186,643			71,479,686
Weighted average common shares outstanding – diluted		85,988,087			72,429,628			85,244,977			71,479,686

Earnings (loss) per common share – basic	$	0.03		$	(0.10	)	$	0.10		$	(0.13	)
Earnings (loss) per common share – diluted	$	0.03		$	(0.10	)	$	0.10		$	(0.13	)

See accompanying notes to consolidated financial statements

AUGUSTA GOLD CORP.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Expressed in US dollars)

	Preferred						Common										Total
	Stock						Stock				Additional						Stockholders’
	Shares			Preferred			Shares		Common		Paid In			Accumulated			Equity
	Issued			Stock			Issued		Stock		Capital			Deficit			(Deficit)

December 31, 2021		677,084		$	67			70,519,188	$	7,052	$	42,406,169		$	(20,173,541	)		22,239,747
Stock based compensation		0			0			0		0		438,522			0			438,522
Net loss		0			0			0		0		0			(1,421,213	)		(1,421,213	)
March 31, 2022		677,084		$	67			70,519,188	$	7,052	$	42,844,691		$	(21,594,754	)	$	21,257,056

Conversion of warrants		0			0			208,334		21		289,317			0			289,338
Stock based compensation		0			0			0		0		471,896			0			471,896
Conversion of preferred stock		(677,084	)		(67	)		677,084		67		0			0			0
Purchase of CR Reward		0			0			7,800,000		780		11,515,803			0			11,516,583
Net loss		0			0			0		0		0			(7,549,593	)		(7,549,593	)
June 30, 2022		0		$	0			79,204,606	$	7,920	$	55,121,707		$	(29,144,347	)	$	25,985,280

December 31, 2022		0		$	0			79,204,606	$	7,920	$	56,375,344		$	(39,893,753	)		16,489,511
Stock based compensation		0			0			0		0		472,981			0			472,981
Placement - January		0			0			6,725,147		673		7,866,753			0			7,867,426
Warrant liability		0			0			0		0		(1,668,671	)		0			(1,668,671	)
Net income		0			0			0		0		0			5,445,958			5,445,958
March 31, 2023		0		$	0			85,929,753	$	8,593	$	63,046,407		$	(34,447,795	)	$	28,607,205

Stock based compensation		0			0			0		0		245,142			0			245,142
Net income		0			0			0		0		0			2,876,946			2,876,946
June 30, 2023		0		$	0			85,929,753	$	8,593	$	63,291,549		$	(31,570,849	)	$	31,729,293

See accompanying notes to consolidated financial statements

AUGUSTA GOLD CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(Expressed in US dollars)

	Six Months Ended
	6/30/23			6/30/22

Cash flows from operating activities
Net income (loss)	$	8,322,904		$	(8,970,806	)
Adjustments to reconcile net income (loss) to net cash used in operating activities
Accretion expense		52,822			25,469
Depreciation expense		22,029			22,029
Revaluation of warrant liability		(13,560,969	)		4,767,574
Share based compensation		718,123			910,418
Change in operating assets and liabilities:
Prepaid expenses		(31,914	)		104,398
Deferred stock issuance costs		121,424			0
Debt issuance costs		49,469			0
Accounts payable		(1,836,711	)		922,162
Accrued interest		1,208,324			0
Asset retirement obligation		(106,651	)		(49,651	)

Net cash used in operating activities		(5,041,150	)		(2,268,407	)

Cash flows from investing activity
Acquisition of mineral properties		0			(11,722,039	)
Acquisition of property and equipment		0			(838,992	)

Net cash used in investing activities		0			(12,561,031	)

Cash flows from financing activities
Proceeds from private placement of stock		8,568,651			0
Share issuance costs		(701,225	)		0
Increase in surety bond collateral		(1,115,813	)		0
Proceeds from conversion of warrants		0			291,638

Net cash provided by financing activities		6,751,613			291,638

Net increase (decrease) in cash		1,710,463			(14,537,800	)

Cash, beginning of period		332,813			19,581,707

Cash, end of period	$	2,043,276		$	5,043,907

Noncash investing and financing activities
Interest and taxes paid	$	0		$	0
Revaluation of asset retirement obligation	$	0		$	120,877
Deferred acquisition liability for purchase of CR Reward	$	0		$	22,126,000
Incurrence of asset retirement obligation	$	0		$	1,100,434
Stock issued for purchase of CR Reward	$	0		$	11,516,583
Warrant liability from units placement	$	1,668,671		$	0

See accompanying notes to consolidated financial statements

NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Augusta Gold Corp. (formerly known as Bullfrog Gold Corp., the “Company”) is a junior exploration company engaged in the acquisition and exploration of properties that may contain gold, silver, and other metals in the United States. The Company’s target properties are those that have been the subject of historical exploration. The Company owns, controls or has acquired mineral rights on patented claims and federal unpatented claims in the state of Nevada for the purpose of exploration and potential development of gold, silver, and other metals. The Company plans to review opportunities and acquire additional mineral properties with current or historic precious and base metal mineralization with meaningful exploration potential.

The Company’s properties do not have any reserves. The Company plans to conduct exploration and engineering evaluation programs on these properties with the objective of ascertaining whether any of its properties contain economic concentrations of precious and base metals that are prospective for mining.

Basis of Presentation and Statement of Compliance

The accompanying consolidated financial statements (the “consolidated financial statements”), have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

Basis of Measurement

These consolidated financial statements have been prepared on the going concern basis, under the historical cost convention, except for certain financial instruments that are measured at fair value as described herein.

Principles of Consolidation

The consolidated financial statements include the accounts of Augusta Gold Corp. and its wholly owned subsidiaries, Standard Gold Corp. (“Standard Gold”), Bullfrog Mines LLC (“Bullfrog Mines”), CR Reward, LLC (“CR Reward” or “Reward”), Augusta Gold BC (“BC Co”) and Rocky Mountain Minerals Corp. (“Rocky Mountain Minerals” or “RMM”). All significant inter-entity balances and transactions have been eliminated in consolidation.

Going Concern and Management’s Plans

As at June 30, 2023, the Company has a working capital deficiency of approximately $23,000,000. The ability of the Company to meet its obligations and continue operations is dependent on its ability to obtain additional debt or equity financing. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern.

Cash, Cash Equivalents and Concentration

The Company considers all highly liquid investments with a maturity of three months or less when acquired to be cash equivalents. The Company places its cash with high credit quality financial institutions in the United States and Canada. On June 30, 2023, the Company’s cash balance was approximately $2,000,000. To reduce its risk associated with the failure of such financial institution, the Company will evaluate, as needed, the rating of the financial institution in which it holds deposits.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates have been made for share-based compensation, asset retirement obligation, warrant liability and whether acquisitions of Bullfrog Mines and CR Reward constituted an asset acquisitions or business combinations.

Foreign Currency Translation

The Company is exposed to currency risk on transactions and balances in currencies other than the functional currency. The Company has not entered any contracts to manage foreign exchange risk.

The functional currency of the Company and its subsidiaries is the US dollar; therefore, the Company is exposed to currency risk from financial assets and liabilities denominated in Canadian dollars.

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the assets, which range from 5 to 15 years. Additions, renewals, and betterments that significantly extend the life of the asset are capitalized. Expenditures for repairs and maintenance are charged to expense as incurred. For assets sold or otherwise disposed of, the cost and related accumulated depreciation and amortization are removed from the accounts, and any related gain or loss is reflected in income for the period.

Leases

The Company has adopted Financial Accounting Standards Board (FASB) ASU 2016-02, Leases (Topic 842), for reporting leases. Leases of 12 months or less will be accounted for similar to existing guidance for operating leases. For leases with a lease term greater than one year, the Company recognizes a lease asset for its right to use the underlying leased asset and a lease liability for the corresponding lease obligation.

Mineral Property Acquisition and Exploration Costs

Mineral property exploration costs are expensed as incurred until economic reserves are quantified. To date, the Company has not established any proven or probable reserves on its mineral properties. Costs of lease, exploration, carrying and retaining unproven mineral lease properties are expensed as incurred. The Company has chosen to expense all mineral exploration costs as incurred given that it is still in the exploration stage. Once the Company has identified proven and probable reserves in its investigation of its properties and upon development of a plan for operating a mine, it would enter the development stage and capitalize future costs until production is established. When a property reaches the production stage, the related capitalized costs will be amortized over the estimated life of the probable-proven reserves. When the Company has capitalized mineral properties, these properties will be periodically assessed for impairment of value and any diminution in value. To date, the Company has not established the commercial feasibility of any exploration prospects; therefore, all exploration costs are being expensed. Costs of property and equipment acquisitions are being capitalized.

The Company is required to reclaim the property at the Bullfrog Project and Reward Project at the end of their useful lives. In accordance with FASB ASC 410-20, Asset Retirement and Environmental Obligations, the Company recognized the fair value of a liability for an ARO in the amount of $1,720,963 at the Bullfrog Project and $1,039,643 at the Reward Project. During the period ended June 30, 2023, the Company incurred certain costs related to the ARO estimate that had an effect on the accretion and estimated costs.

	2023			2022
Balance, January 1	$	2,814,435		$	1,868,265
Accretion		52,822			25,469
Costs applied to ARO balance		(38,343	)		(130,853	)
Acquisition of CR Reward ARO		0			1,100,434
Change in estimates		(68,308	)		202,079
Balance, June 30 (current)	$	110,700		$	989,300
Balance, June 30 (long term)	$	2,649,906		$	2,076,094

Life of mine		2028			2028
Discount rate		4.0	%		3.0	%
Inflation rate (average)		2.2	%		2.6	%

Although the ultimate amounts for future site reclamation and remediation are uncertain, the best estimate of these obligations was based on information available, including current legislation, third-party estimates, and management estimates. The amounts and timing of the mine closure obligations will vary depending on several factors including future operations and the ultimate life of the mine, future economic conditions, and changes in applicable environmental regulations.

At June 30, 2023, the estimated future cash flows have been determined using real cash flows and discounted using a rate of 4.0% and a total undiscounted amount for the estimated future cash flows is $1,875,056 at the Bullfrog Project and $1,313,204 at the Reward Project.

Fair Value of Financial Instruments

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair value:

Level 1 - Valuation based on quoted market prices in active markets for identical assets and liabilities.

Level 2 - Valuation based on quoted market prices for similar assets and liabilities in active markets.

Level 3 - Valuation based on unobservable inputs that are supported by little or no market activity, therefore requiring management’s best estimate of what market participants would use as fair value.

The fair value of cash, deposits, accounts payable, and notes payable approximates their carrying values due to their short term to maturity. The warrant liabilities are measured using level 3 inputs (Note 4).

Income Taxes

Income taxes are accounted for under the asset and liability method in accordance with ASC 740, “Income Taxes”. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial carrying amounts of existing assets and liabilities and their respective tax bases as well as operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance to the extent that the recoverability of the asset is unlikely to be recognized.

The Company reports a liability, if any, for unrecognized tax benefits resulting from uncertain tax positions taken, or expected to be taken, in an income tax return. The Company has elected to classify interest and penalties related to unrecognized income tax benefits, if and when required, as part of income tax expense in the statement of operations. No liability has been recorded for uncertain income tax positions, or related interest or penalties as of June 30, 2023 and December 31, 2022. The periods ended December 31, 2022, 2021, 2020, 2019, and 2018 are open to examination by taxing authorities.

Long Lived Assets

The Company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. When the Company determines that the carrying value of long-lived assets may not be recoverable based upon the existence of one or more indicators of impairment and the carrying value of the asset cannot be recovered from projected undiscounted cash flows, the Company records an impairment charge. The Company measures any impairment based on a projected discounted cash flow method using a discount rate determined by management to be commensurate with the risk inherent in the current business model. Significant management judgment is required in determining whether an indicator of impairment exists and in projecting cash flows.

Preferred Stock

The Company accounts for its preferred stock under the provisions of the ASC on Distinguishing Liabilities from Equity, which sets forth the standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. This standard requires an issuer to classify a financial instrument that is within the scope of the standard as a liability if such financial instrument embodies an unconditional obligation to redeem the instrument at a specified date and/or upon an event certain to occur. The Company has determined that its preferred stock does not meet the criteria requiring liability classification as its obligation to redeem these instruments is not based on an event certain to occur. Future changes in the certainty of the Company’s obligation to redeem these instruments could result in a change in classification.

Stock-Based Compensation

Stock-based compensation is accounted for based on the requirements of the Share-Based Payment Topic of ASC 718 which requires recognition in the consolidated financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). This ASC also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award.

The estimated fair value of each stock option as of the date of grant was calculated using the Black-Scholes pricing model. The Company estimates the volatility of its common stock at the date of grant based on Company stock price history. The Company determines the expected life based on the simplified method given that its own historical share option exercise experience does not provide a reasonable basis for estimating expected term. The Company uses the risk-free interest rate on the implied yield currently available on U.S. Treasury issues with an equivalent remaining term approximately equal to the expected life of the award. The Company has never paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future. The shares of common stock subject to the stock-based compensation plan shall consist of unissued shares, treasury shares or previously issued shares held by any subsidiary of the Company, and such number of shares of common stock are reserved for such purpose.

Derivative Financial Instruments

The Company accounts for derivative instruments in accordance with Financial Accounting Standards Board (“FASB”) ASC 815, Derivatives and Hedging (“ASC 815”), which requires additional disclosures about the Company’s objectives and strategies for using derivative instruments, how the derivative instruments and related hedged items are accounted for, and how the derivative instruments and related hedging items affect the financial statements. The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risk. Terms of convertible debt and equity instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under ASC 815 to be accounted for separately from the host contract and recorded on the balance sheet at fair value. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Pursuant to ASC 815, an evaluation of specifically identified conditions is made to determine whether the fair value of warrants issued is required to be classified as equity or as a derivative liability.

Certain warrants are treated as derivative financial liabilities. The estimated fair value, based on the Black-Scholes model, is adjusted on a quarterly basis with gains or losses recognized in the statement of loss and comprehensive loss. The Black-Scholes model is based on significant assumptions such as volatility, dividend yield, expected term and liquidity discounts.

