PERPETUA RESOURCES CORP.
For the period ended Sep 30, 2025. Filed Nov 14, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 14, 2025
PPTA$19.53+16.6%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-13.
0001410578-25-001747
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001104659-25-112609
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 66 previous paragraphs and 74 current paragraphs.
24 unchanged; 29 reworded; 18 added; 11 removed; 2 previous and 3 current paragraphs rearranged.
Tables are not compared: 26 previous and 35 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (18)
Current report
Third Quarter 2025 and Recent Key Highlights
Current report
The Company has continued to execute and develop its comprehensive plan to finance construction of the Project since it was announced in June 2025. The construction financing is currently expected to primarily include the following elements:
Current report
In connection with the $255 million private placement in October 2025, the Corporation issued warrants to purchase up to 4,053,408 common shares, priced at 35%, 50% and 65% premiums to the price of the common shares included in the Private Placement and over one, two and three year periods following closing, respectively, for potential proceeds of up to $142 million if all warrants are exercised. The Company expects to use any proceeds from the exercise of the warrants to support exploration activities, working capital and for general corporate purposes.
Current report
Since the Board of Directors approved a revised 2025 budget for early works construction in August 2025, the Company has accelerated construction readiness and contracting activities. Recent updates include:
Current report
After posting required construction phase financial assurance with the USFS, IDL, and USACE and receiving confirmation from those agencies of approval of this construction phase financial assurance on September 20 and 21, 2025, the Company commenced construction on certain early works activities for the Stibnite Gold Project as authorized by the USFS, IDL, and USACE. Early works construction activities are limited to activities permitted under the authorizations issued by the USFS, IDL and USACE, the terms of the financial assurance agreements and the voluntary stipulations entered into by PRII and the plaintiffs in the two pending cases in federal district court challenging the USFS ROD and other federal agency approvals referenced above, which stipulations are further described under “–NEPA Permitting Update” below.
Current report
On September 19, 2025, the USFS issued its conditional Notice to Proceed from the USFS for the Stibnite Gold Project, which stated the Project has satisfied the requirements outlined in the January 2025 ROD necessary to begin construction and that the Project may begin construction conditioned only on the Company posting of the joint construction phase financial assurance bonding agreed to by USFS, IDL, and USACE for the Project.
Current report
Perpetua subsequently posted the agreed upon joint construction phase financial assurance bonding for the Project, and the USFS on October 20, 2025 issued Notice that the requirements necessary to start construction had been satisfied, the Plan of Operations had been signed, and the Project could enter construction subject to terms and conditions specified in the Notice. IDL and USACE on October 21, 2025 also issued notices confirming that the requirements necessary to begin construction under their respective approvals for the Project, including posting the agreed upon joint financial assurance, had been met and that the Company could begin construction subject to the terms and conditions identified by those agencies.
Current report
On August 29, 2025, the Nez Perce Tribe filed a lawsuit against the USFS, United States Department of Agriculture, and other federal agencies in the United States District Court for the District of Idaho the challenging the USFS ROD and other approvals by the USFS and other federal agencies in connection with the Stibnite Gold Project and alleging violations of NEPA and other federal statutes, regulations, rules, and requirements in the regulatory review and approval process in of the Project. Among other remedies, the Tribe seeks to vacate the USFS ROD, the Final Environmental Impact, Final Biological Opinions, and other approvals and to enjoin any further implementation of the Project. PRII filed a motion to intervene in this lawsuit, which was granted by the District Court on September 4, 2025. A scheduling order has not been entered in this case.
Current report
The U.S. District Court on October 2, 2025 issued a general order staying all civil cases listed in the order due to the partial shutdown of the federal government over appropriations for the government. The list included the separate lawsuits filed by the Nez Perce Tribe and by the environmental mentioned above challenging the USFS ROD and other federal agency approvals. This stay does not affect the validity of the USFS ROD or any of the other approvals challenged in either of these lawsuits in connection with the Stibnite Gold Project, and all such approvals remain in effect.
Current report
The Company believes the USFS ROD and other federal regulatory processes challenged in the two foregoing federal lawsuits were conducted thoroughly and completely by the relevant federal regulatory agencies. However, there can be no assurance that the Project approvals challenged in those two cases will be upheld upon judicial review. Before this early works construction commenced, the Company entered into voluntary stipulations with the plaintiffs in the two above mentioned federal lawsuits filed by certain environmental advocacy groups and the Nez Perce Tribe challenging the USFS ROD and other approvals by the USFS and other federal agencies in connection with the Stibnite Gold Project. Those stipulations place certain restrictions on the construction activities for the Stibnite Gold Project until February 1, 2026. In exchange for the Company’s commitments to these restrictions, the plaintiffs in each case agreed not to seek a preliminary injunction against development of the Project in conformance with the stipulations during the restriction period until February 1, 2026. These stipulations were filed with the U.S. District Court for the District of Idaho in the two federal lawsuits.
