UNITED STATES ANTIMONY CORP
For the period ended Dec 31, 2025. Filed Mar 19, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 19, 2026
UAMY$2.82+8.9%Stored close · as of Nov 6, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-20.
0001654954-25-003048
ITEM 1A. RISK FACTORSCurrent report: 10-K
Period ended 2025-12-31; filed 2026-03-19.
0001104659-26-032049
ITEM 1A. RISK FACTORSThe 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 140 previous paragraphs and 174 current paragraphs.
106 unchanged; 32 reworded; 30 added; 2 removed; 0 previous and 6 current paragraphs rearranged.
Tables are not compared: 8 previous and 52 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 (30)
Current report
Changes in United States trade policies, including the imposition of tariffs and retaliatory tariffs, may adversely impact our business, financial condition, and results of operations.
Current report
Potential tariffs and trade restrictions may, among other things, cause the prices of ore and our product upon import into the U.S. to increase, which could reduce demand for such products given the increased cost, and have a material adverse impact on our revenues, financial condition, and results of operations. In addition, to the extent changes in the political environment have a negative impact on
Current report
us or on the markets in which we operate our business, our results of operations and financial condition could be materially and adversely impacted in the future.
Current report
Volatility in market prices related to the Company’s investment in equity securities could negatively impact our financial condition and results of operations.
Current report
The Company accounts for its equity investment in Larvotto Resources Limited at fair value. The fair value of this investment is subject to significant fluctuations driven by market price volatility and foreign currency exchange rates, which may result in substantial variability in our reported net income. Since this investment is measured at fair value at the end of each reporting period, all resulting gains or losses are recognized in our consolidated statements of operations. Because Larvotto is a publicly traded company on the Australian Securities Exchange, its share price is susceptible to sharp movements characteristic of the mining and exploration sector, including changes in commodity pricing and exploration results. Any decline in the quoted market price of Larvotto’s common stock will necessitate a non-cash charge to our earnings, regardless of our underlying operational performance.
Current report
Furthermore, as these shares are denominated in Australian Dollars, their U.S. Dollar value fluctuates in response to changes in the AUD/USD exchange rate. These currency movements are inherently reflected in the fair value measurement, meaning that a weakening of the Australian Dollar against the U.S. Dollar will negatively impact the investment’s carrying value and our net income. Our risk is further compounded by a lack of operational influence, as our approximately 10% ownership interest does not grant us board representation or governance rights to affect Larvotto’s corporate decisions. Given that this investment represents a significant portion of our consolidated assets, any material adverse development at Larvotto or unfavorable shift in currency markets could have a disproportionately negative effect on our financial position, potentially impacting our stock price and our ability to meet specific financial objectives.
Current report
Mining exploration, development, and production may not be economically viable.
Current report
On July 24, 2025, the Company published its technical report summary (“TRS”) in accordance with the mining property disclosure rules specified in subpart 1300 of Regulation S-K (“SK 1300”) on its zeolite mineral deposit located in Preston, Idaho. This TRS is an exhibit to the Form 8-K filed by the Company on July 25, 2025. However, the Company has not completed a TRS for any of its other properties. Until a TRS is completed for the Company’s properties in accordance with SK 1300, there can be no guarantee or assurance of the contents, quantity, or grade of mineral resources or reserves at the location. Any indication of the contents, quantity, or grade of minerals at these properties can be materially inaccurate. See “Cautionary Note Concerning Disclosure of Mineral Resources,” above. In addition, we have not established proven or probable reserves, as defined under SK 1300 or NI 43-101, through the completion of a feasibility study for these mining claims and leases. As a result, there is increased uncertainty and risk that may result in economic and technical failure which may materially adversely impact our future profitability, financial condition, and results of operations.
Current report
The Company’s sales contracts, including its sole-source contract with the DLA for antimony metal ingots, expose it to a variety of risks that could adversely impact performance and financial results.
Current report
The Company’s sales contracts, including its sole-source contract with the DLA for antimony metal ingots and its five-year sales agreement with a new industrial customer for the sale of antimony trioxide, expose it to a variety of risks that could adversely impact performance and financial results. These risks include non-performance by the Company or its suppliers; cost increases for materials, energy, transportation, and labor; and volatility in market pricing of antimony that may affect profitability under fixed-price or long-term contracts. The Company may also experience increased working capital requirements associated with inventory purchases, production timing, and customer payment terms. Operational challenges such as equipment downtime, supply chain disruptions, or securing adequate quantities of compliant materials could delay deliveries or increase costs. Additionally, the Company is subject to regulatory, compliance, and quality control requirements that may impose additional costs or potential penalties if not met. Broader geopolitical and national security factors, including trade restrictions, sanctions, or changes in government procurement policies, could further impact the Company’s ability to perform under existing or future contracts. Any combination of these factors could materially and adversely affect the Company’s financial condition, liquidity, and results of operations.
Current report
Processing and selling ore from new suppliers and internal sources may not be economically viable.
Current report
Ore sourced from new suppliers as well as from our mine sites may not be processed profitably, which could have a material adverse effect on our results of operations and financial condition.
Current report
Additional risk associated with non-domestic supply of antimony ore.
