Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Freeman Gold Corp. Management Reports 2024

Jul 23, 2024

47758_rns_2024-07-23_50f91694-11bf-40cd-a263-2fdec955709a.pdf

Management Reports

Open in viewer

Opens in your device viewer

FREEMAN GOLD CORP. MANAGEMENT DISCUSSION AND ANALYSIS

For the six months ended May 31, 2024

The following Management Discussion and Analysis (“MD&A”) of Freeman Gold Corp. (“Freeman” or the “Company”) has been prepared by management in accordance with the requirements of National Instrument 51-102 as of July 23, 2024 and should be read in conjunction with the condensed consolidated interim financial statements for the six months ended May 31, 2024 and 2023 and the audited consolidated financial statements for the years ended November 30, 2023 and 2022, and the related notes contained therein which have been prepared in accordance with IFRS Accounting Standards (“IFRS”) as issued by the International Accounting Standards Board. The information contained herein is not a substitute for detailed investigation or analysis on any particular issue. The information provided in this document is not intended to be a comprehensive review of all matters and developments concerning the Company.

The first, second, third and fourth quarters of the Company’s fiscal years are referred to as “Q1”, “Q2”, “Q3” and “Q4”, respectively. The years ended November 30, 2024, and 2023, are also referred to as “fiscal 2024” and “fiscal 2023”, respectively. All monetary amounts are expressed in Canadian dollars, the presentation and functional currency of the Company, unless otherwise indicated.

Statements are subject to the risks and uncertainties identified in the “Risks and Uncertainties” and “Cautionary Note Regarding Forward Looking Statements” sections of this document.

The Company is listed on the TSX Venture Exchange (“TSX-V”) under the symbol “FMAN”. Continuous disclosure materials are available on SEDAR+ at www.sedarplus.ca.

Overview

Freeman was incorporated in the Province of British Columbia on October 24, 2018, under the Business Corporations Act of British Columbia. The Company is in the business of exploring and evaluating mineral assets.

On April 16, 2020 (the “Closing Date”), the Company completed a share exchange transaction (the “RTO”) with 1132144 B.C. Ltd. (“113BC”), the parent company of Lower 48 Resources Inc. and Lower 48 Resources (Idaho) LLC (“Lower 48”), whereby the Company acquired all of the issued and outstanding common shares of 113BC through the issuance of 33,740,000 common shares of the Company, subject to escrow terms to 113BC’s shareholders. Additionally, the Company issued 3,500,000 common shares as finder fee shares to an arm’s length finder that facilitated the RTO. Prior to the Closing Date, 14,257,770 common shares of the Company were outstanding. Following the Closing Date, 51,497,770 common shares of the Company were outstanding, with 66% of the Company’s shares held by shareholders of 113BC.

Management determined that the RTO transaction constituted a reverse acquisition for accounting purposes whereby 113BC acquired the Company. For accounting purposes, 113BC was treated as the accounting acquirer (legal subsidiary), and the Company was treated as the accounting acquiree (legal parent) in the consolidated financial statements. As 113BC was deemed to be the acquirer for accounting purposes, its assets, liabilities, and operations since incorporation are included in the consolidated financial statements at their historical carrying values. The Company’s results of operations are included from the Closing Date.

On November 30, 2022, the Company amalgamated all of its Canadian subsidiaries, leaving its sole remaining subsidiary, Lower 48.

  • 1 -

These condensed consolidated interim financial statements have been prepared assuming the Company will continue on a going-concern basis and do not include adjustments to amounts and classifications of assets and liabilities that might be necessary should the Company be unable to continue operations. The ability of the Company to continue as a going concern depends upon its ability to develop profitable operations and to continue to raise adequate financing. As at May 31, 2024, the Company has an accumulated deficit of $12,136,916, working capital of $1,614,336 (excluding warrant liabilities) and negative cash flow from operating activities of $191,874. Management is actively targeting sources of additional financing through alliances with financial, exploration and mining entities, or other business and financial transactions which would assure continuation of the Company’s operations and exploration programs. In order for the Company to meet its liabilities as they come due and to continue its operations, the Company is solely dependent upon its ability to generate such financing. These factors comprise a material uncertainty which may cast significant doubt about the Company’s ability to continue as a going concern.

The Company’s business may be affected by changes in political and market conditions, such as interest rates, availability of credit, inflation rates, changes in laws, and national and international circumstances. Recent geopolitical events and potential economic global challenges, such as the risk of higher inflation and energy crises, may create further uncertainty with respect to the Company’s ability to execute its business plans.

Exploration activities

The Lemhi gold project is in Lemhi County, Idaho (ID), USA, within the Salmon River Mountains, a part of the Bitterroot Range which forms the Idaho-Montana border. The property is approximately 40 kilometers (25 miles) north of the town of Salmon and 6 kilometers (3.7 miles) west of Gibbonsville, ID. The project comprises 10 patented mining claims (placer and lode), 1 patented mill site claim and 333 unpatented mining claims, totaling approximately 6,739 acres (2,727 hectares) of mineral rights and 615 acres (249 hectares) of surface rights. (The patented and unpatented ground is shown on Figure 1).

The project is located within the Cordilleran fold and thrust belt and more locally the Trans-Challis fault system. This is a broad 20-30-kilometre-wide system of en-echelon northeast-trending structures extending from Idaho City, ID northeast to the Idaho-Montana border. It spans over 270 kilometers in strike length. It is one of many structures within the Idaho-Montana porphyry belt, a wide northeast-trending alignment of porphyry-related ore deposits, which parallels the contact between the Cordilleran fold and thrust belt and the Idaho batholith and corresponds to a zone of strike-slip faults, late graben faults and northeasttrending magnetic features.

  • 2 -

Figure 1: Lemhi Gold Project Land Status

==> picture [434 x 564] intentionally omitted <==

  • 3 -

Locally, the Lemhi project is largely underlain by Mesoproterozoic quartzites and phyllites with porphyritic dacite sills, dykes and flows of the Eocene Challis volcanics preserved in down-dropped fault blocks. Numerous faults crosscut the property forming grabens and half grabens. On the Lemhi project, a large low angle fault passes through Ditch Creek and is filled with Quaternary gravels covering part of the mineralization that comprises the Lemhi gold deposit. The mineralization on the Lemhi project is hosted in structurally controlled quartz vein swarms and quartz flooded zones and occurs in close spatial association with low angle faulting and several intrusive bodies.

Gold was discovered and mined from the area in the 1890's to mid-1900's. Modern exploration of the Lemhi project area commenced in 1984. FMC Gold Company ("FMC") conducted exploration over the current Lemhi project area between 1984 and 1991. FMC completed geologic mapping; rock, soil, and vegetation sampling, geophysical surveys, and reverse-circulation ("RC") and core drilling over the property. FMC defined an area of strong gold mineralization along the western slope of Ditch Creek. American Gold Resources ("AGR") acquired the Lemhi project in 1991 and conducted exploration over the area until 1996. The FMC and AGR drilling delineated a gold deposit: the Humbug deposit (now known as the Lemhi gold deposit), on the patented claims (MS 784 A and B, 2512 and 1120) which comprise the current Lemhi project.

The Lemhi gold deposit is roughly 650 meters east-west by 500 meters north-south. A prominent westnorthwest trending zone of higher-grade mineralization and a north-east trending zone of strong mineralization were identified within the deposit. The mineralization is interpreted to be structurally controlled by northwest and northeast high-angle faults that intersect a low-angle fault. In the footwall of an intrusion and along its western terminus the gold mineralization is thick (30 meters - 70 meters) and can occur in multiple stacked zones. In the hanging wall, gold mineralization is considerably thinner and more erratic. In the core of the deposit, the low-grade envelope of mineralization is greater than 200 meters thick.

During 2020, Freeman completed substantial exploration within Lemhi including: 145 rock grab and channel samples, 633 soil samples, 565 line-kilometers of ground magnetics covering the entire property, high resolution drone photo mosaics (entire property); a 1.4 square kilometer three-dimensional induced polarization survey, and 35 cored drill holes totaling 7,149 meters. The drilling campaign has confirmed the presence of numerous structurally controlled stacked, flat lying gold mineralized horizons initially determined by 70,196 meters of historical drilling conducted between 1984 and 2012. Detailed geological logging of the new core has identified mineralized zones of varying thicknesses, ranging from 10 to over 200 meters as found in previous historic drilling and drill sections.

Of the 145 rock grab samples collected 54 samples contain greater than 1 gram per tonne gold (“g/t Au”) and 20 with greater than 5 g/t Au (up to 450 g/t Au). Of the 145 rock grab samples collected 27 samples contain greater than 10 grams per tonne silver (“g/t Ag”) (up to 219 g/t Ag). Mineralization was within phyllites, quartzites and quartz veins and appears like that of known mineralization at Lemhi. These results have identified five new exploration target areas for priority follow-up. Follow-up exploration at each of the target areas will include but not be limited to prospecting, mapping, soil sampling and possibly drilling (See the Company’s news release dated May 6, 2021; Table 1).

  • 4 -

Table 1: Significant Rock Grab Sample Results*

Sample Auppm Ag ppm Cuppm
C372749 450 218 5620
C372794 107.5 57.3 24200
C372782 46 55.6 5650
C372750 44.1 37.4 4770
C372783 39.5 51.1 5900
C372717 32.8 14.05 2750
C372764 28 19.35 5140
C372751 20.8 19.1 32600
C372790 20.7 26.9 7580
C372787 13.75 15.1 1490
C372793 13 10.55 4950
C372687 12.1 11.45 872
C372795 10.45 5.19 3110
C372791 10.4 16.95 7750
C372686 9.47 28.5 886
C372786 9.4 26.6 8310
C372784 8.83 9.83 5070
C372788 7.14 15.55 4720
C372789 6 17.7 11700
C372674 5.57 2.51 220
  • Rock grab samples are by their nature selective and are not necessarily indicative of the general geology or the grade within the property. ppm=parts per million or grams per tonne.

Orientation soil samples were collected in areas of known mineralization using conventional B Horizon sampling, Ionic Leach sampling, and Mobile Metal Ion (“MMI”) sampling. Samples were collected every 25 meters at depths of 0 to 10 centimeters, 10 to 20 centimeters, 20 to 30 centimeters and 30 to 40 centimeters. It was determined that Ionic Leach sampling at 20 to 40 centimeters would be the best sampling methodology moving forward to not only detect buried gold, silver, and copper mineralization but alteration elements such as calcium and potassium (See the Company’s news release dated May 6, 2021).

A Dias Geophysical Limited 3D Induced Polarisation (“3D IP”) was carried out during September and October of 2020. The survey area consisted of a 1.4 kilometer by 1.4 kilometer-area centered over the area with known mineralization, which extends roughly 650 meters east-west by 500 meters north-south. The survey was designed to characterize the geophysical signature of the deposit and possibly define new areas of gold mineralization (See the Company’s news release dated May 6, 2021).

Two major contacts have been interpreted. The strongest one follows an east-northeast curvi-linear trend where chargeabilities are generally low and resistivities are very low to the south-southeast. This contact is also coincident with a magnetic high trend. The second major contact trends north south, located on the west side of the survey block and is characterized by low chargeability coincident with low resistivities.

In addition to the five high priority targets identified above, three additional high priority and two moderate priority anomalies have been defined by these geophysical surveys. The first high priority is an area of elevated resistivity that is partially coincident with the northern limit of the gold grade zone. The second is

  • 5 -

a large north-south trending zone of high resistivity and high chargeability located at the western boundary of the survey block that is unbounded to the west. The third is a zone of high chargeability located at the eastern border of the survey block and unbounded to the east. The first moderate priority is a north-south trending zone of high resistivity and high chargeability adjacent to the northwestern boundary of the gold grade zone that is only seen in the shallow depth slices. The second moderate priority is a zone of high chargeability that straddles the southwestern portion of the mineralized zone and is seen only on the deep depth slices. If additional gold mineralization is intersected, the IP survey should be extended to define the extent of the anomalies. As well, 3D IP could then be used as an important exploration tool in other areas with coincident anomalies to better define buried mineralization (See Freeman Gold Corp. news release dated May 6, 2021). The priority exploration targets are shown on Figure 2.

During 2020, ground magnetics were collected over the entire Lemhi property using GEM Overhauser walking magnetometers with DGPS. The regional grid was completed at 25-meter line spacing, and the known mineralized area was completed at 12.5-meter line spacing, totaling approximately 565-line kilometers of magnetics.