Current report
From June through October 2025, the Company raised $807 million in aggregate gross proceeds from several equity offerings. The proceeds of these offerings are expected to be used to fund early construction costs and long lead items as part of the equity requirements for the U.S. EXIM debt finance application submitted in May 2025, with any additional funds intended to support exploration activities, working capital, and general corporate purposes. The Company expects to use the proceeds from the exercise of the warrants, if any, to support exploration activities, working capital, and for general corporate purposes.
Current report
Equity Offering and Private Placement – July 2025
Current report
Private Placement of Common Shares and Warrants – October 2025
Current report
On October 27, 2025, the Corporation entered into agreements to raise $255 million between two concurrent equity investments from Agnico Eagle and JPMorgan (the “Private Placement”). Agnico Eagle agreed to invest $180 million in common shares and receive warrants to purchase up to 2,861,229 common shares and JPMorgan agreed to invest $75 million in common shares and receive warrants to purchase up to 1,192,179 common shares. The Agnico Eagle warrants and JPMorgan warrants were issued in three tranches, with one-third expiring on each of the first, second and third anniversaries of the closing date of the Private Placement. The one-, two- and three-year warrants will be exercisable at prices of $31.46, $34.95 and $38.45 per common share, respectively. The warrants are subject to repurchase by the Corporation if the closing price of the common shares exceeds 130% of the respective exercise prices of each tranche of warrants for a specified period and a registration statement covering the warrant shares is effective. The warrant certificates contain customary adjustment provisions in connection with, among other things, (i) share splits and distributions, (ii) rights offerings and (iii) certain events involving a capital reorganization, reclassification, combination or merger of the Corporation. The Private Placement was priced at $23.30 per common share, being the closing price of the Corporation’s common stock on Nasdaq on Friday, October 24, 2025. The Private Placement closed on October 28, 2025.
Current report
Equity Offering and Private Placement – October 2025
Current report
On October 28, 2025, the Corporation entered into an underwriting agreement with BMO Capital Markets Corp., as representative of the several underwriters named therein, pursuant to which the Corporation agreed to issue and sell an aggregate of 2,938,000 common shares of the Corporation in the United States at a price to the public of $24.25 per share, for gross proceeds of $71.2 million and net proceeds to the Corporation of $67.9 million. Agnico Eagle exercised its pro rata participation right with respect to the offering in a concurrent private placement at the public offering price of the offering which resulted in the issuance of an additional 280,415 common shares for proceeds to the Corporation of $6.8 million. The offering closed on October 30, 2025, and the concurrent private placement closed on October 31, 2025.
Current report
Government Funding
Current report
In our audited consolidated financial statements for the year ended December 31, 2024, we reported substantial doubt about the Company’s ability to continue as a going concern due to lack of sufficient funding to meet the Company’s ongoing obligations or advance construction readiness activities for a period of 12 months from the date the annual financial statements were issued. Additional funding was received during 2025 and we have determined our current cash balance is sufficient to satisfy the Company’s ongoing obligations and to continue construction readiness activities and other ongoing operations for at least 12 months from the date these financial statements are issued.
Removed paragraphs (11)
Previous report
Second Quarter 2025 Key Highlights
Previous report
In connection with the Company’s $425 million equity offering in June 2025, the Company announced a comprehensive plan to finance construction of the Project which primarily includes the following elements:
Previous report
The Company is advancing construction readiness activities in parallel with the permitting process. Recent updates include:
Previous report
Equity Offering
Previous report
Potential Funding from Royalty or Streaming Agreement
Previous report
The Company is in advanced discussions with potential partners for a financial assurance guarantee and indemnification as noted below, along with proceeds between $200 million to $250 million, in exchange for either a gold NSR royalty not to exceed 3.9% or a gold stream. A royalty, if any, would be expected to provide for buy back of a portion of the royalty if certain conditions are met. The proposed royalty and financial assurance arrangement is expected to be formalized in summer 2025.
Previous report
Potential Financial Assurance Guarantee
Previous report
Based on ongoing discussions with the USFS and other federal and state agencies, the Company anticipates that under various existing and pending regulatory approvals for the Project, the Company will be required to provide total financial assurance, in the form of reclamation bonds or other financial instruments, in the amount of approximately $160 million. The Company is in discussions with surety companies and banks to provide the bonds or other financial instruments to the applicable federal and state agencies to satisfy the total financial assurance requirements under applicable federal and state law. The potential gold royalty or streaming agreement referenced above is expected to include a guarantee and indemnification by the counterparty of approximately $155 million of the Company’s obligations to surety providers in respect of such reclamation bonds or other financial instruments.