Current report
The Company purchases ore from non-domestic suppliers, each purchase of which is typically for a material amount. There are many risks associated with purchasing ore from non-domestic suppliers including, but not limited to, shipping disruptions, such as extended delays at intermediary ports. Due diligence is performed on each supplier, however, there can be no assurance that the information obtained is credible or accurate. In addition, there is no guarantee that the suppliers’ product will be delivered to the Company, even after payment is made by the Company. Also, there can be no assurance that the product content, quantity, or grade will be as expected. As a result, there is increased uncertainty and risk related to purchasing product from non-domestic suppliers that could have a material adverse impact on our future profitability, financial condition, and results of operations.
Current report
The $2.5 million loan made to an international supplier exposes us to credit and liquidity risks, and any default could disrupt our ore supply chain.
Current report
In October 2025, the Company extended a promissory note of approximately $2.5 million to an international antimony supplier to fund their purchase of concentrate and equipment. Although the note is secured by the borrower’s assets and a personal guarantee, our ability to recover these funds depends on the financial viability of the supplier and the enforceability of security interests in a foreign jurisdiction. Any failure by the supplier to meet the monthly repayment schedule beginning in March 2026 could result in a significant financial loss and negatively impact our cash flows.
Current report
In addition, this loan is tied to a 36-month supply agreement. If the supplier encounters operational difficulties or fails to utilize the loan proceeds effectively to secure quality antimony, we may face a shortage of feedstock for our smelting operations. A default on the note or a breach of the supply agreement would force us to seek alternative, potentially more expensive ore sources, which could materially and adversely affect our production costs and results of operations.
Current report
The Company is subject to significant operational and performance risks as the managing member of a joint venture entered into in February 2026.
Current report
On February 10, 2026, the Company entered into a joint venture agreement with Americas Gold and Silver Corporation (“Americas”) to construct and operate a new, state-of-the-art hydrometallurgical processing facility. The joint venture will be owned 51% by Americas and 49% by the Company, with the Company serving as managing member.
Current report
As the managing member, we are responsible for construction oversight, project execution, regulatory compliance, technical performance, and day-to-day management of the refining facility. Construction delays, cost overruns, budget variances, permitting deficiencies, environmental compliance issues, or technical failures in the hydrometallurgical processing operations could adversely affect the JV’s financial performance and may be attributed to our management. Such matters could expose us to liability under the operating agreement, including potential claims of gross negligence or willful misconduct, and could result in reputational harm or the loss of our management rights.
Current report
The JV’s anticipated operations depend significantly on ore supplied by our majority partner from its current mining operations. If the Americas experiences production interruptions, operational setbacks, permitting issues, financial constraints, changes in business strategy, or declines in ore quality, the refining facility may not receive sufficient feedstock to operate at expected capacity levels. Reduced throughput or processing complications could materially impair the economic viability of the JV and reduce the return on our capital investment.
Current report
If any of these operational or other risks materialize, our financial condition, results of operations, cash flows, and ability to continue serving as operator could be materially adversely affected.
Current report
Our minority ownership position and capital funding obligations in the JV expose us to dilution, financing, and governance risks.
Current report
Although we serve as managing member, we hold a 49% minority interest in the JV and are required to fund 49% of all JV costs, including capital expenditures. The construction and operation of a refining facility are capital-intensive activities, and additional capital
Current report
contributions may be required. If we are unable or unwilling to meet a capital call, the operating agreement permits our majority partner to treat any funding shortfall as a deficit loan bearing interest at 18% per annum or to convert such indebtedness into equity at a discounted conversion price. These provisions could result in substantial dilution of our ownership interest and reduction of our voting rights.
Current report
The operating agreement also provides for certain major decisions to require member approval and includes mechanisms that may be triggered in the event of a deadlock, including buy/sell provisions after a specified period. In such circumstances, we could be required either to sell our interest or to purchase our partner’s interest at a price determined under the agreement. Because our majority partner may have greater financial resources, we may be at a disadvantage in funding such a transaction and could be forced to divest our interest at an unfavorable time or valuation.
Current report
Any of these governance or funding risks could materially and adversely affect our ownership position, influence over the JV, financial condition, and results of operations.
Current report
In addition, the mining and exploration seasons in Alaska and Montana are inherently limited by seasonal weather conditions. Exploration, development, and extraction activities in these regions are often constrained to late spring, summer, and early fall months when ground conditions, daylight, and transportation access are most favorable. During the winter months, frozen ground, heavy snowfall, and limited daylight hours may significantly restrict or delay fieldwork, transportation of equipment and materials, and the movement of personnel to and from the properties. As a result, delays or interruptions during the limited operating season could materially impact the timing of exploration programs, development activities, and production schedules, which may increase operating costs or defer anticipated revenues.
Current report
To manage these risks and oversee our evolving technological requirements, we hired a Managing Director of Information Technology in 2025. This role is responsible for the strategic oversight of our digital infrastructure and the implementation of enhanced security protocols; however, the appointment of dedicated leadership does not eliminate the inherent risks of system failure or unauthorized access.
Current report
We have been informed by our transfer agent, Equiniti Trust Company (the “Transfer Agent”), that there is a discrepancy between the number of outstanding shares of our common stock as determined by the Transfer Agent and the number of outstanding shares of our common stock as determined by the Depositary Trust Company. We, together with the Transfer Agent, are working diligently to determine the reason for this discrepancy. If, following the conclusion of our review, we determine that the discrepancy constitutes a material weakness or significant deficiency in our internal controls, this could have a material adverse effect on our financial reporting processes, regulatory compliance, corporate actions, investor confidence, and the market price of our common stock.
