Core Viewpoint - Perpetua Resources Corp. is advancing its Stibnite Gold Project, aiming to become a key domestic source of antimony and develop one of the largest gold mines in the U.S. [2][4] Financial Results - The unaudited condensed consolidated financial results for the period ended June 30, 2025, have been filed [1]. Project Development - The company received its final federal permit for the Stibnite Gold Project after eight years of coordination and review [4]. - Early works construction is expected to start in the fall of 2025, with full construction readiness planned for spring 2026 [2][4]. - The project aims to restore an abandoned mine site while producing gold and antimony, which is critical for U.S. defense needs [5]. Financing Efforts - Perpetua Resources closed a gross proceeds equity financing of $425 million, with an additional $49 million from the full exercise of an underwriter option, totaling approximately $474 million [7]. - The company is pursuing a potential royalty or stream arrangement and advancing U.S. EXIM debt financing for up to $2.0 billion [4][7]. Regulatory Approvals - The Idaho Board of Environmental Quality upheld the air permit for the project, rejecting challenges from petitioners [7]. - The U.S. Army Corps of Engineers issued the Section 404 permit for the project [7].

[CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS](index=3&type=section&id=CAUTIONARY%20NOTE%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) This section defines forward-looking statements as projections based on management's expectations, highlighting inherent risks and uncertainties that could cause actual results to differ materially [Forward-Looking Statements Overview](index=3&type=section&id=Forward-Looking%20Statements%20Overview) This section outlines the nature of forward-looking statements within the report, emphasizing that they are not historical facts but projections based on management's expectations and assumptions - Forward-looking statements are based on management's estimates, beliefs, expectations, and assumptions regarding future operations, financial position, and projected costs, and are not historical facts[8](index=8&type=chunk) - Such statements involve unknown risks and uncertainties that could cause actual outcomes to differ materially from those expressed or implied[9](index=9&type=chunk) [Key Risk Factors for Forward-Looking Statements](index=3&type=section&id=Key%20Risk%20Factors%20for%20Forward-Looking%20Statements) The company identifies several critical factors that could materially affect its business, financial condition, and operational results, including project financing, permitting, and legal challenges - Key risks include the Company's ability to successfully implement and finance the Stibnite Gold Project, obtain required permits, satisfy financial assurance requirements, and secure financing from U.S. EXIM or other sources[9](index=9&type=chunk) - Other significant factors are regulatory and legal changes, requirements for additional capital, the Company's history of losses, and potential challenges related to mineral property title[9](index=9&type=chunk) - Assumptions for forward-looking information include timely issuance of permits, approval of U.S. EXIM application, successful royalty financing negotiations, and sustained commodity prices[12](index=12&type=chunk) [PART I. FINANCIAL INFORMATION](index=7&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This part presents the unaudited condensed consolidated financial statements, management's discussion and analysis, market risk disclosures, and controls and procedures [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=7&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, changes in equity, and cash flows, with explanatory notes [Condensed Consolidated Balance Sheets (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20(Unaudited)) The balance sheet shows a significant increase in total assets, primarily driven by a substantial rise in cash and cash equivalents due to recent equity offerings | ASSETS/LIABILITIES/EQUITY | June 30, 2025 | December 31, 2024 | Change | % Change | | :------------------------ | :------------ | :---------------- | :----- | :------- | | Cash and cash equivalents | $425,374,589 | $44,104,825 | $381,269,764 | 864.4% | | Total Current Assets | $446,968,649 | $47,352,580 | $399,616,069 | 843.9% | | Total Assets | $518,029,894 | $117,609,997 | $400,419,897 | 340.5% | | Total Current Liabilities | $6,285,870 | $6,751,267 | $(465,397) | -6.9% | | Total Liabilities | $8,285,870 | $8,751,267 | $(465,397) | -5.3% | | Total Shareholders' Equity| $509,744,024 | $108,858,730 | $400,885,294 | 368.3% | [Condensed Consolidated Statements of Operations (Unaudited)](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20(Unaudited)) The company reported an increased net loss for both the three and six months ended June 30, 2025, primarily due to higher exploration expenses and decreased grant income | EXPENSES/INCOME | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :---------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Exploration | $10,965,537 | $10,509,124 | $24,059,966 | $17,081,584 | | Operating Loss | $11,742,782 | $12,189,718 | $26,702,286 | $20,315,053 | | Grant income | $(4,921,179) | $(8,475,643) | $(11,304,569) | $(13,645,381) | | Interest income | $(764,024) | $(42,821) | $(1,141,990) | $(59,358) | | Net Loss | $6,026,329 | $3,673,715 | $14,230,932 | $6,618,240 | | Net Loss Per Share| $0.08 | $0.06 | $0.19 | $0.10 | [Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited)](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity%20(Unaudited)) Shareholders' equity significantly increased from December 31, 2024, to June 30, 2025, primarily due to substantial proceeds from the sale of common shares | Item | December 31, 2024 | June 30, 2025 | | :------------------------ | :---------------- | :------------ | | Common Shares (Amount) | $668,664,443 | $1,089,215,016| | Additional Capital | $35,375,252 | $29,940,905 | | Accumulated Deficit | $(595,180,965) | $(609,411,897)| | Total Shareholders' Equity| $108,858,730 | $509,744,024 | Key Changes (Six Months Ended June 30, 2025) - Shares sold through offerings: **$425,010,392** [20](index=20&type=chunk) - Share issuance costs: **$(13,901,456)** [20](index=20&type=chunk) - Net loss for the period: **$(8,204,603)** [20](index=20&type=chunk) [Condensed Consolidated Statements of Cash Flows (Unaudited)](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) For the six months ended June 30, 2025, the company experienced a significant net increase in cash and cash equivalents, primarily driven by substantial cash provided by financing activities | Activity | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :------------------------ | :----------------------------- | :----------------------------- | | Net cash used in operating activities | $(32,228,404) | $(10,500,460) | | Net cash (used in) provided by investing activities | $(829,616) | $8,170,845 | | Net cash provided by financing activities | $414,320,781 | $986,027 | | Net increase (decrease) in cash and cash equivalents | $381,269,764 | $(1,346,677) | | Cash and cash equivalents, end of period | $425,374,589 | $1,882,785 | [Note 1. Nature of Operations and Basis of Presentation](index=11&type=section&id=Note%201.%20Nature%20of%20Operations%20and%20Basis%20of%20Presentation) Perpetua Resources Corp. is engaged in mineral exploration, primarily focused on the Stibnite Gold Project, with sufficient cash for near-term plans but long-term financing uncertainty - Perpetua Resources operates in one segment: mineral exploration in the United States, with its principal asset being **100% ownership of the Stibnite Gold Project**[23](index=23&type=chunk) - As of June 30, 2025, the Company had approximately **$425.4 million in cash and cash equivalents**, with an additional **$46.8 million** received in July 2025 from equity offerings[26](index=26&type=chunk)[89](index=89&type=chunk) - The Company's liquidity forecast indicates sufficient cash until the Stibnite Gold Project is construction-ready (expected spring 2026), but substantial doubt remains regarding the ability to complete all plans without securing additional financing[27](index=27&type=chunk)[28](index=28&type=chunk) [Note 2. Recently Issued Accounting Pronouncements](index=13&type=section&id=Note%202.%20Recently%20Issued%20Accounting%20Pronouncements) The company is evaluating the impact of recently issued accounting pronouncements, ASU 2023-09 (Income Taxes) and ASU 2024-03 (Expense Disaggregation Disclosures) - ASU 2023-09 (Income Taxes) is effective for fiscal years beginning after December 15, 2024, and is not expected to have a **material impact**[31](index=31&type=chunk) - ASU 2024-03 (Expense Disaggregation Disclosures) is effective for annual periods beginning after December 15, 2026, and its impact is currently being evaluated[32](index=32&type=chunk) [Note 3. Mineral Properties and Interest](index=13&type=section&id=Note%203.%20Mineral%20Properties%20and%20Interest) The company's mineral properties and interest in the Stibnite Gold Project remained constant, subject to NSR royalties on gold and silver production - Mineral properties and interest for the Stibnite Gold Project totaled **$66,786,048** as of June 30, 2025, and December 31, 2024[34](index=34&type=chunk) - The Project is subject to a **1.7% NSR royalty on gold production** and a **perpetual 100% NSR royalty on future payable silver production** granted to Franco-Nevada Idaho Corporation for **$8.5 million** in gross proceeds[35](index=35&type=chunk)[36](index=36&type=chunk) - Development costs are not capitalized as the Project's estimated reserves do not yet meet the definition of proven reserves under SEC Regulation S-K 1300[38](index=38&type=chunk) [Note 4. Shareholders' Equity](index=14&type=section&id=Note%204.%20Shareholders'%20Equity) The company completed a significant equity offering in June 2025, raising approximately $411.1 million net, with additional funds from an underwriter option in July 2025 - In June 2025, the Corporation completed an equity offering of **24,622,000 shares at $13.20 per share**, along with a concurrent private placement of **7,575,757 shares** to Paulson & Co. Inc., raising approximately **$411.1 million net**[41](index=41&type=chunk) - An additional **$46.8 million net** was received in July 2025 from the full exercise of an underwriter option for **3,693,300 shares**[43](index=43&type=chunk) Share-based Compensation | Share-based Compensation | Three months ended June 30, 2025 | Six months ended June 30, 2025 | | :----------------------- | :------------------------------- | :----------------------------- | | Exploration | $582,321 | $1,124,958 | | Corporate salaries & benefits | $(154,228) | $278,344 | | Directors' fees | $47,464 | $288,083 | | Total | $475,557 | $1,691,385 | [Note 5. Environmental Reclamation Liability](index=21&type=section&id=Note%205.