Earnings (Loss) per Common Share

The following table shows basic and diluted earnings per share:

	Three Months Ended					Six Months Ended
	6/30/2023		6/30/2022			6/30/2023		6/30/2022
Basic and Diluted Earnings (Loss) per Common Share
Earnings (loss)	$	2,876,946	$	(7,549,593	)	$	8,322,904	$	(8,970,806	)
Basic weighted average shares outstanding		85,929,753		72,429,628			85,186,643		71,479,686
Assumed conversion of dilutive shares		58,334		0			58,334		0
Diluted weighted average common shares outstanding, assuming conversion of common stock equivalents		85,988,087		72,429,628			85,244,977		71,479,686
Basic Earnings (Loss) Per Common Share	$	0.03	$	(0.10	)	$	0.10	$	(0.13	)
Diluted Earnings (Loss) Per Common Share	$	0.03	$	(0.10	)	$	0.10	$	(0.13	)

Certain options and warrants and all preferred shares were included in the computation of diluted shares outstanding for the three and six months ended June 30, 2023. The options and warrants that were not included in the diluted weighted average shares calculation were excluded because they were “out-of-the money”. In periods when the Company has a net loss, all common stock equivalents are excluded as they would be anti-dilutive. The following details the dilutive and anti-dilutive shares:

	Dilutive shares - In the money		Anti-dilutive shares - Out of the money		Total
Options		58,334		4,991,668		5,050,002
Warrants		0		34,701,615		34,701,615
Total		58,334		39,693,283		39,751,617

Risks and Uncertainties

Since the formation of the Company, it has not generated any revenue. As an early-stage company, the Company is subject to all the risks inherent in the initial organization, financing, expenditures, complications and delays inherent in a new business. Our business is dependent upon the implementation of our business plan. There can be no assurance that our efforts will be successful or that we will ultimately be able to generate revenue or attain profitability.

Natural resource exploration, and exploring for gold, is a business that by its nature is very speculative. There is a strong possibility that we will not discover gold or any other mineralization which can be mined or extracted at a profit. Even if we do discover gold or other deposits, the deposit may not be of the quality or size necessary for us or a potential purchaser of the property to make a profit from mining it. Few properties that are explored are ultimately developed into producing mines. Unusual or unexpected geological formations, geological formation pressures, fires, power outages, labor disruptions, flooding, explosions, cave-ins, landslides and the inability to obtain suitable or adequate machinery, equipment or labor are just some of the many risks involved in mineral exploration programs and the subsequent development of gold deposits.

The Company business is exploring for gold and other minerals. If the Company discovers commercially exploitable gold or other deposits, revenue from such discoveries will not be generated unless the gold or other minerals are actually mined.

Mining operations in the United States are subject to many different federal, state, and local laws and regulations, including stringent environmental, health and safety laws. In the event operational responsibility is assumed for mining our properties, the Company may be unable to comply with current or future laws and regulations, which can change at any time. Changes to these laws may adversely affect any of the Company potential mining operations. Moreover, compliance with such laws may cause substantial delays and require capital outlays greater than those the Company anticipates, adversely affecting any potential mining operations. Future mining operations, if any, may also be subject to liability for pollution or other environmental damage. The Company may choose not to be insured against this risk because of high insurance costs or other reasons.

The Company’s exploration and development activities may be affected by existing or threatened medical pandemics, such as the novel coronavirus (COVID-19). A government may impose strict emergency measures in response to the threat or existence of an infectious disease, such as the emergency measures imposed by governments of many countries and states in response to the COVID-19 virus pandemic. As such, there are potentially significant economic and social impacts of infectious diseases, including but not limited to the inability of the Company to develop and operate as intended, shortage of skilled employees or labor unrest, inability to access sufficient healthcare, significant social upheavals or unrest, disruption to operations, supply chain shortages or delays, travel and trade restrictions, government or regulatory actions or inactions (including but not limited to, changes in taxation or policies, or delays in permitting or approvals, or mandated shut downs), declines in the price of precious metals, capital markets volatility, availability of credit, loss of investor confidence and impact on economic activity in affected countries or regions. In addition, such pandemics or diseases represent a serious threat to maintaining a skilled workforce in the mining industry and could be a major health-care challenge for the Company. There can be no assurance that the Company or the Company’s personnel will not be impacted by these pandemic diseases and the Company may ultimately see its workforce productivity reduced or incur increased medical costs/insurance premiums as a result of these health risks. COVID-19 is rapidly evolving and the effects on the mining industry and the Company are uncertain. The Company may not be able to accurately predict the impact of infectious disease, including COVID-19, or the quantum of such risks. There can be no assurance that the Company will not be impacted by adverse consequences that may be brought about by pandemics on global financial markets, which may reduce resources, share prices and financial liquidity and may severely limit the financing capital available to the Company.

Recent Accounting Pronouncements

The Company is not aware of any recent accounting pronouncements expected to have a material impact on the consolidated financial statements.

NOTE 2 - MINERAL PROPERTIES AND EQUIPMENT

	Mineral properties		Property and equipment		Total
Cost
As of December 31, 2021	$	12,077,511	$	338,204	$	12,415,715
Additions		46,884,775		838,991		47,723,766
As of December 31, 2022		58,962,286		1,177,195		60,139,481
Additions		0		0		0
As of June 30, 2023	$	58,962,286	$	1,177,195	$	60,139,481

Accumulated depreciation
As of December 31, 2021	$	0	$	44,689	$	44,689
Depreciation expense		0		44,057		44,057
As of December 31, 2022		0		88,746		88,746
Depreciation expense		0		22,029		22,029
As of June 30, 2023	$	0	$	110,775	$	110,775

Net book value on June 30, 2023	$	58,962,286	$	1,066,420	$	60,028,706

On October 26, 2020, the Company completed its acquisition of Bullfrog Mines pursuant to the Membership Interest Purchase Agreement (the “MIPA”) among the Company, Homestake Mining Company of California (“Homestake”), and Lac Minerals (USA) LLC (“Lac Minerals” and together with Homestake, the “Barrick Parties”).

Pursuant to the MIPA, the Company purchased from the Barrick Parties all of the equity interests in Bullfrog Mines LLC for aggregate consideration of (i) 9,100,000 units of the Company, each unit consisting of one share of common stock of the Company and one four-year warrant purchase one share of common stock of the Company at an exercise price of C$1.80 (such number of units and exercise price are set out on a pre Reverse Stock Split basis), (ii) a 2% net smelter returns royalty (the “Barrick Royalty”) granted on all minerals produced from all of the patented and unpatented claims (subject to the adjustments set out below), pursuant to a royalty deed, dated October 26, 2020 by and among Bullfrog Mines and the Barrick Parties (the “Royalty Deed”), (iii) the Company granting indemnification to the Barrick Parties pursuant to an indemnity deed, dated October 26, 2020 by and among the Company, the Barrick Parties and Bullfrog Mines, and (iv) certain investor rights, including anti-dilution rights, pursuant to the investor rights agreement dated October 26, 2020, among the Company, Augusta Investments Inc., and Barrick Gold Corporation.

Pursuant to the Royalty Deed, the Barrick Royalty is reduced to the extent necessary so that royalties burdening any individual parcel or claim included in the Barrick Properties on October 26, 2020, inclusive of the Barrick Royalty, would not exceed 5.5% in the aggregate, provided that the Barrick Royalty in respect of any parcel or claim would not be less than 0.5%, even if the royalties burdening a parcel or claim included in the Barrick Properties would exceed 5.5%.

The following is the consideration paid in the Bullfrog Mines acquisition, which was allocated entirely to mineral properties:

Consideration:
Grant date fair value of 9,100,000 units issued	$	8,342,880
Transaction fees		97,571
Asset retirement obligation		1,130,631
Total	$	9,571,082

On June 13, 2022, the Company completed the acquisition of the outstanding membership interests (collectively, the “CR Interests”) of CR Reward LLC, a wholly-owned subsidiary of Waterton (“CR Reward”), pursuant to a membership interest purchase agreement with Waterton Nevada Splitter, LLC (“Waterton”). CR Reward holds the Reward Project located seven miles from the Company’s Bullfrog Project in Nevada. The CR Interests were acquired for the following consideration: (a) $12,500,000 in cash paid at the closing; plus (b) the issuance of 7,800,000 shares of Augusta Gold common stock at closing; plus (c) $22,126,000 in cash paid on September 14, 2022 (comprising collectively the “Second Payment” and the “Deferred Payment”).

Management has determined that the CR Reward acquisition does not constitute a business combination because the acquired assets do not contain processes sufficient to constitute a business in accordance with ASC 805. As a result, the consideration is measured based on the cost accumulation model and allocated to the acquired assets on the basis of relative fair value, with no resulting goodwill or bargain purchase gain being recognized. Share-based payments issued in conjunction with the acquisition are valued based on the fair value of the consideration issued, measured at the grant date in accordance with ASC 718.

The following is the consideration paid in the CR Reward acquisition:

Consideration:
Cash	$	12,500,000
Grant date fair value of 7,800,000 units issued		11,516,583
Transaction fees		61,488
Second Payment		4,626,000
Deferred Payment		17,500,000
Total consideration	$	46,204,071

Net assets acquired
Cash	$	1,299
Prepaids		9,658
Property and plant		838,992
Mineral properties		46,465,056
Accounts payable		(10,500	)
Asset retirement obligation		(1,100,434	)
Total net assets acquired	$	46,204,071

The Company has posted several cash bonds as financial security to satisfy reclamation requirements. The balance of posted cash reclamation bonds at June 30, 2023 is $1,115,813, for total coverage of $3,188,036.

NOTE 3 - STOCKHOLDER’S EQUITY

On January 20, 2023, the Company closed its offering (the “Offering”) of 6,725,147 units (“Units”) of the Company at a price of C$1.71 per Unit, including the units issued pursuant to the full exercise of the over-allotment option by the underwriters in the Offering (the “Underwriters”), for aggregate gross proceeds of approximately C$11,500,000 before deducting Offering expenses.

In connection with the closing of the Offering, the Company entered into a Warrant Indenture dated January 20, 2023 (the “Warrant Indenture”) with Endeavor Trust Corporation, as the warrant agent, pursuant to which the Company issued Warrants to purchase up to a maximum of 3,362,573 Warrant Shares. Each Warrant is exercisable at any time after January 20, 2023, and prior to January 20, 2026.

As compensation in connection to the Offering, the Company paid the Underwriters cash compensation equal to 5.0% of the aggregate gross proceeds of the Offering and issued to the Underwriters 336,257 common stock purchase warrants (the “Compensation Warrants”). Each Compensation Warrant is exercisable for one share of common stock (each, a “Compensation Warrant Share”) for a period of 12 months following the closing of the Offering at a price of C$1.71 per Compensation Warrant Share.

Recent Sales of Unregistered Securities

On June 13, 2022, 7,800,000 shares of common stock of the Company (“Common Shares”) were issued for the purchase of CR Reward. See Note 2 for additional information.

In addition to the above, the Company issued the following common shares for the twelve months ending December 31, 2022, and six months ending June 30, 2023:

Options converted to common shares (none)

Warrants converted to common shares

Date			Shares						Price
June-22			208,334			CAD			$	1.80

Preferred shares converted to common shares

Date	Shares
May-22		677,084

Convertible Preferred Stock

In August 2011, the Board of Directors designated 5,000,000 shares of Preferred Stock as Series A Preferred Stock. Each share of Series A Preferred Stock is convertible into one share of common stock at the option of the preferred holder. The Series A Preferred Stock is not entitled to receive dividends and does not possess redemption rights. The Company is prohibited from effecting the conversion of the Series A Preferred Stock to the extent that, as a result of the conversion, the holder of such shares would beneficially own more than 4.99% (or, if this limitation is waived by the holder upon no less than 61 days prior notice to us, 9.99%) in the aggregate of the issued and outstanding shares of our common stock. The holders of the Company’s Series A Preferred Stock are also entitled to certain liquidation preferences upon the liquidation, dissolution or winding up of the business of the Company.

In October 2012, the Board of Directors designated 5,000,000 shares of Preferred Stock as Series B Preferred Stock. In July 2016, the Board of Directors increased the total Series B Preferred Stock designated to 7,500,000. Each share of Series B Preferred Stock is convertible into one share of common stock at the option of the preferred holder. The Series B Preferred Stock is not entitled to receive dividends and does not possess redemption rights. The Company is prohibited from effecting the conversion of the Series B Preferred Stock to the extent that, as a result of the conversion, the holder of such shares would beneficially own more than 4.99% (which may be increased or waived upon no less than 61 days prior notice) in the aggregate of the issued and outstanding shares of our common stock. For a period of 24 months from the issue date, the holder of Series B Preferred Stock were entitled to price protection as determined in the subscription agreement. The Company has evaluated this embedded lower price issuance feature in accordance with ASC 815 and determined that it is clearly and closely related to the host contract and is therefore accounted for as an equity instrument.

On May 4, 2022, 677,084 shares of Series B Preferred Stock were converted shares of common stock. As of June 30, 2023, there were no Preferred Stock shares outstanding.

Common Stock Options

On February 22, 2021, the Company’s Board of Directors approved a new stock option plan (the “Plan”). The aggregate number of shares of common stock of the Company (a “Share”) that may be reserved for issuance pursuant to the Plan shall not exceed 10% of the number of Shares issued and outstanding from time to time.

In June 2022, the Company granted 350,000 options to an officer and an employee of the Company, pursuant to the terms of the Company’s Stock Option Plan. The Black Scholes option pricing model was used to estimate the aggregate fair value of the June 2022 options of $324,816 with the following inputs:

Options

Exercise Price

Expected Life

Volatility

Risk Free

Interest Rate

350,000

C$2.50

3.5 years

83.7%

2.94%

In August 2022, the Company granted 100,000 options to two employees of the Company, pursuant to the terms of the Company’s Stock Option Plan. The Black Scholes option pricing model was used to estimate the aggregate fair value of the August 2022 options of $99,021 with the following inputs:

Options

Exercise Price

Expected Life

Volatility

Risk Free

Interest Rate

100,000

C$1.96

3.5 years

80.3%

3.14%

Stock Option Repricing

Effective September 29, 2022, the Company’s board of directors repriced certain previously granted and still outstanding vested and unvested stock option awards under the Company’s Plan held by current employees, officers and directors. As a result, the exercise price for these awards was lowered to C$2.00 per share. No other terms of the repriced stock options were modified, and the repriced stock options will continue to vest according to their original vesting schedules and will retain their original expiration dates. As a result of the repricing, 4,541,667 vested and unvested stock options outstanding as of September 29, 2022, with original exercise prices of C$3.00, were repriced.