The magnetics clearly defines: the boundary between the intrusion(s) and the Proterozoic meta-sediments which is important because the mineralization at Lemhi is considered to be Intrusion Related; the northeast trending contact between the intrusion(s) mimics the direction of the important trans-challis regional structure; the known gold mineralization is at the intersection of the northeast contact and a major westnorthwest structure; and, the area exhibits structural complexity; a high priority target exists northeast of the known mineralization such that is exhibits structural similarities to the known mineralization (See the Company’s news release dated May 6, 2021).

All drill core and rock samples were sent to ALS Global Laboratories (Geochemistry Division) in Vancouver, Canada, an independent and fully accredited laboratory (ISO 9001:2008) for analysis for gold by fire assay and multi-element induction coupled plasma spectroscopy (select drill holes). Freeman has a regimented quality assurance, quality control (“QA/QC”) program where at least 10% duplicates, blanks and standards are inserted into each sample shipment. Drill hole FG20-035C was a PQ hole drilled primarily for metallurgical testing. Subsequently a portion of the samples from hole FG20-035C were analyzed at SGS Canada Inc., Burnaby, B.C., Canada, an independent and fully accredited laboratory (ISO 9001:2008) for analysis for gold by fire assay.

  • 6 -

Figure 2: Priority Exploration Targets

==> picture [447 x 580] intentionally omitted <==

Historical metallurgical evaluation had been conducted on Lemhi by previous owners and was shown to respond well to conventional processing techniques. Past engineering studies, along with prior laboratory

  • 7 -

test data, has shown that Lemhi has the potential to be developed into an open pit, heap and/or tank leach operation. The historical test work focused on cyanide leaching, most recently in the mid 1990’s, as reported by Kappes, Cassiday & Associates (“KPA”), of Reno NV (Kappes, Cassiday & Associates, 1995). The reported work included column leaching studies to evaluate heap leach potential that showed gold recovery ranged from the seventy to ninety percent range with a relatively fine crush size of 80 percent minus 8 mesh (2.4 millimeters). Gold recovery began to decrease significantly using coarser samples. Additional work by KPA included bottle roll testing to simulate tank leaching response that typically resulted in optimized gold recoveries in the mid-ninety percent range. The results vary based on the head grade and lithology of the samples, along with test conditions used, most notably particle size and leach retention time. In general, the historic metallurgical information shows that good to excellent leach response can be achieved over wide spatial areas and depth of the historical oxide resource.

Recent metallurgical studies indicate that the project mineralization is amenable to tank leaching with gold recovery ranges in the mid to upper ninety percent range over a range of potential mill feed grades. The results indicate that this can be achieved under standard process operating conditions.

Current metallurgical work has been focused on whole ore tank leaching optionally with heap leach a consideration for lower grade material. There is some sulfide present, and it can be expected that it may become more prevalent in parts of the deposit particularly at depth. This can be handled more readily with conventional mill processing techniques, particularly if the presence of sulfide is accompanied by higher grades. Further geological modelling and metallurgical work are required to assess these risks and the economics for the Lemhi gold deposit.

The tank leaching laboratory findings to date indicate that over a range of potential mill feed grades that the gold recovery ranges in the mid to upper ninety percent range. This can be achieved under standard process operating conditions. A moderate grind of approximately 80% passing 110 microns, with approximately 36 hours of leach retention time appears to be typically sufficient for optimum recovery. Preliminary comminution testing indicates moderate hardness of the rock contained in the resource. Pretreatment of leach feed by centrifugal gravity concentration suggest one third or more of the gold might typically be recovered into an uncleaned gravity concentrate, suitable for intense cyanidation. Gravity tailings would then be forwarded for conventional tank leaching procedures, such as carbon in pulp ("CIP"). Some lower gold recoveries were evident on feeds with higher copper content. The bench scale testing to simulate flash flotation to remove a Cu-Ag-Au concentrate allowed the float tailing to increase the gold leach recoveries back to more typical levels of the feeds with lower copper content.

In order to advance process development at Lemhi, a 2021/2022 metallurgical testing program was conducted at SGS Canada Inc., Burnaby, BC, under the direction of Frank Wright, P.Eng. Expanding from previous work (see October 5, 2021, News Release), the metallurgical test work has now been completed to a level to allow its inclusion into a PEA. Gold cyanidation extractions averaged 95%, based on 38 variability samples, with head grades ranging from 0.2 g/t to 10.9 g/t Au, and averaging 1.02 g/t. Samples were collected over a large spatial area considered representative of the 2020 maiden mineral resource (see the Company’s July 8, 2021, News Release).

The results are based on moderate process operating conditions that are suitable for a conventional carbon in pulp (“CIP”) tank leaching process. This includes a grind of 80% passing particle size (P80) 106 microns, with a leach retention time of approximately 36 hours, following gravity pre-treatment.

The test work comprised of three phases as detailed in an SGS report dated February 28, 2022. The laboratory study used a total of 38 drill hole intervals and composite samples. Initial optimization test work began on archived assay rejects originating from 2012 diamond drill core (Phase 1) and then proceeding to

  • 8 -

2020 PQ diamond drill core intervals (Phase 2) and, finally, testing 26 variability composite drill core samples originating from 2020 assay rejects (Phase 3). These samples were used for comminution, gravity recovery, leaching, and liquid/solid separation studies, as well as ongoing environmental evaluation.

The laboratory testing used composite samples averaging close to the predicted current resource grade of 1.01 g/t Au (see below) resulting in average gold extractions of 95%. This comprised of a wide range of potential mill feed grades of between 0.2 g/t to 10.9 g/t resulting in 91% to 99% gold leach dissolution. Gold recovery continued to hold up well even below potential cut-off grade material. This included down to the lowest grade sample at 0.19 g/t Au, which resulted in 89% gold leach dissolution. Cyanide tailing residues typically analyzed <0.5 g/t Au and were often below detection limit of 0.02 g/t Au. Leaching was achieved under moderate operating conditions using a retention time that varied between 36 to 48 hours, depending on head grade. Generally, over 95% of the final gold dissolution was shown to occur in the first 24 hours. Following optimization studies, the grind targeted a leach feed particle size of 80% passing 106 microns. Preliminary comminution work index testing has shown the resource rock at depth having average hardness for crushing and grinding, then becoming softer closer to surface.

Pre-treatment of the leach feed by centrifugal gravity concentration suggests on average 1/3 of the gold might be recovered into rougher gravity concentrate that is suitable for intense cyanidation. This is relevant given the corresponding head analyses indicates a significant portion of gold can occur as coarse particles. Laboratory data also suggests that sulphide bearing material that is occasionally identified in the current resource, including pyrite and chalcopyrite intervals, could produce a potentially marketable flotation concentrate containing gold and copper. Flotation tailing would then be forwarded as feed to the CIP leach process resulting in overall process recoveries in line with whole rock tank leaching. This could become more important should future exploration identify a resource with oxide gold transitioning into sulphide materials at depth.

In conclusion, these results suggest that Lemhi is well suited with respect to metallurgical response for project advancement, based on the current open pitable mine resource grade (see the Company’s March 10, 2022, news release). The metallurgical studies conducted by Freeman support the use of conventional CIP tank leach procedures for inclusion into the planned PEA.

No "fatal flaws" in permitting a mine at the Lemhi project were found in the initial permit scoping and baseline environmental studies completed by AGR and LGT. Ditch and Hughes creeks represent areas of significant historical disturbance due to more than a 100 years of placer mining activity.

Permitting timelines are currently estimated to range from 18 months to 30 months for a project wholly contained on the private lands (patented claims). Permitting can be expected to be considerably longer if United States Forestry Service ("USFS") lands are involved. However, those time estimates were made for a project starting from scratch. The permitting work and baseline studies previously conducted at the project may jump-start the permitting process by a considerable amount of time.

Freeman’s initial 2020 Phase 1 diamond drill program resulted in a National Instrument 43-101 compliant maiden Mineral Resource Estimate (“MRE”) conducted on its 100% owned Lemhi gold project located in Idaho. The MRE was completed by APEX Geoscience Ltd. (“APEX”), Edmonton, Alberta (See the Company’s news release dated July 8, 2021).

All reported mineral resources occur within a pit shell optimized using values of US$1,550 per ounce of gold (“Au”). The Indicated and Inferred MRE are undiluted and constrained within an optimized pit shell, at a 0.5 gram per tonne (“g/t”) lower cut-off. The MRE comprises an Indicated Mineral Resource of 22.94 million tonnes at 1.02 g/t Au for 749,800 ounces of gold, and an Inferred Mineral Resource of 7.68 million

  • 9 -

tonnes at 1.01 g/t Au for 250,300 ounces of gold (Table 1.1). The MRE covers a surface area of 400 by 500 meters, extends down to a depth of 180 meters below surface, and remains open on strike to the north, south and west as well as at depth.

The project database contains a total of 437 drill holes with collar information and assays totaling 74,018 m of drilling with 50,712 drill hole sample intervals. The sample database contains a total of 48,525 samples assayed for gold. The MRE utilized 364 drill holes (65,458 m) with 277 drill holes completed between 1983 and 1995, and 87 drill holes completed between 2012 and 2020. Inside the mineralized domains, there is a total of 15,611 samples analyzed for gold. Standard statistical treatments were conducted on the raw and composite samples resulting in a capping limit of 27.1 grams per tonne ("g/t") gold (Au) applied to the composites. The current drill hole database was validated by APEX personnel and is deemed to be in good condition and suitable for use in ongoing MRE studies. Mr. Michael Dufresne, M.Sc., P.Geol., P.Geo, President of APEX, is an independent qualified person (“QP”) and is responsible for the database validation and MRE.

Modelling was conducted in the Universal Transverse Mercator ("UTM") coordinate space relative to the North American Datum ("NAD") 1983, National Spatial Reference System 2011, and State Plane Idaho Central, (EPSG:6448). The mineral resource block model utilized a block size of 3 meters (X) x 3 meters (Y) x 3 meters as a best fit to the mineralization wireframes. The percentage of the volume of each block within each mineralization domain was calculated and used in the MRE. The gold estimation was completed using ordinary kriging ("OK") utilizing 7,565 composited samples within the interpreted mineralization wireframes. The search ellipsoid size used to estimate the gold grades was defined by modelled variograms. Block grade estimation employed locally varying anisotropy ("LVA"), which allows structural complexities to be reproduced in the estimated block model during gold estimation.

There are two dominant styles of gold mineralization at the project. The primary mineralization is interpreted to occur as a halo around a granodiorite intrusion with secondary mineralization along shallow dipping foliation and faults. Both styles of mineralization generally occur as stacked parallel sub-horizontal sheets.

A total of 8,015 specific gravity samples were available and utilized to determine the bulk density. No significant variation of the density was observed between the geological units or mineralized versus unmineralized zones. The overall average bulk density was 2.62 g/cm3 and was applied to all blocks for the MRE.

All reported mineral resources occur within a pit shell optimized using values of US$1,550 per ounce of gold. The Indicated and Inferred MRE are undiluted and constrained within an optimized pit shell, at a 0.5 g/t lower cut-off. The MRE comprises an Indicated Mineral Resource of 22.94 million tonnes at 1.02 g/t Au for 749,800 ounces of gold, and an Inferred Mineral Resource of 7.68 million tonnes at 1.01 g/t Au for 250,300 ounces of gold (Table 1.1). The MRE covers a surface area of 400 by 500 meters, extends down to a depth of 180 meters below surface, and remains open on strike to the north, south and west as well as at depth.

The resource is classified according to the CIM “Estimation of Mineral Resources and Mineral Reserves Best Practice Guidelines” dated November 29, 2019, and CIM “Definition Standards for Mineral Resources and Mineral Reserves” dated May 10, 2014. The National Instrument 43-101 technical report disclosing the Lemhi gold project MRE was filed on SEDAR on August 10, 2021. APEX believes the Lemhi gold project has the potential for future economic extraction.

  • 10 -

Table 1.1: The recommended reported resource estimate constrained within the “$1,550/oz” pit shell for gold at cut-off grades specific to alteration type[1-6] .

Au Cutoff
(grams per tonne)

Tonnes
(1000 kg)**
Au Grade
(grams per tonne)

Au
(troy ounces)**

Class*
0.5
22,939,000
1.02
749,800
Indicated
0.5
7,683,000
1.01
250,300
Inferred

1. Contained Tonnes and ounces may not add due to rounding.

2. Mineral resources are not mineral reserves and do not have demonstrated economic viability. The Indicated, and Inferred MRE is undiluted and constrained within an optimized pit shell constructed using a gold price of US$1550 per oz. The estimate of Mineral Resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues. There is no certainty that Mineral Resources will be converted to Mineral Reserves.

3. The Inferred Mineral Resource in this estimate has a lower level of confidence than that applied to the Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of the Inferred Mineral Resource could be upgraded to an Indicated Mineral Resource with continued exploration.