Previous report
Department of Defense Funding
Previous report
The Company’s latest liquidity forecast indicates that available cash resources are sufficient to satisfy the Company’s anticipated expenses until the project is full sanction construction-ready, expected in the spring of 2026, and the full Project financing package is formalized. Perpetua expects to generate future profitable operations through the development of the Stibnite Gold Project, which it intends to finance through a comprehensive Project financing package. This financing package is expected to include project financing from U.S. EXIM or other sources, proceeds of the Company’s recent equity offering, and a royalty or streaming arrangement.
Previous report
These unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business and do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described above.
Reworded paragraphs (29)
Previous wording
You should read the following discussion and analysis of our financial condition and results of operations for the three and six months ended June 30, 2025 and 2024 with our unaudited condensed consolidated financial statements and related notes and other financial information appearing in this Quarterly Report. Some of the information contained in this discussion and analysis or set forth elsewhere in this Quarterly Report, including information with respect to our plans and strategy for our business, operations, and product candidates, includes forward-looking statements that involve risks and uncertainties. You should review the sections of this Quarterly Report captioned “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” for a discussion of important factors that could cause our actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Current wording
You should read the following discussion and analysis of our financial condition and results of operations for the three and nine months endedSeptember 30, 2025 and 2024 with our unaudited condensed consolidated financial statements and related notes and other financial information appearing in this Quarterly Report. Some of the information contained in this discussion and analysis or set forth elsewhere in this Quarterly Report, including information with respect to our plans and strategy for our business, operations, and product candidates, includes forward-looking statements that involve risks and uncertainties. You should review the sections of this Quarterly Report captioned “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” for a discussion of important factors that could cause our actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Previous wording
Perpetua Resources’ vision is to provide the United States with a domestic source of the critical mineral antimony, develop one of the largest and highest-grade open pit gold mines in the country and restore an abandoned brownfield site. Perpetua Resources’ focus for 2025 is on the following:
Current wording
Perpetua Resources’ vision is to provide the United States with a domestic source of the critical mineral antimony, develop one of the largest and highest-grade open pit gold mines in the country and restore an abandoned brownfield site. Perpetua Resources’ focus for the remainder of 2025 is on the following:
Previous wording
See additional details in the “Liquidity and Capital Resources” section below. The U.S. EXIM debt financing, royalty or streaming agreement and financial assurance are subject to ongoing due diligence and negotiations. There is no assurance that these agreements will be entered into on the terms, for the amounts or on the timelines anticipated, if at all. See “Item 1A – Risk Factors.”
Current wording
See additional details in the “Liquidity and Capital Resources” section below.
Previous wording
Construction Readiness and Early Works Activities
Current wording
Construction Readiness, Contracting and Early Works Activities
Previous wording
On January 3, 2025, the USFS published the ROD and Final Environmental Impact Statement Errata (the “FEIS”) authorizing the Modified Mine Plan for the Project. Per the requirements of the FEIS and ROD, Perpetua is preparing numerous plans comprising the suite of Environmental Monitoring and Management Plans and will incorporate Project updates as well as required mitigation measures, environmental protection measures, financial assurance, and design features in this additional documentation. This will include preparation of a Final Mine Plan of Operations. Pursuant to the terms of the ROD, the USFS is required to review and approve this additional documentation from Perpetua. On July 31, 2025, Perpetua received notice from the USFS that the Plan of Operations was considered complete.
Current wording
On January 3, 2025, the USFS published the ROD and FEIS authorizing the Modified Mine Plan for the Project. Per the requirements of the FEIS and ROD, Perpetua was required to prepare numerous plans comprising the suite of Environmental Monitoring and Management Plans. These plans were to incorporate Project updates as well as required mitigation measures, environmental protection measures, financial assurance, and design features in this additional documentation. The various plans included a Final Mine Plan of Operations. On July 31, 2025, Perpetua received notice from the USFS that the Plan of Operations was considered complete.
Previous wording
Following the USFS’ publication of the ROD and FEIS authorizing the mine plan for the Project, claims were filed against the USFS, USDA, and other federal agencies on February 18, 2025 in the United States District Court for the District of Idaho by a number of claimants, including Save the South Fork Salmon, the Idaho Conservation League and other non-governmental organizations, alleging violations of NEPA and other federal laws in the regulatory process. Among other remedies, the claimants seek to vacate the ROD, FEIS, Final Biological Opinions issued by the U.S. Fish and Wildlife Service and the National Marine Fisheries Service on September 6, 2024 and October 7, 2024, respectively (together, the “Final Biological Opinions”) and Project approvals and enjoin any further implementation of the Project. PRII filed a motion to intervene in this lawsuit, which was granted by the district court on April 2, 2025. The district court has issued a scheduling order under which all procedural and dispositive motions are required to be filed by the end of 2025, although these deadlines can be modified by the court. The Company believes the federal permitting process was conducted thoroughly and completely by the relevant federal regulatory agencies. However, there can be no assurance that the ROD, FEIS, and other Project approvals will be upheld upon judicial review.
