INTERNATIONAL TOWER HILL MINES LTD

Previous wording

On January 22, 2024, the Company announced that it had completed a non-brokered private placement (the “Private Placement”) pursuant to which it issued common shares to existing major shareholders to raise gross proceeds of approximately US$2.5 million. The Private Placement consisted of 3,807,911 common shares of the Company at a price of US$0.664 per common share.

Current wording

On March 4, 2025, the Company announced that it had completed a non-brokered private placement (the “Private Placement”) pursuant to which it issued common shares to existing major shareholders to raise gross proceeds of approximately US$3.9 million. The Private Placement consisted of 8,192,031 common shares of the Company at a price of US$0.4801 per common share.

Previous wording

On March 8, 2024, the Company announced that the Board had approved a 2024 budget of $3.3 million and endorsed the associated 2024 work program to advance the Livengood Gold Project. The 2024 work program will advance the baseline environmental data collection in critical areas of hydrology and waste rock geochemical characterization needed to support future permitting, as well as advance community engagement.

Current wording

On March 12, 2025, the Company announced that the Board had approved a 2025 budget of $3.7 million and endorsed the associated 2025 work program to advance the Livengood Gold Project. The 2025 work program will begin metallurgical study of the massive stibnite antimony mineralization, advance the baseline environmental data collection in critical areas of hydrology and waste rock geochemical characterization needed to support future permitting, and continue community engagement.

Previous wording

The Company had a net loss of $667,302 for the three months ended September 30, 2024, compared to a net loss of $710,351 for the three months ended September 30, 2023.

Current wording

The Company had a net loss of $669,068 for the three months ended March 31, 2025, compared to a net loss of $545,308 for the three months ended March 31, 2024.

Previous wording

Excluding share-based costs of $1,096 and $67,128 for the three months ended September 30, 2024 and September 30, 2023, respectively, consulting fees were $60,413 for the three months ended September 30, 2024 compared to $64,159 for the three months ended September 30, 2023. The decrease of $3,746 is primarily due to decreased consulting services.

Current wording

Excluding share-based costs of $48,297 and $863 for the three months ended March 31, 2025 and March 31, 2024, respectively, consulting fees were $61,747 for the three months ended March 31, 2025 compared to $56,700 for the three months ended March 31, 2024. The increase of $5,047 was primarily due to services provided to determine valuation of options granted to certain contractors on December 2, 2024 that vest if certain market conditions are met.

Previous wording

Excluding share-based costs of $73,173 and $67,862 for the nine months ended September 30, 2024 and September 30, 2023, respectively, wages and benefits were $638,168 for the nine months ended September 30, 2024 compared to $523,815 for the nine months ended September 30, 2023. The increase of $114,353 was primarily due to prior year-end payroll accruals reversing of $82,867 and to the timing of payroll benefits of $31,486.

Current wording

Excluding share-based costs of $14,265 and $12,084 for the three months ended March 31, 2025 and March 31, 2024, respectively, wages and benefits were $189,558 for the three months ended March 31, 2025 compared to $196,208 for the three months ended March 31, 2024. The decrease of $6,650 was primarily due to timing of payroll benefits.

Previous wording

Professional fees were $57,398 for the three months ended September 30, 2024 compared to $104,196 for the three months ended September 30, 2023. The decrease of $46,798 was primarily due to decreased legal services of $39,098 and timing variances for audit services for an increase of $14,348 and tax services for a decrease of $22,048.

Current wording

Professional fees were $32,242 and $42,259 for the three months ended March 31, 2025 and March 31, 2024, respectively. The decrease of $10,017 is due primarily to a timing variance for audit services for a decrease of $14,921 and reduced XBRL filing services of $1,677 partially offset by increased legal services of $6,581.

Previous wording

Other items amounted to total other expense of $6,961 during the three-month period ended September 30, 2024, compared to total other income of $70,607 during the three-month period ended September 30, 2023. As a result of the impact of exchange rates on certain of the Company’s U.S. dollar cash balances, the Company had a foreign exchange loss of $22,473 during the three-month period ended September 30, 2024, compared to a gain of $46,691 during the three-month period ended September 30, 2023. The average exchange rate during the three-month period ended September 30, 2024 was C$1 to $0.7332, compared to C$1 to $0.7457 during the three-month period ended September 30, 2023. Interest income was $15,512 for the three-month period ended September 30, 2024, compared to $23,916 for the three-month period ended September 30, 2023. The decrease of $8,404 was primarily due to short-term investment certificates being re-invested upon maturity at a lower interest rate.