4. The Mineral Resources were estimated in accordance with the Canadian Institute of Mining, Metallurgy and Petroleum (CIM), CIM Standards on Mineral Resources and Reserves, Definitions (2014) and Best Practices Guidelines (2019) prepared by the CIM Standing Committee on Reserve Definitions and adopted by the CIM Council.

5. The constraining pit optimization parameters were US$2.1/t mineralized and US$2/t waste material mining cost, CIL processing cost of US$8/t, US$2.4/t HL processing cost, US$2/t G&A, 50-degree pit slopes with a 0.50 g/t Au lower cut-off.

The recommended exploration based on the 2020 program includes, infill drilling, exploration drilling, a certain amount of metallurgical drilling and studies, a property wide soil and rock sampling program, geological mapping, trenching and certain remote sensing type surveys such as Worldview 3 alteration mapping and a structural interpretation of Lidar surveys completed by the Idaho Lidar Consortium (processing of Lidar survey is ongoing by Boise State University). More specifically, the Phase 2 and 3 exploration programs comprising diamond drilling at the Lemhi gold deposit and the newly discovered Beauty zone (“Beauty”) have been completed. The current mineral resource estimate is shown in Figure 3.

  • 11 -

Figure 3: Mineral Resource Estimation Domain

==> picture [468 x 331] intentionally omitted <==

Recent drilling at Beauty was designed to test the continuity of high-grade veins mapped on surface with gold grab samples up to 450 g/t Au (see the Company’s October 25, 2021, news release). These veins are associated with an interpreted northwest trending fault; however, the exact relationship was not clear from limited surface exposure. The three holes intersected the fault (FG21-001); the east side of the fault (FG21002C); and the west side of the fault (FG21-003C). The discovery hole (FG21-003C) intersected bonanza grade gold-silver mineralization in stacked vein sets:

  • Northwest trending veins mapped on surface 50 meters below the drill pad were intersected and contain 6 meters @ 68.23 g/t Au and 40.18 g/t Ag; with similar grades to those on surface. This near surface intercept starts at 57 meters down hole;

  • A second unmapped near surface vein set contains 2.1meters @ 11.91 g/t Au and 16.21 g/t Ag from 68 meters down hole;

  • A third unmapped vein set contains 4 meters @ 0.75 g/t Au;

  • The vein sets are interpreted to occur within stacked gently easterly dipping structures similar to those at Lemhi;

  • The discovery is hosted in metasediments similar to Lemhi;

  • The zone is structurally complex with both folding and faulting;

  • Outcrop in the area is sparse, however, the coincidental gold in soil anomaly suggests continuity over a large area (250 x 350 meters);

  • This newly discovered zone is open to the north and northwest and additional drill holes have been designed to test the zone as soon as logistically possible;

  • 12 -

  • Portions of this zone have historically been hydraulically mined at surface due to the presence of coarse gold in exposed vein sets;

  • Table 1.2 shows all the anomalous samples from the drilling and Figure 4 is a schematic cross section at the Beauty zone.

Table 1.2: Beauty Zone Drill Results (> 0.2 g/t Au)

==> picture [470 x 189] intentionally omitted <==

As reported on October 25, 2021, 105 rock grab and 347 soil samples have been collected in and around the Beauty zone. A total of 52 rock samples returned values greater than 1 g/t Au, 39 with values greater than 5 g/t Au and 28 samples with greater than 10 g/t Au (up to 450 g/t Au). Rock samples are heavily oxidized and silicified at surface.

The Beauty zone is hosted in Proterozoic siltites and quartzites similar to the Lemhi Gold Deposit. The target area is structurally complex. Within the centre of the Beauty zone is an interpreted northeastsouthwest striking fault. The host metasediments dip in opposite directions on either side of this fault (northwest in the east block, southeast in the west block). Although there is a limited amount of outcrop exposed, it appears that gold-silver mineralization is hosted in northwest-southeast oriented quartz veins predominantly on the hanging wall (west side) of the fault and follow jointing patterns running subperpendicular bedding and the northeast trending fault. True widths are still unknown as drilling into a significantly faulted zone resulted in overall poor recoveries (see the Company’s March 22, 2022, news release and January 17, 2023 news release).

On October 27, 2021, Freeman announced commencement of a Phase 2 drilling program comprising over 4,000 meters of drilling which was subsequently expanded during 2022 to more than 12,000 meters. As well, a Phase 3 reverse circulation (“RC”) drill program was completed during 2022. The programs focused on adding near surface, oxide ounces to the recently reported maiden Mineral Resource Estimate on July 8, 2021, as well as drill testing at the Beauty zone which lies approximately 600 meters west of the Lemhi gold deposit.

All drill rock samples are sent to ALS Minerals Division, Vancouver, BC, an independent and fully accredited laboratory in Canada for analysis for gold by Fire Assay and multi-element Induction Coupled Plasma Spectroscopy. Freeman has a regimented QA/QC program where at least 10% duplicates, blanks and standards are inserted into each sample shipment.

  • 13 -

Figure 4: Schematic Cross Section – Beauty Zone Target

==> picture [464 x 345] intentionally omitted <==

All drill intercepts shown are drill core length. True widths are unknown at this time. Due to intense faulting, poor core recoveries and limited outcrop, the schematic cross section has veins and faults which are depicted from drill logs and surface mapping and may or may not be to scale.

On May 23, 2022, Freeman received approval of a Plan of Operations (“Plan”) from the USDA-Forest Service (“USFS”), Salmon and Challis National Forests, North Fork Ranger District, submitted in September 2021 (POO-2021-081646).

The Plan includes the construction of 28 drill pads of which 22 are selected for resource infill and expansion at the Lemhi Gold Deposit. These drill pads are situated within Freeman’s Bureau of Land Management (“BLM”) claims in the northwest, southwest and southern margins of the Lemhi Gold Deposit. The remaining six drill pads are designed to test high priority targets 2, 3 and 7 as defined in the new release dated May 6, 2021 (and above), which contain rock grab samples up to 38.23 g/t Au. An additional drill pad has been permitted in the northwest portion of the claim block to partially test a coincidental Induced Polarization (“IP”) Target, also defined by Freeman as Target 11. All these targets have never been drilltested, like the Beauty Zone discovery drilled in late 2021 (see press release dated March 22, 2022 and above).

  • Target 2: Rock grab samples returned assays 2.55 g/t Au up to 32.8 g/t Au;

  • Target 3: Rock grab samples in historic trenches reported 2.88 g/t Au up to 38.23 g/t Au;

  • Target 7: Rock grab samples in historic trenches from 1.05 g/t Au up to 12.1 g/t Au;

  • Target 11: Priority NNW trending IP anomaly.

  • 14 -

On June 7, 2022 Freeman announced it had received approval of a Permit to Appropriate Water (“Water Rights”). The Permit No. 75-15005 was approved May 23, 2022, by the Idaho Department of Water Resources (“IDWR”). Freeman’s Water Rights are the only registered groundwater right in the Lemhi Gold Deposit’s basin. The application’s water usage of 0.54 cubic feet per second was based on typical maximum consumption rates for gold mining operations of up to 100,000 ounces of gold per year. The usage rates are subject to change and Freeman can submit an application to amend (increase) the authorization, if required, as the Lemhi Gold Project advances through engineering and economic studies.

The Permit allows for ground water use in Township 26N, Range 21E sections 28, 29, 32, 33 of 0.54 cubic feet per second (“CFS”; 242 gallons/min) and a maximum of 6,500 gallons per day for domestic use. The permit is a preliminary order issued pursuant to Rule 730 of the IDWR’s Rules of Procedure. It can and will become a final order unless a party petitions for reconsideration, files an exception and brief, or requests a hearing within 14 days as of May 23, 2022. This period ended June 6, 2022.

As of August 31, 2022, Freeman completed the Phase 2 exploration which included the completion of 50 new drill holes at Lemhi for a total of 12,168 meters. These holes have been primarily designed to test on strike extensions of the known resource as well as infill in certain parts of the gold deposit. In particular, the drill program has focused on areas currently modelled as pit waste because of no or sparse drill data. All ounces added in these areas, even if close to the cut-off grade, will add value to the project as they come from zones in the resource shell that now be upgraded to resources (Figure 5 attached). The expansion holes step out 40 to 90 meters to the east or west of existing drilling where mineralization is open. These areas were previously modelled as unmineralized due to lack of drilling in the initial maiden mineral resource estimate (“MRE”). As well, 5 RC holes were drilled at the newly discovered Beauty zone totaling 721 meters. An additional 25 holes or approximately 5,000 meters have been planned as part of the Phase 3 RC drill program. The Phase 3 program was completed in December 2022 due to drilling difficulties and weather. In total, 10 holes totalling 1621.5 meters were completed. All results have now been received. All drill holes are shown on Figure 5. All holes drilled to date have intersected shallow oxide gold.

  • 15 -

Figure 5: Phase Two and Three Drilling

==> picture [469 x 610] intentionally omitted <==

  • 16 -

On October 12, 2022 Freeman announced the results from the first 11 drill holes from the Lemhi Gold Deposit Phase 2 drilling. Ten of these drill holes were designed to test mineralization on strike to the east of the known deposit (expansion holes); and one infill hole to improve the resource confidence in zones with historical drill holes. Selected highlighted results from the 11 holes are 0.61 g/t Au over 90 meters, including 0.92 g/t Au over 15.97 meters (FG22-009C); 0.94 g/t Au over 41 meters, including 1.67 g/t Au over 17 meters (FG22-014C); 0.73 g/t Au over 7.5 meters (FG22-002C; deepest mineralization drilled to date (340 meters) at Lemhi); and 2.1 g/t Au over 16 meters (FG22-016C). Gold mineralization now extends to at least 348 meters and is open at depth. The drill results are summarized in Table 1.3 and the drill holes are shown on Figure 5.

Table 1.3: Significant Drill Results – Lemhi East*

DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
FG22-
002C
398.68 -90 360 114.78
174.88
230.3
249
259
326
Including
337
Including
340.6
126
176
231.88
250
261
363.09

363.09

348.08
11.22 m @ 0.28 g/t Au
1.12 m @ 1.04 g/t Au
1.58m @ 0.96 g/t Au
1m @ 0.25 g/t Au
2m @ 0.23 g/t Au
37.09m @ 0.26 g/t Au
26.09m @ 0.33 g/t Au
7.48m@ 0.73 g/t Au
FG22-
004C
356.01 -90 360 89
99
124
131
149
167
227.69
Including
227.69
241
252
Including
255.88
91
102
125
132.12
151
171.26
242

232
242
262.89

257
2m @ 0.36 g/t Au
3m @ 0.31 g/t Au
1m @ 0.22g/t Au
1.12m @ 0.2 g/t Au
2m @ 0.28 g/t Au
4.26 m @ 0.56 g/t Au
14.31m @ 0.23 g/t Au
4.31m @ 0.42 g/t Au
1m @ 0.46 g/t Au
10.89m @ 0.33 g/t Au
1.12m@ 0.97g/t Au
FG22-
007C
287.73 -90 360 59
68
60
213
1m @ 0.56 g/t Au
145m @0.21 g/t Au
  • 17 -
DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
Including
68
71.22
85
94.12
102
129.55
including
130
144.93
156
163
174
185.58
193
207
212

69
81
86
94.51
103
142

133
152
158
172
177
187
196
208
213
1m @ 0.59 g/t Au
9.78m @ 0.36 g/t Au
1m @ 0.25 g/t Au
0.39m @ 5.5 g/t Au
1m @ 0.24 g/t Au
12.45 m @ 1.02 g/t Au
3m @ 2.98 g/t Au
7.07m @ 0.26 g/t Au
2m @ 0.2 g/t Au
9m @ 0.2 g/t Au
3m @ 0.23 g/t Au
1.42m @ 0.33 g/t
3m @ 0.2 g/t Au
1m @ 0.23 g/t AU
1m@ 0.46 g/t Au
FG22-
012C
332.69 -90 360 114
122
126
136
160.63
186
196
200
227
118
123
128.63
141
162.39
192
198
202
228
4m @ 0.55 g/t Au
1m @ 0.2 g/t Au
2.63m @ 2.14 g/t
5m @ 0.41 g/t
1.76m @ 0.9 g/t Au
6m @ 0.35 g/t Au
2m @ 0.3 g/t
2m @ 0.36 g/t
1m@ 0.64g/t
FG22-
014C
352.96 -90 360 113
Including
113
291
301
306
340
154

130
292
303
307
341
41 m @ 0.94 g/t Au
17m @ 1.67 g/t Au
1m @ 0.31 g/t Au
2m @ 0.2 g/t Au
1m @ 0.26 g/t Au
1m@ 0.26 g/t Au
FG22-
016C
250.85 -90 360 49
Including
50
116
208