The repricing on September 29, 2022, resulted in incremental stock-based compensation expense of $480,250, of which $188,233 related to vested stock option awards and was expensed on the repricing date, and $292,017 related to unvested stock option awards is being amortized on a straight-line basis over the remaining vesting period of those awards ranging from 5 months to 23 months.

For the six months ended June 30, 2023, and 2022, the Company recognized share-based compensation expense related to the stock options of $718,123, and $910,418, respectively. The options are vested based on years of service, with certain options vested after two years and other options vested after three years.

Stock Option Activity

A summary of the stock options as of June 30, 2023, and changes during the periods are presented below:

					Weighted
					Average
			Weighted		Remaining
			Average		Contractual		Aggregate
	Number of		Exercise		Life		Intrinsic
	Options		Price		(Years)		Value
Balance at December 31, 2021		4,800,002	$	1.55		4.36	$	29,817
Exercised		0		0.00		0		0
Issued		450,000	C$	2.03		5.00		0
Canceled		50,000	C$	2.00		0		0
Balance at December 31, 2022		5,200,002		1.56		3.45		57,468
Exercised		0		0.00		0		0
Issued		0		0.00		0		0
Canceled		150,000		1.53		0		0
Balance at June 30, 2023		5,050,002	$	1.48		2.93	$	8,400
Options exercisable at June 30, 2023		3,658,335	$	1.47		2.88	$	8,400

Total outstanding warrants of 34,701,615 as of June 30, 2023, were as follows:

	Warrants Issued										Total
Warrants issued (includes expired warrants)		1,434,522		27,433,335		3,777,784		3,362,573		336,257		36,344,471
Issued date		1/16/2020		10/26/2020		3/4/2021		1/20/2023		1/20/2023
Expiration date		1/15/2022		10/26/2024		3/4/2024		1/20/2026		1/20/2024
Exercise price (Canadian $)	$	1.20	$	1.80	$	2.80	$	2.30	$	1.71
Balance at December 31, 2021		216,076		27,433,335		3,777,784		0		0		31,427,195
Exercised		0		208,334		0		0		0		208,334
Issued		0		0		0		0		0		0
Expired		216,076		0		0		0		0		216,076
Balance at December 31, 2022		0		27,225,001		3,777,784		0		0		31,002,785
Exercised		0		0		0		0		0		0
Issued		0		0		0		3,362,573		336,257		3,698,830
Expired		0		0		0		0		0		0
Balance at June 30, 2023		0		27,225,001		3,777,784		3,362,573		336,257		34,701,615

NOTE 4 - DERIVATIVE FINANCIAL INSTRUMENTS

Warrants have an exercise price in Canadian dollars while the Company’s functional currency is US dollars. Therefore, in accordance with ASU 815 - Derivatives and Hedging, the Warrants have a derivative liability value.

The value of the October 2020 Warrants of $11,439,156 was calculated on the date of issuance of October 26, 2020 using Black-Scholes valuation technique. For the six months ending June 30, 2023, the warrant liability was valued at $2,990,833 with the following assumptions:

	10/26/20			12/31/22			6/30/23
Fair market value of common stock	$	1.26		$	1.40		$	0.75
Exercise price	$	1.38		$	1.33		$	1.36
Term		4 years			1.8 years			1.3 years
Volatility range		68.4	%		101.5	%		84.6	%
Risk-free rate		0.18	%		4.41	%		5.40	%

The value of the March 2021 Warrants of $3,306,758 has been calculated on the date of issuance of March 4, 2021, using Black-Scholes valuation technique. For the six months ending June 30, 2023, the warrant liability was valued at $41,536 with the following assumptions:

	3/4/21			12/31/22			6/30/23
Fair market value of common stock	$	1.97		$	1.40		$	0.75
Exercise price	$	2.21		$	2.07		$	2.11
Term		3 years			1.2 years			0.7 years
Volatility range		72.7	%		116.0	%		69.4	%
Risk-free rate		0.32	%		4.73	%		5.40	%

The value of the January 2023 Warrants of $1,668,671 has been calculated on the date of issuance of January 20, 2023, using Black-Scholes valuation technique. For the six months ending June 30, 2023, the warrant liability was valued at $690,739 with the following assumptions:

	1/20/23			6/30/23
Fair market value of common stock	$	1.13		$	0.75
Exercise price	$	1.71		$	1.74
Term		3.0 years			2.6 years
Volatility range		80.0	%		77.1	%
Risk-free rate		3.83	%		4.49	%

NOTE 5 - RELATED PARTY

On September 13, 2022, the Company entered into a secured note purchase agreement (the “Purchase Agreement”) with Augusta Investments Inc. (“Augusta Investments”), of which is under common control of a director of Augusta Gold, to offer and sell a secured promissory note of the Company (the “Note”) in exchange for Augusta Investments loaning the Company $22,232,561 (the “Loan”). The Loan and the issuance of the Note occurred on September 13, 2022. The Company used the Loan to make the second payment and deferred payment to Waterton Nevada Splitter LLC (“Waterton”) on September 13, 2022, in connection with the Company’s acquisition of its Reward gold project that closed on June 13, 2022.

The Note bears interest at a rate of prime plus 3% and is for a maximum term of 12 months. The Note is secured by a first-priority, perfected security interest in all the assets of the Company pursuant to a guarantee and security agreement (the “Security Agreement”) and certain deeds of trust (the “Deeds of Trust”, collectively with the Purchase Agreement, the Note and the Security Agreement, the “Loan Documents”).

The payment of the obligations of the Company under the Note is also guaranteed by each of the subsidiaries of the Company pursuant to the Security Agreement. The Company paid Augusta Investments an origination fee of 0.5% of the amount of the Loan on the closing of the issuance of the Note pursuant to the Purchase Agreement. The following is the balance of the Loan as of June 30, 2023:

Total principal	$	22,232,561
Deferred financing costs, net		3,152
Accrued interest		1,865,403
Total	$	24,101,116

On October 26, 2020, the Company entered an arrangement to share office space, equipment, personnel, consultants and various administrative services with other companies related by virtue of certain directors and management in common. These services have been provided through a management company equally owned by each company party to the arrangement. Costs incurred by the management company are allocated and funded by the shareholders of the management company based on time incurred and use of services. If the Company’s participation in the arrangement is terminated, the Company will be obligated to pay its share of the rent payments for the remaining term of the office space rental agreement.

The Company was charged for the following with respect to this arrangement for the six months ended June 30, 2023 and 2022:

	Six Months Ended
	6/30/2023		6/30/2022
Salaries and benefits	$	228,542	$	221,418
Office		52,182		35,278
Operating expenses		51,523		7,920
Total	$	332,247	$	299,340

The Company is committed to payments for office leases premises through 2024 in the total amount of approximately $183,000 based on the Company’s current share of rent paid. The Company is jointly liable for rent payments and uses the assets jointly. Payments by fiscal year are:

2023		95,557
2024		87,594
Total	$	183,151

For the six months ended June 30, 2023 and 2022, the Company recognized share-based payments expense to related parties of $718,123 and $910,418, respectively.

NOTE 6 - COMMITMENTS AND CONTINGENCIES

The Company has four leases which require annual advance royalty payments according to the following schedules. These leases are out of the scope of ASC 842 Leases, and any advance royalty paid is expensed off as exploration expenses. Once in production, each agreement attracts payment of net smelter royalties as per the following table.

	Connolly			Webster(1)			Orser			Meeteren			Total
2023	$	10,000		$	7,500		$	20,000		$	2,400		$	39,900
2024		-			-		$	20,000		$	2,400		$	22,400
2025		-			-			-		$	2,400		$	2,400
2026		-			-			-		$	2,400		$	2,400
2027		-			-			-		$	2,400		$	2,400
2028		-			-			-		$	2,400		$	2,400
2029		-			-			-		$	2,400		$	2,400
2030		-			-			-		$	2,400		$	2,400
Applicable NSRs		3.0	%		3.0	%		3.0	%		3.0	%

(1)	All amounts of annual advance minimum royalties paid during a calendar year shall be applied toward all amounts of earned mineral production royalties payable during that calendar year.

On July 1, 2017, RMM entered a 30-year Mineral Lease (the “Lunar Lease”) with Lunar Landing, LLC (“Lunar”) involving 24 patented mining claims underlying part of the Bullfrog property. Lunar owns a 100% undivided interest in the mining claims.

Under the Lunar Lease, RMM shall expend as minimum work commitments of $50,000 per year starting in 2017 until a cumulative of $500,000 of expense has been incurred. If RMM fails to perform its obligations under the Lunar Lease, and in particular fails to make any payment due to Lunar thereunder, Lunar may declare RMM in default by giving RMM written notice of default which specifies the obligation(s) which RMM has failed to perform. If RMM fails to remedy a default in payment within fifteen (15) days of receiving the notice of default or fails to remedy or commence to remedy any other default within thirty (30) days of receiving notice, Lunar may terminate the Lunar Lease and RMM shall peaceably surrender possession of the properties to Lunar. Notice of default or of termination shall be in writing and served in accordance with the Lunar Lease. RMM has made all required payments and has paid Lunar $132,000 as of June 30, 2023, and makes lease payments on the following schedule:

Payment due July	Annual Payment
2023-2026	$	21,000
2027-2031	$	25,000
2032-2036	$	30,000
2037-2041	$	40,000
2042-2046	$	45,000

On October 29, 2014, RMM entered into an Option Agreement (the “Mojave Option”) with Mojave Gold Mining Corporation (“Mojave”). Mojave holds the purchase rights to 100% of 12 patented mining claims located in Nye County, Nevada. This property is contiguous to the Company’s Bullfrog Project and covers approximately 156 acres, including the northeast half of the M-S pit mined by Barrick Gold in the 1990s.

Mojave granted to RMM the sole and immediate working right and option with respect to the property until the 10th anniversary of the closing date, to earn a 100% interest in and to the property free and clear of all charges encumbrances and claims, except a sliding scale net smelter return (or NSR) royalty.

In order to maintain in force, the working right and option granted to RMM, and to exercise the Mojave Option, the Company issued Mojave 750,000 shares of Company common stock and paid $16,000 in October 2014, and RMM must pay to Mojave a total of $190,000 over the next 10 years of which the Company has made all required payments and paid $160,000 as of December 31, 2022, and one remaining payment for $30,000 to be paid in 2023.

On December 9, 2020, Bullfrog Mines entered into a mining option agreement with Abitibi Royalties (USA) Inc. (“Abitibi”) granting Bullfrog Mines the option (the “Abitibi Option”) to acquire forty-three unpatented lode mining claims to the south of the Bullfrog deposit. The Abitibi Option was amended on December 9, 2022, to extend the exercise deadline and to increase the last payment amount required to exercise the option. Bullfrog Mines made an initial payment to Abitibi of C$25,000 and exercised the Abitibi Option in full on January 30, 2023, by:

●

Paying to Abitibi C$50,000 in cash before December 9, 2021;

●

Paying to Abitibi C$78,750 in cash before January 30, 2023; and

●

Granting to Abitibi a 2% net smelter royalty on the claims subject to the Abitibi Option on January 30, 2023, of which Bullfrog Mines has the option to purchase 0.5% for C$500,000 on or before December 9, 2030.

The Company is from time to time involved in various legal proceedings related to its business. Except as disclosed here in, management does not believe that adverse decisions in any pending or threatened proceedings or that amounts that may be required to be paid by reason thereof will have a material adverse effect on the Company’s financial condition or results of operations.

NOTE 7 - SUBSEQUENT EVENTS

None

ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Certain statements in this Management’s Discussion and Analysis (“MD&A”), other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements”. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “would,” “expect,” “intend,” “could,” “estimate,” “should,” “anticipate,” or “believe,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable law. Readers should carefully review the risk factors and related notes included under Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission on March 15, 2023.

The following MD&A is intended to help readers understand the results of our operation and financial condition, and is provided as a supplement to, and should be read in conjunction with, our Interim Unaudited Financial Statements and the accompanying Notes to Interim Unaudited Financial Statements under Part 1, Item 1 of this Quarterly Report on Form 10-Q.

Unless otherwise indicated or unless the context otherwise requires, all references in this document to “we,” “us,” “our,” the “Company,” and similar expressions refer to Augusta Gold Corp., and depending on the context, its subsidiaries.

Company History and Recent Events

General Corporate Overview

The Company is an exploration stage gold company focused on building a long-term business that delivers stakeholder value through developing the Company’s Bullfrog and Reward gold projects and pursuing accretive merger and acquisition opportunities. We are focused on exploration and advancement of gold exploration and potential development projects, which may lead to gold production or strategic transactions such as joint venture arrangements with other mining companies or sales of assets for cash and/or other consideration. At present, our properties are in the exploration stage, and we do not mine, produce or sell any mineral products and we do not currently generate cash flows from mining operations.

The Bullfrog Gold Project is located approximately 120 miles north-west of Las Vegas, Nevada and 4 miles west of Beatty, Nevada. The Reward Gold Project is located seven miles from the Bullfrog Gold Project. The Company owns, controls or has acquired mineral rights on federal patented and unpatented mining claims in the State of Nevada for the purpose of exploration and potential development of gold, silver, and other metals. The Company plans to review opportunities and acquire additional mineral properties with current or historic precious and base metal mineralization with meaningful exploration potential.

The Company is led by a management team and board of directors with a proven track record of success in financing, exploring and developing mining assets and delivering shareholder value.

Recent Development of the Business

On June 13, 2022, the Company closed (the “Closing”) on its previously announced membership interest purchase agreement (the “Agreement”) with Waterton Nevada Splitter, LLC (“Waterton”) to acquire all of the outstanding membership interests (collectively, the “CR Interests”) of CR Reward LLC, a wholly-owned subsidiary of Waterton (“CR Reward”). CR Reward holds the Reward Project located just seven miles from the Company’s Bullfrog Project in Nevada.