%20Environmental%20Reclamation%20Liability) The company's environmental reclamation liability balance was nil as of June 30, 2025, as all Phase 1 response actions were completed in late 2024 - Environmental reclamation liability was **$nil** as of June 30, 2025, compared to **$786,972** as of June 30, 2024[62](index=62&type=chunk) - The Company determined it completed all Phase 1 response actions under the ASAOC in late 2024, with no further costs accrued for this liability as of June 30, 2025[76](index=76&type=chunk) [Note 6. Commitments and Contingencies](index=21&type=section&id=Note%206.%20Commitments%20and%20Contingencies) The company has various commitments including mining claim assessments and a significant deposit for electrical equipment, and is involved in legal proceedings concerning permits and capital expenditures - The Company has an annual assessment obligation of **$334,800** for mining claims[63](index=63&type=chunk) - An initial payment of **$18.8 million** was made to Idaho Power Company for long-lead electrical equipment procurement, part of an estimated total cost of **$90.2 million**[66](index=66&type=chunk)[67](index=67&type=chunk) - The CWA lawsuit with the Nez Perce Tribe was settled for **$5 million**, with **$1 million current** and **$2 million long-term** payable as of June 30, 2025[75](index=75&type=chunk) - Legal challenges have been filed against the USFS and other federal agencies regarding the Stibnite Gold Project's ROD and FEIS, and against IDEQ and IBEQ concerning the air permit to construct[77](index=77&type=chunk)[78](index=78&type=chunk)[79](index=79&type=chunk) - A federal class action lawsuit was filed alleging false/misleading statements regarding expected capital expenditures for the Stibnite Gold Project[80](index=80&type=chunk) [Note 7. Government Grants](index=27&type=section&id=Note%207.%20Government%20Grants) The company receives government grants for antimony trisulfide production and environmental studies, with grant income decreasing in Q2 2025 due to the DPA grant funding being exhausted Government Grant | Government Grant | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :--------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | DPA | $3,902,209 | $8,440,373 | $10,003,859 | $11,049,634 | | DOTC | $1,018,970 | $35,270 | $1,300,710 | $2,595,747 | | Total | $4,921,179 | $8,475,643 | $11,304,569 | $13,645,381 | - The DPA grant, totaling **$59.2 million**, expired on June 16, 2025, with no additional funds available except for a **$0.6 million** receivable[82](index=82&type=chunk) - The DOTC grant was increased by **$6.9 million** to a total of **$22.4 million**, aimed at demonstrating a fully domestic antimony trisulfide supply chain[83](index=83&type=chunk) [Note 8. Segment Reporting](index=29&type=section&id=Note%208.%20Segment%20Reporting) The company operates as a single reportable segment focused on mineral exploration in Idaho, with performance evaluated based on consolidated net loss and exploration costs - The Company operates as a **single reportable segment**: mineral exploration in Idaho, United States[86](index=86&type=chunk) - The CEO, as the Chief Operating Decision Maker, evaluates performance based on consolidated net loss and reviews exploration costs by major category[87](index=87&type=chunk)[88](index=88&type=chunk) [Note 9. Subsequent Event](index=29&type=section&id=Note%209.%20Subsequent%20Event) Subsequent to quarter-end, underwriters fully exercised their option to purchase additional common shares, resulting in approximately $46.8 million in net proceeds in July 2025 - Underwriters exercised their option in full on July 10, 2025, to purchase an additional **3,693,300 common shares at $13.20 per share**[89](index=89&type=chunk) - This resulted in approximately **$46.8 million in net proceeds** received by the Company on July 14, 2025[89](index=89&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=31&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and operational results, covering strategic outlook, financing, permitting, and detailed financial analysis [Overview](index=31&type=section&id=Overview) Perpetua Resources, incorporated in 2011, focuses on mineral exploration in Idaho, with its primary asset being the Stibnite Gold Project, operating as a single segment - Perpetua Resources was incorporated in 2011 and focuses on mineral exploration, primarily the Stibnite Gold Project in Idaho[91](index=91&type=chunk) - The Corporation operates in **one segment**: mineral exploration in the United States[91](index=91&type=chunk) [2025 Outlook and Goals](index=31&type=section&id=2025%20Outlook%20and%20Goals) Perpetua Resources aims to provide a domestic source of antimony, develop a high-grade gold mine, and restore a brownfield site, with 2025 goals focused on permitting, financing, and construction readiness - Perpetua Resources' vision is to provide a domestic source of antimony, develop a large, high-grade open pit gold mine, and restore an abandoned brownfield site[92](index=92&type=chunk) - 2025 goals include finalizing permits for early works