Current wording
Following the USFS’ publication of the ROD and FEIS authorizing the mine plan for the Project, claims were filed against the USFS, USDA, and other federal agencies on February 18, 2025 in the United States District Court for the District of Idaho by a number of environmental advocacy groups, including Save the South Fork Salmon, the Idaho Conservation League and other non-governmental organizations, alleging violations of NEPA and other federal laws in the regulatory process. Among other remedies, the claimants seek to vacate the ROD, FEIS, Final Biological Opinions issued by the U.S. Fish and Wildlife Service and the National Marine Fisheries Service on September 6, 2024 and October 7, 2024, respectively (together, the “Final Biological Opinions”) and Project approvals and enjoin any further implementation of the Project. PRII filed a motion to intervene in this lawsuit, which was granted by the district court on April 2, 2025. The District Court issued a scheduling order under which all procedural and dispositive motions are required to be filed by the end of 2025.
Previous wording
On May 19, 2025, the USACE issued the CWA Section 404 permit for the Project, which included the Compensatory Mitigation Plan and associated financial assurance. The Army Corps has been a part of the review process as a cooperating agency since the Company began the federal NEPA process and has been formally evaluating the Section 404 permit application since 2023. The Section 404 permit was the last remaining federal permit needed to advance the Project towards a construction decision.
Current wording
On May 19, 2025, the USACE issued the CWA Section 404 permit for the Project, which included the Compensatory Mitigation Plan and associated financial assurance. The Army Corps has been a part of the review process as a cooperating agency since the Company began the federal NEPA process and has been formally evaluating the Section 404 permit application since 2023. The Section 404 permit was the last remaining federal permit needed to advance the Project towards a construction decision. On October 21, 2025, USACE issued letter to the Company confirming that the conditions set forth in the Section 404 permit necessary to begin construction, including posting of construction phase financial assurance, had been met.
Previous wording
With receipt of all federal permits, the Corporation is focused on advancing the Project towards a full construction decision, including finalizing the remaining state permits and securing project financing. Recent permitting updates include:
Current wording
With receipt of all federal permits, the Company is focused on advancing the Project towards a full construction decision, including finalizing the remaining state permits and securing project financing. Recent permitting updates include:
Previous wording
Previously submitted permit applications are continuing through the administrative review process. These include applications to IDEQ for the Idaho Pollutant Discharge Elimination System (“IPDES”) discharge permits (including an individual wastewater discharge permit), and to IDWR for stream alteration permits. IDEQ released the draft individual IPDES permit and the IDEQ modification to the Clean Water Act 401 certification for public comment in July 2025.
Current wording
Previously submitted permit applications are continuing through the administrative review process. These include applications to IDEQ for the Idaho Pollutant Discharge Elimination System (“IPDES”) discharge permits (including an individual industrial wastewater discharge permit and a sanitary wastewater permit), and to IDWR for one remaining stream alteration permit. IDEQ released the draft individual industrial wastewater discharge IPDES permit and the draft modification to the Clean Water Act 401 certification for public comment in July 2025 and the Company anticipates decisions on these drafts in the fourth quarter of 2025.
Previous wording
Three and six months ended June 30, 2025 compared to three and six months ended June 30, 2024
Current wording
Three and nine months ended September 30, 2025 compared to three and nine months ended September 30, 2024
Previous wording
Net loss for the three months ended June 30, 2025 was $6.0 million compared with a net loss of $3.7 million for the three months ended June 30, 2024. This $2.3 million increase compared to the prior year period was primarily attributable to a decrease of $3.6 million in grant income partially offset by a $0.7 million increase in interest income and a $0.6 decrease in corporate salaries and benefits.
Current wording
Net loss for the three months ended September 30, 2025 was $25.8 million compared with a net loss of $3.6 million for the three months ended September 30, 2024. The increase compared to the prior year period was primarily attributable to a $17.6 million increase in exploration expense and a $9.6 million decrease in grant income, partially offset by a $4.6 million increase in interest income.
Previous wording
Net loss for the six months ended June 30, 2025 was $14.2 million compared with a net loss of $6.6 million for the six months ended June 30, 2024. This $7.6 million increase compared to the prior year period was primarily attributable to a $7.0 million increase in exploration expense and a $2.3 million decrease in grant income, partially offset by a $0.6 million decrease in environmental costs and a $1.1 million increase in interest income.
Current wording
Net loss for the nine months ended September 30, 2025 was $40.0 million compared with a net loss of $10.2 million for the nine months ended September 30, 2024. The increase compared to the prior year period was primarily attributable to a $24.7 million increase in exploration expense and a $11.9 million decrease in grant income, partially offset by a $5.7 million increase in interest income.
Previous wording
This expense relates to salaries and benefits of the employees not directly involved in the exploration and evaluation of the Stibnite Gold Project, primarily corporate employees. Corporate salaries and benefits expense for the three and six months ended June 30, 2025 was $nil and $0.7 million, respectively, which was lower than the 2024 comparative period primarily due to reversal of share-based compensation upon forfeitures of certain unvested equity awards in connection with employee departures in the amount of $0.4 million during the three months ended June 30, 2025.
