Paramount Gold Nevada Corp
For the period ended Jun 30, 2024. Filed Sep 26, 2024.
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FY2024 · Filed Sep 26, 2024
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Item 15. Exhibits, Financial Statement Schedules
(a)
The following report and financial statements are filed together with this Annual Report:
(1)
Audited Consolidated Financial Statements of Paramount Gold Nevada Corp.
Included in Part II of this report:
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets as of June 30, 2024 and 2023
Consolidated Statements of Operations for the years ended June 30, 2024 and 2023
Consolidated Statements of Cash Flows for the years ended June 30, 2024 and 2023
Consolidated Statements of Stockholders’ Equity for the years ended June 30, 2024 and 2023
Notes to Consolidated Financial Statements
(b)
Index to Exhibits
| ExhibitNumber | Description |
| 1.1 | Controlled Equity OfferingSM Sales Agreement, dated as of March 22, 2024, by and between Paramount Gold Nevada Corp., Cantor Fitzgerald & Co. and A.G.P./Alliance Global Partners (Incorporated herein by reference to Exhibit 1.1 to Current Report on Form 8-K of the Company filed on March 22, 2024) |
| 2.1 | Form of Separation and Distribution Agreement by and between Paramount Gold and Silver Corp. and the Registrant.1 |
| 2.2 | Agreement and Plan of Merger among Coeur Mining, Inc., Hollywood Merger Sub, Inc., Paramount Gold and Silver Corp., and the Registrant, Dated as of December 16, 2014.1 |
| 2.3 | Arrangement Agreement and Plan of Arrangement dated March 14, 2016, among Paramount Gold Nevada Corp. and Calico Resources Corp. (Incorporated herein by reference to Exhibit 2.1 to Current Report on Form 8-K of the Company filed on March 17, 2016) |
| 3.1 | Certificate of Amended and Restated Articles of Incorporation.2 |
| 3.2 | Amended and Restated Bylaws.2 |
| 3.3* | Certificate of Amendment to Amended and Restated Articles of Incorporation as of December 22, 2020 |
| 4.1* | Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 |
| 10.1 | 2015 Stock Incentive and Equity Compensation Plan.2 |
| 10.2 | 2016 Stock Incentive and Equity Compensation Plan (Incorporated herein by reference to Exhibit 1 to Definitive Proxy Statement on Schedule 14A of the Company filed on October 26, 2024) |
| 10.3 | Employment Agreement dated October 26, 2015 between Company and Glen Van Treek (Incorporated herein by reference to Exhibit 10.1 to Current Report on Form 8-K of the Company filed on October 26, 2015) |
| 10.4 | Employment Agreement dated October 26, 2015 between Company and Carlo Buffone (Incorporated herein by reference to Exhibit 10.2 to Current Report on Form 8-K of the Company filed on October 26, 2015) |
| 10.5 | Amended Employment Agreement Glen Van Treek dated August 10, 2016 (Incorporated herein by reference to exhibit 10.1 to Current Report on Form 8-K of the Company filed on August 12, 2016) |
| 10.6 | Amended Employment Agreement Carlo Buffone dated August 10, 2016 (Incorporated herein by reference to exhibit 10.2 to Current Report on Form 8-K of the Company filed on August 12, 2016) |
| 10.7 | Secured Royalty Convertible Debenture, dated December 27, 2023, by the Company and Calico in favor of Sprott Private Resource Streaming and Royalty (US Collector), LP, as agent. (Incorporated herein by reference to exhibit 10.1 to Current Report on Form 8-K of the Company filed on January 3, 2024) |
| 10.8 | Mining ROFR Option to Purchase Agreement, dated December 27, 2023, by the Company and Calico in favor of Sprott Private Resource Streaming and Royalty (US Collector), LP (Incorporated herein by reference to exhibit 10.2 to Current Report on Form 8-K of the Company filed on January 3, 2024) |
| 21.1* | List of subsidiaries. |
| 23.1* | Consent of Moss Adams LLP, Independent Registered Public Accounting Firm |
| 23.2* | Consent of Qualified Person for Technical Report Summary for the Grassy Mountain Project - Ausenco Engineering Canada Inc. |