The CR Interests were acquired for the following consideration: (a) $12,500,000 in cash paid at the closing; plus (b) the issuance of 7,800,000 shares of Augusta Gold common stock at closing; plus (c) $22,126,000 in cash paid on September 14, 2022 (comprising collectively the “Second Payment” and the “Deferred Payment”).

Results of Operations

Three Months Ended June 30, 2023 and 2022

	Three Months Ended
	6/30/23			6/30/22
Operating expenses
General and administrative	$	1,196,164		$	1,219,223
Lease expense		21,000			21,000
Exploration, evaluation and project expense		626,426			1,481,789
Accretion expense		24,915			18,370
Depreciation expense		11,015			11,015
Total operating expenses		1,879,520			2,751,397

Net operating loss		(1,879,520	)		(2,751,397	)

Revaluation of warrant liability		5,337,582			(4,561,381	)
Interest expense		(631,079	)		0
Foreign currency exchange gain (loss)		49,963			(236,815	)
Net income (loss)	$	2,876,946		$	(7,549,593	)

Six Months Ended June 30, 2023 and 2022

	Six Months Ended
	6/30/23			6/30/22
Operating expenses
General and administrative	$	2,511,736		$	2,287,102
Lease expense		21,000			21,000
Exploration, evaluation and project expense		1,350,696			1,820,428
Accretion expense		52,822			25,469
Depreciation expense		22,029			22,029
Total operating expenses		3,958,283			4,176,028

Net operating loss		(3,958,283	)		(4,176,028	)

Revaluation of warrant liability		13,560,969			(4,767,574	)
Interest expense		(1,257,794	)		0
Foreign currency exchange gain (loss)		(21,988	)		(27,204	)
Net income (loss)	$	8,322,904		$	(8,970,806	)

For the three months ending June 30, 2023, the Company decreased general and administrative expenses by approximately $161,000. The increase was due to the following year over year variances:

Three months ending	6/30/2023		6/30/2022		Variance
Accounting fees	$	354,000	$	36,000	$	318,000
Legal and other professional fees		335,000		359,000		(24,000	)
Marketing expense		7,000		7,000		0
Payroll		138,000		214,000		(76,000	)
Corporate expenses & rent		26,000		59,000		(33,000	)
Share based compensation		245,000		472,000		(227,000	)
Insurance		25,000		35,000		(10,000	)
Stock exchange fees		54,000		29,000		25,000
Other general expenses		12,000		8,000		4,000
Total	$	1,196,000	$	1,219,000	$	(23,000	)

For the six months ending June 30, 2023, the Company increased general and administrative expenses by approximately $248,000. The increase was due to the following year over year variances:

Six months ending	6/30/2023		6/30/2022		Variance
Accounting fees	$	461,000	$	125,000	$	336,000
Legal and other professional fees		702,000		634,000		68,000
Marketing expense		15,000		21,000		(6,000	)
Payroll		354,000		365,000		(11,000	)
Corporate expenses & rent		104,000		78,000		26,000
Share based compensation		718,000		910,000		(192,000	)
Insurance		63,000		77,000		(14,000	)
Stock exchange fees		75,000		68,000		7,000
Other general expenses		20,000		9,000		11,000
Total	$	2,512,000	$	2,287,000	$	225,000

●

Accounting fees increase resulted from additional consulting fees needed for required regulatory filings and corporate activities in 2023.

●

Legal fees and professional fees increased due to additional corporate activities in 2023.

●

Marketing expenses were lower as 2022 had additional amounts that were used for company and shareholder awareness projects.

	●	The payroll and corporate expenses result from the Company having an agreement to share office space, equipment, personnel, consultants and various administrative services for the Company’s head office located in Vancouver, BC, Canada. Management expects payroll costs to fluctuate based on the personnel and consultants used during the period.

	●	The Company granted options to officers, directors and employees of the Company pursuant to the terms of the Company’s Stock Option Plan. In September 2022 the options were repriced resulting in an increase in share based compensation for that period. Certain stock options were canceled in 2023 after termination of an employee resulting in reversal of previous share based compensation expense.

For the three months ending June 30, 2023, the Company decreased exploration, evaluation and project expenses by approximately $856,000. The decrease was due to the following year over year variances:

Three months ending	6/30/2023		6/30/2022		Variance
Drilling	$	0	$	354,000	$	(354,000	)
Consultants/Contractors		131,000		726,000		(595,000	)
Supplies and equipment		60,000		62,000		(2,000	)
Assay		0		10,000		(10,000	)
Water haulage		0		0		0
Overhead and payroll		246,000		70,000		176,000
Permits and fees		178,000		259,000		(81,000	)
Other		11,000		1,000		10,000
Total	$	626,000	$	1,482,000	$	(856,000	)

For the six months ending June 30, 2023, the Company decreased exploration, evaluation and project expenses by approximately $469,000. The decrease was due to the following year over year variances:

Six months ending	6/30/2023		6/30/2022		Variance
Drilling	$	0	$	355,000	$	(355,000	)
Consultants/Contractors		365,000		962,000		(597,000	)
Supplies and equipment		148,000		143,000		5,000
Assay		0		10,000		(10,000	)
Water haulage		0		0		0
Overhead and payroll		619,000		84,000		535,000
Permits and fees		200,000		266,000		(66,000	)
Other		19,000		0		19,000
Total	$	1,351,000	$	1,820,000	$	(469,000	)

In the second quarter of 2023, the Company continued with test work on metallurgical drill samples of the Bullfrog deposit and site wide environmental baseline studies. Preparation of a feasibility level technical reports for the CR Reward project was initiated.

The revaluation of the warrant liability is based on the following outstanding warrants:

Issue Date	Expiration Date	Outstanding Warrants		Exercise Price
October 2020	October 2024		18,125,001		C$1.80
March 2021	March 2024		3,777,784		C$2.80
January 2023	January 2026		3,362,573		C$2.30

There are an additional 9,436,257 warrants outstanding which are not warrant liabilities and therefore have no effect on the revaluation of warrant liability.

Liquidity and Capital Resources

The Company has no revenue generating operations from which it can internally generate funds. To date, the Company’s ongoing operations have been financed by the sale of its equity securities by way of public offerings, private placements and the exercise of incentive stock options and share purchase warrants. The Company believes that it will be able to secure additional private placements and public financing in the future, although it cannot predict the size or pricing of any such financing. This situation is unlikely to change until such time as the Company can develop a bankable feasibility study on one of its projects.

Liquidity

As of June 30, 2023, the Company had total liquidity of $2,000,000 in cash and cash equivalents. The Company had negative working capital of $23,000,000 and an accumulated deficit of $31,600,000. For the six months ended June 30, 2023, the Company had negative operating cash flows before changes in working capital of $4,400,000 and a net income of $8,300,000.

As of June 30, 2022, the Company had total liquidity of $5,044,000 in cash and cash equivalents. The Company had negative working capital of $19,200,000 and an accumulated deficit of $29,144,000. For the six months ended June 30, 2022, the Company had negative operating cash flows before changes in working capital of $3,245,000 and a net loss of $8,971,000.

The Company expects that it will operate at a loss for the foreseeable future and believes the current cash and cash equivalents and working capital will be sufficient for it to maintain its currently held properties, fund its planned exploration, and fund its currently anticipated general and administrative costs for at least the next 12 months from the date of this report. However, the Company does expect that it will be required to raise additional funds through public or private equity financing in the future in order to continue in business in the future past the immediate 12-month period. Should such financing not be available in that timeframe, the Company will be required to reduce its activities and will not be able to carry out all of its presently planned exploration and, if warranted, development activities on its currently anticipated scheduling.

Capital Management

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to pursue the development and exploration of its mineral properties and to maintain a flexible capital structure, which optimizes the costs of capital to an acceptable risk.

As of June 30, 2023, the capital structure of the Company consists of 85,959,753 shares of common stock, par value $0.0001. The Company manages the capital structure and adjusts it in response to changes in economic conditions, its expected funding requirements, and risk characteristics of the underlying assets. The Company’s funding requirements are based on cash forecasts. In order to maintain or adjust the capital structure, the Company may issue new debt, new shares and/or consider strategic alliances. Management reviews its capital management approach on a regular basis. The Company is not subject to any externally imposed capital requirements.

Contractual obligations and commitments

The Company’s contractual obligations and commitments as of June 30, 2023, and their approximate timing of payment are as follows:

	<1 year		1 - 3 years		4 - 5 years		>5 years		Total
Leases	$	95,557	$	150,594	$	50,000	$	650,000	$	946,151
Capital Expenditure		30,000		-		-		-		30,000
	$	125,557	$	150,594	$	50,000	$	650,000	$	976,151

Off Balance Sheet Arrangements

We do not engage in any activities involving variable interest entities or off-balance sheet arrangements.

Critical Accounting Policies and Use of Estimates

Stock based compensation is measured at grant date, based on the fair value of the award, and is recognized as an expense over the employee’s requisite service period. We estimate the fair value of each stock option as of the date of grant using the Black-Scholes pricing model. The Company determines the expected life based on historical experience with similar awards, giving consideration to the contractual terms, vesting schedules and post-vesting forfeitures. The Company uses the risk-free interest rate on the implied yield currently available on U.S. Treasury issues with an equivalent remaining term approximately equal to the expected life of the award. The Company has never paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future.

Mineral property exploration costs are expensed as incurred until such time as economic reserves are quantified. To date, the Company has not established any proven or probable reserves on its mineral properties. Costs of lease, exploration, carrying and retaining unproven mineral lease properties are expensed as incurred. The Company has chosen to expense all mineral exploration costs as incurred given that it is still in the exploration stage. Once the Company has identified proven and probable reserves in its investigation of its properties and upon development of a plan for operating a mine, it would enter the development stage and capitalize future costs until production is established. When a property reaches the production stage, the related capitalized costs will be amortized over the estimated life of the probable-proven reserves. When the Company has capitalized mineral properties, these properties will be periodically assessed for impairment of value and any diminution in value. To date, the Company has not established the commercial feasibility of any exploration prospects; therefore, all exploration costs are being expensed.

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES AND MARKET RISK

Not Applicable.

ITEM 4 - CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) our management conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2023.

Disclosure controls and procedures refer to controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating and implementing possible controls and procedures.

Our management does not expect that our disclosure controls and procedures will prevent all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

With respect to the quarterly period ending June 30, 2023, under the supervision and with the participation of our management, we conducted an evaluation of the effectiveness of the design and operations of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. Based upon our evaluation regarding the quarterly period ending June 30, 2023, our management, including our chief executive officer and chief financial officer, has concluded that its disclosure controls and procedures were effective in ensuring that: (i) information required to be disclosed by us in reports that we file or submit to the SEC under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in applicable rules and forms and (ii) material information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow for accurate and timely decisions regarding required disclosure.

Changes in Internal Controls

There have been no changes in the Company’s internal control over financial reporting during the three months ended June 30, 2023, that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

PART II. OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

We know of no material, active or pending legal proceedings against the Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 1A - RISK FACTORS

There have been no material changes to the risk factors set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. The risks described in our Annual Report and as otherwise herein are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially adversely affect our business, financial condition, cash flows, and/or future results.

ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3 - DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4 - MINE SAFETY DISCLOSURES

Pursuant to Section 1503(a) of the United States Dodd-Frank Wall Street Reform and Consumer Protection Act of 2011 (the “Dodd-Frank Act”), issuers that are operators, or that have a subsidiary that is an operator, of a coal or other mine in the United States are required to disclose in their periodic reports filed with the SEC information regarding specified health and safety violations, orders and citations, related assessments and legal actions, and mining-related fatalities under the regulation of the Federal Mine Safety and Health Administration (“MSHA”) under the United States Federal Mine Safety and Health Act of 1977 (the “Mine Act”). During the three months ended June 30, 2023, we had no U.S. properties subject to regulation by the MSHA under the Mine Act and consequently no disclosure is required under Section 1503(a) of the Dodd-Frank Act.

ITEM 5 - OTHER INFORMATION

None

ITEM 6 - EXHIBITS

Exhibit Number		Description

3.1		Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on May 11, 2021)
3.2		Amended and Restated Bylaws (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on August 13, 2021)
4.1		Form of Warrant from October 2020 Private Placement (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on October 15, 2020)
4.2		Form of Warrant from March 2021 Private Placement (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed with the SEC on March 5, 2021)
4.3		Form of Warrant Indenture dated January 20, 2023 (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed with the SEC on January 20, 2023)
4.4		Form of Compensation Warrant Certificate (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed with the SEC on January 20, 2023)
31.1		Certification of Chief Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
31.2		Certification of Chief Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
32.1		Certification of Chief Executive Officer filed 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 Chief Financial Officer filed 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*
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		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)*

*	Filed herewith

SIGNATURE

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.

Date: August 10, 2023	AUGUSTA GOLD CORP.

	By:	/s/ Donald R. Taylor
		Name: Donald R. Taylor
		Title: President and Chief Executive Officer (Principal Executive Officer)

Date: August 10, 2023	AUGUSTA GOLD CORP.