Removed paragraphs (2)
Previous report
Mining is an inherently speculative business. The properties on which we have the right to mine are not known to have any proven and probable reserves. We extracted zeolite without completing the technical work required to declare a mineral reserve. If we are unable to extract zeolite at a profit, our business could fail.
Previous report
Mining is a business that by its nature is speculative. The Company is in the process of completing a technical report summary documenting the estimate of total mineral resources and reserves associated with the zeolite mine under lease. 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. If we are unable to extract zeolite at a profit, our zeolite business could fail.
Reworded paragraphs (32)
Previous wording
We have experienced a loss from operations in all but one of the prior six fiscal years. We may continue to experience losses in the future. Many of the factors affecting our operating results are beyond our control, including, but not limited to, the volatility of metals prices; ore supply; smelter terms; rock and soil conditions; seismic events; natural disasters; availability of hydroelectric power; diesel fuel prices; interest rates; foreign exchange rates; global or regional political or economic policies; inflation; availability and cost of labor; economic developments and crises; governmental regulations; continuity of orebodies; ore grades; recoveries; performance of equipment; pandemics; global conflicts; price speculation by certain investors; and purchases and sales by central banks and other holders and producers of gold and silver in response to these factors. We cannot assure you that we will not experience net losses in the future. Continued losses may have an adverse effect on our cash and cash equivalents balance and liquidity, require us to curtail certain activities and investments, or may require us to raise additional capital or sell assets.
Current wording
We have experienced a loss from operations in all but one of the prior seven fiscal years. We may continue to experience losses in the future. Many of the factors affecting our operating results are beyond our control, including, but not limited to, the volatility of metals prices; ore supply; smelter terms; rock and soil conditions; seismic events; natural disasters; availability of hydroelectric power; diesel fuel prices; interest rates; foreign exchange rates; global or regional political or economic policies; inflation; availability and cost of labor; economic developments and crises; governmental regulations; continuity of orebodies; ore grades; recoveries; performance of equipment; pandemics; global conflicts; price speculation by certain investors; and purchases and sales by central banks and other holders and producers of gold and silver in response to these factors. We cannot assure you that we will not experience net losses in the future. Continued losses may have an adverse effect on our cash and cash equivalents balance and liquidity, require us to curtail certain activities and investments, or may require us to raise additional capital or sell assets.
Previous wording
We may seekorrequire additional financing, which may not be available on acceptable terms, if at all.
Current wording
We may seek or require additional financing, which may not be available on acceptable terms, if at all.
Previous wording
We may seek to source additional financing by way of private or public offerings of equity or debt or the sale of project or property interests in order to have sufficient capital to engage in acquisitions, investments and for general working capital. We can give no assurance that financing will be available to it or, if it is available, that it will be offered on acceptable terms. If additional financing is raised by the issuance of our equity securities, control of our company may change, security holders will suffer additional dilution and the price of the common stock may decrease. If additional financing is raised through the issuance of indebtedness, we will require additional financing in order to repay such indebtedness. Failure to obtain such additional financing could result in the delay or indefinite postponement of further acquisitions, investments, exploration and development, curtailment of business activities or even a loss of property interests.
Current wording
We may seek to source additional financing by way of private or public offerings of equity or debt or the sale of project or property interests in order to have sufficient capital to engage in acquisitions, investments and for general working capital. We can give no assurance that financing will be available or, if it is available, that it will be offered on acceptable terms. If additional financing is raised by the issuance of our equity securities, control of our company may change, security holders will suffer additional dilution and the price of our common stock may decrease. If additional financing is raised through the issuance of indebtedness, we will require additional financing in order to repay such indebtedness. Failure to obtain such additional financing could result in the delay or indefinite postponement of further acquisitions, investments, exploration and development, curtailment of business activities or even a loss of property interests.
Previous wording
Our management has broad discretion to use our cash and cash equivalents, including proceeds received from stock offerings, to fund our operations and could spend these funds in ways with which you may not agree or in ways which do not improve our results of operations or enhance the value of our common stock. The failure by our management to apply these funds effectively could result in financial losses that could have a material adverse effect on our business and cause the price of our common stock to decline. Pending their use to fund our operations, we may invest our cash and cash equivalents in a manner that does not produce income or that loses value.
Current wording
Our management has broad discretion to use our cash and cash equivalents, including proceeds received from stock offerings, to fund our operations and could spend these funds in ways with which you may not agree or in ways which do not improve our results of operations or enhance the value of our common stock. The failure by our management to apply these funds effectively could result in financial losses that have a material adverse effect on our business and cause the price of our common stock to decline. Pending their use to fund our operations, we may invest our cash and cash equivalents in a manner that does not produce income or that loses value.
Previous wording
Metal market prices are volatile, including the antimony metal market price. A substantial and/or extended decline in metals prices, and specifically the antimony market price, would have a material adverse effect on us, especially during the time period that the antimony market price was declining.
