General Moly, Inc. Annual Report 2018

FY2018 Annual Report · General Moly, Inc.

Loading PDF…

Letter to Shareholders

Dear fellow shareholder,

Our Company is on the threshold of obtaining reissued final permits for the Mt. Hope Project in central
Nevada. We anticipate receipt of the water permits from the Nevada State Engineer by mid-2019 and
the record of decision (“ROD”) from the federal Bureau of Land Management approving a Supplemental
Environmental Impact Statement later this year.

Receipt of these permits will be significant in de-risking our Mt. Hope Project, allowing it to proceed
towards development upon a sustained improvement in the molybdenum price. We also look forward
to beginning the process of securing project financing with the support of our largest shareholder, AMER
International Group. Re-obtaining the water permits also paves the way to close on the Tranche 3
private placement by AMER to further invest $10 million in General Moly common stock. Please refer to
the latest Company releases and filings for news.

The Company’s Board of Directors has also retained XMS Capital Partners, Headwall Partners and
Odinbrook Global Advisors as financial advisors to evaluate and recommend strategic alternatives to
maximize value for our shareholders.

Moly – Best Metals Price Performer in a Slumping Metals Market in 2018

The molybdenum price was the best price performer in 2018 among the metals and minerals research
scope of BMO Capital Markets. Moly ended 2018 at $11.88/lb, a 16% increase year-over-year and a 76%
increase since yearend 2016. Moly marked its high for 2018 at $13.00/lb in March 2018, which was a
level last seen in 2014. The volatile moly price traded sideways through much of the remainder of the
year in the $11.00-$12.00 range. At the time of this letter, the moly price has surpassed $12/lb.

Moly supply remains tight and the moly market is anticipated to fall into a deficit in 2019 through 2022,
according to the Molybdenum Quarterly, February 2019, report by the CPM Group, a leading
commodities research and consulting firm. We continue to look for improvement in the moly price in
2019 and the next few years.

Strengthening moly demand from rising output in stainless steel and specialty steels for the oil and gas
industry in 2018, including the burgeoning liquid natural gas global trade, is expected to continue. Moly
prices have risen despite successive record global moly production of 683 million pounds in 2017 and
approximately 700 million pounds in 2018, the CPM Group noted.

Expected Shortfall in Moly Supply

The ramp up in by-product moly has already been maximized and, therefore, CPM projects a flat to 1
percent growth in moly supply in 2019. The key to meeting future supply growth is an increase in
primary moly production. We believe that our Mt. Hope Project is the most attractive and advanced
primary moly deposit in the world to potentially supply approximately a 5% share of an annual 700-
million-pound moly market.

The CPM Group projects the moly price to rise from an annual average of $13.36/lb in 2019 to $17.67/lb
in 2022. An historical moly price chart is shown in the Molybdenum Market Update section of the
attached Annual Report on Form 10-K.

Figure 1: Molybdenum Supply Shortfall in 2019-2022 Shown in CPM Group’s Chart on Supply and
Demand Balance and Prices Projected to 2025.

Positive Exploration Drill Results in 2018

The Mt. Hope Project has also been enhanced by the positive results of our exploration drilling program
during 2018 that identified a shallow, high-grade zinc deposit, adjacent to the Mt. Hope moly deposit.
Several holes of the 9-hole program in a skarn area, southeast of the ultimate pit design of the moly
deposit, demonstrated continuity of intriguing copper and silver intercepts at depth.

We are encouraged by the drill results indicating potential for a satellite surface mining operation that
could either stand alone or be developed in association with the future moly mine.

Similar to moly, zinc is predominantly used in steel making (60 percent), to produce brass, bronze and in
other die-casting and chemical applications.

While the zinc, copper and silver potential offers exploration option value, the core value of the Mt.
Hope Project is its long-lived and high-grade primary moly open pit production at over 40 million pounds
per year for the first five years.

2018 in Review

During 2018, a robust U.S. dollar weighed on precious, base and industrial metals; almost all recorded
negative returns on the year except for moly. The Bloomberg Commodities Industrial Metals Index
(BCOMIN) composed of copper, aluminum, zinc and nickel lost 19.5% in 2018, after a strong 28% gain in
2017.