Current wording

Other items amounted to total other expense of $6,813 during the three-month period ended March 31, 2025 compared to total other income of $67,601 during the three-month period ended March 31, 2024. As a result of the impact of exchange rates on certain of the Company’s U.S. dollar cash balances, the Company had a foreign exchange loss of $18,107 during the three-month period ended March 31, 2025, compared to a gain of $38,404 during the three-month period ended March 31, 2024. The average exchange rate during the three-month period ended March 31, 2025 was C$1 to $0.6968, compared to C$1 to $0.7380 during the three-month period ended March 31, 2024. Interest income was $11,294 for the three-month period ended March 31, 2025, compared to $29,197 for the three-month period ended March 31, 2024. The decrease of $17,903 was primarily due to short-term investment certificates being invested upon maturity at a lower interest rate.

Previous wording

As at September 30, 2024, the Company had cash and cash equivalents of $1,746,231 compared to $1,687,690 at December 31, 2023. The increase of approximately $0.1 million resulted mainly from net financing activities of $2.3 million partially offset by operating activities of $2.2 million.

Current wording

As at March 31, 2025, the Company had cash and cash equivalents of $4,262,573 compared to $992,487 at December 31, 2024. The increase of approximately $3.3 million resulted mainly from net financing activities of $3.9 million partially offset by operating activities of $0.6 million.

Previous wording

Financing activities during the nine-month period ended September 30, 2024 included the Private Placement, pursuant to which the Company issued 3,807,911 common shares to existing major shareholders to raise gross proceeds of approximately $2.5 million.

Current wording

Financing activities during the three-month period ended March 31, 2025 included the Private Placement pursuant to which the Company issued 8,192,031 common shares to existing major shareholders to raise gross proceeds of approximately $3.9 million.

Previous wording

The Company had no cash flows from investing activities during the nine-month periods ended September 30, 2024 and September 30, 2023.

Current wording

The Company had no cash flows from investing activities during the three-month period ended March 31, 2025.

Previous wording

As at September 30, 2024, the Company had working capital of $1,747,399 compared to working capital of $1,757,465 at December 31, 2023. The Company expects that it will operate at a loss for the foreseeable future, but believes the current cash and cash equivalents will be sufficient to cover the anticipated 2024 work plan at the Livengood Gold Project and that additional financing will be required to satisfy its currently anticipated general and administrative costs through at least the next 12 months.

Current wording

As at March 31, 2025, the Company had working capital of $4,186,043 compared to working capital of $959,703 at December 31, 2024. The Company expects that it will operate at a loss for the foreseeable future, but believes the current cash and cash equivalents will be sufficient to cover the anticipated 2025 work plan at the Livengood Gold Project and satisfy its currently anticipated general and administrative costs through at least the next 12 months.

Previous wording

Our anticipated expenditures for the year ending December 31, 2024 are approximately $3.3 million, which are expected to be funded from cash on hand. These expenditures include $0.7 million for mineral property leases and mining claim government fees and $2.6 million for general corporate and administrative purposes. Expenditures for mineral property leases and mining claims government fees are anticipated to be approximately $0.8 million in 2025 and $0.8 million in 2026. See Note 8 to the Company’s condensed consolidated interim financial statements included elsewhere in this report for further information regarding the Company’s known contractual obligations.

Current wording

Our anticipated expenditures for the year ending December 31, 2025 are approximately $3.7 million, which are expected to be funded from cash on hand. These expenditures include $0.9 million for mineral property leases and mining claim government fees and $2.8 million for general corporate and administrative purposes. Expenditures for mineral property leases and mining claims government fees are anticipated to be approximately $0.9 million in 2026 and $0.9 million in 2027. See Note 8 to the Company’s condensed consolidated interim financial statements included elsewhere in this report for further information regarding the Company’s known contractual obligations.

Previous wording

For a discussion of the accounting judgments and estimates that the Company’s management has identified as critical in the preparation of the Company’s financial statements, please see “Critical Accounting Estimates” under Part II. Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023. There have been no significant changes in the Company’s critical accounting estimates during the nine months ended September 30, 2024.

Current wording

For a discussion of the accounting judgments and estimates that the Company’s management has identified as critical in the preparation of the Company’s financial statements, please see “Critical Accounting Estimates” under Part II. Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024. There have been no significant changes in the Company’s critical accounting estimates during the three months ended March 31, 2025.

Previous wording

The Company believes that it has been a “passive foreign investment company” (“PFIC”) for U.S. federal income tax purposes in recent years and expects to continue to be a PFIC in the future. Current and prospective U.S. shareholders should consult with their tax advisors as to the tax consequences of PFIC classification and the U.S. federal tax treatment of PFICs. Additional information on this matter is included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, under Part II. Item 5. “Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities - Certain U.S. Federal Income Tax Considerations for U.S. Holders.”

Current wording

The Company believes that it has been a “passive foreign investment company” (“PFIC”) for U.S. federal income tax purposes in recent years and expects to continue to be a PFIC in the future. Current and prospective U.S. shareholders should consult their tax advisors as to the tax consequences of PFIC classification and the U.S. federal tax treatment of PFICs. Additional information on this matter is included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, under Part II. Item 5. “Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities - Certain U.S. Federal Income Tax Considerations for U.S. Holders.”