52
122.87
159m @ 0.22 g/t Au
2m @ 2.2 g/t Au
6.87m @ 0.47 g/t Au
  • 18 -
DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
138 152 14m@ 0.56 g/t Au
FG22-
018C
278.43 -90 360 10
14
17
20
27
28
47
63
including
55
57.3
129
145
157
159
184
194
204
206
4m @ 0.21 g/t Au
3m @ 0.21 g/t Au
1m @ 0.45 g/t Au
16m @ 2.1 g/t Au
2.3m @ 5.35 g/t Au
16m @ 0.83 g/t Au
2m @ 0.3 g/t Au
10m @ 0.3 g/t Au
2m@ 0.21g/t Au
FG22-
019C
229.82 -90 360 68.51
91
75
95
6.49m @ 1.4 g/t Au
4m@ 0.98 g/t Au
FG22-
021C
247.95 -90 360 69
82
88
103
Including
137
137
72
84
90
197

149
176
3m @ 0.37 g/t Au
2m @ 0.4 g/t Au
2m @ 0.25 g/t Au
94m @ 0.31 g/t Au
12m @ 1.1 g/t Au
39m@ 0.52g/t Au
FG22-
029C
297.48 -90 360 144
223.35
Including
223.5
277
147
253

232
279
3m @ 0.65 g/t Au
29.65m @ 0.45 g/t Au
8.65m @ 1.2 g/t Au
2m@ 0.6 g/t Au

Infill

FG22-
009C
229.51 -90 360 10
including
10
44
63.09
78.03
109
120
125
151
100

22
49
73
94
111
121
128
154
90m @ 0.61 g/t Au
12m @ 1.1 g/t Au
5m @ 2.26 g/t Au
9.91m @ 0.95 g/t Au
15.97m @ 0.92 g/t Au
2m @ 0.48 g/t Au
2m @ 0.25
3m @ 0.26
4m @ 0.35 g/t Au
  • 19 -
DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
178.95
211
180
212
1.03 @ 0.31 g/t Au
1m@ 0.4g/t

*Intervals are core-length. True width is estimated between 90-95 percent (“%”) of core length. Numbers rounded to one decimal place.

** Using 0.2 g/t Au cut-off.

On November 9[th] , 2022 Freeman announced the results from 15 drill holes. Selected highlighted results from the 15 holes are 0.61 g/t Au over 66 meters, including 3.1 g/t Au over 5.0 meters (FG22-011C); 0.55 g/t Au over 55 meters, including 1.1 g/t Au over 18.52 meters (FG22-001C); 0.34 g/t Au over 105.92 meters including 1.49 g/t over 7.0 meters (FG22-031C); 0.24 g/t Au over 156.69 meters including 2.1 g/t over 7.44 meters (FG21-004C); 1.2 g/t Au over 24 meters (FG22-036C), 0.4 g/t Au over 41 meters (FG22-003C); and, 1.5 g/t Au over 9.0 meters (FG22-010C). Gold mineralization now extends to at least 166 meters to the west and is open at depth. The drill results are summarized in Table 1.4 and the drill holes are shown on Figure 5.

Table 1.4: Significant Drill Results – Lemhi West*

DRILL HOLE DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
FG21-004C 270.36 -90 360 30
34
37
39.62
89.32
89.31
115.8
115.8
120.24
123
149
160
175
including
182.3
193
206.75
215
221
234
240
31
35.15
38
40
246
90.98
123.24
118
120.8
123.24
152
161
186
186
198
209
217
222
235
246
1m @ 0.22 g/t Au
1.15m @ 0.79 g/t Au
1m @ 0.24 g/t Au
0.38m @ 0.51 g/t Au
156.69m @ 0.26 g/t Au
1.67m @ 1.97 g/t Au
7.44m @ 2.1 g/t
2.2m @ 6.74 g/t Au
0.56m @ 0.58 g/t Au
0.24m @ 0.88 g/t Au
3m @ 0.23 g/t Au
1m @ 1.42 g/t Au
11m @ 0.76 g/t Au
3.7m @ 2 g/t Au
5m @ 0.3 g/t Au
2.25m @ 1.25 g/t Au
2m @ 0.25 g/t Au
1m @ 0.63 g/t Au
1m @ 0.47 g/t Au
[email protected]/t Au
FG21-005C 272.8 -90 360 33
47
61
34
49
62
1m @ 0.26 g/t Au
2 m @ 0.21 g/t Au
1m @ 0.22 g/t Au
  • 20 -
185
190
202.1
including
202.1
211
237
249
192
192
214
206.1
214
238
255
7m @ 0.21 g/t Au
2m @ 0.39
11.9m @ 0.25 g/t Au
4m @ 0.48 g/t Au
3m @ 0.2 g/t Au
1m @ 0.21 g/t Au
6 [email protected]/t Au
FG22-001C 254.2 -90 360 36
133
162
192
including
207.48
including
217
232
37
133.74
163.37
247
226
220
239
1m @ 1.03 g/t Au
0.74m @ 0.83 g/t Au
1.37 m@ 0.95 g/t Au
55m @ 0.55 g/t Au
18.52m @ 1.1 g/t Au
3m @ 4.45 g/t Au
[email protected]/t Au
FG22-003C 280.42 -90 360 40
123.84
143
160
160
including
161
197
228.27
244
265
41
124.72
144
165
201
164
201
229.29
246
266
1m @ 0.23 g/t Au
0.88 @ 1.76 g/t Au
1m @ 0.29 g/t Au
5m @ 1.1 g/t Au
41m @ 0.4 g/t Au
3m @ 1.7 g/t Au
4m @ 1.52 g/t Au
1m @ 0.25 g/t Au
2m @ 0.37 g/t Au
[email protected]/t
FG22-005C 249.94 -90 360 32
119
130
138
154
Including
155
177.02
194.12
248
34
120
131
139
159
156
181
196
249
2m @ 0.37 g/t Au
1m @ 5.1 g/t Au
1m @ 0.22 g/t Au
1m @ 2 g/t Au
5m @ 0.39 g/t Au
1m @ 1.2 g/t Au
3.98m @ 0.36 g/t Au
1.88m @ 0.25 g/t Au
[email protected]/t Au
FG22-006C 278.89 -90 360 116
118.87
129
137
153
Including
117
120
131
138
158
1m @ 0.326 g/t Au
1.13m @ 0.22 g/t Au
2m @ 0.54 g/t Au
1m @ 0.72 g/t Au
5m @ 0.55 g/t Au
  • 21 -
153
160
188
210
220
228
154
161
190
211
222
229
1m @ 1.9 g/t Au
1m @ 0.27 g/t AU
2m @ 0.63 g/t Au
1m @ 0.27 g/t Au
2m @ 0.21 g/t au
[email protected]/t Au
FG22-008C 255.73 -68 270 15
61
78
139
152.2
Including
152.2
176.17
182
182
17
62
79
140
200
157
178
185
190
2m @ 0.3 g/t Au
1m @ 2.69 g/t Au
1m @ 0.3 g/t Au
1m @ 0.6 g/t Au
47.8m @ 0.21 g/t Au
4.8m @ 0.51 g/t Au
1.83m @ 0.85 g/t Au
3m @ 0.54 g/t Au
[email protected]/t Au
FG22-011C 251.46 -70 270 9.14
17.06
23
39
127
including
158
11
20
24
41
193
163
1.86 m @ 0.3 g/t Au
2.94m @ 0.41 g/t Au
1m @ 0.3 g/t Au
2m @ 1.4 g/t Au
66 m @ 0.61 g/t Au
[email protected]/t Au
FG22-025C 268.99 -90 360 30
55.63
88
95
110
160
Including
160
170
188
193
215
227
31
57
89
98
112
262
162
175
189
195
220
232
1m @ 1.49 g/t Au
1.37m @ 0.36 g/t Au
1m @ 1.56 g/t Au
3m @ 1.2 g/t Au
2m @ 1.39 g/t Au
102m @ 0.22 g/t Au
2m @ 1.78 g/t Au
5m @ 0.48 g/t Au
1m @ 1.69 g/t Au
2m @ 0.8 g/t Au
5m @ 0.47 g/t Au
[email protected]/t Au
FG22-028C 289.56 -90 360 12
35
66
81
101
146
176
186
13
36
67
82
102
156
177
188
1m @ 0.59 g/t Au
1m @ 1.32 g/t Au
1m @ 0.24 g/t Au
1m @ 0.58 g/t Au
1m @ 0.23 g/t Au
10m @ 0.6 g/t Au
1m @ 0.21 g/t Au
2m @ 0.48 g/t Au
  • 22 -
217
227
278
218
228
280
1m @ 0.51 g/t Au
1m @ 0.42 g/t Au
[email protected]/t Au
FG22-031 252.98 -90 360 4
8.84
36
78
133.08
Including
136
177
5
10
37
79
239
143
182
1m @ 0.54 g/t Au
1.16m @ 0.22 g/t Au
1m @ 0.2 g/t Au
1m @ 1.55 g/t Au
105.92m @ 0.34 g/t Au
7m @ 1.49 g/t Au
[email protected]/t Au
FG22-033 204.98 -74 270 2
46
51
128
139
159
167
176.55
including
185
8
48
52
129
140
163
168
198
189
6m @ 0.48 g/t Au
2m @ 0.72 g/t Au
1m @ 0.34 g/t Au
1m @ 0.21 g/t Au
1m @ 0.53 g/t Au
4m @ 0.4 g/t Au
1m @ 0.39 g/t Au
21.45 @ 0.59 g/t Au
[email protected]/t Au
FG22-035 258.32 -90 360 81
including
81
116
128
133
145
159
including
163
172
190
197
210
217
229
237
244.97
91
83.21
117
129
134
152
167
167
177
191
204.06
211
219
231
242
246
10m @ 0.96 g/t Au
2.21m @ 2.84 g/t Au
1m @ 0.25 g/t Au
1m @ 0.38 g/t Au
1m @ 0.31 g/t Au
7m @ 0.83 g/t Au
8m @ 0.31 g/t Au
4m @ 0.51 g/t Au
5m @ 0.75 g/t Au
1m @ 0.43 g/t Au
7.06m @ 0.39 g/t Au
1m @ 0.81 g/t Au
2m @ 0.41 g/t Au
2m @ 0.31 g/t Au
5m @ 0.33 g/t Au
[email protected]/t Au
FG22-036C 235.31 -75 270 15
98
107
122
125
23
99
108
127.07
149
8m @ 1.46 g/t Au
1m @ 0.2 g/t Au
1m @ 0.43 g/t Au
1.07m @ 0.24 g/t Au
24m @ 1.2 g/t Au
  • 23 -
160
164
176
217
162
165
177
218
2m @ 0.21 g/t Au
1m @ 0.21 g/t Au
1m @ 0.59 g/t Au
[email protected]/t Au
INFILL
FG22-010C 202.69 -90 360 29
48
62
104
128
136
149
34
49.17
71
106
130
141
151
5m @ 0.35 g/t Au
1.17 m @ 1.44 g/t Au
9m @ 1.5 g/t Au
2m @ 0.47 g/t Au
2m @ 0.21 g/t Au
5m @ 0.32 g/t Au
[email protected]/t Au

*Intervals are core-length. True width is estimated between 90-95 percent (“%”) of core length. ** Using 0.2 g/t Au cut-off.

Freeman announced results for 15 drill holes on January 17, 2023. Selected highlighted results from the 15 holes are: 5.95 g/t Au over 9.14m (FG22-022C); 0.9 g/t Au over 23 meters, including 1.39 g/t Au over 13 meters (FG22-037C); 0.54 g/t Au over 19 meters, including 1.0 g/t over 8.0 meters (FG22-038C); 0.59 g/t Au over 19 meters (FG21-045C); 0.98 g/t Au over 17 meters, including 2.1 g/t Au over 5 meters (FG22-048C); 1.22 g/t Au over 38.59 meters, including 2.73 g/t Au over 10 meters (FG22-050C), and 2.4 g/t Au over 13.72 meters (FG22-061R). The drill results are summarized in Table 1.5 and the drill holes are shown on Figure 5.