construction (fall 2025), advancing project financing, and detailed engineering for full construction readiness by **spring 2026**[93](index=93&type=chunk) [Second Quarter 2025 Key Highlights](index=31&type=section&id=Second%20Quarter%202025%20Key%20Highlights) Key Q2 2025 highlights include the issuance of the Section 404 permit, submission of a U.S. EXIM debt financing application, and closing a significant equity financing - U.S. Army Corps of Engineers issued the **Section 404 permit** for the Project[93](index=93&type=chunk) - Submitted formal application to U.S. EXIM for potential Project debt financing of up to **$2.0 billion**[93](index=93&type=chunk) - Closed **$425 million** in gross proceeds from equity financing, with an additional **$49 million** from an underwriter option, totaling approximately **$474 million gross proceeds**[93](index=93&type=chunk) - The IBEQ issued a final order rejecting challenges to the air permit to construct (PTC) for the Project[93](index=93&type=chunk) [Financing Update](index=33&type=section&id=Financing%20Update) The company announced a comprehensive project financing plan including $459 million from equity, up to $2.0 billion from U.S. EXIM, and targeting $200-$250 million from a gold royalty or streaming agreement - Secured **$459 million** in aggregate net proceeds from a registered equity offering and concurrent private placement, with proceeds intended for early construction costs and U.S. EXIM debt finance equity requirements[93](index=93&type=chunk) - Formal application submitted to U.S. EXIM for up to **$2.0 billion** project finance debt facility, with due diligence ongoing[93](index=93&type=chunk) - Targeting **$200 million to $250 million** in net proceeds from a gold NSR royalty (not to exceed **3.9%**) or a gold stream, with negotiations in advanced stages[98](index=98&type=chunk) - The potential gold royalty/streaming agreement is expected to include a guarantee and indemnification of approximately **$155 million** of the Company's construction-phase financial assurance obligations[98](index=98&type=chunk) [Construction Readiness and Early Works Activities](index=33&type=section&id=Construction%20Readiness%20and%20Early%20Works%20Activities) Perpetua Resources is advancing construction readiness, including hiring experts, completing basic engineering, and initiating procurement for power line construction, with early works anticipated in fall 2025 - Hired key subject matter experts and completed basic engineering work with updated capital and operating costs[99](index=99&type=chunk) - Initiated procurement of long-lead items for power line construction through an agreement with Idaho Power Company, with an initial **$18.8 million** payment made[99](index=99&type=chunk) - Early works construction activities are anticipated to commence in the **fall of 2025** upon receipt of all necessary permits and approvals[95](index=95&type=chunk) [NEPA Permitting Update](index=33&type=section&id=NEPA%20Permitting%20Update) The USFS published the ROD and FEIS authorizing the Modified Mine Plan in January 2025, and while the Plan of Operations was deemed complete, legal challenges have been filed alleging NEPA violations - The USFS published the ROD and FEIS authorizing the Modified Mine Plan for the Project on **January 3, 2025**[96](index=96&type=chunk) - Perpetua received notice from the USFS on **July 31, 2025**, that the Plan of Operations was considered complete[96](index=96&type=chunk) - Legal challenges were filed in **February 2025** against federal agencies, alleging NEPA and other federal law violations, seeking to vacate Project approvals and enjoin further implementation[97](index=97&type=chunk) [Ancillary Permitting Update](index=35&type=section&id=Ancillary%20Permitting%20Update) With all federal permits received, the company is focused on finalizing remaining state permits, including the USACE CWA Section 404 permit and IBEQ's rejection of air permit challenges - The USACE issued the **CWA Section 404 permit** for the Project on **May 19, 2025**, which was the last remaining federal permit[101](index=101&type=chunk) - The IBEQ rejected petitioners' appeal and reconsideration motion regarding the air permit to construct (PTC) issued by IDEQ[103](index=103&type=chunk) - The Idaho Department of Lands approved the cyanidation facility permanent closure plan, reclamation plan, and associated financial assurance model estimate on **March 31, 2025**[103](index=103&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) The company's net loss increased for both the three and six months ended June 30, 2025, primarily due to decreased grant income and increased exploration expenses Item | Item | Three months ended June 30, 2025 | Three months ended June 30, 2024 | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net Loss | $6,026,329 | $3,673,715 | $14,230,932 | $6,618,240 | | Exploration | $10,965,537 | $10,509,124 | $24,059,966 | $17,081,584 | | Environmental liability expense | $0 | $414,197 | $0 | $567,626 | | Grant income | $(4,921,179) | $(8,475,643) | $(11,304,569) | $(13,645,381) | | Interest income | $(764,024) | $(42,821) | $(1,141,990) | $(59,358) | - The **$2.3 million increase in net loss** for the three months ended June 30, 2025, was mainly due to a **$3.6 million decrease in grant income**, partially offset by a **$0.7 million increase in interest