i-80 Gold Corp.

Company Overview

i-80 Gold Corp. (the "Company", "i-80 Gold") is a Nevada-focused growth-oriented gold and silver mining company engaged in the exploration and extraction of gold and silver. The Company is the fourth largest mineral resource holder in the state with a pipeline of three underground and two open pit projects strategically located in some of Nevada's most prolific gold-producing trends. The Company's wholly owned assets, which are at various stages of permitting, construction, and technical studies, include the Granite Creek property, the Ruby Hill property, the Lone Tree property which hosts a carbon-in-leach and an autoclave processing plant which is expected to be refurbished ("Lone Tree plant"), the Cove property and the FAD property.

The Company was incorporated on November 10, 2020, under the laws of the province of British Columbia, Canada. The Company’s common shares are listed on the NYSE American under the trading symbol IAUX and on the TSX under the trading symbol IAU. The Company’s head office is located in Reno, Nevada, United States ("US") and its principal executive office is located in Toronto, Ontario, Canada.

Reference to $ or USD is to US dollars, reference to C$ or CAD is to Canadian dollars.

Operational and Financial Highlights

Three months ended September 30, 2025

•Revenue increased to $32.0 million for the quarter compared to $11.5 million in the prior year period, primarily driven by higher gold ounces sold 1 at Granite Creek and a higher average realized gold price 2.

•Gold sales 1 for the quarter increased to 9,368 ounces at an average realized gold price 2 of $3,412 per ounce compared to gold sales 1 of 4,740 ounces at an average realized gold price 2 of $2,441 per ounce in the prior year period.

•Gross profit improved to $3.1 million from a gross loss of $4.9 million in the comparative period due to improved water management initiatives at Granite Creek resulting in higher operational efficiencies. Gross profit for Granite Creek was near break-even for the current quarter and is expected to be positive for the second half of 2025.

•Net loss decreased to $41.9 million compared to $43.1 million in the prior year period as higher gross profit was offset by higher pre-development, evaluation and exploration expenses as the Company advances the projects within its development plan. Upon declaration of mineral reserves certain pre-development, evaluation, and exploration expenditures currently expensed would be capitalized.

•Loss per share of $0.05 for the quarter compared to $0.11 loss per share in the prior year period improved primarily due to an increase in outstanding common shares following the equity raise in May 2025.

•Cash used in operating activities of $15.2 million improved compared to $23.5 million in the prior year period as a result of higher gross profit and higher working capital partially offset by increased pre-development, evaluation, and exploration expenses.

•Cash balance of $102.9 million as at September 30, 2025, a decrease of $30.8 million compared to June 30, 2025, primarily due to cash used in pre-development, evaluation, and exploration expenses and a $11.9 million principal repayment of the amended Orion Mine Finance ("Orion") Gold Prepay Purchase and Sale Agreement ("Gold Prepay Agreement").

•Completed approximately 53,000 feet of core drilling, including at Granite Creek underground to enhance mineral resource definition and support a planned feasibility study, technical drilling at Mineral Point open pit within the Ruby Hill property for baseline data to advance permitting and technical reports, and geotechnical drilling at Cove underground to also support the planned feasibility study.

•Received all required permits and commenced construction for the upper level of the Archimedes project – the Company's second planned underground mine – marking a key milestone in phase one of its development plan.

•The Company remains on track to complete technical reports for its underground projects and the Lone Tree plant.

Nine months ended September 30, 2025

•Revenue increased to $73.9 million compared to $27.1 million in the comparative prior year period due to higher gold ounces sold and a higher average realized gold price 2.

•Gold sales 1 increased to 22,720 ounces at an average realized gold price 2 of $3,243 per ounce, compared to gold sales of 12,247 ounces at an average realized gold price 2 of $2,422 per ounce in the prior year period.

•Gross profit has improved to $6.8 million from a gross loss of $17.5 million in the comparative period due to improved water management initiatives at Granite Creek.

•Net loss of $113.3 million compared to $103.8 million in the prior year period was higher due to other expenses from revaluation losses, higher pre-development, evaluation and exploration expense partially offset by higher gross profit.

•Loss per share of $0.18 per share improved from $0.30 loss per share in the comparative prior year period due to an increase in outstanding common shares following the equity raise in May 2025.

•Cash used in operating activities was $49.3 million which is improved from the prior year period, primarily due to higher gross profit and higher working capital.