Current wording
This expense relates to salaries and benefits of the employees not directly involved in the exploration and evaluation of the Stibnite Gold Project, primarily corporate employees. Corporate salaries and benefits expense for the three months ended September 30, 2025 was $0.4 million, which was lower than the 2024 comparative period primarily due to lower corporate headcount. Corporate salaries and benefits expense for the nine months ended September 30, 2025 was $1.1 million, which was lower than the 2024 comparative period primarily due to reversal of share-based compensation upon forfeiture of certain unvested equity awards in connection with employee departures.
Previous wording
Each of the Corporation’s non-executive directors is entitled to annual base fees paid in quarterly installments, with the independent Lead Director, Chairs of Board Committees and Members of Board Committees receiving additional fees commensurate with each role. Directors’ fees are inclusive of cash fees and share-based compensation (deferred share units). Directors’ fees for the three and six months ended June 30, 2025 were $0.1 million and $0.3 million, respectively, which was in line with the 2024 comparative periods.
Current wording
Each of the Corporation’s non-executive directors is entitled to annual base fees paid in quarterly installments, with the independent Lead Director, Chairs of Board Committees and Members of Board Committees receiving additional fees commensurate with each role. Directors’ fees are inclusive of cash fees and share-based compensation (deferred share units). Directors’ fees for the three and nine months ended September 30, 2025 were $0.1 million and $0.4 million, respectively, which was in line with the 2024 comparative periods.
Previous wording
This expense relates to all exploration and evaluation expenditures related to the Stibnite Gold Project, including labor, drilling, field operations, engineering, permitting, environmental, legal and sustainability costs. Exploration expenses during the three and six months ended June 30, 2025 were $11.0 million and $24.1 million, respectively, which was higher than the 2024 comparative period primarily due to a ramp up in construction readiness activities following key permitting milestones in 2024. See additional details in the table below:
Current wording
This expense relates to all exploration and evaluation expenditures related to the Stibnite Gold Project, including labor, drilling, field operations, engineering, permitting, environmental, legal and sustainability costs. Exploration expenses during the three and nine months ended September 30, 2025 were $32.1 million and $56.2 million, respectively, which was higher than the 2024 comparative period primarily due to a ramp up in construction readiness activities following key permitting milestones and recent financings. See additional details in the table below:
Previous wording
This expense relates to the ASAOC signed in January 2021 to voluntarily address environmental conditions at the abandoned mine site. Environmental liability expenses for the three and six months ended June 30, 2025 was $nil, which was lower than the 2024 comparative periods due to the Company’s determination in late 2024 that it had completed all Phase 1 response actions required by the ASAOC. The Company has filed necessary reports with the U.S. EPA and USDA with respect to such completion, and no further costs are accrued for this Phase 1 liability as of June 30, 2025.
Current wording
This expense relates to the ASAOC signed in January 2021 to voluntarily address environmental conditions at the abandoned mine site. Environmental liability expenses for the three and nine months ended September 30, 2025 were $nil, which was lower than the 2024 comparative periods due to the Company’s determination in late 2024 that it had completed all Phase 1 response actions required by the ASAOC. The Company has filed necessary reports with the U.S. EPA and USDA with respect to such completion, and no further costs are accrued for this Phase 1 liability as of September 30, 2025.
Previous wording
This expense is predominantly related to the cost of insurance policies for the U.S. offices. General and administrative expenses for the three and six months ended June 30, 2025 were $0.1 million and $0.3 million, respectively, which was in line with the 2024 comparative periods.
Current wording
This expense is predominantly related to the cost of insurance policies for the U.S. offices. General and administrative expenses for the three and nine months ended September 30, 2025 were $0.2 million and $0.5 million, respectively, which was in line with the 2024 comparative periods.
Previous wording
This expense relates to the legal, accounting and consulting costs of the Corporation. Professional fees for the three and six months ended June 30, 2025 were $0.4 million and $1.0 million, respectively, compared to $0.3 million and $0.7 million, respectively, for the three and six months ended June 30, 2024. The increase for the six-month period was due to higher total legal fees during the three months ended March 31, 2025.
Current wording
This expense relates to the legal, accounting and consulting costs of the Corporation. Professional fees for the three and nine months ended September 30, 2025 were $0.8 million and $1.8 million, respectively, which was higher than the 2024 comparative period primarily due to legal expenses related to the securities lawsuit.
Previous wording
This expense relates to marketing, licenses and fees, and shareholder communications. Shareholder and regulatory expenses for the three and six months ended June 30, 2025 were $0.2 million and $0.3 million, respectively, which was in line with the 2024 comparative periods.
Current wording
This expense relates to marketing, licenses and fees, and shareholder communications. Shareholder and regulatory expenses for thethree and nine months ended September 30, 2025 were $0.1 million and $0.5 million, respectively, which was in line with the 2024 comparative periods.