income** and a **$0.6 million decrease in corporate salaries and benefits**[105](index=105&type=chunk) - The **$7.6 million increase in net loss** for the six months ended June 30, 2025, was primarily due to a **$7.0 million increase in exploration expense** and a **$2.3 million decrease in grant income**, partially offset by a **$0.6 million decrease in environmental costs** and a **$1.1 million increase in interest income**[106](index=106&type=chunk) [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity significantly improved with $425.4 million in cash, supplemented by additional equity, and is pursuing a comprehensive financing package for the Stibnite Gold Project's estimated $2,215 million capital costs - As of June 30, 2025, Perpetua Resources had approximately **$425.4 million in cash and cash equivalents**, with an additional **$46.8 million** received in July 2025 from equity offerings[116](index=116&type=chunk) - The company's 2025 anticipated expenditures are approximately **$240.0 million**, including permitting, general corporate, engineering, and early works construction activities[123](index=123&type=chunk) - Long-term liquidity requirements include project financing for the Stibnite Gold Project's estimated capital cost of **$2,215 million** and reclamation financial assurance[117](index=117&type=chunk)[124](index=124&type=chunk) - The comprehensive Project financing package is expected to include U.S. EXIM debt (up to **$2.0 billion** application submitted), proceeds from recent equity offerings, and a royalty or streaming arrangement (targeting **$200-$250 million**)[125](index=125&type=chunk)[119](index=119&type=chunk)[121](index=121&type=chunk) - A financial assurance guarantee for approximately **$155 million** of reclamation bonds is expected to be part of the royalty/streaming agreement[120](index=120&type=chunk) [Critical Accounting Estimates](index=43&type=section&id=Critical%20Accounting%20Estimates) There have been no material changes to the company's critical accounting estimates since December 31, 2024, with further details available in the Annual Report on Form 10-K - No **material changes** to critical accounting estimates occurred subsequent to December 31, 2024[129](index=129&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section states that there are no quantitative and qualitative disclosures about market risk applicable to the company for the reported period - Not applicable for this reporting period[130](index=130&type=chunk) [Item 4. Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures) Management evaluated the effectiveness of the company's disclosure controls and procedures as of June 30, 2025, concluding they were effective, with no material changes in internal control - The Company's disclosure controls and procedures were **effective** as of June 30, 2025[131](index=131&type=chunk) - No **material changes** in internal control over financial reporting occurred during the quarter ended June 30, 2025[132](index=132&type=chunk) [PART II. OTHER INFORMATION](index=44&type=section&id=PART%20II.%20OTHER%20INFORMATION) This part details legal proceedings, updated risk factors, equity sales, defaults, mine safety disclosures, and a list of exhibits [Item 1. Legal Proceedings](index=44&type=section&id=Item%201.%20Legal%20Proceedings) Perpetua Resources is involved in several legal proceedings, including a settled CWA lawsuit, ongoing challenges to permits, and a federal class action lawsuit regarding capital expenditures - The CWA lawsuit with the Nez Perce Tribe was settled for **$5.0 million**, with payments ongoing and dismissal with prejudice anticipated upon completion of payments[136](index=136&type=chunk) - Legal challenges were filed against federal agencies (USFS, USDA) in **February 2025**, alleging NEPA violations and seeking to vacate Project approvals for the Stibnite Gold Project[138](index=138&type=chunk) - A federal class action lawsuit was filed on **March 20, 2025**, alleging violations of the Exchange Act regarding statements on expected capital expenditures for the Stibnite Gold Project[139](index=139&type=chunk) - The Idaho Board of Environmental Quality (IBEQ) upheld the air permit to construct (PTC), but petitioners filed a petition for judicial review in Idaho state court in **July 2025**[141](index=141&type=chunk) [Item 1A. Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) This section updates key risks, including Paulson & Co. Inc.'s significant influence, lack of committed project financing, uncertainties in U.S. EXIM funding, permitting challenges, and increased compliance costs - Paulson & Co. Inc. holds **30.1% of outstanding shares**, giving it significant influence over corporate transactions and Board member appointments[143](index=143&type=chunk) - The Company lacks sufficient committed financing for the Stibnite Gold Project's estimated **$2,215 million capital cost** and required **$160 million in financial assurance**, posing a risk of delays or economic unviability[145](index=145&type=chunk)[146](index=146&type=chunk) - U.S. EXIM financing (up to **$2.0 billion** application) is subject to underwriting criteria, authorization, and conditions, with uncertain timing and amount[150](index=150&type=chunk)[151](index=151&type=chunk) - Delays or failure to obtain remaining state and local permits, or successful legal