Current wording
Metal market prices are volatile, including the antimony metal ingot market price. A substantial and/or extended decline in metals prices, and specifically the antimony market price, would have a material adverse effect on us, especially during the time period that the antimony market price was declining.
Previous wording
When events or changes in circumstances indicate the carrying value of our long-lived assets may not be recoverable, we review the recoverability of the carrying value by estimating the future undiscounted cash flows expected to result from the use and eventual salvage values related to the disposition of the assets. Impairment must be recognized when the carrying value of the asset exceeds these cash flows. Recognizing impairment write-downs could negatively impact our results of operations. Metals price estimates are a key component used in the evaluation of the carrying values of our assets, as the evaluation involves comparing carrying values to the average estimated undiscounted cash flows resulting from operating plans using various metals price scenarios. Our estimates of undiscounted cash flows for our long-lived assets also include an estimate of the market value of the resources and exploration targets beyond the current operating plans.
Current wording
When events or changes in circumstances indicate the carrying value of our long-lived assets may not be recoverable, we review the recoverability of the carrying value by estimating the future undiscounted cash flows expected to result from the use and eventual salvage values related to the disposition of the assets. Impairment must be recognized when the carrying value of the asset exceeds these cash flows. Recognizing impairment write-downs could negatively impact our results of operations. Metals price estimates are a key component used in the evaluation of the carrying values of our assets, as the evaluation involves comparing carrying values to the
Previous wording
We are subject to the risk of fluctuations in the relative values of the U.S. and Canadian Dollar and Mexican Peso.
Current wording
We are subject to the risk of fluctuations in the relative values of the U.S., ,Canadian Dollar, Mexican Peso, and Australian Dollar.
Previous wording
We may be adversely affected by foreign currency fluctuations. Certain of our assets are located in Mexico. Our expenses relative to our Mexico assets, and, in certain cases, those assets themselves may be denominated in Mexican Pesos. Fluctuations in the exchange rates between the U.S. Dollar and the Mexican Peso may therefore have a material adverse effect on the Company’s financial results. Mexico has experienced periods of significant inflation. If Mexico experiences substantial inflation in the future, the Company’s costs in peso will increase significantly, subject to movements in applicable exchange rates. Also, we sell zeolite to customers in Canada in Canadian dollars. Significant fluctuations in the exchange rates between the U.S. Dollar and the Canadian Dollar may therefore have a material adverse effect on the Company’s financial results and cash flow.
Current wording
We may be adversely affected by foreign currency fluctuations. Certain of our assets are located in Mexico. Our expenses relative to our Mexico assets, and, in certain cases, those assets themselves may be denominated in Mexican Pesos. Fluctuations in the exchange rates between the U.S. Dollar and the Mexican Peso may therefore have a material adverse effect on the Company’s financial results. Mexico has experienced periods of significant inflation. If Mexico experiences substantial inflation in the future, the Company’s costs in pesos will increase significantly, subject to movements in applicable exchange rates. Also, we sell zeolite to customers in Canada in Canadian dollars. Significant fluctuations in the exchange rates between the U.S. Dollar and the Canadian Dollar may therefore have a material adverse effect on the Company’s financial results and cash flow.
Previous wording
Our research, development, manufacturing and production processes involve the controlled use of hazardous materials, and we are subject to various environmental and occupational safety laws and regulations governing the use, manufacture, storage, handling, and disposal of hazardous materials and some waste products. The risk of accidental contamination or injury from hazardous materials cannot be completely eliminated. In the event of an accident, we could be held liable for any damages that result and any liability could exceed our financial resources. We also have ongoing reclamation and retirement projects at our facilities. Adequate financial resources may not be available to ultimately finish the reclamation and retirement activities if changes in environmental laws and regulations occur, and these changes could adversely affect our cash flow and profitability. We do not have environmental liability insurance now, and we do not expect to be able to obtain insurance at a reasonable cost. The range of reasonably possible losses from our exposure to environmental liabilities in excess of amounts accrued to date cannot be reasonably estimated at this time. If we incur liabilities for environmental damages while we are uninsured, it could have a significant adverse effect on our financial condition and results of our operations.
Current wording
Our research, development, manufacturing and production processes involve the controlled use of hazardous materials, and we are subject to various environmental and occupational safety laws and regulations governing the use, manufacture, storage, handling, and disposal of hazardous materials and some waste products. The risk of accidental contamination or injury from hazardous materials cannot be completely eliminated. In the event of an accident, we could be held liable for any damages that result and any liability could exceed our financial resources. We also have ongoing reclamation and retirement projects at our facilities. Adequate financial resources may not be available to ultimately finish the reclamation and retirement activities if changes in environmental laws and regulations occur, and these changes could adversely affect our cash flow and profitability. We do not have environmental liability insurance now,
Previous wording
Future estimates and actual results may differ materially from these estimates as a result of using different assumptions or conditions. For additional information, seeCritical Accounting Estimatesin* Item 7. Management*’s Discussion and Analysis of Financial Condition and Results of Operations**and Note 2 of theNotes to Consolidated Financial Statements** in this Annual Report.
Current wording
Future estimates and actual results may differ materially from these estimates as a result of using different assumptions or conditions. For additional information, seeCritical Accounting Estimates inItem 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations andNote 2 of theNotes to Consolidated Financial Statements in this Annual Report.