	By:	/s/ Michael McClelland
		Name: Michael McClelland
		Title: Chief Financial Officer (Principal Financial and Accounting Officer)

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Exhibit 31.1

CERTIFICATION

I, Donald R. Taylor, certify that:

I have reviewed this Quarterly Report on Form 10-Q of Augusta Gold Corp.;

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;

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

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;

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 10, 2023

By:

/s/ Donald R. Taylor

Donald R. Taylor

Chief Executive Officer

(Principal Executive Officer)

Exhibit 31.2

CERTIFICATION

I, Michael McClelland, certify that:

I have reviewed this Quarterly Report on Form 10-Q of Augusta Gold Corp.;

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 10, 2023

By:

/s/ Michael McClelland

Michael McClelland

Chief Financial Officer

(Principal Financial and Accounting 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 on Form 10-Q of Augusta Gold Corp. (the “Company”), for the fiscal quarter ended June 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Donald R. Taylor, Chief Executive Officer of the Company, hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

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

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

Date: August 10, 2023

By:

/s/ Donald R. Taylor

Donald R. Taylor

Chief Executive Officer

(Principal 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 on Form 10-Q of Augusta Gold Corp. (the “Company”), for the fiscal quarter ended June 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael McClelland, Chief Financial Officer of the Company, hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

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

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

Date: August 10, 2023

By:

/s/ Michael McClelland

Michael McClelland

Chief Financial Officer

(Principal Financial and Accounting Officer)

Document And Entity Information - shares	6 Months Ended
Document And Entity Information - shares	Jun. 30, 2023	Aug. 10, 2023
Document Information Line Items
Entity Registrant Name	AUGUSTA GOLD CORP.
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		85,959,753
Amendment Flag	false
Entity Central Index Key	0001448597
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Jun. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-54653
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	41-2252162
Entity Address, Address Line One	Suite 555 - 999 Canada Place
Entity Address, Address Line Two	Vancouver
Entity Address, City or Town	BC
Entity Address, Country	CA
Entity Address, Postal Zip Code	V6C 3E1
City Area Code	(604)
Local Phone Number	687-1717
Entity Interactive Data Current	Yes

Consolidated Balance Sheets - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Current assets
Cash	$ 2,043,276	$ 332,813
Prepaid	188,873	156,959
Deferred stock issuance costs	0	121,424
Deposits	7,028	7,028
Total current assets	2,239,177	618,224
Other assets
Equipment, net	1,066,420	1,088,449
Reclamation bonds	1,115,813	0
Mineral properties, net	58,962,286	58,962,286
Total other assets	61,144,519	60,050,735
Total assets	63,383,696	60,668,959
Current liabilities
Accounts payable	1,069,573	2,906,285
Note payable and accrued interest - related party	24,101,116	22,843,322
Asset retirement obligation	110,700	1,009,496
Total current liabilities	25,281,389	26,759,103
Long term liabilities
Asset retirement obligation, net of current	2,649,906	1,804,939
Warrant liability	3,723,108	15,615,406
Total long term liabilities	6,373,014	17,420,345
Total liabilities	31,654,403	44,179,448
Stockholders’ equity
Preferred stock	0	0
Common stock, 750,000,000 shares authorized, $ .0001 par value; 85,929,753 shares issued and outstanding as of 6/30/23 and 79,204,606 shares issued and outstanding as of 12/31/22	8,593	7,920
Additional paid in capital	63,291,549	56,375,344
Accumulated deficit	(31,570,849)	(39,893,753)
Total stockholders’ equity	31,729,293	16,489,511
Total liabilities and stockholders’ equity	63,383,696	60,668,959
Series A Preferred Stock
Stockholders’ equity
Preferred stock	0	0
Series B Preferred Stock
Stockholders’ equity
Preferred stock	$ 0	$ 0

Consolidated Balance Sheets (Parentheticals) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	250,000,000	250,000,000
Common stock, shares authorized	750,000,000	750,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares issued	85,929,753	79,204,606
Common stock, shares outstanding	85,929,753	79,204,606
Series A Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series B Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	45,000,000	45,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
Consolidated Statements of Operations - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Operating expenses
General and administrative	$ 1,196,164	$ 1,219,223	$ 2,511,736	$ 2,287,102
Lease expense	21,000	21,000	21,000	21,000
Exploration, evaluation and project expense	626,426	1,481,789	1,350,696	1,820,428
Accretion expense	24,915	18,370	52,822	25,469
Depreciation expense	11,015	11,015	22,029	22,029
Total operating expenses	1,879,520	2,751,397	3,958,283	4,176,028
Net operating loss	(1,879,520)	(2,751,397)	(3,958,283)	(4,176,028)
Revaluation of warrant liability	5,337,582	(4,561,381)	13,560,969	(4,767,574)
Interest expense	(631,079)	0	(1,257,794)	0
Foreign currency exchange gain (loss)	49,963	(236,815)	(21,988)	(27,204)
Net income (loss)	$ 2,876,946	$ (7,549,593)	$ 8,322,904	$ (8,970,806)
Weighted average common shares outstanding – basic (in Shares)	85,929,753	72,429,628	85,186,643	71,479,686
Weighted average common shares outstanding – diluted (in Shares)	85,988,087	72,429,628	85,244,977	71,479,686
Earnings (loss) per common share – basic (in Dollars per share)	$ 0.03	$ (0.1)	$ 0.1	$ (0.13)
Earnings (loss) per common share – diluted (in Dollars per share)	$ 0.03	$ (0.1)	$ 0.1	$ (0.13)

Consolidated Statements of Stockholders’ Equity (Deficit) - USD ($)	Preferred Stock	Common Stock	Additional Paid In Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2021	$ 67	$ 7,052	$ 42,406,169	$ (20,173,541)	$ 22,239,747
Balance (in Shares) at Dec. 31, 2021	677,084	70,519,188
Stock based compensation	$ 0	$ 0	438,522	0	438,522
Stock based compensation (in Shares)	0	0
Net income (loss)	$ 0	$ 0	0	(1,421,213)	(1,421,213)
Net income (loss) (in Shares)	0	0
Balance at Mar. 31, 2022	$ 67	$ 7,052	42,844,691	(21,594,754)	21,257,056
Balance (in Shares) at Mar. 31, 2022	677,084	70,519,188
Balance at Dec. 31, 2021	$ 67	$ 7,052	42,406,169	(20,173,541)	22,239,747
Balance (in Shares) at Dec. 31, 2021	677,084	70,519,188
Net income (loss)					(8,970,806)
Balance at Jun. 30, 2022	$ 0	$ 7,920	55,121,707	(29,144,347)	25,985,280
Balance (in Shares) at Jun. 30, 2022	0	79,204,606
Balance at Mar. 31, 2022	$ 67	$ 7,052	42,844,691	(21,594,754)	21,257,056
Balance (in Shares) at Mar. 31, 2022	677,084	70,519,188
Stock based compensation	$ 0	$ 0	471,896	0	471,896
Stock based compensation (in Shares)	0	0
Net income (loss)	$ 0	$ 0	0	(7,549,593)	(7,549,593)
Net income (loss) (in Shares)	0	0
Balance at Jun. 30, 2022	$ 0	$ 7,920	55,121,707	(29,144,347)	25,985,280
Balance (in Shares) at Jun. 30, 2022	0	79,204,606
Conversion of warrants	$ 0	$ 21	289,317	0	289,338
Conversion of warrants (in Shares)	0	208,334
Conversion of preferred stock	$ (67)	$ 67	0	0	0
Conversion of preferred stock (in Shares)	(677,084)	677,084
Purchase of CR Reward	$ 0	$ 780	11,515,803	0	11,516,583
Purchase of CR Reward (in Shares)	0	7,800,000
Balance at Dec. 31, 2022	$ 0	$ 7,920	56,375,344	(39,893,753)	16,489,511
Balance (in Shares) at Dec. 31, 2022	0	79,204,606
Stock based compensation	$ 0	$ 0	472,981	0	472,981
Stock based compensation (in Shares)	0	0
Placement - January	$ 0	$ 673	7,866,753	0	7,867,426
Placement - January (in Shares)	0	6,725,147
Warrant liability	$ 0	$ 0	(1,668,671)	0	(1,668,671)
Warrant liability (in Shares)	0	0
Net income (loss)	$ 0	$ 0	0	5,445,958	5,445,958
Net income (loss) (in Shares)	0	0
Balance at Mar. 31, 2023	$ 0	$ 8,593	63,046,407	(34,447,795)	28,607,205
Balance (in Shares) at Mar. 31, 2023	0	85,929,753
Balance at Dec. 31, 2022	$ 0	$ 7,920	56,375,344	(39,893,753)	16,489,511
Balance (in Shares) at Dec. 31, 2022	0	79,204,606
Net income (loss)					8,322,904
Balance at Jun. 30, 2023	$ 0	$ 8,593	63,291,549	(31,570,849)	31,729,293
Balance (in Shares) at Jun. 30, 2023	0	85,929,753
Balance at Mar. 31, 2023	$ 0	$ 8,593	63,046,407	(34,447,795)	28,607,205
Balance (in Shares) at Mar. 31, 2023	0	85,929,753
Stock based compensation	$ 0	$ 0	245,142	0	245,142
Stock based compensation (in Shares)	0	0
Net income (loss)	$ 0	$ 0	0	2,876,946	2,876,946
Net income (loss) (in Shares)	0	0
Balance at Jun. 30, 2023	$ 0	$ 8,593	$ 63,291,549	$ (31,570,849)	$ 31,729,293
Balance (in Shares) at Jun. 30, 2023	0	85,929,753

Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
Consolidated Statements of Cash Flows - USD ($)	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities
Net income (loss)	$ 8,322,904	$ (8,970,806)
Adjustments to reconcile net income (loss) to net cash used in operating activities
Accretion expense	52,822	25,469
Depreciation expense	22,029	22,029
Revaluation of warrant liability	(13,560,969)	4,767,574
Share based compensation	718,123	910,418
Change in operating assets and liabilities:
Prepaid expenses	(31,914)	104,398
Deferred stock issuance costs	121,424	0
Debt issuance costs	49,469	0
Accounts payable	(1,836,711)	922,162
Accrued interest	1,208,324	0
Asset retirement obligation	(106,651)	(49,651)
Net cash used in operating activities	(5,041,150)	(2,268,407)
Cash flows from investing activity
Acquisition of mineral properties	0	(11,722,039)
Acquisition of property and equipment	0	(838,992)
Net cash used in investing activities	0	(12,561,031)
Cash flows from financing activities
Proceeds from private placement of stock	8,568,651	0
Share issuance costs	(701,225)	0
Increase in surety bond collateral	(1,115,813)	0
Proceeds from conversion of warrants	0	291,638
Net cash provided by financing activities	6,751,613	291,638
Net increase (decrease) in cash	1,710,463	(14,537,800)
Cash, beginning of period	332,813	19,581,707
Cash, end of period	2,043,276	5,043,907
Noncash investing and financing activities
Interest and taxes paid	0	0
Revaluation of asset retirement obligation	0	120,877
Deferred acquisition liability for purchase of CR Reward	0	22,126,000
Incurrence of asset retirement obligation	0	1,100,434
Stock issued for purchase of CR Reward	0	11,516,583
Warrant liability from units placement	$ 1,668,671	$ 0

Nature of Business and Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2023

Nature of Business and Summary of Significant Accounting Policies [Abstract]

NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Statement of Compliance

Basis of Measurement

Principles of Consolidation

Going Concern and Management’s Plans

Cash, Cash Equivalents and Concentration

Use of Estimates

Foreign Currency Translation

The Company is exposed to currency risk on transactions and balances in currencies other than the functional currency. The Company has not entered any contracts to manage foreign exchange risk.

The functional currency of the Company and its subsidiaries is the US dollar; therefore, the Company is exposed to currency risk from financial assets and liabilities denominated in Canadian dollars.

Property and Equipment

Leases

Mineral Property Acquisition and Exploration Costs

	2023			2022
Balance, January 1	$	2,814,435		$	1,868,265
Accretion		52,822			25,469
Costs applied to ARO balance		(38,343	)		(130,853	)
Acquisition of CR Reward ARO		0			1,100,434
Change in estimates		(68,308	)		202,079
Balance, June 30 (current)	$	110,700		$	989,300
Balance, June 30 (long term)	$	2,649,906		$	2,076,094

Life of mine		2028			2028
Discount rate		4.0	%		3.0	%
Inflation rate (average)		2.2	%		2.6	%

Fair Value of Financial Instruments

Level 1 - Valuation based on quoted market prices in active markets for identical assets and liabilities.

Level 2 - Valuation based on quoted market prices for similar assets and liabilities in active markets.

Income Taxes

Long Lived Assets

Preferred Stock

Stock-Based Compensation

Derivative Financial Instruments

Earnings (Loss) per Common Share

The following table shows basic and diluted earnings per share:

	Three Months Ended					Six Months Ended
	6/30/2023		6/30/2022			6/30/2023		6/30/2022
Basic and Diluted Earnings (Loss) per Common Share
Earnings (loss)	$	2,876,946	$	(7,549,593	)	$	8,322,904	$	(8,970,806	)
Basic weighted average shares outstanding		85,929,753		72,429,628			85,186,643		71,479,686
Assumed conversion of dilutive shares		58,334		0			58,334		0
Diluted weighted average common shares outstanding, assuming conversion of common stock equivalents		85,988,087		72,429,628			85,244,977		71,479,686
Basic Earnings (Loss) Per Common Share	$	0.03	$	(0.10	)	$	0.10	$	(0.13	)
Diluted Earnings (Loss) Per Common Share	$	0.03	$	(0.10	)	$	0.10	$	(0.13	)

	Dilutive shares - In the money		Anti-dilutive shares - Out of the money		Total
Options		58,334		4,991,668		5,050,002
Warrants		0		34,701,615		34,701,615
Total		58,334		39,693,283		39,751,617

Risks and Uncertainties

Recent Accounting Pronouncements

The Company is not aware of any recent accounting pronouncements expected to have a material impact on the consolidated financial statements.

Mineral Properties and Equipment

6 Months Ended

Jun. 30, 2023

Mineral Industries Disclosures [Abstract]

MINERAL PROPERTIES AND EQUIPMENT

NOTE 2 - MINERAL PROPERTIES AND EQUIPMENT

	Mineral properties		Property and equipment		Total
Cost
As of December 31, 2021	$	12,077,511	$	338,204	$	12,415,715
Additions		46,884,775		838,991		47,723,766
As of December 31, 2022		58,962,286		1,177,195		60,139,481
Additions		0		0		0
As of June 30, 2023	$	58,962,286	$	1,177,195	$	60,139,481

Accumulated depreciation
As of December 31, 2021	$	0	$	44,689	$	44,689
Depreciation expense		0		44,057		44,057
As of December 31, 2022		0		88,746		88,746
Depreciation expense		0		22,029		22,029
As of June 30, 2023	$	0	$	110,775	$	110,775

Net book value on June 30, 2023	$	58,962,286	$	1,066,420	$	60,028,706

The following is the consideration paid in the Bullfrog Mines acquisition, which was allocated entirely to mineral properties:

Consideration:
Grant date fair value of 9,100,000 units issued	$	8,342,880
Transaction fees		97,571
Asset retirement obligation		1,130,631
Total	$	9,571,082

The following is the consideration paid in the CR Reward acquisition:

Consideration:
Cash	$	12,500,000
Grant date fair value of 7,800,000 units issued		11,516,583
Transaction fees		61,488
Second Payment		4,626,000
Deferred Payment		17,500,000
Total consideration	$	46,204,071

Net assets acquired
Cash	$	1,299
Prepaids		9,658
Property and plant		838,992
Mineral properties		46,465,056
Accounts payable		(10,500	)
Asset retirement obligation		(1,100,434	)
Total net assets acquired	$	46,204,071

Stockholder's Equity

6 Months Ended

Jun. 30, 2023

Stockholders' Equity Note [Abstract]

STOCKHOLDER’S EQUITY

NOTE 3 - STOCKHOLDER’S EQUITY

Recent Sales of Unregistered Securities

On June 13, 2022, 7,800,000 shares of common stock of the Company (“Common Shares”) were issued for the purchase of CR Reward. See Note 2 for additional information.