Previous wording
This income results from funding grants awarded to the Company from the DOD to study the domestic production of military-grade antimony trisulfide and to complete environmental and engineering studies necessary to obtain a FEIS, a ROD, and other ancillary permits to sustain the domestic production of antimony trisulfide capability for defense energetic materials. Grant income for the three and six months ended June 30, 2025 was $4.9 million and $11.3 million, respectively, which was lower than the $8.5 million and $13.6 million, respectively, received in the comparable periods in 2024 due to the DPA funding being exhausted in May 2025.
Current wording
This income results from funding grants awarded to the Company from the DOW to study the domestic production of military-grade antimony trisulfide and to complete environmental and engineering studies necessary to obtain a FEIS, a ROD, and other ancillary permits to sustain the domestic production of antimony trisulfide capability for defense energetic materials. Grant income for the three and nine months ended September 30, 2025 was $3.3 million and $14.6 million, respectively, which was lower than the comparable periods in 2024 due to the DPA funding being exhausted in May 2025.
Previous wording
This income results from interest received on the Company’s cash balances. Interest income for the three and six months ended June 30, 2025 was $0.8 million and $1.1 million, respectively, which was higher than the comparable periods in 2024 due to higher average cash balances.
Current wording
This income results from interest received on the Company’s cash balances. Interest income for thethree and nine months ended September 30, 2025 was $4.7 million and $5.8 million, respectively, which was higher than the comparable periods in 2024 due to higher average cash balances.
Previous wording
Capital resources of Perpetua Resources consist primarily of cash and liquid short-term investments. As of June 30, 2025, Perpetua Resources had cash and cash equivalents totaling approximately $425.4 million, approximately $2.1 million in receivables, $0.7 million in prepaids, $18.8 million in deposits primarily from the Idaho Power deposit on long lead equipment paid in February 2025, and $5.2 million in trade and other payables. An additional $46.8 million in net cash proceeds was received in July 2025 from the sale of common shares pursuant to the exercise of the option granted to the underwriters in connection with the equity offering described below. See additional discussion in “Capital Resources” section below.
Current wording
Capital resources of Perpetua Resources consist primarily of cash and liquid short-term investments. As of September 30, 2025, Perpetua Resources had cash and cash equivalents totaling approximately $445.8 million, approximately $2.6 million in receivables, $1.1 million in prepaids, $10.6 million in current deposits, and $10.8 million in trade and other payables. An additional $254.0 million in net cash proceeds were received on October 28, 2025 from the sale of common shares pursuant to the private placement with Agnico Eagle and JPMorgan and an additional $67.9 million in net cash proceeds was received on October 30, 2025 from the sale of common shares pursuant to a public offering and an additional $6.8 million in cash proceeds was received on October 31, 2025, from the sale of shares in a concurrent private placement with Agnico Eagle. As of October 31, 2025, Perpetua Resources had cash and cash equivalents totaling approximately $720 million. See additional discussion in “Capital Resources” section below.
Previous wording
The Company’s short-term liquidity needs include costs related to ongoing permitting, engineering, project financing, general corporate, and administrative costs as the Company prepares for a full construction decision for the Project, as well as certain early works construction activities and down payments on long-lead items approved for early investment. Long-term liquidity requirements will require project financing to fund the capital costs to develop the Project, which was estimated to be approximately $2,215 million as of the fourth quarter of 2024 according to the Financial Update, and to fund reclamation financial assurance, debt service and other related costs. See additional discussion in “Liquidity” section below.
Current wording
Long-term liquidity requirements will require project financing to fund the capital costs to develop the Project, which was estimated to be approximately $2,215 million as of the fourth quarter of 2024 according to the Financial Update, and to fund reclamation financial assurance, debt service and other related costs. See additional discussion in “Liquidity” section below.
Previous wording
On June 11, 2025, the Corporation entered into the Underwriting Agreement providing for the sale by the Corporation of 22,728,000 shares of its common shares to the underwriters at a price of $13.20 per share. On June 12, 2025, the offering was upsized to 24,622,000 shares at a price of $13.20 per share. In connection with this offering, the Corporation entered into an agreement with Paulson to purchase common shares in a concurrent private placement of 7,575,757 common shares at the same offering price of $13.20 per share. Aggregate proceeds received from these sales were approximately $411.1 million, which is net of offering costs of approximately $13.9 million. Pursuant to the Underwriting Agreement, the Corporation granted the underwriters an option to purchase up to an additional 3,693,300 shares within 30 days of the offering which the underwriters exercised subsequent to quarter end on July 10, 2025. The sale of the option shares closed on July 14, 2025. Proceeds received from this sale were approximately $46.8 million, which is net of offering costs of approximately $2.0 million. The Corporation intends to designate the proceeds of the offering and the private placement toward equity requirements for the US EXIM debt finance application submitted in May 2025, with any additional funds intended to support exploration activities, working capital and general corporate purposes.