Previous wording
We are substantially dependent on one supplier in Canada that supplies the majority of the ore we process and sell to our antimony customers. A decrease in the supply or an increase in the cost of this supplier’s ore could have a material adverse effect on our business, results of operations, and financial condition.
Current wording
We are substantially dependent on one supplier in Canada that currently supplies the majority of the ore we process and sell to our antimony customers. A decrease in the supply or an increase in the cost of this supplier’s ore could have a material adverse effect on our business, results of operations, and financial condition.
Previous wording
Historically, we have received most of our ore supply for antimony from one supplier in Canada. Because of this concentration of supply with one supplier, a decrease in ore from this supplier or an increase in the cost of this supplier’s ore could have a material adverse effect on our business, results of operations, and cash flow.
Current wording
While we have sourced ore from various international suppliers, we have historically received most of our ore supply for antimony from one supplier in Canada. Because of this concentration of supply with one supplier, a decrease in ore from this supplier or an increase in the cost of this supplier’s ore could have a material adverse effect on our business, results of operations, and cash flow.
Previous wording
We have renewed this lease agreement related to our BRZ business periodically with minor changes to the terms and conditions in the past. However, changes to this lease agreement or the inability to renew this lease agreement could have a material adverse effect on our business, results of operations, and cash flow.
Current wording
We have renewed this lease agreement related to our BRZ business periodically with minor changes to the terms and conditions in the past. This lease was recently extended through December 31, 2034. Any future changes to this lease agreement or the inability to renew it could have a material adverse effect on our business, results of operations, and cash flow.
Previous wording
Some of the markets we serve have a limited number of customers. As a result, most of our revenues are concentrated with a limited number of customers. In 2024, our two largest customers accounted for 43% of our consolidated revenues. Additionally, not all our customers make purchases every year. Because of this variability, we believe that comparisons of our operating results in any quarterly period may not be a reliable indicator of future performance.
Current wording
Some of the markets we serve have a limited number of customers. As a result, most of our revenues are concentrated with a limited number of customers. In 2025, our three largest customers accounted for 80% of our consolidated revenues. Additionally, not all our customers make purchases every year. Because of this variability, we believe that comparisons of our operating results in any quarterly period may not be a reliable indicator of future performance.
Previous wording
In addition, even if our customers continue to do business with us, we could be adversely effected by a number of other potential developments with our customers. For example:
Current wording
In addition, even if our customers continue to do business with us, we could be adversely affected by a number of other potential developments with our customers. For example:
Previous wording
Our business could be materially and adversely affected by the risks, or the public perception of the risks, related to a pandemic or other health crisis, such as the recent outbreak of novel coronavirus. A significant outbreak of contagious diseases in the human population could result in a widespread health crisis that could adversely affect our planned operations. Such events could result in the complete or partial closure of our operations, as well as the domestic and global economies and financial markets, resulting in an economic downturn that could impact our ability to raise capital.
Current wording
Our business could be materially and adversely affected by the risks, or the public perception of the risks, related to a pandemic or other health crisis. A significant outbreak of contagious diseases in the human population could result in a widespread health crisis that could adversely affect our planned operations. Such events could result in the complete or partial closure of our operations, as well as the domestic and global economies and financial markets, resulting in an economic downturn that could impact our ability to raise capital.
Previous wording
Energy costs, including electrical power costs, represent one of the larger components of our cost of goods sold. As a result, the availability of electricity and other energy costs at competitive prices is critical to the profitability of our operations.
Current wording
Energy costs, including electrical power costs, propane costs, and natural gas costs, represent one of the larger components of our cost of goods sold. As a result, the availability of electricity and other energy costs at competitive prices is critical to the profitability of our operations.
Previous wording
Our mining activities may be adversely affected by the local climate.
Current wording
Our mining activities may be adversely affected by the local climate, especially in Alaska and Montana due to harsh winters.
Previous wording
Development of mineral properties involves a high degree of risk and few properties that are explored are ultimately developed into producing mines. The commercial viability of a mineral deposit depends on factors beyond our control, including the deposit's attributes, commodity prices, government policies and regulation and environmental protection. Fluctuations in the market prices of minerals may render reserves and deposits containing relatively lower grades of mineralization uneconomic. The development of our non-extractive properties will require obtaining land use consents, permits and the construction and operation of mines, processing plants and related infrastructure. We are subject to all the risks associated with establishing new mining operations, including:
Current wording
commodity prices, government policies and regulation and environmental protection. Fluctuations in the market prices of minerals may render reserves and deposits containing relatively lower grades of mineralization uneconomic. The development of our non-extractive properties will require obtaining land use consents, permits and the construction and operation of mines, processing plants and related infrastructure. We are subject to all the risks associated with establishing new mining operations, including:
Previous wording
We are dependent upon the ability and experience of our executive officers, managers, employees, contractors and their employees, and other personnel, and we cannot assure you that we will be able to attract or retain such employees or contractors. We may at times have insufficient executive or operational personnel, or personnel whose skills require improvement. We compete with other companies both in and outside the mining industry in recruiting and retaining qualified employees and contractors knowledgeable about the mining business. From time to time, we have encountered, and may in the future encounter, difficulty recruiting skilled mining personnel at acceptable wage and benefit levels in a competitive labor market, and may be required to utilize contractors, which can be more costly. Temporary or extended lay-offs due to mine closures may exacerbate such issues and result in vacancies or the need to hire less skilled or efficient employees or contractors. The loss of skilled employees or contractors or our inability to attract and retain additional highly skilled employees and contractors could have an adverse effect on our business and future operations.