•Cash balance of $102.9 million as at September 30, 2025, an increase of $83.9 million from December 31, 2024, due to proceeds from the brokered and private placements, higher gross profit partially offset by cash used in pre-development, evaluation, and exploration expenses and gold and silver deliveries under the prepay and purchase agreements.

•Completed approximately 77,000 feet of core and reverse circulation drilling with multiple positive results to enhance mineral resource definition and improve resource definition at the Granite Creek underground project, infill and geotechnical drilling for the Cove project, and technical drilling for the Mineral Point open pit project within the Ruby Hill property.

•Filed Preliminary Economic Assessments ("PEA") for all five gold projects in support of the Company’s new development plan, which outlines a combined net present value of approximately $4.9 billion based on a $3,000 per ounce gold price.

Strategy Overview

i-80 Gold is executing a multi-asset development plan aimed at creating a mid-tier gold producer in Nevada. The near-term focus is on developing the Company’s two high-grade underground mines and the refurbishment and commissioning of the Lone Tree plant, which will serve as a central processing hub for underground refractory material from all underground projects. Development of the Company’s third underground mine as well as its two large, open pit oxide projects are expected to follow to support a long-term target of more than 600,0003 ounces of annual gold output. All of the Company's properties are currently considered to be in the exploration stage as mineral reserves have yet to be defined.

In support of the three phase development plan, the Company released PEAs in the first quarter of 2025 for all five core gold projects. These PEAs outlined a clear and achievable path to production and cash flow growth. Permitting, technical studies, and development work are actively being advanced across all five gold projects, as well as the Lone Tree plant, in support of upcoming feasibility studies.

3 Consolidated production estimates and average annual production targets include the Cove Project, Archimedes Underground Project, Mineral Point Open Pit Project, Granite Creek Underground Project, and Granite Creek Open Pit Project and are based on the most recent life-of-mine production schedules disclosed in the latest technical studies filed for each respective project and related property. These anticipated production figures are preliminary in nature and are based on mineral resources, which do not have demonstrated economic viability, and which are not mineral reserves. In addition, each of the foregoing technical reports are preliminary economic assessments/initial assessments that are preliminary in nature and each include an economic analysis that is based, in part, on inferred mineral resources. Inferred mineral resources are considered too speculative geologically to have for the application of economic considerations applied to them that would enable them to be categorized as mineral reserves. As such, there is no certainty that the production targets will be realized. The production target is also pending the completion of the autoclave refurbishment class 3 engineering study (where a series of trade-off scenarios will be considered comparing full autoclave refurbishment to alternate toll milling and ore purchase agreement options that could potentially be available), Board approval, and the successful funding, development, and commissioning of the Company’s Lone Tree autoclave processing facility. The production target presented herein is a Company goal and not a projection of results and should not be taken as production guidance.

Phase One of the development plan includes the current ramp up at i-80 Gold’s first underground mine, Granite Creek, as well as commencing extraction at Archimedes, the second planned underground mine. A key milestone in this phase is the refurbishment and commissioning of the wholly owned Lone Tree plant to unlock the full value of the Company’s underground mines. Once commissioned, the Lone Tree plant will enable processing of underground material to shift from third-party toll-milling to owner-operated processing in 2028. Average annual gold output is expected to increase to a range of between 150,000 to 200,000 ounces of gold in Phase One beginning in 20283.

Phase Two of the development plan focuses on bringing two additional projects into operation: Cove, the third planned underground mine, and Granite Creek open pit. Mineralized material from Cove is expected to be processed at the Lone Tree plant beginning in 2029. With four producing assets, average annual gold output is expected to increase to a range of between 300,000 to 400,000 ounces of gold in 20303, representing a significant step in i-80 Gold’s transition to a mid-tier producer.

Phase Three is anchored by the Mineral Point open pit project, which is expected to become the Company’s largest producing asset and projected to help the Company achieve its target of an average annual gold output beyond 600,000 ounces in the early 2030s 3.

Recapitalization Plan

In parallel with advancing the development plan, the Company continues to execute on a recapitalization strategy focused on strengthening the balance sheet and funding its development plan. During the first quarter, the Company entered into agreements to defer the December 2024 Orion Gold Prepay Agreement and January 2025 Silver Purchase Agreement deliveries, which were settled on April 2, 2025, by entering into a New Gold Prepay and Silver Purchase Agreement with National Bank with deliveries of 6,864 ounces of gold and 345,549 ounces of silver due by September 30, 2025. The arrangement with National Bank was settled in May 2025 for $32.3 million with proceeds from the equity raise in the second quarter.