Table 1.5: Significant Drill Results – Lemhi South*

DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
FG22-
022C
Expansion
159.26 -80 90 52
84
121.31
53
87
130.45
1m @ 0.7 g/t Au
3m @ 0.22 g/t Au
[email protected]/t Au
FG22-
037C
244.75 -90 360 16 18 2m @ 0.82 g/t Au
Expansion 85 108 23m @ 0.9 g/t Au
Including
93 106 13m @ 1.39 g/t Au
137 163 26m @ 0.55 g/t Au
173 176 3m @ 0.5 g/t Au
192 193 1m @ 0.21 g/t Au
201 216 15m @ 0.53 g/t Au
226 229 3m @ 1.5 g/t Au
FG22-
038C
Infill
226.92 -59 270 29
34
31
39
2m @ 0.41 g/t Au
5m @ 0.34 g/t Au
  • 24 -
DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
60
including
60
145
194
213
79
68
147
205
214
19m @ 0.54 g/t Au
8m @ 1 g/t Au
2m @ 0.22 g/t Au
11m @ 0.25 g/t Au
[email protected]/t Au
FG22-
039C
226.02 -90 360 44 54 10m @ 0.21 g/t Au
Infill 113 123 10m @ 0.35 g/t Au
143 144
FG22-
040C
Expansion
222.35 -65 90 101
136
142.76
171.3
104
139.2
144
174
3m @ 0.42 g/t Au
3.2m @ 0.65 g/t Au
1.24m @ 0.35 g/t Au
[email protected]/t Au
FG22-
041C
163.68 -85 270 0.77 15 14.23m @ 0.61 g/t
Au
Expansion 32 33.22 1.22m @ 0.42 g/t Au
36 37 1m @ 0.21 g/t Au
60 65 5m @ 0.58 g/t Au
114 115 1m @ 0.29 g/t Au
116 117 [email protected]/t Au
FG22-
043C
Expansion
172.52 -90 360 62
80
131.64
152
65
84
138
157
3m @ 0.47 g/t Au
4m @ 0.62 g/t Au
6.36m @ 0.61 g/t Au
[email protected]/t Au
FG22-
045C
218.54 -90 360 34 43 9m @ 0.16 g/t Au
Infill 87 106 19m @ 0.59 g/t Au
134.18 140 5.82m @ 0.22 g/t Au
179 183 4m @ 0.44 g/t Au
189 194 [email protected]/t Au
FG22-
047C
Infill
165.2 -90 360 114
including
118.87
134
140
123
122
135
148
9m @ 0.46 g/t Au
3.13m @ 1.04 g/t Au
1m @ 0.26 g/t Au
[email protected]/t Au
FG22-
048C
221.44 -90 360 19 21 2m @ 0.24 g/t Au
Infill 63 65 2m @ 0.94 g/t Au
77 94 17m @ 0.98 g/t Au
  • 25 -
DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
including
87 92 5m @ 2.1 g/t Au
115 116 1m @ 0.21 g/t Au
139 142 3m @ 1.38 g/t Au
178 179 1m @ 1.01 g/t Au
207 209 2m @ 0.21 g/t Au
217 217 [email protected]/t Au
FG22-
049C
Infill
200.71 -80 270 23
71
76
89
125
57
72
79
91
126
34m @ 0.33 g/t Au
1m @ 1.4 g/t Au
3m @ 0.24 g/t Au
2m @ 0.28 g/t Au
[email protected]/t Au
FG22-
050C
222.35 -90 360 28 31 3m @ 0.33 g/t Au
Infill 37 44 7m @ 0.21 g/t Au
48 51 3m @ 1.08 g/t Au
64 65 1m @ 0.29 g/t Au
69 73 4m @ 0.22 g/t Au
78 116.59 38.59m @ 1.22 g/t
Au
Including
94 103 10m @ 2.73 g/t Au
114 116 2m @ 4.21 g/t Au
137 138.58 1.58m @ 0.5 g/t Au
169.84 172 2.16m @ 0.35 g/t Au
175.04 180 4.96m @ 0.75 g/t Au
201 204 3m @ 0.41 g/t Au
220 221 [email protected]/t Au
FG22-
052C
9.6 -90 360 LOST HOLE
FG22-
053C
221.89 -90 360 6 12 6m @ 0.18 g/t Au
Expansion 15 16 1m @ 0.23 g/t Au
21 23 2m @ 0.34 g/t Au
46.97 49 2.03m @ 0.24 g/t Au
58 61 3m @ 0.31 g/t Au
81 82 1m @ 0.67 g/t Au
90 91 [email protected]/t Au
107 120 13m @ 0.8 g/t Au
including
107 114 7m @ 1.28 g/t Au
132 135 3m @ 0.5 g/t Au
  • 26 -
DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
149 150 1m @ 0.25 g/t Au
174 186 [email protected]/t Au
FG22-
061R
Infill
161.54 -90 360 18.288
21.34
42.67
74.68
118.87
19.812
24.38
60.96
88.39
129.54
1.52m @ 0.2 g/t Au
3.05m @ 0.22 g/t Au
18.29m @ 0.29 g/t
Au
13.72m @ 2.4 g/t Au
10.67m @ 0.37 g/t
Au

*Intervals are core-length. True width is estimated between 90-95 percent (“%”) of core length. Using 0.2 g/t Au cutoff. ‘C’ denotes core hole; ‘R’ denotes RC (Reverse Circulation) hole.

On January 31, 2023, Freeman announced results from an additional five diamond drill holes and three RC holes totaling 1,231 meters from the Company’s follow up drill program at its newly discovered Beauty Zone. Selected highlighted results from the 8 holes are: 4.2 meters at 3.2 g/t Au, including 0.6 meters at 19.6 g/t Au (FG22-013C); 2.0 meters at 1.4 g/t Au, including 0.5 meters at 4.7 g/t Au, 10.4 g/t Ag and 1.94 percent copper (“% Cu”) (FG22-020C); 0.9 meters at 4.3 g/t Au, 22.6 g/t Ag and 1.6% Cu (FG22026C) and 12.19 meters at 1.49 g/t Au, including 1.52 meters at 8.04 g/t Au (FG22-056R; Newly discovered Lower Zone; see Figure 1) . Gold mineralization at the Beauty Zone now extends approximately 150 meters along strike and 115 meters down dip and is open at depth and along strike to the north. The drill section and long section attached shows the continuous nature of the zone downdip (Figure 6 and 7). The zone does continue to exhibit structural complexity and poor recoveries due to the faulting. The drill results are summarized in Table 1.7.

Table 1.6: Drill Results – The Beauty Zone*

DRILL
HOLE
DEPTH
(METERS)
DIP AZIMUTH FROM TO HIGHLIGHT
FG22-
056R
Beauty
198.12 -70 25 53.34
59.44
76.2
129.54
including
135.64
56.39
60.96
77.72
141.73

137.16
3.05m @ 0.6 g/t Au
1.52m @ 0.59 g/t Au
1.52m @ 0.29 g/t Au
12.19m @ 1.49 g/t Au
[email protected]/t Au
FG22-
057R
Beauty
158.5 -70 65 88.39
99.06
114.3
91.44
100.584
115.824
3.05m @ 0.26 g/t Au
1.52m @ 0.36 g/t Au
[email protected]/t Au
FG22-
058R
Beauty
152.4 -67 5 7.62
39.62
62.48
9.14
41.15
65.53
1.52m @ 0.28 g/t Au
1.52m @ 0.49 g/t Au
3.05m @ 0.36 g/t Au
  • 27 -
79.248
106.68
80.772
109.73
1.52m @ 0.36 g/t Au
[email protected]/t Au
FG22-
013C
Beauty
147.52 -70 255 88
Including
96.61
93
104
134
99
92.71
97.21
105
135
11m @ 1.26 g/t
0.6 m@ 19.6 g/t
4.21m @ 3.17 g/t
1m @ 0.52
[email protected]/t
FG22-
015C
Beauty
209.31 -76 300 41
78
103
42
79
105
1m @ 0.2
1m @ 0.35
[email protected]
FG22-
020C
Beauty
160.02 -74 275 68
74
110
70
75
114
2m @ 1.44
1m @ 0.26
[email protected]
FG22-
023C
Beauty
91.14 -65 300 NSR - hit adit
FG22-026
Beauty
113.54 -80 230 9.36
65
10.21
66
0.85m @ 4.3 g/t Au; 22.6
g/t Ag; and, 1.6% Cu
[email protected]/t Au

*Intervals are core-length. True width is estimated between 90-95 percent (“%”) of core length. Numbers rounded to one decimal place. Using 0.25 g/t Au cut-off; 10 g/t Ag and 0.1% Cu.

  • 28 -

Figure 6: Beauty Zone Drill Section

==> picture [470 x 332] intentionally omitted <==

  • 29 -

Figure 7: Beauty Zone Long Section

==> picture [469 x 333] intentionally omitted <==

On February 14, 2023, Freeman announced the results from the final 19 drill holes. Selected highlighted results from the most recent 19 holes are: 1.23 g/t Au over 36 meters, including 5.16 g/t Au over 7 meters (FG22-034C; North); 9.7 g/t Au over 3m (FG22-030C; North); 1.7 g/t Au over 12.19m (FG22-063R; North); 0.47 g/t Au over 224 meters (infill hole to test depth of mineralization; FG22-017C); 0.28 g/t Au over 60 meters, including 0.92 g/t over 9 meters (Eastern 65m step out; FG22-024C); 0.56 g/t Au over 50.29 meters (Western expansion infill between 2020 drilling and FG21-004C; FG22-055R); 0.47 g/t Au over 7.62 meters (Southern infill hole; FG22-065R). See Tables 1.7 and 1.8 and Figure 8.

Table 1.7: Significant Drill Results – All Remaining Drill Holes (East, West, South and Infill)*

DRILL HOLE DEPTH DIP AZIMUTH FROM TO HIGHLIGHT
FG22-017C
Infill Deep
409.19 -90 360 19
Including
20.27
122.95
243
24
124.97
224m @0.47 g/t Au
3.73m @ 10.24 g/t Au
2.02 m@10g/t Au
FG22-024C 297.03 -90 360 137 197 60m @ 0.28 g/t Au
  • 30 -
East including
137
149

164
158
26m @ 0.44 g/t Au
[email protected]/t Au
FG22-046C
West
229.51 -90 360 170 201 [email protected]/t Au
FG22-054R
West
198.12 -90 360 3.05
112.78
126.49
170.69
179.83
6.1
117.35
141.73
173.74
198.12
3.05m @ 0.29 g/t Au
4.57 @ 0.37 g/t Au
15.24m @ 0.87 g/t Au
3.05m @ 0.23 g/t Au
[email protected]/t Au
FG22-055R
West
204.22 -90 360 30.48
96.01
114.3
124.97
153.92
47.24
99.06
120.4
132.59
204.21
16.76m @ 0.44 g/t Au
3.05m @ 3.72 g/t Au
6.1m @ 0.24 g/t Au
7.62m @ 0.24 g/t Au
[email protected]/t Au
FG22-059R
West
82.3 -90 360 4.57
64.008
15.24
65.532
10.69m @ 0.2 g/t Au
[email protected]/t Au
FG22-060R
West
167.64 -80 270 3.05
57.91
132.59
155.49
7.62
62.48
138.68
164.59
4.57m @ 0.4 g/t Au
4.57m @ 0.43 g/t Au
6.1m @ 0.62 g/t Au
[email protected]/t Au
FG22-062R
West
161.54 -90 360 27.43 28.96 1.52m @ 2.14 g/t Au
FG22-064R
West
195.1 -90 360 48.77
164.59
including
181.36
52.34
195.07

188.98
4.57m @ 0.3 g/t Au
30.48m @ 0.5 g/t Au
[email protected]/t Au
FG22-065R
South
176.8 -90 360 80.77
126.49
137.16
163.07
83.82
131.06
140.21
170.69
3.05m @ 0.64 g/t Au
4.57m @ 0.65 g/t Au
3.05m @ 0.6 g/t Au
[email protected]/t Au
FG22-066R
West
Lost Hole
121.92 -90 360 27.432
45.72
including
73.15
28.956
82.3

79.25
1.52m @ 0.83 g/t Au
35.58m @ 0.3 g/t Au
[email protected]/t Au

*Intervals are core-length. True width is estimated between 90-95 percent (“%”) of core length. Using 0.15 g/t Au cut-off. ‘C’ denotes core hole; ‘R’ denotes RC (Reverse Circulation) hole.