Current wording
We are dependent upon the ability and experience of our executive officers, managers, employees, contractors and their employees, and other personnel, and we cannot assure you that we will be able to attract or retain such employees or contractors. We may at times have insufficient executive or operational personnel, or personnel whose skills require improvement. We compete with other companies both in and outside the mining industry in recruiting and retaining qualified employees and contractors knowledgeable about the mining business. From time to time, we have encountered, and may in the future encounter, difficulty recruiting skilled mining personnel at acceptable wage and benefit levels in a competitive labor market, and may be required to utilize contractors, which can be more costly. For example, in Thompson Falls, Montana, the limited availability of local residential housing creates a significant barrier to attracting and retaining the skilled labor required for our smelting expansion. As a result, the Company purchased a housing development in 2025 to provide a dedicated housing solution for our workforce in that area, but there is no guarantee that such an investment will be sufficient to help achieve our staffing requirements or offset the challenges of recruiting in a remote location. Temporary or extended lay-offs due to mine closures may exacerbate such issues and result in vacancies or the need to hire less skilled or efficient employees or contractors. The loss of skilled employees or contractors or our inability to attract and retain additional highly skilled employees and contractors could have an adverse effect on our business and future operations.
Previous wording
Shares of our common stock are listed on NYSE American. The market price for our common stock has been volatile, sometimes based on:
Current wording
Shares of our common stock are listed on NYSE and NYSE Texas. The market price for our common stock has historically been volatile, and has been impacted at times by:
Previous wording
We cannot predict the number of additional equity securities that will be issued or the effect, if any, that future issuances and sales of the securities will have on the market price of the common stock. Any transaction involving the issuance of previously authorized but unissued equity securities would result in dilution, possibly substantial, to stockholders. Based on the need for additional capital to fund expected expenditures and growth, it is likely that we will issue securities to provide such capital. Such additional issuances may involve the issuance of a significant number of equity securities at prices less than the current market price. Sales of substantial amounts of securities, or the availability of the securities for sale, could adversely affect the prevailing market prices for the securities and dilute investors’ earnings per share. A decline in the market prices of the securities could impair our ability to raise additional capital through the sale of additional securities should we desire to do so.
Current wording
We cannot predict the number of additional equity securities that will be issued or the effect, if any, that future issuances and sales of these securities will have on the market price of the common stock. Any transaction involving the issuance of previously authorized but unissued equity securities would result in dilution, possibly substantial, to stockholders. Based on the need for additional capital to fund expected expenditures and growth, it is likely that we will issue securities to provide such capital. Such additional issuances may involve the issuance of a significant number of equity securities at prices less than the current market price. Sales of substantial amounts of securities, or the availability of the securities for sale, could adversely affect the prevailing market prices for the securities and dilute investors’ earnings per share. A decline in the market prices of the securities could impair our ability to raise additional capital through the sale of additional securities should we desire to do so.
Previous wording
The provisions in our certificate of incorporation, our by-laws and Montana law could delay or deter tender offers or takeover attempts.
Current wording
The provisions in our certificate of incorporation, our by-laws and Texas law could delay or deter tender offers or takeover attempts.
Previous wording
Certain provisions in our restated certificate of incorporation, our by-laws and Montana law could make it more difficult for a third party to acquire control of us, even if that transaction could be beneficial to stockholders. These impediments include:
Current wording
Certain provisions in our restated certificate of incorporation, our by-laws and Texas law could make it more difficult for a third party to acquire control of us, even if that transaction could be beneficial to stockholders. These impediments include:
Previous wording
As a public company, we are subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”), the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, the listing requirements of NYSE American, and other applicable securities rules and regulations. Compliance with these rules and regulations may be difficult, time-consuming, or costly, and compliance may increase demand on processes, systems, and resources. The Exchange Act requires, among other things, that we file annual, quarterly, and current reports with respect to our business and operating results. The Sarbanes-Oxley Act requires, among other things, that we maintain effective internal control over financial reporting. Management reviews the Company’s internal control over financial reporting to determine if it is effective. A control deficiency exists when the design, operation, or lack of a control does not allow management or employees to prevent, or detect, and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected on a timely basis. As described in “Item 9A. Controls and Procedures” of this Annual Report, we have concluded that our internal control over financial reporting was ineffective as of December 31, 2024 due to material weaknesses in our internal control over financial reporting. We intend to take the necessary steps to remediate these material weaknesses. However, we cannot assure you that we will be successful in implementing effective internal control over financial reporting or that, once successful, such controls will remain effective.