| 23.3* | Consent of Qualified Person for Technical Report Summary for the Grassy Mountain Project - Arrowhead Underground LLC |
| 23.4* | Consent of Qualified Person for Technical Report Summary for the Grassy Mountain Project - Geotechnical Mine Solutions |
| 23.5* | Consent of Qualified Person for Technical Report Summary for the Grassy Mountain Project - RESPEC Company LLC |
| 23.6* | Consent of Qualified Person for Technical Report Summary for the Grassy Mountain Project - SLR International Corporation |
| 23.7* | Consent of Qualified Person for Technical Report Summary for the Grassy Mountain Project - WSP USA Inc. |
| 23.8* | Consent of Qualified Person for Technical Report Summary for the Sleeper Gold Project - RESPEC Company LLC |
| 23.9* | Consent of Qualified Person for Technical Report Summary for the Sleeper Gold Project - Woods Process Services LLC |
| 31.1* | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2* | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32.1* | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.2* | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 96.1 | Technical Report Summary for the Grassy Mountain Project, Oregon, U.S.A. (Incorporated by reference to exhibit 96.1 to the Registrant's Current Report on Form 8-K filed on October 6, 2022 (File. No. 001-36908) |
| 96.2 | Technical Report Summary for the Sleeper Gold Project, Nevada, U.S.A. (Incorporated by reference to exhibit 96.1 to the Registrants's Current Report on Form 8-K filed on September 12, 2023 (File No. 001-36908) |
| 97.1* | Compensation Recovery Policy effective December 13, 2023. |
| 101.INS | Inline XBRL Instance Document–the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document |
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents |
| 104 | Cover page formatted as Inline XBRL and contained in Exhibit 101 |
- Filed herewith.
1 Incorporated by reference to the exhibit filed in the Registrant’s Amendment No. 1 to Registration Statement on Form S-1 filed on February 23, 2015.
2 Incorporated by reference to the exhibit filed in the Registrant’s Form 10-Q filed on May 22, 2015.
3 Incorporated by reference to the exhibit filed in the Registrant’s Amendment No. 3 to Registration Statement on Form S-1 filed on April 2, 2015.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Paramount Gold Nevada Corp. | ||
| Date: September 26, 2024 | By: | /s/ Rachel Goldman |
|---|---|---|
| Rachel Goldman | ||
| (Director and CEO) | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.
| Name | Title | Date |
|---|---|---|
| /s/ Rachel Goldman | Director and CEO (Principal Executive Officer) | September 26, 2024 |
| Rachel Goldman | ||
| /s/ Carlo Buffone | Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | September 26, 2024 |
| Carlo Buffone | ||
| /s/ Glen Van Treek | Director, President and Chief Operating Officer | September 26, 2024 |
| Glen Van Treek | ||
| /s/ Rudi Fronk | Director | September 26, 2024 |
| Rudi Fronk | ||
| /s/ John Carden | Director | September 26, 2024 |
| John Carden | ||
| /s/ Eliseo Gonzalez-Urien | Director | September 26, 2024 |
| Eliseo Gonzalez-Urien | ||
| /s/ Christopher Reynolds | Director | September 26, 2024 |
| Christopher Reynolds | ||
| /s/ Pierre Pelletier | Director | September 26, 2024 |
| Pierre Pelletier | ||
| /s/ Samantha Espley | Director | September 26, 2024 |
| Samantha Espley | ||
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
| Report of Independent Registered Public Accounting Firm (PCAOB Audit ID 659) | F-1 |
|---|---|
| Consolidated Balance Sheets as of June 30, 2024 and 2023 | F-3 |
| Consolidated Statements of Operations for the Years ended June 30, 2024 and 2023 | F-4 |
| Consolidated Statements of Stockholders’ Equity for the Years ended June 30, 2024 and 2023 | F-5 |
| Consolidated Statements of Cash Flows for the Years ended June 30, 2024 and 2023 | F-6 |
| Notes to Consolidated Financial Statements | F-7 |
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