  • 31 -

==> picture [448 x 582] intentionally omitted <==

  • 32 -

Table 1.8: Significant Drill Results – Lemhi North*

DRILL HOLE DEPTH
(METRES)
DIP AZIMUTH FROM TO HIGHLIGHT
FG22-027C 222.66 -90 360 18
Including
18
102
111.2
29
20
103
112
11m @ 0.3 g/t Au
2m @ 0.89 g/t Au
1m @ 0.82 g/t Au
[email protected]/t Au
FG22-030C 226.47 -90 360 22
30
35
48
54
75.13
95.67
110
134.35
146.98
161
192.62
23
32
43
49
59
78
104
113
136
148
164
193.7
1m @ 0.87 g/t Au
2m @ 0.36 g/t Au
8m @ 0.3 g/t Au
1m @ 0.63 g/t Au
5m @ 0.31 g/t Au
2.87m @ 0.55 g/t Au
8.33m @ 0.32 g/t Au
3m @ 0.3 g/t Au
1.65m @ 1.15 g/t Au
1.02m @ 5.21 g/t Au
3m @ 9.7 g/t Au
[email protected]/t Au
FG22-032C 221.89 -90 360 12
30
64.05
84
101
110
138
146
184
13
31
68
88.5
102
111
139
149
186
1m @ 4.34 g/t Au
1m @ 0.81 g/t Au
3.95m @ 0.53 g/t Au
4.5 m @ 0.28 g/t Au
1m @ 0.84 g/t Au
1m @ 0.91g/t Au
1m @ 1.32 g/t Au
3m @ 0.76 g/t Au
[email protected]/t Au
FG22-034C 221.89 -90 360 133
159
including
169
135
195
176
2m @ 3.6 g/t Au
36m @ 1.23 g/t Au
[email protected]/t Au
FG22-042C 192.63 -90 360 53
72
92
117
126
137
146
162
54
81
96
121
128
143
147
164.74
1m @ 0.54 g/t Au
9m @ 0.4 g/t Au
4m @ 0.32 g/t Au
4m @ 0.27 g/t Au
2m @ 0.38 g/t Au
6m @ 0.44 g/t Au
1m @ 0.48 g/t Au
[email protected]/t Au
FG22-044C 203.3 -90 360 124
158
126
161
2m @ 0.57 g/t Au
3m @ 3.26 g/t Au
  • 33 -
178 185 [email protected]/t Au
FG22-051C 214.12 -90 360 28
38
33
44
5m @ 0.15 g/t Au
6m @ 0.22 g/t Au
FG22-063R 152.4 -60 270 27.432
123.44
28.956
135.63
1.52m @ 0.71 g/t Au
[email protected]/t Au

*Intervals are core-length. True width is estimated between 90-95 percent (“%”) of core length. Using 0.15 g/t Au cut-off. ‘C’ denotes core hole; ‘R’ denotes RC (Reverse Circulation) hole.

The updated MRE represents a 32% increase in Measured and Indicated (“M&I”) ounces as well as a 24% increase in size and 16% increase in grade over the maiden resource released just 20 months ago (see press release dated July 8, 2021). The significant increases can be attributed to: infill drilling in previously defined areas of inferred mineralization; expansion drilling to the north, south, east and west; and, the discovery of the Beauty zone. The deposit remains open to the north (1.23 g/t over 36 meters; FG22-034C), south (1.22 g/t over 38.59 meters; FG22-050C and 5.95 g/t over 9.14 meters; FG22-022C), and west (0.61 g/t Au over 66 meters; FG22-011C).

All reported mineral resources occur within a pit shell optimized using values of US$1,750 per ounce of gold (“ Au ”) and a potential underground economic shell that utilized a minimum mineralization thickness of 1 metre and a cutoff grade of 1.5 grams per tonne (“ g/t ”) lower cut-off. The Open Pit Measured, Indicated and Inferred MRE are undiluted and constrained within an optimized pit shell, at a 0.35 g/t lower cut-off. The Open Pit MRE comprises a Measured Mineral Resource of 4.47 million tonnes at 1.15 g/t Au for 168,800 oz of gold, an Indicated Mineral Resource of 25.55 million tonnes at 0.98 g/t Au for 819,300 oz of gold, and an Inferred Mineral Resource of 7.34 million tonnes at 1.01 g/t Au for 234,700 oz of gold (Table 1). The potential underground Inferred MRE is undiluted and was manually constrained to shells that showed a minimum thickness of at least 1 metre at a lower cutoff grade of 1.5 g/t and showed continuity of mineralization. The underground MRE comprises an Inferred Mineral Resource of 296,000 tonnes at 2.27 g/t Au for 21,300 oz of gold (Table 1.9).

Table 1.9: 2023 Mineral Resource Estimate for the Lemhi Gold Project, Idaho, USA

Cut-off
g/t
Zone RPEEE
Scenario
Classification Tonnes Ounces g/t
0.35 Lemhi & Beauty OP Measured 4,469,000 168,800 1.15
0.35 Lemhi & Beauty OP Indicated 25,553,000 819,300 0.98
0.35 Lemhi & Beauty OP M&I 30,022,000 988,100 1.00
0.35 Lemhi & Beauty OP Inferred 7,338,000 234,700 1.01
1.5 Lemhi UG Inferred 296,000 21,300 2.27
0.35/1.5 Lemhi & Beauty Combined Measured 4,469,000 168,800 1.15
0.35/1.5 Lemhi & Beauty Combined Indicated 25,553,000 819,300 0.98
0.35/1.5 Lemhi & Beauty Combined M&I 30,022,000 988,100 1.00
0.35/1.5 Lemhi & Beauty Combined Inferred 7,634,000 256,000 1.04

Notes to Table 1:

  • 34 -

1. The mineral resource is reported at a cut-off of 0.35 g/t Au for the conceptual open pit and 1.5 g/t Au for the conceptual underground extraction scenario. The lower cut-off grades and potential mining scenarios were calculated using the following parameters: mining cost = US$2.10/t (open pit mineralized);US$2.00/t (open pit waste), US$75/t (underground mineralized) G&A = US$2.00/t; processing cost = US$8.00/t; recoveries = 97%, gold price = US$1,750.00/oz; royalties = 1%; and minimum mining widths = 1.0 m (underground) in order to meet the requirement that the reported Mineral Resources show “reasonable prospects for eventual economic extraction”.

2. The mineral resources presented are not mineral reserves and they do not have demonstrated economic viability. There is no guarantee that any part of the resources defined by the MRE will be converted to a mineral reserve in the future.

3. The Inferred Mineral Resource in this estimate has a lower level of confidence than that applied to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of the Inferred Mineral Resource could potentially be upgraded to an Indicated Mineral Resource with continued exploration.

4. The estimate of Mineral Resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues.

5. A default density ranging from 2.53 to 2.64 g/cm[3] was used for the mineralized zones depending upon the combination of host rock and alteration. Resources are presented as undiluted and in situ.

6. The Mineral Resources were estimated in accordance with the Canadian Institute of Mining, Metallurgy and Petroleum (CIM), CIM Standards on Mineral Resources and Reserves, Definitions (2014) and Best Practices Guidelines (2019) prepared by the CIM Standing Committee on Reserve Definitions and adopted by the CIM Council.

7. This mineral resource estimate is dated March 15, 2023. The effective date for the drill hole database used to produce this mineral resource estimate is February 1, 2023.

8. Mr. Michael Dufresne M.Sc., P.Geol., P.Geol., of APEX Geoscience Ltd., deemed a Qualified Person as defined by NI 43-101 is responsible for the completion of the MRE.

9. Totals may not sum due to rounding.

Estimation Methodology

The Lemhi Project database contains a total of 506 drill holes with 64,299 sample intervals in a sample database with 62,670 samples assayed for gold. The Lemhi Project MRE utilized 442 drill holes (81,497 meters) that intersected the interpreted mineralization wireframes, with 284 drill holes completed between 1983 and 1995, and 158 drill holes completed between 2012 and 2022. Inside the mineralized domains there is a total of 16,234 samples analyzed for gold. The current drill hole database is deemed to be in good condition and suitable for use in ongoing MRE studies. Mr. Michael Dufresne, M.Sc., P.Geol., P.Geo., President of APEX Geoscience Ltd., is an independent Qualified Person (“QP”) and is responsible for the MRE.

Modeling was conducted in the Universal Transverse Mercator (UTM) coordinate space relative to the North American Datum (NAD) 1983, National Spatial Reference System 2011, and State Plane Idaho Central, (EPSG:6448). The mineral resource block model utilized a block size of 2.5 meters (X) x 2.5 meters (Y) x 2.5 meters (Z) in order to honor the interpreted mineralization wireframes. The percentage of the volume of each block within each mineralization domain was calculated and used in the MRE. The gold estimation was completed using ordinary kriging (OK), utilizing 8,938 composited samples within the interpreted mineralization wireframes. The search ellipsoid size used to estimate the gold grades was defined by modelled variograms. Block grade estimation employed locally varying anisotropy, which allows structural complexities to be reproduced in the estimated block model.

Two mineralization domains were modeled at the Lemhi Gold Project. The “Lemhi” domain which is the primary main domain and the “Beauty Zone” domain which resides roughly 500 metres to the west of the Lemhi domain. There are two dominant styles of gold mineralization at the Lemhi Gold Project. The primary mineralization occurs as a halo around an intrusion with secondary mineralization along shallow

  • 35 -

dipping foliation and faults. Both styles of mineralization generally occur as stacked parallel sub-horizontal sheets.

A total of 14,208 specific gravity samples analyses were available and utilized to determine the bulk density. The bulk rock density shown in Table 1.10 was assigned based on three main geologic units - the host-rock Metasedimentary package, the Intrusion, and Silt Breccia.

Table 1.10: Assigned Bulk Rock value based on Geologic Unit

Geologic Unit Assigned Bulk Rock Value(g/cm3)
Metased Package 2.64
Intrusion 2.58
Silt Breccia 2.53

The resource is classified according to the CIM “Estimation of Mineral Resources and Mineral Reserves Best Practice Guidelines” dated November 29, 2019, and CIM “Definition Standards for Mineral Resources and Mineral Reserves” dated May 10, 2014. The QP believes the Lemhi Gold Project has the potential in future for eventual economic extraction.

The current MRE is based on the addition of 70 new drill holes and now contains 168,800 oz Au Measured (new as was zero in the last MRE), and a total of 988,100 oz Au M&I which is a 32% increase over the 2021 M&I ounces. As well, 256,000 oz Au Inferred represents a slight increase of about 2.3% in Inferred ounces versus the 2021 Inferred ounces. The current open pit resource is shown in Figure 8. A complete list of sections containing the current block model can be found on Freeman’s website.

The current MRE was used as part of Freeman’s Preliminary Economic Assessment (“PEA”).

On July 31, 2023 (see press release), Freeman announced additional metallurgical results from tests conducted on two composite samples by Base Metallurgical Laboratories Limited, Kamloops, in conjunction with Ausenco Engineering Canada Ltd. as part of the ongoing PEA. The final metallurgical flowsheet resulted in significant cost savings and operational efficiencies. These include:

  • 5-10% reduction in energy costs associated with milling;

  • 50% reduction in leach circuit time from 36 hours to 24 hours;

  • Combined gold recoveries from two composite samples of 96.3% to 97.5% respectively;

  • Testing returned a high level of gravity recoverable gold (58%) indicating the flowsheet would benefit by including a gravity circuit;

  • No pre-oxidation step required; and

  • Leach reagent consumption (cyanide) remains moderate and in line with previous and historical metallurgical tests.

The current PEA (see press release dated October 16, 2023) outlines a high-grade, low-cost, open pit operation with an average annual production of 80,100 ounces of gold (“Au”) in the first 8 years. The production strategy outlined in the PEA consists of a phased development with an increase in throughput during the fifth year of operation, with a flowsheet utilizing a carbon-in-leach (“CIL”) processing facility. The objective of the study has been to maximize the value of Lemhi, while minimizing the footprint and environmental impact of the facility.

  • 36 -

Lemhi PEA Highlights:

  • After-tax NPV(5%) of US$212.4 million and IRR of 22.8% using a base case gold price of US$1,750/oz (Table 1.11);

  • Average annual gold production of 75,900 oz Au for a total life-of-mine (“LOM”) 11.2 years payable output of 851,900 oz Au;

  • LOM cash costs of US$809/oz Au and all-in sustaining cash costs (“AISC”) of US$957/oz Au;

  • Initial CAPEX of US$190 million;

  • Average gold recovery of 96.7%;

  • High average mill head grade of 0.88 g/t Au;

  • Average annual gold production of 80,100 oz Au in the first 8 years of production;

  • Average mill throughput of 2.5 Mt/a (6.8 kt/d), increasing to 3.0 Mt/a (8.2 kt/d) after four years of operation.

Table 1.11: Project Economics & Upside

Gold price
(US$/oz Au)
Post-Tax NPV5%
(US$M)
Post-Tax IRR
$1,600 $144 17.6%
$1,750Ŧ $212 22.8%
$1,900 $281 27.6%
$2,050 $349 32.1%

Ŧ base case scenario

Production Profile & Economic Analysis

The results of the PEA demonstrate Lemhi has the potential to become a profitable, low-cost gold producer. With an average annual gold production of 75,900 oz Au over the 11.2-year LOM, Lemhi has a life of mine payable output of 851,900 oz Au and average annual gold production of 80,100 oz Au in the first 8 years of production (Figure 9).