Our General Moly stock was not spared in the retreat of metals and mining stocks in general during
2018. In a turbulent stock market, we raised $1.9 million in net proceeds after expenses from an

underwritten public offering in October 2018. I personally invested $500,000 in the offering of shares
and accompanying warrants to increase my ownership position to 5.2 million shares of General Moly. In
March 2019, I have also committed to invest in the majority stake of a Convertible Preferred Share
private placement of up to $900,000 to provide interim incremental liquidity to our Company.

In December 2018, we further decreased overhead costs, implementing temporary reductions in
executive and staff compensation, including a 40% reduction in my annual salary, and a reduction to the
retainer and fees for the members of the Board of Directors and secretary.

It is important to note that the ongoing care and maintenance expenses for the Mt. Hope Project are
self-funded into 2021 through an existing reserve account at Eureka Moly, LLC, our 80%-owned joint
venture operating company. The remaining 20% interest in Eureka Moly is owned by our partner POS-
Minerals, a subsidiary of POSCO of South Korea. Engineering for the Mt. Hope Project remains
approximately 65% complete.

In a positive development for the Mt. Hope Project, we negotiated a settlement agreement with Eureka
County and the Diamond Natural Resources Protection & Conservation Association in Nevada resolving
all of their respective protest issues during the public hearing on the Mt. Hope water applications in
September 2018. . We anticipate a decision and issuance of water permits from the Nevada State
Engineer by mid-year 2019.

2019 may prove to be a pivotal year for our Company. Upon receipt of the ROD and water permits, and
anticipated continued recovery of the moly market, our focus will be on managing the restart of the
engineering and procurement programs for the Mt. Hope moly project.

We appreciate the ongoing support of our shareholders and AMER, and dedication of our loyal
employees. We have cleared numerous hurdles and take great pride in making our best effort every day
to build Mt. Hope and our Company.

We see brighter days for the moly price, and we are energized and ready to move forward as the only
western exchange listed, pure-play moly development company and potential medium-term producer.

Sincerely,

Bruce D. Hansen
Chief Executive Officer
April 16, 2019

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

(cid:95) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2018

(cid:134) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

1934

For the transition period from to

Commission file number: 001-32986

GENERAL MOLY, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation or
Organization)

1726 Cole Blvd.,
Suite 115
Lakewood, CO
(Address of principal executive offices)

91-0232000
(I.R.S. Employer Identification No.)

80401
(Zip Code)

Securities registered pursuant to Section 12(b) of the Act:

Registrant’s telephone number, including area code: (303) 928-8599

Common Stock, par value $0.001 per share
(Title of Each Class)

NYSE American and Toronto Stock Exchange
(Name of each Exchange on Which Registered)

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes (cid:134) No (cid:95)

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes (cid:134) No (cid:95)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90
days. Yes (cid:95) No (cid:134)

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation

S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes (cid:95) No (cid:134)

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405) is not contained herein, and will not be contained, to

the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. (cid:95)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging

growth company. See definitions of “large accelerated filer”, “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the
Exchange Act.

Large accelerated filer (cid:134)

Non-accelerated filer (cid:95)

Accelerated filer (cid:133)

Smaller reporting company (cid:95)

Emerging growth company (cid:133)

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or

revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. (cid:134)(cid:3)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes (cid:134) No (cid:95)

As of June 30, 2018, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $33,127,513 based on the closing

price as reported on the NYSE American.

As of March 7, 2019, 137,114,804 shares of the registrant’s common stock, par value of $0.001 per share, were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Certain portions of the registrant’s definitive proxy statement to be used in connection with its Annual Meeting

of Stockholders and to be filed within 120 days of December 31, 2018 are incorporated by reference into
Part III, Items 10-14, of this report on Form 10-K.

TABLE OF CONTENTS

ITEMS 1. & 2. BUSINESS AND PROPERTIES

ITEM 1A.

RISK FACTORS

ITEM 1B.

UNRESOLVED STAFF COMMENTS

ITEM 3.

LEGAL PROCEEDINGS

ITEM 4.

MINE SAFETY DISCLOSURES

Part I

Part II

ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 6.

SELECTED FINANCIAL DATA

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

ITEM 9A.