Current wording
On June 11, 2025, the Corporation entered into the Underwriting Agreement providing for the sale by the Corporation of 22,728,000 shares of its common shares to the underwriters at a price of $13.20 per share. On June 12, 2025, the offering was upsized to 24,622,000 shares at a price of $13.20 per share. Pursuant to the Underwriting Agreement, the Corporation granted the underwriters an option to purchase up to an additional 3,693,300 shares within 30 days of the offering which the underwriters exercised on July 10, 2025. The sale of the option shares closed on July 14, 2025. Proceeds received from this sale were approximately $46.8 million, which is net of offering costs of approximately $2.0 million.
Previous wording
On April 8, 2024, the Company announced that it received a non-binding and conditional Letter of Interest from U.S. EXIM for potential debt financing of up to $1.8 billion through U.S. EXIM’s MMIA initiative and CTEP. On May 23, 2025, the Company submitted its formal application to U.S. EXIM for potential debt financing of up to $2.0 billion. Upon receipt of the application, U.S. EXIM commenced the due diligence process to determine if a final commitment may be issued. Any final commitment will be dependent on meeting U.S. EXIM’s underwriting criteria, authorization process, finalization and satisfaction of terms and conditions. If the due diligence process is successful, the Company anticipates closing the debt financing in 2026. Funding is subject to U.S. EXIM’s diligence process, and the amount and timing of such funding from U.S. EXIM, if any, is uncertain and subject to conditions outside the Company’s control.
Current wording
On April 8, 2024, the Company announced that it received a non-binding and conditional Letter of Interest from U.S. EXIM for potential debt financing of up to $1.8 billion through U.S. EXIM’s MMIA initiative and CTEP. On May 23, 2025, the Company submitted its formal application to U.S. EXIM for potential debt financing of up to $2.0 billion. Upon receipt of the application, U.S. EXIM commenced the due diligence process to determine if a final commitment may be issued. On September 8, 2025, the Company received a preliminary, non-binding indicative financing term sheet from U.S. EXIM as part of a Preliminary Project Letter conveying U.S. EXIM’s initial due diligence findings to Perpetua on its application for $2 billion in debt financing from U.S. EXIM for the Stibnite Gold Project. Perpetua continues to work with U.S. EXIM to advance through the next stages of U.S. EXIM’s due diligence and loan application process. Any funding commitment will be dependent on meeting U.S. EXIM’s underwriting criteria, authorization process, finalization and satisfaction of terms and conditions. If the due diligence process is successful, the Company anticipates US EXIM Board consideration by the spring of 2026. The amount and timing of such funding from U.S. EXIM, if any, is uncertain and subject to conditions outside the Company’s control.
Previous wording
The Company has been awarded government grants by the DOD as described in Note 7 to the financial statements. Since December 2022, the Company has received $59.2 million in funding under the TIA under Title III of the DPA. The TIA expired on June 16, 2025, and, other than a receivable of $0.6 million outstanding as of June 30, 2025, no additional funds are available under the program. The Company also has an ongoing contract under an OTIA with the DOD through DOTC for up to $22.4 million. See Note 7 to the financial statements for additional information regarding these grants. The Company continues to evaluate other U.S. government funding opportunities, including programs available through the DOD.
Current wording
The Company has been awarded government grants by the DOW as described in Note 7 to the financial statements. Since December 2022, the Company has received $59.2 million in funding under the TIA under Title III of the DPA. The TIA expired on June 16, 2025, and no additional funds are available under the program. The Company also has an ongoing contract under an OTIA with the DOW through DOTC for up to $22.4 million. See Note 7 to the financial statements for additional information regarding these grants. The Company continues to evaluate other U.S. government funding opportunities, including programs available through the DOW.
Previous wording
Subsequent to quarter end, the Board of Directors approved a revised budget for fiscal year 2025 to reflect progress made during the first half of 2025 on permits, financing, and construction readiness activities. This revised budget includes expenditures related to early works construction activities anticipated to commence in the fall of 2025 upon receipt of necessary permits and approvals. Including the early works construction activities expected to commence in the fall of 2025, our anticipated expenditures for the full fiscal year 2025 are approximately $240.0 million, which includes expenses incurred through June 30, 2025. These expenditures include an estimated $20.4 million to fund permitting and costs related to entering into financial assurance facilities, $20.5 million for general corporate purposes, project financing and administrative costs, $157.4 million for detailed engineering, design work and down payments on long lead time equipment, and $41.7 million for field operations, site early works, exploration drilling, and environmental monitoring and reporting. These costs are expected to be funded from cash on hand or funds received from a royalty or streaming arrangement, when completed. These costs are subject to change due to cost over-runs, delays in project financing or permitting timelines, litigation, or other unbudgeted events, such as effects of inflation, elevated interest rates and the potential impact of tariffs on U.S. trading partners.