  • 37 -

Figure 9: Lemhi Annual Payable Gold Production

==> picture [419 x 237] intentionally omitted <==

----- Start of picture text -----

120 1.20
100 1.00
80 0.80
60 0.60
40 0.40
20 0.20
-- --
Y1 Y2 Y3 Y4 Y5 Y6 Y7 Y8 Y9 Y10 Y11 Y12
Project Year
Payable Au Production (koz) Mill Feed Head Grade (g/t)
Payable Au Production (koz)
Mill Feed Head Grade (g/t Au)
----- End of picture text -----

With an average operating cost of US$21.53/t milled over the LOM, the operation has cash costs of US$809/oz Au and AISC of US$957/oz Au. The project has an initial capital cost of US$190 million.

The economic analysis was performed assuming a 5% discount rate. Cash flows have been discounted to the start of construction, assuming that the project execution decision will be taken, and major project financing will be carried out at this time.

The preliminary economic assessment is preliminary in nature, that it includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves, and there is no certainty that the preliminary economic assessment will be realized.

On a post-tax basis, the NPV discounted at 5% is US$212.4 million; the IRR is 22.8%; and payback period is 3.6 years. A summary of the post-tax project economics is shown graphically in Figure 10 and listed in Table 1.12.

  • 38 -

Figure 10: Projected Life of Mine Post-Tax Unlevered Free Cash Flow

==> picture [469 x 296] intentionally omitted <==

Source: Ausenco, 2023.

  • 39 -

Table 1.12: Economic Analysis Summary

General Unit LOM Total/Avg.
Gold Price US$/oz 1,750
Mine Life years 11.2
Total Waste Tonnes Mined kt 121,903
Total Mill Feed Tonnes kt 31,128
Strip Ratio waste: mineralized
rock
3.9
Production Unit LOM Total/Avg.
Mill Head Grade g/t 0.88
Mill Recovery Rate % 96.7
Total Payable Mill Ounces Recovered koz 851.9
Total Average Annual Payable Production koz 75.9
Operating Costs Unit LOM Total/Avg.
Mining Cost (incl. rehandle) US$/t mined 2.51
Mining Cost (incl. rehandle) US$/t milled 11.43
Processing Cost US$/t milled 9.03
General & Administrative Cost US$/t milled 1.07
Total Operating Costs US$/t milled 21.53
Treatment & Refining Cost US$/oz 4.30
Net Smelter Royalty % 1.0
Cash Costs1 US$/oz Au 809
All-In Sustaining Costs2 US$/oz Au 957
Capital Costs Unit LOM Total/Avg.
Initial Capital US$M 190
Expansion Capital US$M 8
Sustaining Capital US$M 101
Closure Costs US$M 30
Salvage Value US$M 12
Financials – Pre-Tax Unit LOM Total/Avg.
Net Present Value (5%) US$M 297
Internal Rate of Return % 26.9
Payback years 3.3
Financials – Post-Tax Unit LOM Total/Avg.
Net Present Value (5%) US$M 212.4
Internal Rate of Return % 22.8
Payback years 3.6

Notes:

  • 40 -

  • Cash costs consist of mining costs, processing costs, mine-level G&A and treatment and refining charges, and royalties. 2. All-in sustaining costs include cash costs plus expansion capital, sustaining capital, closure costs and salvage value. Source: Ausenco, 2023.

Mining and Metallurgy

The deposit is amenable to open pit mining practices. Mine production planning is based on conventional drill/blast/load/haul open pit mining methods suited for the project location and local site requirements. The open pit activities are designed for approximately two years of construction followed by twelve years of operations. The PEA mine production plan estimates a total LOM mill feed of 31,128 kt of mineralized rock at an average feed grade of 0.88 g/t Au. Based on the current mineralized rock extents, the pit design results in a 3.9 waste to mineralize rock ratio.

Pit designs are configured on 5 m bench heights, with minimum 8 m wide berms placed every four benches, or quadruple benching. Slopes of 25 degree are applied in the thin overburden layer above the deposit bedrock. Since there has been no geotechnical test work or analysis completed on the bedrock, the applied bench face and inter-ramp angles, 70-75 degrees and 50-55 degrees respectively, are scoping level assumptions based only on the rock type and overall depth of the open pit.

Resource from the open pit will report to a ROM pad and primary crusher directly northeast of the pit rim. The mill will be fed with material from the pits at an average rate of 2.5 Mt/a (6.8 kt/d), increasing to 3.0 Mt/a (8.2 kt/d) after four years of operation. Resources mined in excess of mill feed targets will be stored in a low grade stockpile directly south of the ROM pad, and east of the open pit. This stockpile is planned to be completely reclaimed to the mill at the end of the mine life. Waste rock will be placed in one of two facilities, each planned as a comingled facility with the processed tailings.

The mine production schedule is summarized in Figure 11 below. The overall site layout is shown in Figure 12.

Figure 11: Mine Production Schedule Summary

==> picture [469 x 272] intentionally omitted <==

  • 41 -

Figure 12: Overall Site Layout

==> picture [469 x 292] intentionally omitted <==

Source: Ausenco, 2023.

A number of metallurgical test programs have been completed on the Lemhi Gold Project since 1994. A summary of the test programs is presented in Table 1.13.

  • 42 -

Table 1.13: Summary of Metallurgical Test Programs

Year Laboratory Description
1994 Kappes Cassiday,Reno Phase 1 - column leach,bottle roll tests on 7 composites
1995 Kappes Cassiday,Reno Phase 2 - column leach,bottle roll tests on 1 composite
1995 Kappes Cassiday,Reno Phase 3 - column leach,bottle roll tests on 2 composites
2021 SGS, Vancouver 11 samples tested in 2 phases; included gravity, bottle roll,
flotation, comminution. Additional phase of variability testing
-26 samples
Solid/Liquid separation
2023 Base Met, Kamloops comminution on 5 samples
gravity and leach testing on 2 master composites
CN detox and dewateringtesting

The process flowsheet for the Lemhi Gold project was selected based on the metallurgical test work results and flowsheet trade off study and was tailored to support the ramp-up of the plant throughput in Year 5 and a production profile over the life of mine. The unit operations selected are standard technologies used in gold processing plants. The proposed flowsheet uses conventional equipment for the following circuits which include crushing/grinding, leaching/carbon adsorption, carbon desorption/electrowinning/refining and cyanide destruction/wet tailings deposition.

The process design is comprised of the following circuits: primary crushing of run-of-mine (ROM) material; semi-autogenous grinding (SAG) mill followed by ball mill with cyclone classification; leach and carbon-in-leach adsorption; acid washing and elution of loaded carbon; electrowinning and smelting to produce doré; carbon regeneration; and cyanide destruction and wet tailings disposal.

Capital & Operating Costs

The capital cost estimate conforms to Class 5 guidelines for a PEA-level estimate accuracy according to the Association for the Advancement of Cost Engineering International (AACE International). The capital cost estimate was developed in Q2 2023 United States dollars based on Ausenco’s in-house database of projects and studies, budget pricing for equipment, as well as experience from similar operations.

The estimate includes open pit mining, processing, on-site infrastructure, tailings and waste rock facilities, off-site infrastructure, project indirect costs, project delivery, owner’s costs, and contingency. The capital cost summary is presented in Table 1.14. The total initial capital cost for the Lemhi Project is US$190.2 M; and life-of-mine sustaining costs are US$101.2 M. The cost of expansion in fifth year is estimated at US$7.6 M. Closure costs are estimated at US$29.9 M, with salvage credits of US$12.0 M.

  • 43 -

Table 1.14: Summary of Capital Costs

WBS WBS
Description
Initial Capital
Cost (US$M)
Sustaining
Capital Cost
LOM (US$M)
Expansion Cost
(US$M)
Total Capital
Cost LOM
(US$M)
1000 Mine 41.3 60.4 2.1 103.8
3000 Process Plant 67.0 1.7 3.5 72.2
4000 Tailings 10.2 37.9 - 48.1
5000 On-Site
Infrastructure
18.5 0.2 - 18.7
6000 Off-Site
Infrastructure
2.3 - - 2.3
Total Direct 139.2 100.2 5.6 245.1
7100 Field Indirect 6.4 - 0.3 6.6
7200 Project Delivery 11.8 - 0.4 12.2
7500 Spares + First
Fills
2.9 1.0 0.2 4.1
8000 Owner’s Cost 3.7 - - 3.7
Total Indirect 24.7 1.0 0.9 26.6
9000 Contingency 26.2 - 1.1 27.3
Project Total 190.2 101.2 7.6 298.9

Note: Totals may not sum due to rounding

The operating cost estimates was developed from first principles and applied to the mine production schedule. Productivity and cost inputs are derived from historical reference data. and includes mining, processing, maintenance, power, and general and administration (G&A) costs. Table 1.15 provides a summary of the project operating costs.

The overall life-of-mine operating cost is US$670.3 M over 11.2 years, or an average of US$21.53/t of material milled in a typical year.

Table 1.15: Operating Cost Summary Cost

Area Life-of-Mine Cost
(US$M)
LOM Annual Cost
(US$M)
LOM Unit Cost
(US$/t milled)
Mining 355.8 31.7 11.43
Process 281.2 25.0 9.03
G&A 33.2 3.0 1.07
Total 670.3 59.7 21.53

Note: Totals may not sum due to rounding

  • 44 -

Sensitivity Analysis

A sensitivity analysis was conducted on the base case post-tax NPV and IRR of the project using the following variables: gold price, operating costs, and initial capital costs. Table 1.16 summarizes the posttax sensitivity analysis results.

Table 1.16: Post-tax Sensitivity Analysis

Post-Tax NPV Sensitivity To Opex

Post-Tax IRR Sensitivity To Opex

Gold Price (US$/oz)

Gold Price (US$/oz)

Gold Price (US$/oz) Gold Price (US$/oz)
$212
(20.0%)
(10.0%)
--
10.0%
20.0%

$1,450
$1,600

$1,750
$1,900
$2,050

Opex
$0
(20.0%)
(10.0%)
--
10.0%
20.0%

$1,450
$1,600

$1,750
$1,900
$2,050
148
217
111
180

74
144

37
107

(1)
70
285
353
422
249
317
385
212
281
349
176
244
313
139
208
276
18.0
23.2
15.0
20.4

11.9
17.6

8.5
14.6

4.9
11.4
27.9
32.5
36.8
25.4
30.1
34.5
22.8
27.6
32.1
20.1
25.1
29.7
17.2
22.4
27.2

Post-Tax NPV Sensitivity To Initial Capex

Post-Tax IRR Sensitivity To Initial Capex

Gold Price (US$/oz)

$1,750
$1,900
$2,050
Initial Capex
251
319
388
232
300
368
212
281
349
193
262
330
174
242
311
Gold Price (US$/oz)
$212
(20.0%)
(10.0%)
--
10.0%
20.0%

$1,450
$1,600

$1,750
$1,900
$2,050
$0
(20.0%)
(10.0%)
--
10.0%
20.0%

$1,450
$1,600

$1,750
$1,900
$2,050
113
182
94
163
74
144

55
124

36
105
251
319
388
232
300
368
212
281
349
193
262
330
174
242
311
17.1
23.8
14.3
20.4
11.9
17.6

9.8
15.2

7.9
13.1
29.8
35.4
40.7
26.0
31.1
36.0
22.8
27.6
32.1
20.1
24.6
28.9
17.8
22.1
26.1
  • 45 -

Recommendations & Opportunities

Recommendations for upcoming work programs include but are not limited to: a follow-up exploration and drilling program to expand the resource base at Lemhi; geotechnical studies in the project area; additional test work to confirm recoveries; evaluation of a heap leach option, and; further environmental and socioeconomic baseline studies.

As part of the current PEA, Freeman filed a National Instrument (“ NI ”) 43-101 Technical Report entitled “Lemhi Gold Project, NI 43-101 Technical Report and Preliminary Economic Assessment, Idaho, United States” dated effective of October 13, 2023 (the “Report”). See news release dated November 30, 2023.