CONTROLS AND PROCEDURES

ITEM 9B.

OTHER INFORMATION

Part III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 11.

EXECUTIVE COMPENSATION

ITEM 12.

ITEM 13.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE

ITEM 14.

PRINCIPAL ACCOUNTING FEES AND SERVICES

Part IV

ITEM 15.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

ITEM 16.

FORM 10-K SUMMARY

SIGNATURES

Page

ITEMS 1. & 2. BUSINESS AND PROPERTIES

PART I

The Company

References made in this Annual Report on Form 10-K to “we,” “our,” “us,” and the “Company” refer to

General Moly, Inc. and its consolidated subsidiary Eureka Moly, LLC, referred to as the “LLC.”

We are in the business of the exploration, development and mining of properties primarily containing
molybdenum. Our main asset is an 80% interest in the Mt. Hope Project (“Mt. Hope Project”), a primary molybdenum
property, located in Eureka County, Nevada. In 2006, we acquired a second significant molybdenum and copper project,
the Liberty Project (“Liberty Project”), located in Nye County, Nevada, which we wholly own. The Liberty Project is
anticipated to become our second molybdenum and copper operation, after commencement of commercial production at
the Mt. Hope Project, with initial production dependent on market conditions.

Corporate Information

The Company was initially incorporated in Idaho under the name “General Mines Corporation” in 1925. We

have gone through several name changes and on October 5, 2007, we reincorporated the Company in the State of
Delaware (“Reincorporation”) through a merger of Idaho General Mines, Inc. with and into General Moly, Inc., a
Delaware corporation that was a wholly-owned subsidiary of Idaho General Mines, Inc. with General Moly, Inc. being
the surviving entity. In connection with the Reincorporation, all of the outstanding securities of Idaho General
Mines, Inc. were converted into securities of General Moly, Inc. on a one-for-one basis. For purposes of the Company’s
reporting status with the U.S. Securities and Exchange Commission (“SEC”), General Moly, Inc. is deemed a successor
to Idaho General Mines, Inc. Our common stock is traded on the NYSE American market under the symbol “GMO” and,
in February 2008, the Company began trading on the Toronto Stock Exchange (“TSX”) under the same symbol. Our
registered and principal executive office is located at 1726 Cole Blvd., Suite 115, Lakewood, Colorado 80401 and the
phone number for that office is (303) 928-8599.

We maintain a website at www.generalmoly.com, on which we post free of charge our annual reports on

Form 10-K, quarterly reports on Form 10-Q, Extensible Business Reporting Language (“XBRL”) documents, and any
amendments to these reports under the heading “Investors” as soon as reasonably practicable after we electronically file
such material with, or furnish it to, the SEC. We also routinely post important information about the Company on our
website under the heading “Investors.” We do not incorporate the information on our website into this document and
you should not consider any information on, or that can be accessed through, our website as part of this document. The
SEC also maintains a website that contains our reports and other information at www.sec.gov.

Corporate Strategy and Objective

Our corporate strategy has been to acquire and develop highly profitable advanced stage mineral deposits. Our

corporate objective is to profitably develop and operate the Mt. Hope Project and to complete our evaluation and
commence development of the Liberty Project. Presently, we are focused on working cooperatively with federal and
state of Nevada regulatory agencies to reobtain necessary permits for the Mt. Hope Project, advancing exploration of
copper, silver and zinc at the Mt. Hope Project site and advancing our efforts to obtain financing required to complete
the development of the Mt. Hope Project, while at the same time conserving our cash resources until such financing is
received.

We are working with the Nevada State Engineer to re-obtain our water permits following the October 2015 and
September 2017 Nevada Supreme Court decisions which resulted in a reversal of our water permits and denial of water
applications that previously were approved by the Nevada State Engineer. As discussed below, we have filed new water
applications that are pending before the Nevada State Engineer and a hearing on these applications took place in
September 2018. We are also working closely with the BLM to complete a draft supplemental Environmental Impact
Statement (“EIS”) to comply with issues raised by the Ninth Circuit, discussed below, and to have the ROD reissued.

We believe we have the following business strengths that will enable us to achieve our objectives:

• We have retained a strong, proven management team with experience in mine development, project

financing, and operations.