challenges to existing permits, could **materially impact** the Project[152](index=152&type=chunk)[154](index=154&type=chunk) - Operations are subject to legal challenges, including those against federal agencies for NEPA violations and a class action lawsuit regarding capital expenditures[160](index=160&type=chunk)[161](index=161&type=chunk) - General economic conditions, commodity price volatility, supply chain disruptions, and changes in U.S. trade and tax policies (e.g., OBBBA phasing out Section 45X tax credits) could **adversely affect** the business[165](index=165&type=chunk)[166](index=166&type=chunk)[167](index=167&type=chunk)[168](index=168&type=chunk)[169](index=169&type=chunk) - The Company expects to lose its 'emerging growth company' and 'smaller reporting company' status by **December 31, 2025**, leading to increased regulatory compliance costs and demands on management starting in **2026**[170](index=170&type=chunk)[171](index=171&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=55&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section indicates that there were no unregistered sales of equity securities or issuer's purchases of equity securities during the reported period - None[173](index=173&type=chunk) [Item 3. Defaults Upon Senior Securities](index=55&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section states that there were no defaults upon senior securities during the reported period - None[174](index=174&type=chunk) [Item 4. Mine Safety Disclosures](index=55&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company and its subsidiaries were not subject to MSHA regulation during the six months ended June 30, 2025, therefore no mine safety disclosures are required - The Company and its subsidiaries were not subject to MSHA regulation during the six months ended June 30, 2025, thus no disclosure is required[175](index=175&type=chunk) [Item 5. Other Information](index=55&type=section&id=Item%205.%20Other%20Information) This section indicates that there is no other information to report for the period - None[176](index=176&type=chunk) [Item 6. Exhibits](index=56&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate organizational documents, descriptions of common shares, a subscription agreement, and certifications - Exhibits include Certificate of Incorporation, Notice of Articles, Certificate of Change of Name, Amendment to Articles, Description of Common Shares, Subscription Agreement, and CEO/CFO Certifications[178](index=178&type=chunk)

Core Insights - The Stibnite Gold Project is recognized as a "Transparency Project" by the National Economic Development Council, highlighting its strategic importance for U.S. national security and critical mineral supply chains [2][9] - The project is expected to create over 550 direct jobs in rural Idaho during its construction and operational phases, providing family-wage employment opportunities [1][3] - Perpetua Resources has committed to supporting local education through the Stibnite Launch Scholarship, which will fund scholarships for students in the Geosciences and Mining Technician programs at the College of Western Idaho [3][5] Company Overview - Perpetua Resources Corp. focuses on the exploration, site restoration, and redevelopment of gold-antimony-silver deposits in the Stibnite-Yellow Pine district of central Idaho [9] - The Stibnite Gold Project is one of the highest-grade open-pit gold deposits in the U.S. and aims to restore an abandoned mine site while producing gold and the only domestically mined source of antimony [9] - The project has received over $80 million in funding from the Department of Defense to advance its development, emphasizing its role in meeting U.S. defense needs [2][9] Educational Initiatives - The Stibnite Launch Scholarship will provide $250,000 to support 12 or more students annually in CWI's Geosciences and Mining Technician programs for the next three years [3][5] - This initiative is designed to complement the Idaho LAUNCH grant program, which covers 80% of tuition and fees for eligible students, thereby closing the funding gap for those pursuing education in mining [5][6] - The partnership between Perpetua Resources and CWI aims to enhance hands-on learning and workforce opportunities, ensuring local communities thrive economically [6][4] Government Support - The visit from U.S. Secretary of Labor Lori Chavez-DeRemer and Idaho Governor Brad Little underscores the government's commitment to domestic critical mineral projects and job creation [2][8] - The discussions during the visit included the need for permitting reform to advance critical mining projects and the importance of educational programs like Idaho LAUNCH for workforce readiness [7][8] - Secretary Chavez-DeRemer emphasized the importance of initiatives like the Stibnite Gold Project in securing critical mineral supply chains and creating in-demand jobs [3][8]

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS OR INFORMATION Statements contained in this news release that are not historical facts are "forward-looking information" or "forward-looking statements" (collectively, "Forward-Looking Information") within the meaning of applicable Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. Forward-Looking Information includes, but is not limited to, disclosure regarding the anticipated use of proceeds from ...