Summary of quarterly results

The following table summarizes the last eight quarters of the Company:

Net earnings Earnings (loss)
Net loss before other (loss) and per common
items excluding share- Share-based comprehensive share- basic and
Period based compensation compensation Other items earnings (loss) diluted
$ $ $ $ $
31-May-24 (251,777) - (236,652) (488,429) (0.00)
29-Feb-24 (321,636) - 669,184 347,548 (0.00)
30-Nov-23 (322,369) - (1,000,007) (1,322,376) (0.01)
31-Aug-23 (313,490) - 1,060,909 747,419 0.01
31-May-23 (307,157) - 35,498 (271,659) (0.00)
28-Feb-23 (401,379) (451,152) 28,038 (824,493) (0.01)
30-Nov-22 (453,271) - 525,429 72,158 0.00
31-Aug-22 (394,259) - 1,252,370 858,111 0.01

Results of operations - For the three months ended May 31, 2024 and 2023

Revenues

Due to the Company’s status as an exploration stage mineral resource company and a lack of commercial production from its properties, the Company currently does not have any revenues from its operations.

Expenses and Other items

During the three months ended May 31, 2024, the Company recorded a net loss of $488,429 compared to $271,659 for the quarter ended May 31, 2023. Major variances are as follows:

  • Consulting fees were $198,750 (three months ended May 31, 2023: $251,250). The decrease is largely related to the cancellation of contracts with two consultants effective January 1, 2024 and with one consultant effective March 1, 2023.

  • Fair value loss on liability warrants was $264,091 (three months ended May 31, 2023: fair value gain of $574). The fair value loss was derived from an increase in the market value of the warrant during the current quarter from $.0339 per warrant to $.0477 per warrant.

  • Interest income was $21,506 (three months ended May 31, 2023: $41,349). The decrease in interest income is related to the decrease in the GIC balances due to the use of cash for operations.

  • 46 -

For the quarter ended May 31, 2024, basic and fully diluted loss per share was $0.00 compared to $0.00 per share for the quarter ended May 31, 2023.

Results of operations - For the six months ended May 31, 2024 and 2023

Revenues

Due to the Company’s status as an exploration stage mineral resource company and a lack of commercial production from its properties, the Company currently does not have any revenues from its operations.

Expenses and Other Items

During the six months ended May 31, 2024, the Company recorded a net loss of $140,881 compared to $1,096,152 for the six months ended May 31, 2023. Major variances are as follows:

  • Consulting fees were $415,651 (six months ended May 31, 2023: $519,562). The decrease is largely related to the cancellation of contracts with two consultants effective January 1, 2024, and with one consultant effective March 1, 2023.

  • General and administrative costs were $40,842 (six months ended May 31, 2023: $50,328). The decrease is largely related to a reduction in corporate activity.

  • Marketing fees were $31,859 (six months ended May 31, 2023: $16,354). The increase is largely related to the purchase of a new website platform in the current year.

  • Professional fees were $48,508 (six months ended May 31, 2023: $71,483). The decrease is related to the amalgamation of the majority of the Company’s subsidiaries in the prior year as well as several years of tax returns prepared for the Company’s subsidiaries in the prior year period.

  • Regulatory and filing fees were $36,071 (six months ended May 31, 2023: $49,464). The decrease is largely related to lower annual fees charged by the OTC market for the current fiscal year.

  • Share-based compensation was $Nil (six months ended May 31, 2023: $451,152). The decrease is related to the grant of 2,325,000 options in the prior year. No options were issued in the current period.

  • Fair value gain on liability warrants was $386,069 (six months ended May 31, 2023: fair value loss of $9,087). The fair value gain was derived from a decrease in the market value of the warrant during the current period from $.0679 per warrant to $.0477 per warrant. In the prior year, the fair value loss was derived from an increase in the US exchange rate from November 30, 2022, to May 31, 2023. The value at November 30, 2022 was $0.0675 per warrant whereas the value at May 31, 2023 was $0.068 per warrant.

  • Interest income was $42,226 (three months ended May 31, 2023: $68,923). The decrease in interest income is related to the decrease in the GIC balances due to the use of cash for operations.

For the six months ended May 31, 2024, basic and fully diluted loss per share was $0.00 compared to $0.01 per share for the six months ended May 31, 2023.

Liquidity and capital resources

At May 31, 2024, the Company had working capital of $1,614,336 and an accumulated deficit of $12,136,916 compared to working capital of $2,311,950 and an accumulated deficit of $13,654,144 as at November 30, 2023. Working capital excludes warrant liabilities.

  • 47 -

Management is actively targeting sources of additional financing through alliances with financial, exploration and mining entities, or other business and financial transactions which would assure continuation of the Company’s operations and exploration programs. In order for the Company to meet its liabilities as they come due and to continue its operations, the Company is solely dependent upon its ability to generate such financing. These factors comprise a material uncertainty which may cast significant doubt about the Company’s ability to continue as a going concern.

Cash flow analysis

Operating activities

During the six months ended May 31, 2024, cash used in operating activities was $191,874 (six months ended May 31, 2023 - $527,880).

Financing activities

During the six months ended May 31, 2024, cash used in financing activities was $32,862 compared to $39,434 during the period ended May 31, 2023.

Investing activities

During the six months ended May 31, 2024 and May 31, 2023, cash used in investing activities was $201,520 and $976,544, respectively. The investing expenditures for both periods were related to the Lemhi property exploration and evaluation program.

Related party transactions

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of members of the Company's Board of Directors and corporate officers.

The Company entered into the following transactions with related parties during the six months ended May 31, 2024 and 2023:

Six months ended May31,2024 May31,2023
$ $
Consulting fees paid to a company controlled by the CEO
112,500 112,500
Consulting fees paid to the CFO and to a company controlled by the CFO
172,500 172,500
Consulting and equipment rental fees paid to the VP, Exploration 96,000 96,000
Consulting fees paid to the VP, Development
- 12,000
Consulting fees paid to a company controlled by the Executive Chairman
112,500 112,500
Share-based compensation paid to officers and directors
- 451,152
493,500 956,652

Included in accounts payable at May 31, 2024 is $371,921 (November 30, 2023 - $63,563) owing to related parties. Amounts due to related parties are unsecured, non-interest bearing and have no specified terms of repayment.

On July 23, 2021, the Company issued 1,000,000 RSUs to the Chief Financial Officer and to the Executive Chairman of the board. The RSUs expire three years from the date of issue and vest upon the occurrence of any one of the following events:

  • 48 -

  • 1) The Company is sold;

  • 2) The participant resigns;

  • 3) The participant is terminated without cause; or

  • 4) The participant is otherwise unable to perform services for the Company.

On June 22, 2022, the Company issued 150,000 RSUs to two directors of the Company. The RSUs expire three years from the date of issue and vest upon the occurrence of any one of the following events:

  • 1) The Company is sold; or

  • 2) The participant ceases to perform as director or is otherwise unable to perform services for the Company.

Risks and uncertainties

The Company is engaged in the acquisition and exploration of mining claims. These activities involve significant risks for which careful evaluation, experience and knowledge may not, in some cases eliminate the risk involved. The commercial viability of any material deposit depends on many factors not all of which are within the control of management. Some of the factors that affect the financial viability of a given mineral deposit include its size, grade and proximity to infrastructure. Government regulation, taxes, royalties, land tenure, land use, environmental protection and reclamation and closure obligations, have an impact on the economic viability of a mineral deposit.

The preparation of condensed consolidated interim financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated interim financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Annual losses are expected to continue until the Company has an interest in a mineral property that produces revenues. Freeman’s ability to continue its operations and to realize assets at their carrying values is dependent upon the continued support of its shareholders, obtaining additional financing and generating revenues sufficient to cover its operating costs. The Company’s condensed consolidated interim financial statements do not give effect to any adjustments which would be necessary should Freeman be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the condensed consolidated interim financial statements.

Cautionary note regarding forward looking statements

Any forward-looking information in this MD&A is based on the conclusions of management. The Company cautions that due to risks and uncertainties, actual events may differ materially from current expectations. With respect to the Company’s operations, actual events may differ from current expectations due to economic conditions, new opportunities, changing budget priorities of the Company and other factors.

Financial instrument risks

The Company thoroughly examines the various financial instrument risks to which it is exposed and assesses the impact and likelihood of those risks. These risks may include interest rate risk, credit risk, liquidity risk and currency risk. The carrying value of the Company's financial instruments approximates their fair value due to their short-term nature. Fair value measurements of financial instruments are required

  • 49 -

to be classified using a fair value hierarchy that reflects the significance of inputs in making the measurements. The levels of the fair value hierarchy are defined as follows:

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 – Inputs for the asset or liability that are not based on observable market data.

At May 31, 2024, the fair value of the Company’s warrant liabilities and cash and cash equivalents are based on Level 1 measurements. The fair values of other financial instruments approximate their carrying values due to the relatively short-term maturity of these instruments.

Interest rate risk: Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company has no debt. The only interest-bearing assets are bank accounts and redeemable guaranteed investment certificates which mature within one year. As such, the Company has minimal interest rate risk.

Credit risk: Credit risk is the risk of potential loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. The Company's credit risk is primarily attributable to its liquid financial assets including cash, which is held with a high-credit financial institution and amounts receivable from the Government of Canada. As such, the Company’s credit exposure is minimal.

Liquidity risk: Liquidity risk arises from the excess of financial obligations over available financial assets due at any point in time. The Company's objective in managing liquidity risk is to maintain sufficient readily available reserves to meet its liquidity requirements. The Company addresses its liquidity through equity financing obtained through the sale of common shares. While the Company has been successful in securing financings in the past, there is no assurance that it will be able to do so in the future.

Currency risk: Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange. As of May 31, 2024, the Company has US dollar denominated assets of $1,053,014 and US dollar denominated liabilities of $17,836. Based on this net US dollar exposure, at May 31, 2024, a 10% change in the Canadian dollar to the US dollar exchange rate would impact the Company’s net income or loss by $103,518.

Capital management

The Company's objectives when managing capital are to safeguard its ability to continue as a going concern to pursue its operations and to maintain a flexible capital structure, which optimizes the costs of capital at an acceptable risk. The Company considers its capital for this purpose to be its shareholders' equity. The Company's primary source of capital is through the issuance of equity. The Company manages and adjusts its capital structure when changes in economic conditions occur. To maintain or adjust the capital structure, the Company may seek additional funding. The Company may require additional capital resources to meet its administrative overhead expenses in the long term. The Company believes it will be able to raise capital as required in the long term but recognizes there will be risks involved that may be beyond its control. There are no external restrictions on the management of capital.

There were no changes in the Company’s approach to capital management during the six months ended May 31, 2024.

  • 50 -

Outstanding shares, stock options, warrants and RSU’s

As of May 31, 2024 and the date of this MD&A, the Company had 131,751,484 common shares, 30,668,496 warrants, 4,450,000 share purchase options and 1,150,000 RSU’s outstanding.

Off-balance sheet arrangements

The Company has no off-balance sheet arrangements.

Proposed transactions

The Company has no proposed transactions.

Significant accounting estimates and judgments

These condensed consolidated interim financial statements include estimates which, by their nature, are uncertain. The impacts of such estimates are pervasive throughout the condensed consolidated interim financial statements and may require accounting adjustments based on future occurrences. Revisions to accounting estimates are recognized in the period in which the estimate is revised and in future periods if the revision affects both current and future periods. These estimates are based on historical experience, current and future economic conditions and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Significant assumptions about the future and other sources of estimation uncertainty that management has made at year end that could result in a material adjustment to the carrying amounts of assets and liabilities, in the event that actual results differ from assumptions made, relate to the following:

Critical accounting judgments

Going concern assessment

Presentation of the condensed consolidated interim financial statements as a going concern assumes that the Company will continue in operation for the foreseeable future, obtain additional financing as required, and will be able to realize its assets and discharge its liabilities in the normal course of operations as they come due.

Impairment of exploration and evaluation assets

Management is required to assess impairment in respect to the Company’s intangible mineral property interests. The triggering events are defined in IFRS 6. In making the assessment, management is required to make judgments on the status of each project and the future plans towards finding commercial reserves.

Internal controls over financial reporting

Changes in internal control over financial reporting (“ICFR”)

In connection with National Instrument 52-109, Certification of Disclosure in Company’s Annual and Interim Filings (“NI 52-109”) adopted in December 2008 by each of the securities commissions across Canada, the Chief Executive Officer and Chief Financial Officer of the Company will file a Venture Company Basic Certificate with respect to financial information contained in the audited annual consolidated financial statements and annual Management’s Discussion and Analysis. The Venture Issue

  • 51 -

Basic Certification does not include representations relating to the establishment and maintenance of disclosure controls and procedures and internal control over financial reporting, as defined in NI52-109.

Management’s responsibility for financial statements

The information provided in this MD&A, including the condensed consolidated interim financial statements, is the responsibility of management. In the preparation of the condensed consolidated interim financial statements, estimates are sometimes necessary to make a determination of future values for certain assets or liabilities. Management believes such estimates have been based on careful judgments and have been properly reflected in the condensed consolidated interim financial statements.

  • 52 -