During the second quarter of 2025, the Company closed a bought deal public offering of 345 million units at a price of $0.50 per unit for aggregate gross proceeds of $172.0 million. In addition to the offering, the Company closed a concurrent private placement of 25.2 million units to certain directors and officers of the Company at a price of $0.50 per unit for aggregate gross proceeds of $12.6 million and net proceeds of $12.5 million. Each unit was comprised of one common share and one-half of one common share purchase warrant. Each warrant entitles the holder to purchase one common share at a price of $0.70 until November 16, 2027. If fully exercised, the warrants could provide the Company with up to approximately $130 million in additional proceeds.

The Company is actively working to secure the balance of required capital to execute the development plan and is currently in discussions with several parties regarding a combination of additional financing options. These potential options may include debt facilities, a royalty sale, and the potential sale of the Company's non-core FAD property. Management aims to complete the balance of its recapitalization plan by mid-2026, aligning with the date of maturity of the Orion Convertible Loan.

As previously disclosed, approximately $92 million is expected to be allocated to fund construction activities, drilling, permitting, and technical studies across all five gold projects included in the development plan, as well as the Lone Tree Plant, from May 2025 through to mid-2026.

Outlook

The Company is on track to meet its 2025 production guidance. It expects to extract between 30,000 to 40,000 ounces 1 of gold in 2025. Granite Creek underground is expected to contribute between 20,000 to 30,000 ounces 1 of gold, and the Company’s two residual heap leach operations are expected to contribute approximately 10,000 ounces of gold in 2025.

To advance development plans, three areas of growth expenditures over the next three years were outlined in the PEAs filed for all five projects in March 2025. These growth expenditures fall into three categories: (i) advancing permitting activities, (ii) feasibility studies, and (iii) development work at Archimedes underground. For 2025, the growth expenditures are expected to total between $40 million to $50 million that is primarily recognized in pre-development, evaluation and exploration expenditures.

This outlook, including expected results and targets, is subject to various risks, uncertainties and assumptions, which may impact future performance and the Company’s ability to achieve the results and targets discussed in this section. Please refer to "Forward-Looking Information" section. The Company may, but is under no obligation to, update this outlook depending on changes in metal prices and other factors.

Financing Overview

Nine months ended September 30, 2025

Prospectus Offering of Common Shares

On January 31, 2025, the Company closed a prospectus offering of 28.2 million common shares of the Company at a price of C$0.80 per share for aggregate gross proceeds of the Company of approximately$15.6 million (C$22.6 million).

On February 28, 2025, in connection with the prospectus offering, the Company closed a private placement of an aggregate of 1.0 million common shares to certain directors and officers of the Company at a price of C$0.80 per share for gross proceeds of approximately $0.6 million (C$0.8 million).

On February 28, 2025, the Company entered into a supplemental indenture to effect certain amendments to its convertible debenture indenture dated February 22, 2023 (the "Indenture"). The amendments provided:

•the conversion price applicable to the debenture holder’s right to elect to convert outstanding and accrued interest on the convertible debentures is equal to the volume weighted average price of i-80 Gold’s common shares on the TSX during the five trading days immediately preceding the date of the debenture holder’s election notice, less a discount of 15%, converted into US dollars at the Bank of Canada rate on such date;

•the conversion price applicable to the Company’s right to elect to convert outstanding and accrued interest on the convertible debentures is equal to the greater of (x) 85% of the average closing price of the i-80 Gold common shares as measured in US dollars on the NYSE during the 10 business days immediately preceding the date of the Company’s election notice, and (y) the volume weighted average price of i-80 Gold common shares on TSX during the five trading days immediately preceding the date of the Company’s election notice, less a discount of 15%, converted into US dollars at the Bank of Canada rate on such date;

•that the Company’s right to grant security against the Cove project would rank subordinate to the security granted to the debenture holders; and

•the Company with a redemption right in respect of all of the outstanding convertible debentures which allows the Company to redeem, in its sole discretion, all of the outstanding convertible debentures for cash at a 104% premium of the outstanding principal, along with accrued interest up to the redemption date.

On January 15, 2025, the Company completed the amendment and restatement of its convertible credit agreement with an affiliate of Orion ("Orion Convertible Loan"). The conditions relating to the deferral of certain gold and silver deliveries at the end of 2024 (collectively, the "Waiver Agreements").