Core Insights - Perpetua Resources Corp. released its 2024 Sustainability Report, marking the company's 12th annual report, which highlights its achievements in environmental, social, and governance (ESG) goals [1][3] - The report aligns with the Sustainability Accounting Standards Board (SASB) reporting framework for the Metals and Mining Industry [1] Group 1: Company Achievements - The company received its Final Environmental Impact Statement (FEIS) and a Draft Record of Decision (ROD) in September 2024, followed by a Final ROD in January 2025, which are significant milestones for advancing the Stibnite Gold Project [2] - The Stibnite Gold Project aims to provide a domestic source of antimony and develop one of the largest and highest-grade open pit gold mines in the U.S. while restoring an abandoned brownfield site [4][5] Group 2: Sustainability Efforts - The company has reported 154 months with no reportable spills and 109 months with no lost time incidents, showcasing its commitment to operational safety [7] - 100% of employees participated in business integrity and compliance training, reflecting the company's focus on ethical practices [7] - The company has invested $19 million in legacy cleanup activities since 2021 to improve water quality at the site [7] - In 2024, the company spent $23.6 million in Idaho, totaling over $132 million since 2014, indicating its economic contribution to the region [7]

Core Viewpoint - Perpetua Resources Corp. has successfully closed a registered offering and private placement of common shares, positioning the company to advance the development of the Stibnite Gold Project, which is expected to unlock significant value [3][6]. Financing and Development Plans - The company has submitted an application for up to US$2 billion in project financing to the Export-Import Bank of the United States, which is part of a comprehensive financing package for the Stibnite Gold Project [3]. - The webinar scheduled for June 18, 2025, will provide insights into the recent financing and future plans for the project, featuring key executives including the largest shareholder, John Paulson [2][9]. Project Overview - The Stibnite Gold Project is recognized as one of the highest-grade open pit gold deposits in the United States, focusing on responsible mining practices to restore an abandoned mine site while producing gold and antimony [6]. - Antimony from the Stibnite site is the only known domestic source that meets U.S. defense needs for various military applications [6].

Core Viewpoint - Perpetua Resources Corp. has successfully closed a US$325 million public offering and a US$100 million private placement to fund the development of its Stibnite Gold Project, aiming for comprehensive financing to support construction and operational costs [1][3][4]. Financing Details - The public offering consisted of 24,622,000 common shares priced at US$13.20 each, while the private placement involved 7,575,757 common shares sold to Paulson & Co. Inc. [1][9] - The proceeds from both offerings will be used for equity requirements related to a US$2 billion project financing application submitted to the Export-Import Bank of the United States (EXIM) [3][4]. Project Development - The Stibnite Gold Project is projected to require total construction costs of US$2.2 billion, with additional funds allocated for cost overruns, debt service, and exploration activities [4]. - The company is in advanced discussions for a US$155 million guarantee related to reclamation bonds, which is essential for meeting financial assurance requirements [5]. Regulatory and Permitting Status - The company anticipates that securing the necessary financial assurance will enable it to receive the USFS notice to proceed with construction under the approved plan of operation [5]. - The remaining state permits required for construction are expected to be issued in summer 2025 [5]. Underwriters and Additional Offerings - The underwriters have an option to purchase an additional 3,693,300 common shares, which could increase the total gross proceeds of the offering to approximately US$374 million if fully exercised [6]. Company Background - Perpetua Resources focuses on the exploration and redevelopment of gold-antimony-silver deposits in Idaho, with the Stibnite Gold Project being one of the highest-grade open-pit gold deposits in the U.S. [10]. - The project aims to restore an abandoned mine site while producing gold and the only mined source of antimony in the U.S., which is critical for national defense [10].