In addition to the above, the Company issued the following common shares for the twelve months ending December 31, 2022, and six months ending June 30, 2023:

Options converted to common shares (none)

Warrants converted to common shares

Date			Shares						Price
June-22			208,334			CAD			$	1.80

Preferred shares converted to common shares

Date	Shares
May-22		677,084

Convertible Preferred Stock

On May 4, 2022, 677,084 shares of Series B Preferred Stock were converted shares of common stock. As of June 30, 2023, there were no Preferred Stock shares outstanding.

Common Stock Options

Options

Exercise Price

Expected Life

Volatility

Risk Free

Interest Rate

350,000

C$2.50

3.5 years

83.7%

2.94%

Options

Exercise Price

Expected Life

Volatility

Risk Free

Interest Rate

100,000

C$1.96

3.5 years

80.3%

3.14%

Stock Option Repricing

Stock Option Activity

A summary of the stock options as of June 30, 2023, and changes during the periods are presented below:

					Weighted
					Average
			Weighted		Remaining
			Average		Contractual		Aggregate
	Number of		Exercise		Life		Intrinsic
	Options		Price		(Years)		Value
Balance at December 31, 2021		4,800,002	$	1.55		4.36	$	29,817
Exercised		0		0.00		0		0
Issued		450,000	C$	2.03		5.00		0
Canceled		50,000	C$	2.00		0		0
Balance at December 31, 2022		5,200,002		1.56		3.45		57,468
Exercised		0		0.00		0		0
Issued		0		0.00		0		0
Canceled		150,000		1.53		0		0
Balance at June 30, 2023		5,050,002	$	1.48		2.93	$	8,400
Options exercisable at June 30, 2023		3,658,335	$	1.47		2.88	$	8,400

Total outstanding warrants of 34,701,615 as of June 30, 2023, were as follows:

	Warrants Issued										Total
Warrants issued (includes expired warrants)		1,434,522		27,433,335		3,777,784		3,362,573		336,257		36,344,471
Issued date		1/16/2020		10/26/2020		3/4/2021		1/20/2023		1/20/2023
Expiration date		1/15/2022		10/26/2024		3/4/2024		1/20/2026		1/20/2024
Exercise price (Canadian $)	$	1.20	$	1.80	$	2.80	$	2.30	$	1.71
Balance at December 31, 2021		216,076		27,433,335		3,777,784		0		0		31,427,195
Exercised		0		208,334		0		0		0		208,334
Issued		0		0		0		0		0		0
Expired		216,076		0		0		0		0		216,076
Balance at December 31, 2022		0		27,225,001		3,777,784		0		0		31,002,785
Exercised		0		0		0		0		0		0
Issued		0		0		0		3,362,573		336,257		3,698,830
Expired		0		0		0		0		0		0
Balance at June 30, 2023		0		27,225,001		3,777,784		3,362,573		336,257		34,701,615

Derivative Financial Instruments

6 Months Ended

Jun. 30, 2023

Derivative Financial Instruments [Abstract]

DERIVATIVE FINANCIAL INSTRUMENTS

NOTE 4 - DERIVATIVE FINANCIAL INSTRUMENTS

	10/26/20			12/31/22			6/30/23
Fair market value of common stock	$	1.26		$	1.40		$	0.75
Exercise price	$	1.38		$	1.33		$	1.36
Term		4 years			1.8 years			1.3 years
Volatility range		68.4	%		101.5	%		84.6	%
Risk-free rate		0.18	%		4.41	%		5.40	%

	3/4/21			12/31/22			6/30/23
Fair market value of common stock	$	1.97		$	1.40		$	0.75
Exercise price	$	2.21		$	2.07		$	2.11
Term		3 years			1.2 years			0.7 years
Volatility range		72.7	%		116.0	%		69.4	%
Risk-free rate		0.32	%		4.73	%		5.40	%

	1/20/23			6/30/23
Fair market value of common stock	$	1.13		$	0.75
Exercise price	$	1.71		$	1.74
Term		3.0 years			2.6 years
Volatility range		80.0	%		77.1	%
Risk-free rate		3.83	%		4.49	%

Related Party

6 Months Ended

Jun. 30, 2023

RELATED PARTY

NOTE 5 - RELATED PARTY

Total principal	$	22,232,561
Deferred financing costs, net		3,152
Accrued interest		1,865,403
Total	$	24,101,116

The Company was charged for the following with respect to this arrangement for the six months ended June 30, 2023 and 2022:

	Six Months Ended
	6/30/2023		6/30/2022
Salaries and benefits	$	228,542	$	221,418
Office		52,182		35,278
Operating expenses		51,523		7,920
Total	$	332,247	$	299,340

2023		95,557
2024		87,594
Total	$	183,151

For the six months ended June 30, 2023 and 2022, the Company recognized share-based payments expense to related parties of $718,123 and $910,418, respectively.

Commitments and Contingencies

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 6 - COMMITMENTS AND CONTINGENCIES

	Connolly			Webster(1)			Orser			Meeteren			Total
2023	$	10,000		$	7,500		$	20,000		$	2,400		$	39,900
2024		-			-		$	20,000		$	2,400		$	22,400
2025		-			-			-		$	2,400		$	2,400
2026		-			-			-		$	2,400		$	2,400
2027		-			-			-		$	2,400		$	2,400
2028		-			-			-		$	2,400		$	2,400
2029		-			-			-		$	2,400		$	2,400
2030		-			-			-		$	2,400		$	2,400
Applicable NSRs		3.0	%		3.0	%		3.0	%		3.0	%

(1)	All amounts of annual advance minimum royalties paid during a calendar year shall be applied toward all amounts of earned mineral production royalties payable during that calendar year.

Payment due July	Annual Payment
2023-2026	$	21,000
2027-2031	$	25,000
2032-2036	$	30,000
2037-2041	$	40,000
2042-2046	$	45,000

●

Paying to Abitibi C$50,000 in cash before December 9, 2021;

●

Paying to Abitibi C$78,750 in cash before January 30, 2023; and

●

Subsequent Events

6 Months Ended

Jun. 30, 2023

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 7 - SUBSEQUENT EVENTS

None

Accounting Policies, by Policy (Policies)

6 Months Ended

Jun. 30, 2023

Nature of Business and Summary of Significant Accounting Policies [Abstract]

Basis of Presentation and Statement of Compliance

Basis of Presentation and Statement of Compliance

Basis of Measurement

Basis of Measurement

Principles of Consolidation

Principles of Consolidation

Going Concern and Management’s Plans

Going Concern and Management’s Plans

Cash, Cash Equivalents and Concentration

Cash, Cash Equivalents and Concentration

Use of Estimates

Use of Estimates

Foreign Currency Translation

Foreign Currency Translation

The Company is exposed to currency risk on transactions and balances in currencies other than the functional currency. The Company has not entered any contracts to manage foreign exchange risk.

The functional currency of the Company and its subsidiaries is the US dollar; therefore, the Company is exposed to currency risk from financial assets and liabilities denominated in Canadian dollars.

Property and Equipment

Property and Equipment

Leases

Leases

Mineral Property Acquisition and Exploration Costs

Mineral Property Acquisition and Exploration Costs

	2023			2022
Balance, January 1	$	2,814,435		$	1,868,265
Accretion		52,822			25,469
Costs applied to ARO balance		(38,343	)		(130,853	)
Acquisition of CR Reward ARO		0			1,100,434
Change in estimates		(68,308	)		202,079
Balance, June 30 (current)	$	110,700		$	989,300
Balance, June 30 (long term)	$	2,649,906		$	2,076,094

Life of mine		2028			2028
Discount rate		4.0	%		3.0	%
Inflation rate (average)		2.2	%		2.6	%

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Level 1 - Valuation based on quoted market prices in active markets for identical assets and liabilities.

Level 2 - Valuation based on quoted market prices for similar assets and liabilities in active markets.

Income Taxes

Income Taxes

Long Lived Assets

Long Lived Assets

Preferred Stock

Preferred Stock

Stock-Based Compensation

Stock-Based Compensation

Derivative Financial Instruments

Derivative Financial Instruments

Earnings (Loss) per Common Share

Earnings (Loss) per Common Share

The following table shows basic and diluted earnings per share:

	Three Months Ended					Six Months Ended
	6/30/2023		6/30/2022			6/30/2023		6/30/2022
Basic and Diluted Earnings (Loss) per Common Share
Earnings (loss)	$	2,876,946	$	(7,549,593	)	$	8,322,904	$	(8,970,806	)
Basic weighted average shares outstanding		85,929,753		72,429,628			85,186,643		71,479,686
Assumed conversion of dilutive shares		58,334		0			58,334		0
Diluted weighted average common shares outstanding, assuming conversion of common stock equivalents		85,988,087		72,429,628			85,244,977		71,479,686
Basic Earnings (Loss) Per Common Share	$	0.03	$	(0.10	)	$	0.10	$	(0.13	)
Diluted Earnings (Loss) Per Common Share	$	0.03	$	(0.10	)	$	0.10	$	(0.13	)

	Dilutive shares - In the money		Anti-dilutive shares - Out of the money		Total
Options		58,334		4,991,668		5,050,002
Warrants		0		34,701,615		34,701,615
Total		58,334		39,693,283		39,751,617

Risks and Uncertainties

Risks and Uncertainties

Recent Accounting Pronouncements

Recent Accounting Pronouncements

The Company is not aware of any recent accounting pronouncements expected to have a material impact on the consolidated financial statements.

Nature of Business and Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2023

Nature of Business and Summary of Significant Accounting Policies [Abstract]

Schedule of Costs Related to the ARO Estimate that had an Effect on the Accretion and Estimated Costs

During the period ended June 30, 2023, the Company incurred certain costs related to the ARO estimate that had an effect on the accretion and estimated costs.

	2023			2022
Balance, January 1	$	2,814,435		$	1,868,265
Accretion		52,822			25,469
Costs applied to ARO balance		(38,343	)		(130,853	)
Acquisition of CR Reward ARO		0			1,100,434
Change in estimates		(68,308	)		202,079
Balance, June 30 (current)	$	110,700		$	989,300
Balance, June 30 (long term)	$	2,649,906		$	2,076,094

Life of mine		2028			2028
Discount rate		4.0	%		3.0	%
Inflation rate (average)		2.2	%		2.6	%

Schedule of Basic and Diluted Earnings Per Share

The following table shows basic and diluted earnings per share:

	Three Months Ended					Six Months Ended
	6/30/2023		6/30/2022			6/30/2023		6/30/2022
Basic and Diluted Earnings (Loss) per Common Share
Earnings (loss)	$	2,876,946	$	(7,549,593	)	$	8,322,904	$	(8,970,806	)
Basic weighted average shares outstanding		85,929,753		72,429,628			85,186,643		71,479,686
Assumed conversion of dilutive shares		58,334		0			58,334		0
Diluted weighted average common shares outstanding, assuming conversion of common stock equivalents		85,988,087		72,429,628			85,244,977		71,479,686
Basic Earnings (Loss) Per Common Share	$	0.03	$	(0.10	)	$	0.10	$	(0.13	)
Diluted Earnings (Loss) Per Common Share	$	0.03	$	(0.10	)	$	0.10	$	(0.13	)

Schedule of Dilutive and Anti-Dilutive Shares

The following details the dilutive and anti-dilutive shares:

	Dilutive shares - In the money		Anti-dilutive shares - Out of the money		Total
Options		58,334		4,991,668		5,050,002
Warrants		0		34,701,615		34,701,615
Total		58,334		39,693,283		39,751,617

Mineral Properties and Equipment (Tables)

6 Months Ended

Jun. 30, 2023

Mineral Industries Disclosures [Abstract]

Schedule of Mineral Properties, Pland and Equipment

MINERAL PROPERTIES AND EQUIPMENT

	Mineral properties		Property and equipment		Total
Cost
As of December 31, 2021	$	12,077,511	$	338,204	$	12,415,715
Additions		46,884,775		838,991		47,723,766
As of December 31, 2022		58,962,286		1,177,195		60,139,481
Additions		0		0		0
As of June 30, 2023	$	58,962,286	$	1,177,195	$	60,139,481

Accumulated depreciation
As of December 31, 2021	$	0	$	44,689	$	44,689
Depreciation expense		0		44,057		44,057
As of December 31, 2022		0		88,746		88,746
Depreciation expense		0		22,029		22,029
As of June 30, 2023	$	0	$	110,775	$	110,775

Net book value on June 30, 2023	$	58,962,286	$	1,066,420	$	60,028,706

Schedule of Consideration Paid

Warrants converted to common shares

Date			Shares						Price
June-22			208,334			CAD			$	1.80

Schedule of Net Assets Acquired

The following is the consideration paid in the CR Reward acquisition:

Net assets acquired
Cash	$	1,299
Prepaids		9,658
Property and plant		838,992
Mineral properties		46,465,056
Accounts payable		(10,500	)
Asset retirement obligation		(1,100,434	)
Total net assets acquired	$	46,204,071

Bullfrog Mines Acquisition [Member]

Mineral Industries Disclosures [Abstract]

Schedule of Consideration Paid

The following is the consideration paid in the Bullfrog Mines acquisition, which was allocated entirely to mineral properties:

Consideration:
Grant date fair value of 9,100,000 units issued	$	8,342,880
Transaction fees		97,571
Asset retirement obligation		1,130,631
Total	$	9,571,082