Further to the Orion Convertible Loan, Orion and i-80 Gold extended the maturity date by six months from December 13, 2025, to June 30, 2026, and certain security was put in place to secure the Company’s obligations thereunder. Additional security against the Company’s Ruby Hill and Granite Creek projects was put in place on March 31, 2025. In connection with the extension of the Orion Convertible Loan, the Company has issued 5 million common share purchase warrants to Orion with an exercise price of C$1.01 and an expiry date of January 15, 2029 (the “2025 Orion Warrants”).

In addition, in February 2025, i-80 Gold and Orion entered into an offtake agreement (the “Orion Offtake Agreement”). The Orion Offtake Agreement has similar terms to the Company's existing offtake agreement and commences once the current offtake agreement with Vox Royalty Corp. expires at the end of December 2028.

At-the-Market Equity Program

During the first quarter of 2025, the Company issued 4.3 million common shares under the at-the-market equity program ("ATM program") for total gross proceeds of $2.5 million. From the inception of the ATM program until its expiration on March 31, 2025, the Company issued a total of 26.7 million common shares for total gross proceeds of $25.1 million.

New Gold Prepay and Silver Purchase Agreement

On March 31, 2025 the Company entered into a New Gold Prepay and Silver Purchase Agreement ("New Gold Prepay and Silver Purchase agreement") with National Bank of Canada ("National Bank") under which National Bank purchased approximately 6,864 ounces of gold and 345,549 ounces of silver from the Company for delivery to National Bank by September 30, 2025 or earlier, upon an infusion of capital in line with the recapitalization plan. The proceeds of this prepay arrangement were used to satisfy the March 31, 2025 gold and silver deliveries due to an affiliate of Orion Mine Finance under its respective Gold Prepay Agreement and Silver Purchase Agreement. The New Gold Prepay and Silver Purchase Agreement was fully repaid during May 2025.

Completed PEAs for Five Gold Projects

During the first quarter of 2025, the Company issued five press releases highlighting the economic and operating results from PEAs completed for five gold projects within its development plan. The updated PEAs, filed at the end of the first quarter, demonstrate the significant value of the Company's portfolio and support an updated mineral resource estimate and new development plan. Technical reports for each material project were filed in accordance with Subpart 1300 of Regulation S-K ("S-K 1300) and Item 601 of Regulation S-K in the United States and in accordance with National Instrument 43-101 Standards for Disclosure of Mineral Projects in Canada ("NI 43-101").

Third-party Processing Agreements

In March 2025, the Company finalized third-party processing agreements in respect of toll milling for refractory material as well as ore sales for oxide material. The agreements remain in effect through to December 31, 2027. The Company is targeting to have the anticipated refurbishment of its Lone Tree Plant complete by December 31, 2027, to allow for all material from the Company's three planned underground mines to be processed through the autoclave at the Lone Tree plant.

Working Capital Facility

On April 29, 2025, the Company finalized an amended and restated master purchase and sale agreement with Auramet International, Inc. with a term of 18 months, which serves a working capital facility (the "Auramet Agreement"). Under the Auramet Agreement, the Company may receive up to $12.0 million in prepayments for gold contained in mineralized material. During the three and nine months ended September 30, 2025, the Company delivered 3,041 and 4,495 ounces of gold, respectively, under the agreement. Total revenue recognized during the three and nine months ended September 30, 2025 amounted to $10.1 million and $15.0 million, respectively. As of September 30, 2025, the current portion of deferred revenue was $5.5 million, representing 1,605 ounces remaining to be delivered.

Bought Deal Offering and Private Placement

On May 16, 2025, the Company closed a bought deal public offering of 345.8 million units of the Company at a price of $0.50 per unit for aggregate gross proceeds of $172.9 million and net proceeds of $162.7 million. Each warrant entitles the holder to purchase one common share at a price of $0.70 until November 16, 2027. In addition to the offering, the Company closed a concurrent private placement of 25.2 million units to certain directors and officers of the Company at a price of $0.50 per unit for aggregate gross proceeds of $12.6 million. Each unit was comprised of one common share and one-half of one common share purchase warrant.

During the three months ended September 30, 2025, the Company recorded the exercise of 1.8 million warrants at an exercise price of $0.70 per share, resulting in the issuance of 1.8 million shares of common shares and cash proceeds of $1.3 million.