Core Viewpoint - Perpetua Resources Corp. has increased its bought deal financing due to excess demand, now issuing 24,622,000 common shares at US$13.20 per share, aiming for approximately US$325 million in gross proceeds [1][2]. Group 1: Offering Details - The underwriters have an option to purchase an additional 3,693,300 common shares, which could raise total gross proceeds to approximately US$374 million if fully exercised [2]. - The offering is expected to close around June 16, 2025, subject to customary conditions [3]. Group 2: Use of Proceeds - Proceeds from the offering and private placement will be used for the Stibnite Gold Project's equity requirements in conjunction with a US$2 billion project financing application submitted to the Export-Import Bank of the United States [3]. - Additional funds will support exploration activities, working capital, and general corporate purposes [3]. Group 3: Company Background - Perpetua Resources focuses on the exploration and redevelopment of gold-antimony-silver deposits in Idaho, with the Stibnite Gold Project being one of the highest-grade open-pit gold deposits in the U.S. [7]. - The project aims to restore an abandoned mine site and produce gold and antimony, which is critical for U.S. defense needs [7].

Core Viewpoint - Perpetua Resources Corp. has announced a bought deal offering to raise approximately US$300 million through the sale of common shares, which will be used to finance the development of the Stibnite Gold Project and support other corporate activities [1][2][3] Financing Details - The company will sell 22,728,000 common shares at a price of US$13.20 per share, with gross proceeds expected to be around US$300 million [1] - Paulson & Co. Inc. has committed to purchase US$100 million of common shares in a private placement at the same offering price [1][2] - The offering is expected to close on or about June 16, 2025, subject to customary conditions [6] Project Financing - The proceeds from the offering and private placement will be part of a comprehensive financing package for the Stibnite Gold Project, which includes an application for up to US$2 billion in project financing submitted to the Export-Import Bank of the United States (EXIM) [2][3] - The company anticipates that the net proceeds will cover the project construction costs of US$2.2 billion, along with additional funds for cost overruns and working capital [3] Financial Assurance and Partnerships - The company is in advanced discussions for guarantees related to reclamation bonds, seeking a US$155 million guarantee and indemnification, along with proceeds of US$200 million to US$250 million in exchange for a gold net smelter return royalty or a gold stream [4] - Securing the financial assurance is expected to enable the company to receive the necessary permits to commence construction later in 2025 [4] Underwriters and Options - The underwriters have an option to purchase an additional 3,409,200 common shares, which could increase the total gross proceeds to approximately US$345 million if fully exercised [5] Company Overview - Perpetua Resources focuses on the exploration and redevelopment of gold-antimony-silver deposits in the Stibnite-Yellow Pine district of Idaho, with the Stibnite Gold Project being one of the highest-grade open-pit gold deposits in the U.S. [11]

Core Viewpoint - Perpetua Resources Corp. has been awarded additional funding of up to $6.9 million from the U.S. Army to support the development of a domestic supply chain for antimony trisulfide, a critical component for munitions and defense systems [1][2] Funding and Agreements - The new funding builds on a previous award of $15.5 million received in August 2023 under the Ordnance Technology Initiative Agreement (OTIA) [1][2] - The total funding under the OTIA can reach up to $22.4 million, subject to adjustments based on various factors as the program progresses [4] - Perpetua has now received over $80 million in total from the Department of Defense [2] Project Details - The Stibnite Gold Project is expected to supply up to 35% of U.S. antimony demand during its first six years of operations [5] - The project aims to restore American supply chain resilience, create jobs, and address environmental issues at an abandoned mine site [5][10] - Antimony trisulfide is essential for over 300 types of munitions, highlighting the importance of establishing a domestic supply chain [3] Strategic Importance - The partnership with the Department of Defense is part of a broader strategy to secure domestic sources of critical minerals, enhancing national defense capabilities [2][3] - The project aligns with the U.S. Army's "ground-to-round" critical minerals strategy, emphasizing the need for a fully domestic supply chain [2][3]