Current wording
In August 2025, the Board of Directors approved a revised budget for fiscal year 2025 to reflect progress made during the first half of 2025 on permits, financing, and construction readiness activities. This revised budget includes expenditures related to early works construction activities that commenced in the fall of 2025 following receipt of necessary permits and approvals. Including the early works construction activities that commenced in the fall of 2025, our anticipated expenditures for the full fiscal year 2025 are approximately $210.2 million, which includes expenses incurred through September 30, 2025. These expenditures include an estimated $21.2 million to fund permitting and costs related to entering into financial assurance facilities, $21.1 million for general corporate purposes, project financing and administrative costs, $133.5 million for detailed engineering, design work and down payments on long lead time equipment, and $34.3 million for field operations, site early works, exploration drilling, and environmental monitoring and reporting. The Board also approved an additional $157.1 million for early works construction and other construction readiness activities expected to be completed during the first quarter of 2026. These costs are expected to be incurred prior to closing of the U.S. EXIM loan and final construction decision. Board approved costs are expected to be funded from cash on hand and are subject to change due to various factors such as cost over-runs, litigation, weather events, or other unbudgeted events. The Board expects to approve the full 2026 budget during the first quarter of 2026, but the Company believes it has sufficient cash on hand to cover current obligations and expenses expected to be incurred in the next twelve months and until full project sanction.
Previous wording
Our long-term liquidity requirements will require project financing to fund the capital costs to develop the Project, which was estimated to be approximately $2,215 million as of the fourth quarter of 2024 according to the Financial Update, and to fund reclamation financial assurance and other costs. As such, our capital expenditures may increase significantly to reflect the commencement of full construction and any such expenditures would be subject to the timing and nature of project financing.
Current wording
Our long-term liquidity requirements will require project financing to fund the capital costs to develop the Project, which was estimated to be approximately $2,215 million as of the fourth quarter of 2024 according to the Financial Update, and to fund reclamation financial assurance and other costs. As such, our capital expenditures may increase significantly during the next 12 months to reflect the commencement of full construction and any such expenditures would be subject to the timing and nature of project financing. The Company expects to finance the majority of these capital costs through cash on hand and project financing from U.S. EXIM or other sources and would not commence full construction activities until such full project financing is in place.
Previous wording
Perpetua continues to explore various strategic and funding opportunities, which may include the issuance of additional equity, new debt, or project specific debt; government funding; royalty or streaming arrangements; and/or other financing or strategic opportunities. The future receipt of potential funding from these and/or other means cannot be considered certain at this time and, therefore, substantial doubt remains regarding the Company’s ability to successfully complete all of its contemplated plans for a period of one year after the date that these unaudited condensed consolidated financial statements are issued, which could require the Company to delay or defer certain planned activities until such financing is secured.
Current wording
We believe our Project financing plans will be successful, although there can be no assurance that the Company will successfully complete all of its contemplated plans because these plans are not entirely within our control as of the date hereof. As such, Perpetua remains open to strategic funding opportunities that support Perpetua’s overall financing and development goals for the Project, which may include the issuance of additional equity, new debt, or project specific debt; government funding; offtake, royalty or streaming arrangements; and/or other financing or strategic opportunities. The future receipt of potential funding from these and/or other means cannot be considered certain at this time. In the event Project funding is not available in the amounts or at the times anticipated, the Company may defer certain activities to ensure available cash resources are sufficient to satisfy the Company anticipated expenses until such full project financing is in place.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
See additional details in the Liquidity and Capital Resources section below.
Current report — wording carried from elsewhere
The Company’s short-term liquidity needs include costs related to ongoing permitting, financial assurance, engineering, project financing, general corporate, and administrative costs as the Company prepares for a full construction decision for the Project, as well as certain early works construction activities and down payments on long-lead items approved for early investment. Short-term liquidity needs also include financial obligations under the various contracts entered into for early works construction, including the IPCo contract, the ATCO contract, and other vendor obligations described in Note 6 to the financial statements.
Current report — wording carried from elsewhere
In connection with this offering, the Corporation entered into an agreement with Paulson to purchase 7,575,757 common shares in a concurrent private placement at the same offering price of $13.20 per share. The Corporation received net proceeds from the private placement of approximately $100 million. The aggregate gross proceeds received from the offering and private placement were approximately $474 million.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Subsequent to quarter end, the Board of Directors approved a revised budget for fiscal year 2025 to reflect progress made during the first half of 2025 on permits, financing, and construction readiness activities. This revised budget includes expenditures related to early works construction activities anticipated to commence in the fall of 2025 upon receipt of all necessary permits and approvals. See additional details in the Liquidity and Capital Resources section below.
Previous report — wording carried elsewhere
We believe our Project financing plans will be successful, although there can be no assurance that the Company will successfully complete all of its contemplated plans because these plans are not entirely within our control as of the date hereof. As such,