CR Reward Acquisition [Member]

Mineral Industries Disclosures [Abstract]

Schedule of Consideration Paid

The following is the consideration paid in the CR Reward acquisition:

Consideration:
Cash	$	12,500,000
Grant date fair value of 7,800,000 units issued		11,516,583
Transaction fees		61,488
Second Payment		4,626,000
Deferred Payment		17,500,000
Total consideration	$	46,204,071

Stockholder's Equity (Tables)

6 Months Ended

Jun. 30, 2023

Stockholders' Equity Note [Abstract]

Schedule of Warrants Converted to Common Shares

Warrants converted to common shares

Date			Shares						Price
June-22			208,334			CAD			$	1.80

Schedule of Preferred Shares Converted to Common Shares

Preferred shares converted to common shares

Date	Shares
May-22		677,084

Schedule of Aggregate Fair Value

Options

Exercise Price

Expected Life

Volatility

Risk Free

Interest Rate

350,000

C$2.50

3.5 years

83.7%

2.94%

Options

Exercise Price

Expected Life

Volatility

Risk Free

Interest Rate

100,000

C$1.96

3.5 years

80.3%

3.14%

Schedule of Stock Options

A summary of the stock options as of June 30, 2023, and changes during the periods are presented below:

					Weighted
					Average
			Weighted		Remaining
			Average		Contractual		Aggregate
	Number of		Exercise		Life		Intrinsic
	Options		Price		(Years)		Value
Balance at December 31, 2021		4,800,002	$	1.55		4.36	$	29,817
Exercised		0		0.00		0		0
Issued		450,000	C$	2.03		5.00		0
Canceled		50,000	C$	2.00		0		0
Balance at December 31, 2022		5,200,002		1.56		3.45		57,468
Exercised		0		0.00		0		0
Issued		0		0.00		0		0
Canceled		150,000		1.53		0		0
Balance at June 30, 2023		5,050,002	$	1.48		2.93	$	8,400
Options exercisable at June 30, 2023		3,658,335	$	1.47		2.88	$	8,400

Schedule of Total Outstanding Warrants

Total outstanding warrants of 34,701,615 as of June 30, 2023, were as follows:

	Warrants Issued										Total
Warrants issued (includes expired warrants)		1,434,522		27,433,335		3,777,784		3,362,573		336,257		36,344,471
Issued date		1/16/2020		10/26/2020		3/4/2021		1/20/2023		1/20/2023
Expiration date		1/15/2022		10/26/2024		3/4/2024		1/20/2026		1/20/2024
Exercise price (Canadian $)	$	1.20	$	1.80	$	2.80	$	2.30	$	1.71
Balance at December 31, 2021		216,076		27,433,335		3,777,784		0		0		31,427,195
Exercised		0		208,334		0		0		0		208,334
Issued		0		0		0		0		0		0
Expired		216,076		0		0		0		0		216,076
Balance at December 31, 2022		0		27,225,001		3,777,784		0		0		31,002,785
Exercised		0		0		0		0		0		0
Issued		0		0		0		3,362,573		336,257		3,698,830
Expired		0		0		0		0		0		0
Balance at June 30, 2023		0		27,225,001		3,777,784		3,362,573		336,257		34,701,615

Derivative Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2023

Derivative Financial Instruments [Abstract]

Schedule of Black-Scholes Valuation Technique

For the six months ending June 30, 2023, the warrant liability was valued at $2,990,833 with the following assumptions:

	10/26/20			12/31/22			6/30/23
Fair market value of common stock	$	1.26		$	1.40		$	0.75
Exercise price	$	1.38		$	1.33		$	1.36
Term		4 years			1.8 years			1.3 years
Volatility range		68.4	%		101.5	%		84.6	%
Risk-free rate		0.18	%		4.41	%		5.40	%

	3/4/21			12/31/22			6/30/23
Fair market value of common stock	$	1.97		$	1.40		$	0.75
Exercise price	$	2.21		$	2.07		$	2.11
Term		3 years			1.2 years			0.7 years
Volatility range		72.7	%		116.0	%		69.4	%
Risk-free rate		0.32	%		4.73	%		5.40	%

	1/20/23			6/30/23
Fair market value of common stock	$	1.13		$	0.75
Exercise price	$	1.71		$	1.74
Term		3.0 years			2.6 years
Volatility range		80.0	%		77.1	%
Risk-free rate		3.83	%		4.49	%

Related Party (Tables)

6 Months Ended

Jun. 30, 2023

Schedule of the Balance of the Loan

Total principal	$	22,232,561
Deferred financing costs, net		3,152
Accrued interest		1,865,403
Total	$	24,101,116

Schedule of Office Space Rental Agreement

The Company was charged for the following with respect to this arrangement for the six months ended June 30, 2023 and 2022:

	Six Months Ended
	6/30/2023		6/30/2022
Salaries and benefits	$	228,542	$	221,418
Office		52,182		35,278
Operating expenses		51,523		7,920
Total	$	332,247	$	299,340

Schedule of Committed to Payments for Office Leases Premises

2023		95,557
2024		87,594
Total	$	183,151

Commitments and Contingencies (Tables)

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies [Abstract]

Schedule of Annual Advance Royalty Payments

	Connolly			Webster(1)			Orser			Meeteren			Total
2023	$	10,000		$	7,500		$	20,000		$	2,400		$	39,900
2024		-			-		$	20,000		$	2,400		$	22,400
2025		-			-			-		$	2,400		$	2,400
2026		-			-			-		$	2,400		$	2,400
2027		-			-			-		$	2,400		$	2,400
2028		-			-			-		$	2,400		$	2,400
2029		-			-			-		$	2,400		$	2,400
2030		-			-			-		$	2,400		$	2,400
Applicable NSRs		3.0	%		3.0	%		3.0	%		3.0	%

(1)	All amounts of annual advance minimum royalties paid during a calendar year shall be applied toward all amounts of earned mineral production royalties payable during that calendar year.

Schedule of Lease Payments

Payment due July	Annual Payment
2023-2026	$	21,000
2027-2031	$	25,000
2032-2036	$	30,000
2037-2041	$	40,000
2042-2046	$	45,000

Nature of Business and Summary of Significant Accounting Policies (Details)	6 Months Ended
	Jun. 30, 2023 USD ($)
Nature of Business and Summary of Significant Accounting Policies (Details) [Line Items]
Working capital deficiency	$ 23,000,000
Cash	$ 2,000,000
Discounted rate	4.00%
Bullfrog Project [Member]
Nature of Business and Summary of Significant Accounting Policies (Details) [Line Items]
Fair value of a liability	$ 1,720,963
Estimated future cash flows	1,875,056
Reward Project [Member]
Nature of Business and Summary of Significant Accounting Policies (Details) [Line Items]
Fair value of a liability	1,039,643
Estimated future cash flows	$ 1,313,204
Minimum [Member]
Nature of Business and Summary of Significant Accounting Policies (Details) [Line Items]
Estimated useful lives of the assets	5 years
Maximum [Member]
Nature of Business and Summary of Significant Accounting Policies (Details) [Line Items]
Estimated useful lives of the assets	15 years

Nature of Business and Summary of Significant Accounting Policies (Details) - Schedule of Costs Related to the ARO Estimate that had an Effect on the Accretion and Estimated Costs - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Schedule of Costs Related to the ARO Estimate that had an Effect on the Accretion and Estimated Costs[Abstract]
Balance, January 1	$ 2,814,435	$ 1,868,265
Accretion	52,822	25,469
Costs applied to ARO balance	(38,343)	(130,853)
Acquisition of CR Reward ARO	0	1,100,434
Change in estimates	(68,308)	202,079
Balance, June 30 (current)	110,700	989,300
Balance, June 30 (long term)	$ 2,649,906	$ 2,076,094
Life of mine	2028	2028
Discount rate	4.00%	3.00%
Inflation rate (average)	2.20%	2.60%

Nature of Business and Summary of Significant Accounting Policies (Details) - Schedule of Basic and Diluted Earnings Per Share - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Basic and Diluted Earnings (Loss) per Common Share
Earnings (loss) (in Dollars)	$ 2,876,946	$ (7,549,593)	$ 8,322,904	$ (8,970,806)
Basic weighted average shares outstanding	85,929,753	72,429,628	85,186,643	71,479,686
Assumed conversion of dilutive shares	58,334	0	58,334	0
Diluted weighted average common shares outstanding, assuming conversion of common stock equivalents	85,988,087	72,429,628	85,244,977	71,479,686
Basic Earnings (Loss) Per Common Share (in Dollars per share)	$ 0.03	$ (0.1)	$ 0.1	$ (0.13)
Diluted Earnings (Loss) Per Common Share (in Dollars per share)	$ 0.03	$ (0.1)	$ 0.1	$ (0.13)

Nature of Business and Summary of Significant Accounting Policies (Details) - Schedule of Dilutive and Anti-Dilutive Shares	6 Months Ended
	Jun. 30, 2023 shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	39,751,617
Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	5,050,002
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	34,701,615
Dilutive shares In the money [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	58,334
Dilutive shares In the money [Member] \| Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	58,334
Dilutive shares In the money [Member] \| Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	0
Anti-dilutive shares Out of the money [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	39,693,283
Anti-dilutive shares Out of the money [Member] \| Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	4,991,668
Anti-dilutive shares Out of the money [Member] \| Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	34,701,615

Mineral Properties and Equipment (Details)		1 Months Ended	6 Months Ended
Mineral Properties and Equipment (Details)	Jun. 13, 2022	Oct. 26, 2020 $ / shares shares	Jun. 30, 2023 USD ($)
Mineral Industries Disclosures [Abstract]
Shares issued \| shares		9,100,000
Exercise price of common stock \| $ / shares		$ 1.8
Royalty percentage		2.00%
Royalty deed, description		Pursuant to the Royalty Deed, the Barrick Royalty is reduced to the extent necessary so that royalties burdening any individual parcel or claim included in the Barrick Properties on October 26, 2020, inclusive of the Barrick Royalty, would not exceed 5.5% in the aggregate, provided that the Barrick Royalty in respect of any parcel or claim would not be less than 0.5%, even if the royalties burdening a parcel or claim included in the Barrick Properties would exceed 5.5%.
Initial payment shares, description	(a) $12,500,000 in cash paid at the closing; plus (b) the issuance of 7,800,000 shares of Augusta Gold common stock at closing; plus (c) $22,126,000 in cash paid on September 14, 2022 (comprising collectively the “Second Payment” and the “Deferred Payment”).
Cash reclamation bonds			$ 1,115,813
Total coverage			$ 3,188,036

Mineral Properties and Equipment (Details) - Schedule of Mineral Properties, Pland and Equipment - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Cost at beginning	$ 60,139,481	$ 12,415,715
Cost, Additions	0	47,723,766
Cost at ending	60,139,481	60,139,481
Accumulated depreciation, at beginning	88,746	44,689
Accumulated depreciation, Depreciation expense	22,029	44,057
Accumulated depreciation, at ending	110,775	88,746
Net book value	60,028,706
Mineral properties [Member]
Property, Plant and Equipment [Line Items]
Cost at beginning	58,962,286	12,077,511
Cost, Additions	0	46,884,775
Cost at ending	58,962,286	58,962,286
Accumulated depreciation, at beginning	0	0
Accumulated depreciation, Depreciation expense	0	0
Accumulated depreciation, at ending	0	0
Net book value	58,962,286
Plant and equipment [Member]
Property, Plant and Equipment [Line Items]
Cost at beginning	1,177,195	338,204
Cost, Additions	0	838,991
Cost at ending	1,177,195	1,177,195
Accumulated depreciation, at beginning	88,746	44,689
Accumulated depreciation, Depreciation expense	22,029	44,057
Accumulated depreciation, at ending	110,775	$ 88,746
Net book value	$ 1,066,420

Mineral Properties and Equipment (Details) - Schedule of Consideration Paid - Bullfrog Mines Acquisition [Member]	6 Months Ended
	Jun. 30, 2023 USD ($)
Mineral Properties and Equipment (Details) - Schedule of Consideration Paid [Line Items]
Grant date fair value of 9,100,000 units issued	$ 8,342,880
Transaction fees	97,571
Asset retirement obligation	1,130,631
Total	$ 9,571,082

Mineral Properties and Equipment (Details) - Schedule of Consideration Paid (Parentheticals)	Jun. 30, 2023 shares
Bullfrog Mines Acquisition [Member]
Mineral Properties and Equipment (Details) - Schedule of Consideration Paid (Parentheticals) [Line Items]
Fair value of units issued	9,100,000

Mineral Properties and Equipment (Details) - Schedule of Consideration Paid - CR Reward Acquisition [Member]	6 Months Ended
	Jun. 30, 2023 USD ($)
Mineral Properties and Equipment (Details) - Schedule of Consideration Paid [Line Items]
Cash	$ 12,500,000
Grant date fair value of 7,800,000 units issued	11,516,583
Transaction fees	61,488
Second Payment	4,626,000
Deferred Payment	17,500,000
Total consideration	$ 46,204,071

Mineral Properties and Equipment (Details) - Schedule of Consideration Paid (Parentheticals)	Jun. 30, 2023 shares
CR Reward Acquisition [Member]
Mineral Properties and Equipment (Details) - Schedule of Consideration Paid (Parentheticals) [Line Items]
Fair value of units issued	7,800,000

Mineral Properties and Equipment (Details) - Schedule of Net Assets Acquired	Jun. 30, 2023 USD ($)
Schedule of Net Assets Acquired [Abstract]
Cash	$ 1,299
Prepaids	9,658
Property and plant	838,992
Mineral properties	46,465,056
Accounts payable	(10,500)
Asset retirement obligation	(1,100,434)
Total net assets acquired	$ 46,204,071