Current wording
As a public company, we are subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”), the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, the listing requirements of NYSE and NYSE Texas, and other applicable securities rules and regulations. Compliance with these rules and regulations may be difficult, time-consuming, or costly, and compliance may increase demand on processes, systems, and resources. The Exchange Act requires, among other things, that we file annual, quarterly, and current reports with respect to our business and operating results. The Sarbanes-Oxley Act requires, among other things, that we maintain effective internal control over financial reporting. Management reviews the Company’s internal control over financial reporting to determine if it is effective. A control deficiency exists when the design, operation, or lack of a control does not allow management or employees to prevent, or detect, and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected on a timely basis. As described in “Item 9A. Controls and Procedures” of this Annual Report, we have concluded that our internal control over financial reporting was ineffective as of December 31, 2025 due to material weaknesses in our
Previous wording
It may require significant resources and management oversight to effectively comply with our regulatory obligations and to avoid future violations. In addition, significant resources and management oversight may also be required to maintain and, if necessary, improve our disclosure controls and procedures and internal control over financial reporting. As a result of our efforts to comply with the above rules and regulations, management’s attention may be diverted from other business concerns, which could adversely affect our business, operating results, and financial condition. To comply with these requirements, we may need to hire more employees in the future or engage outside consultants, which would increase our costs and expenses. We may be unable to comply despite such efforts. Any failure to comply with applicable regulations could adversely affect our stock price and our ability to make accurate and timely financial and other disclosures to investors, attract and maintain key personnel and investors, and use our funds for intended purposes. It may also subject us to the risk of litigation or regulatory enforcement actions against us.
Current wording
It may require significant resources and management oversight to effectively comply with our regulatory obligations and to avoid future violations. In addition, significant resources and management oversight may also be required to maintain and, if necessary, improve our disclosure controls and procedures and internal control over financial reporting. As a result of our efforts to comply with the above rules and regulations, management’s attention may be diverted from other business concerns, which could adversely affect our business, operating results, and financial condition. To comply with these requirements, we may need to hire more employees in the future or engage outside consultants, which would increase our costs and expenses. We may be unable to comply despite such efforts. Any failure to comply with applicable regulations could adversely affect our stock price and our ability to make accurate and timely financial and other disclosures to investors, attract and maintain key personnel and investors, and use our funds for intended purposes. It may also subject us to the risk of litigation or regulatory enforcement actions against us. In connection with our remediation efforts, we have engaged a third-party advisor to assist management in evaluating and improving our internal control over financial reporting and our processes designed to support compliance with the Sarbanes-Oxley Act. While the involvement of a third-party advisor may assist us in these efforts, there can be no assurance that our remediation efforts will be successful or that our internal control over financial reporting will be effective in future periods.
Previous wording
We may be unable to comply with NYSE American continued listing standards and our common stock may be delisted from the NYSE American market, which would likely cause the liquidity and market price of the common stock to decline.
Current wording
We may be unable to comply with NYSE continued listing standards and our common stock may be delisted from the NYSE, which would likely cause the liquidity and market price of the common stock to decline.
Previous wording
Our common stock is currently listed on the NYSE American. We are subject to the continued listing standards of the NYSE American and such exchange will consider suspending dealings in, or delisting, securities of an issuer that does not meet its continued listing standards. To maintain our NYSE American listing, we must maintain certain standards, such as various corporate governance standards as well as minimum levels or values related to share price, shareholders’ equity balance, market capitalization value, and various share distribution levels. In addition to objective standards, the NYSE American may delist the securities of an issuer if it determines that the securities are unsuitable for continued trading, which could be the result if the issuer sells or disposes of principal operating assets, ceases to be an operating company, or discontinues a substantial portion of its operations or business. We may not be able to satisfy these standards and remain listed on the NYSE American, which could adversely affect the market price of our common stock and our ability to raise funds through the sale of our common stock, which could adversely affect our liquidity.
Current wording
Our common stock is currently listed on the NYSE. We are subject to the continued listing standards of the NYSE and such exchange will consider suspending dealings in, or delisting, securities of an issuer that does not meet its continued listing standards. To maintain our NYSE listing, we must maintain certain standards, such as various corporate governance standards as well as minimum levels or values related to share price, shareholders’ equity balance, market capitalization value, and various share distribution levels. In addition to objective standards, the NYSE may delist the securities of an issuer if it determines that the securities are unsuitable for continued trading, which could be the result if the issuer sells or disposes of principal operating assets, ceases to be an operating company, or discontinues a substantial portion of its operations or business. We may not be able to satisfy these standards and remain listed on the NYSE, which could adversely affect the market price of our common stock and our ability to raise funds through the sale of our common stock, which could adversely affect our liquidity.
Previous wording
U.S. surface and underground mines like those at our Preston Operations are inspected periodically by MSHA, which inspections often lead to notices of violation under the Mine Safety and Health Act. Our facility or mine at Preston Idaho could be subject to a temporary or extended shutdown due to a violation alleged by MSHA. For more information on the status of inspections by MSHA, seeNote 11 of theNotes to Consolidated Financial Statements in this Annual Report.
Current wording
U.S. surface and underground mines like those at our Preston Operations are inspected periodically by MSHA, which inspections often lead to notices of violation under the Mine Safety and Health Act. Our facility or mine at Preston Idaho could be subject to a temporary or extended shutdown due to a violation alleged by MSHA. For more information on the status of inspections by MSHA, seeNote 13 of theNotes to Consolidated Financial Statements in this Annual Report.