Stockholder's Equity (Details)					1 Months Ended						6 Months Ended
Stockholder's Equity (Details)	Sep. 29, 2022 USD ($) shares	Sep. 29, 2022 USD ($) $ / shares	Jun. 13, 2022 shares	May 04, 2022 shares	Jan. 20, 2023 CAD ($) $ / shares shares	Aug. 31, 2022 USD ($) shares	Jun. 30, 2022 USD ($) shares	Feb. 22, 2021	Oct. 31, 2012 shares	Aug. 31, 2011 shares	Jun. 30, 2023 USD ($) shares	Jun. 30, 2022 USD ($)	Jun. 30, 2023 $ / shares shares	Dec. 31, 2022 shares	Jul. 31, 2016 shares
Stockholder's Equity (Details) [Line Items]
Offering units					6,725,147
Price per Unit (in Dollars per share) \| $ / shares					$ 1.71
Gross proceeds (in Dollars) \| $					$ 11,500,000
Warrants issued					3,362,573
Cash compensation percentage											5.00%
Underwriters shares											336,257
Warrant price per share (in Dollars per share) \| $ / shares													$ 1.71
Preferred stock shares													250,000,000	250,000,000
Shareholder percentage										4.99%
Prior notice in percentage										9.99%
Public conversion percentage									4.99%
Shares of common stock				677,084
Common stock percentage								10.00%
Aggregate fair value (in Dollars) \| $						$ 99,021	$ 324,816					$ 324,816
Exercise price (in Dollars per share) \| $ / shares		$ 2
Vested and unvested stock options shares	4,541,667
Share based compensation expense (in Dollars) \| $	$ 480,250										$ 718,123	$ 910,418
Vested stock option awards (in Dollars) \| $	188,233
Unvested stock option awards (in Dollars) \| $	$ 292,017	$ 292,017
Outstanding warrants											34,701,615
Common Stock [Member]
Stockholder's Equity (Details) [Line Items]
Issued shares			7,800,000
Series A Preferred Stock [Member]
Stockholder's Equity (Details) [Line Items]
Preferred stock shares										5,000,000			5,000,000	5,000,000
Series B Preferred Stock [Member]
Stockholder's Equity (Details) [Line Items]
Preferred stock shares									5,000,000				45,000,000	45,000,000	7,500,000
Stock Option Repricing [Member]
Stockholder's Equity (Details) [Line Items]
Exercise price (in Dollars per share) \| $ / shares		$ 3
Officers and Employees [Member] \| Stock Option Plan [Member]
Stockholder's Equity (Details) [Line Items]
Granted option							350,000
Employees [Member] \| Stock Option Plan [Member]
Stockholder's Equity (Details) [Line Items]
Granted option						100,000

Stockholder's Equity (Details) - Schedule of Warrants Converted to Common Shares - June-22 [Member] - Canada, Dollars	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Stockholder's Equity (Details) - Schedule of Warrants Converted to Common Shares [Line Items]
Warrants converted to common shares, shares \| shares	208,334
Warrants converted to common shares, price \| $ / shares	$ 1.8

Stockholder's Equity (Details) - Schedule of Preferred Shares Converted to Common Shares	6 Months Ended
	Jun. 30, 2023 shares
May-22 [Member]
Stockholder's Equity (Details) - Schedule of Preferred Shares Converted to Common Shares [Line Items]
Preferred shares converted to common shares	677,084

Stockholder's Equity (Details) - Schedule of Aggregate Fair Value	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Stock Option Plan [Member]
Fair Value, Option, Quantitative Disclosures [Line Items]
Fair value, Options (in Shares) \| shares	350,000
Fair value, Exercise Price (in Dollars per share) \| $ / shares	$ 2.5
Fair value, Expected Life	3 years 6 months
Fair value, Volatility	83.70%
Fair value, Risk Free Interest Rate	2.94%
Employees [Member]
Fair Value, Option, Quantitative Disclosures [Line Items]
Fair value, Options (in Shares) \| shares	100,000
Fair value, Exercise Price (in Dollars per share) \| $ / shares	$ 1.96
Fair value, Expected Life	3 years 6 months
Fair value, Volatility	80.30%
Fair value, Risk Free Interest Rate	3.14%

Stockholder's Equity (Details) - Schedule of Stock Options - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Schedule Of Stock Options Abstract
Number of Options, beginning balance (in Shares)	5,200,002	4,800,002
Weighted Average Exercise Price, beginning balance	$ 1.56	$ 1.55
Weighted Average Remaining Contractual Life (Years), beginning balance		4 years 4 months 9 days
Aggregate Intrinsic Value, beginning balance (in Dollars)	$ 57,468	$ 29,817
Number of Options, Exercised (in Shares)	0	0
Weighted Average Exercise Price, Exercised	$ 0	$ 0
Weighted Average Remaining Contractual Life (Years), Exercised	0 years	0 years
Aggregate Intrinsic Value, Exercised (in Dollars)	$ 0	$ 0
Number of Options, Issued (in Shares)	0	450,000
Weighted Average Exercise Price, Issued	$ 0	$ 2.03
Weighted Average Remaining Contractual Life (Years), Issued	0 years	5 years
Aggregate Intrinsic Value, Issued (in Dollars)	$ 0	$ 0
Number of Options, Canceled (in Shares)	150,000	50,000
Weighted Average Exercise Price, Canceled	$ 1.53	$ 2
Weighted Average Remaining Contractual Life (Years), Canceled	0 years	0 years
Aggregate Intrinsic Value, Canceled	$ 0	$ 0
Number of Options, ending balance (in Shares)	5,050,002	5,200,002
Weighted Average Exercise Price, ending balance	$ 1.48	$ 1.56
Weighted Average Remaining Contractual Life (Years), ending balance	2 years 11 months 4 days	3 years 5 months 12 days
Aggregate Intrinsic Value, ending balance (in Dollars)	$ 8,400	$ 57,468
Number of Options, Options exercisable (in Shares)	3,658,335
Weighted Average Exercise Price, Options exercisable	$ 1.47
Weighted Average Remaining Contractual Life (Years), Options exercisable	2 years 10 months 17 days
Aggregate Intrinsic Value, Options exercisable (in Dollars)	$ 8,400

Stockholder's Equity (Details) - Schedule of Total Outstanding Warrants - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Class of Warrant or Right [Line Items]
Warrants issued (includes expired warrants)			36,344,471
Balance at beginning	31,002,785	31,427,195
Exercised	0	208,334
Issued	3,698,830	0
Expired	0	216,076
Balance at ending	34,701,615	31,002,785	31,427,195
Warrants Issued [Member]
Class of Warrant or Right [Line Items]
Warrants issued (includes expired warrants)			1,434,522
Issued date			Jan. 16, 2020
Expiration date			Jan. 15, 2022
Exercise price (Canadian $) (in Dollars per share)			$ 1.2
Balance at beginning	0	216,076
Exercised	0	0
Issued	0	0
Expired	0	216,076
Balance at ending	0	0	216,076
Warrants Issued One [Member]
Class of Warrant or Right [Line Items]
Warrants issued (includes expired warrants)			27,433,335
Issued date			Oct. 26, 2020
Expiration date			Oct. 26, 2024
Exercise price (Canadian $) (in Dollars per share)			$ 1.8
Balance at beginning	27,225,001	27,433,335
Exercised	0	208,334
Issued	0	0
Expired	0	0
Balance at ending	27,225,001	27,225,001	27,433,335
Warrants Issued Two [Member]
Class of Warrant or Right [Line Items]
Warrants issued (includes expired warrants)			3,777,784
Issued date			Mar. 04, 2021
Expiration date			Mar. 04, 2024
Exercise price (Canadian $) (in Dollars per share)			$ 2.8
Balance at beginning	3,777,784	3,777,784
Exercised	0	0
Issued	0	0
Expired	0	0
Balance at ending	3,777,784	3,777,784	3,777,784
Warrants Issued Three [Member]
Class of Warrant or Right [Line Items]
Warrants issued (includes expired warrants)			3,362,573
Issued date			Jan. 20, 2023
Expiration date			Jan. 20, 2026
Exercise price (Canadian $) (in Dollars per share)			$ 2.3
Balance at beginning	0	0
Exercised	0	0
Issued	3,362,573	0
Expired	0	0
Balance at ending	3,362,573	0	0
Warrants Issued Four [Member]
Class of Warrant or Right [Line Items]
Warrants issued (includes expired warrants)			336,257
Issued date			Jan. 20, 2023
Expiration date			Jan. 20, 2024
Exercise price (Canadian $) (in Dollars per share)			$ 1.71
Balance at beginning	0	0
Exercised	0	0
Issued	336,257	0
Expired	0	0
Balance at ending	336,257	0	0

Derivative Financial Instruments (Details) - USD ($)		1 Months Ended		6 Months Ended
Derivative Financial Instruments (Details) - USD ($)	Mar. 04, 2021	Jan. 20, 2023	Oct. 26, 2020	Jun. 30, 2023
Derivative Financial Instruments [Abstract]
Warrant liability				$ 41,536
October 2020 Warrants [Member]
Derivative Financial Instruments [Abstract]
Issuance of warrants			$ 11,439,156
Fair of warrant liability				2,990,833
March 2021 Warrants [Member]
Derivative Financial Instruments [Abstract]
Issuance of warrants	$ 3,306,758
January 2023 Warrants [Member]
Derivative Financial Instruments [Abstract]
Issuance of warrants		$ 1,668,671
Fair of warrant liability				$ 690,739

Derivative Financial Instruments (Details) - Schedule of Black-Scholes Valuation Technique - $ / shares					6 Months Ended
	Jan. 20, 2023	Dec. 31, 2022	Mar. 04, 2021	Oct. 26, 2020	Jun. 30, 2023
Derivative Financial Instruments [Abstract]
Fair market value of common stock		$ 1.4		$ 1.26	$ 0.75
Exercise price		$ 1.33		$ 1.38	$ 1.36
Term		1 year 9 months 18 days		4 years	1 year 3 months 18 days
Volatility range		101.50%		68.40%	84.60%
Risk-free rate		4.41%		0.18%	5.40%
Warrant [Member]
Derivative Financial Instruments [Abstract]
Fair market value of common stock		$ 1.4	$ 1.97		$ 0.75
Exercise price		$ 2.07	$ 2.21		$ 2.11
Term		1 year 2 months 12 days	3 years		8 months 12 days
Volatility range		116.00%	72.70%		69.40%
Risk-free rate		4.73%	0.32%		5.40%
Warrant One [Member]
Derivative Financial Instruments [Abstract]
Fair market value of common stock	$ 1.13				$ 0.75
Exercise price	$ 1.71				$ 1.74
Term	3 years				2 years 7 months 6 days
Volatility range	80.00%				77.10%
Risk-free rate	3.83%				4.49%

Related Party (Details) - USD ($)	6 Months Ended
Related Party (Details) - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Sep. 13, 2022
Related Party Transactions [Abstract]
Investments loan			$ 22,232,561
Interest rate	3.00%
Origination fee percentage	0.50%
Rent paid	$ 183,000
Share-based payments expense	$ 718,123	$ 910,418

Related Party (Details) - Schedule of the Balance of the Loan	6 Months Ended
	Jun. 30, 2023 USD ($)
Schedule of the Loan [Abstract]
Total principal	$ 22,232,561
Deferred financing costs, net	3,152
Accrued interest	1,865,403
Total	$ 24,101,116

Related Party (Details) - Schedule of Office Space Rental Agreement - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Schedule of Office Space Rental Agreement [Abstract]
Salaries and benefits	$ 228,542	$ 221,418
Office	52,182	35,278
Operating expenses	51,523	7,920
Total	$ 332,247	$ 299,340

Related Party (Details) - Schedule of Committed to Payments for Office Leases Premises	Jun. 30, 2023 USD ($)
Schedule of Committed to Payments for Office Leases Premises [Abstract]
2023	$ 95,557
2024	87,594
Total	$ 183,151

Commitments and Contingencies (Details)			1 Months Ended	6 Months Ended	12 Months Ended
Commitments and Contingencies (Details)	Dec. 09, 2020	Jul. 01, 2017	Oct. 31, 2014 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)	Oct. 29, 2023 m²
Commitments and Contingencies (Details) [Line Items]
Lease term		30 years
Number of patented mining		24
Undivided interest rate		100.00%
Work commitments				$ 50,000
Cumulative expense				500,000
Operating lease payments				$ 132,000
Purchase rights						100.00%
Project and covers (in Square Meters) \| m²						156
Property interest rate				100.00%
Repayments of options					$ 160,000
Remaining payment				$ 30,000
Option agreement, description	Bullfrog Mines entered into a mining option agreement with Abitibi Royalties (USA) Inc. (“Abitibi”) granting Bullfrog Mines the option (the “Abitibi Option”) to acquire forty-three unpatented lode mining claims to the south of the Bullfrog deposit. The Abitibi Option was amended on December 9, 2022, to extend the exercise deadline and to increase the last payment amount required to exercise the option. Bullfrog Mines made an initial payment to Abitibi of C$25,000 and exercised the Abitibi Option in full on January 30, 2023, by: ● Paying to Abitibi C$50,000 in cash before December 9, 2021; ● Paying to Abitibi C$78,750 in cash before January 30, 2023; and ● Granting to Abitibi a 2% net smelter royalty on the claims subject to the Abitibi Option on January 30, 2023, of which Bullfrog Mines has the option to purchase 0.5% for C$500,000 on or before December 9, 2030.
Mojave [Member]
Commitments and Contingencies (Details) [Line Items]
Shares issued			$ 750,000
Payments made			$ 16,000
Total payments					$ 190,000

Commitments and Contingencies (Details) - Schedule of Annual Advance Royalty Payments

Jun. 30, 2023

USD ($)

Commitments and Contingencies (Details) - Schedule of Annual Advance Royalty Payments [Line Items]

$ 39,900

22,400

2,400

2,400

2,400

2,400

2,400

2,400

Commitments and Contingencies (Details) - Schedule of Annual Advance Royalty Payments [Line Items]

10,000

Commitments and Contingencies (Details) - Schedule of Annual Advance Royalty Payments [Line Items]

2023

7,500

^[1]

^[1]

^[1]

^[1]

^[1]

^[1]

^[1]

^[1]

^[1]

Commitments and Contingencies (Details) - Schedule of Annual Advance Royalty Payments [Line Items]

20,000

20,000

Commitments and Contingencies (Details) - Schedule of Annual Advance Royalty Payments [Line Items]

2,400

2,400

2,400

2,400

2,400

2,400

2,400

2,400

$ 3

[1]	All amounts of annual advance minimum royalties paid during a calendar year shall be applied toward all amounts of earned mineral production royalties payable during that calendar year.