Previous wording
In the ordinary course of business, mining companies are required to seek governmental permits and other approvals for continuation or expansion of existing operations or for the commencement of new operations. Obtaining the necessary governmental permits is a complex, time-consuming and costly process. The duration and success of our efforts to obtain permits are contingent upon many variables not within our control. Obtaining environmental permits, including the approval of reclamation plans, may increase costs and cause delays or halt the continuation of mining operations depending on the nature of the activity to be permitted and the interpretation of applicable requirements established by the permitting authority. Interested parties, including governmental agencies and non-governmental organizations or civic groups, may seek to prevent issuance of permits and intervene in the process or pursue extensive appeal rights. Past or ongoing violations of laws or regulations involving obtaining or complying with permits could provide a basis to revoke existing permits, deny the issuance of additional permits, or commence a regulatory enforcement action, each of which could have a material adverse impact on our operations or financial condition. In addition, evolving reclamation or environmental concerns may threaten our ability to renew existing permits or obtain new permits in connection with future development, expansions and operations. We cannot assure you that all necessary approvals and permits will be obtained and, if obtained, that the costs involved will not exceed those that we previously estimated. It is possible that the costs and delays associated with the compliance with evolving standards and regulations could become such that we would not proceed with a particular development or operation.
Current wording
In the ordinary course of business, mining companies are required to seek governmental permits and other approvals for continuation or expansion of existing operations or for the commencement of new operations. Obtaining the necessary governmental permits is a complex, time-consuming and costly process. The duration and success of our efforts to obtain permits are contingent upon many variables not within our control. Obtaining environmental permits, including the approval of reclamation plans, may increase costs and cause delays or halt the continuation of mining operations depending on the nature of the activity to be permitted and the interpretation of applicable requirements established by the permitting authority. Interested parties, including governmental agencies and non- governmental organizations or civic groups, may seek to prevent issuance of permits and intervene in the process or pursue extensive appeal rights. Past or ongoing violations of laws or regulations involving obtaining or complying with permits could provide a basis to revoke existing permits, deny the issuance of additional permits, or commence a regulatory enforcement action, each of which could have a material adverse impact on our operations or financial condition. In addition, evolving reclamation or environmental concerns may threaten our ability to renew existing permits or obtain new permits in connection with future development, expansions and
Previous wording
In recent years there have been several proposed or implemented ballot initiatives that sought to directly or indirectly curtail or eliminate mining in certain states including Montana. While a water treatment initiative in Montana was defeated by voters in November 2018, in the future similar or other initiatives that could impact our operations may be on the ballot in these states or other jurisdictions (including local or international) in which we currently or may in the future operate. To the extent any such initiative was passed and became law, there could be a material adverse impact on our financial condition, results of operations or cash flows.
Current wording
There have been proposed or implemented ballot initiatives that sought to directly or indirectly curtail or eliminate mining in certain states including Montana. Future initiatives to curtail or eliminate mining could be on the ballot in states or jurisdictions (including local or international) in which we currently or may in the future operate. To the extent any such initiative was passed and became law, there could be a material adverse impact on our financial condition, results of operations or cash flows.
Previous wording
Mining concessions in Mexico may be terminated if the obligations of the concessioner are not satisfied. In Mexico, we are obligated, among other things, to explore or exploit the relevant concession, to pay any relevant fees, to comply with all environmental and safety standards, to provide information to the Ministry of Economy and to allow inspections by the Ministry of Economy. Any termination or unfavorable modification of the terms of one or more of our concessions, or failure to obtain renewals of such concessions subject to renewal or extensions, could have an adverse effect on our financial condition and prospects.
Current wording
Mining concessions in Mexico may be terminated if the obligations of the concessioner are not satisfied. In Mexico, we are obligated, among other things, to explore or exploit the relevant concession, to pay any relevant fees, to comply with all environmental and safety standards, to provide information to the Ministry of Economy and to allow inspections by the Ministry of Economy. Any termination or
Rearranged current paragraphs (6)
Current report — wording carried from elsewhere
average estimated undiscounted cash flows resulting from operating plans using various metals price scenarios. Our estimates of undiscounted cash flows for our long-lived assets also include an estimate of the market value of the resources and exploration targets beyond the current operating plans.
Current report — wording carried from elsewhere
and we do not expect to be able to obtain insurance at a reasonable cost. The range of reasonably possible losses from our exposure to environmental liabilities in excess of amounts accrued to date cannot be reasonably estimated at this time. If we incur liabilities for environmental damages while we are uninsured, it could have a significant adverse effect on our financial condition and results of our operations.
Current report — wording carried from elsewhere
Development of mineral properties involves a high degree of risk and few properties that are explored are ultimately developed into producing mines. The commercial viability of a mineral deposit depends on factors beyond our control, including the deposit’s attributes,
Current report — wording carried from elsewhere
internal control over financial reporting. We intend to take the necessary steps to remediate these material weaknesses. However, we cannot assure you that we will be successful in implementing effective internal control over financial reporting or that, once successful, such controls will remain effective.
Current report — wording carried from elsewhere
operations. We cannot assure you that all necessary approvals and permits will be obtained and, if obtained, that the costs involved will not exceed those that we previously estimated. It is possible that the costs and delays associated with the compliance with evolving standards and regulations could become such that we would not proceed with a particular development or operation.
Current report — wording carried from elsewhere
unfavorable modification of the terms of one or more of our concessions, or failure to obtain renewals of such concessions subject to renewal or extensions, could have an adverse effect on our financial condition and prospects.