• The Mt. Hope Project is anticipated to be one of the largest and lowest cost primary molybdenum projects

in the world, driven, in part, by high ore grades that will be processed early in the mine life.

• Our Liberty Project has the potential to become a second, significant, molybdenum and copper operation

and is wholly-owned by the Company and royalty-free.

• The Mt. Hope Project and the Liberty Project are located in Nevada, which has a long and ongoing history

of large-scale, open pit mining operations.

• Both the Mt. Hope Project and the Liberty Project have near-by infrastructure for power, access roads, and

water and have an environmentally sound design.

• We have strong international support from the steel industry as evidenced by the strategic partnerships and

off-take agreements we have in place with several of the world’s largest steel companies.

• We are observing improving long-term market fundamentals for molybdenum based on strengthening
global industrial growth and steel demand, and tightening molybdenum supply and believe that the
molybdenum price has a better probability of continuing to appreciate than to depreciate further.

Products

We do not currently produce any products. When the Mt. Hope Project is developed, the LLC expects
production of 40 million pounds of molybdenum (“Mo”) per year over the first five years on average, and approximately
1.2 billion pounds of molybdenum over the expected 41-year life of the project (based on a $12/lb Mo reserve). Using
the $8/lb Mo reserve referenced later in this report, life of mine production declines to approximately 0.5 billion pounds
of molybdenum. The Mt. Hope Project will primarily focus on producing Technical Grade Molybdenum Oxide
(“TMO”), which is widely utilized by the steel industry. In the future, we may also consider producing
ferromolybdenum (“FeMo”), which is also used by the steel industry and would make the Company an integrated
supplier to the steel industry and have left space in the process plant design for the Mt. Hope Project to accommodate
this process.

Molybdenum is a refractory metal with unique properties. Approximately 70% to 80% of molybdenum

applications are in steel making. Molybdenum, when added to plain carbon and low alloy steels, increases strength,
corrosion resistance and high temperature properties of the alloy. The major applications of molybdenum containing
plain and low alloy steels are automotive body panels, construction steel and oil and gas pipelines. When added to
stainless steels, molybdenum imparts specialized corrosion resistance in severe corrosive environments while improving
strength. The major applications of stainless steels are in industrial chemical process plants, desalinization plants,
nuclear reactor cooling systems and environmental pollution abatement. When added to super alloy steels, such as those
used in jet turbine blades and other advanced aerospace engine components, molybdenum dramatically improves high
temperature strength, thermal expansion and contraction resistance and resistance to oxidation. The effects of
molybdenum additions to steels are not readily duplicated by other elements and as such are not significantly impacted
by substitution of other materials.

Other significant molybdenum applications include lubrication, catalytic sulfur reduction in petrochemicals,

lighting, LCD activation screens, x-ray generation, high temperature heat dissipation and high temperature conductivity.
These areas represent the highest technical and value-added applications of molybdenum.

Molybdenum exploration, development and production is a competitive business. We anticipate competing

worldwide with numerous molybdenum suppliers once the Mt. Hope Project achieves production.

Competitive Conditions

The supply of molybdenum comes from both primary molybdenum mines, such as our proposed Mt. Hope

Project, and as a byproduct of porphyry copper production. Annual molybdenum supply is estimated by the CPM Group
to be 683 million pounds in 2017 and 700 million pounds in 2018. Although many companies produce molybdenum,
some of which also mine other minerals, approximately two-thirds of global production is concentrated among ten
companies.

When and if we develop either or both our Mt. Hope Project and/or Liberty Project and commence production,

our competitive position will be based on the quality and grade of our ore bodies and our ability to manage costs
compared with other producers.

The Company had a total of 13 employees, including 11 exempt and 2 hourly employees, as of December 31,

Employees

2018.

Overview

Description of the Mt. Hope Project

The discussion in this section is based on the entire Mt. Hope Project, of which we own an 80% interest. The

LLC is responsible for the development of the Mt. Hope Project. The Mt. Hope Project will include the development of
an open pit mine, construction of a concentrator and a roaster, and construction of all related infrastructure to produce
TMO, the most widely used molybdenum product.

From November 2004 through August 2007 we conducted numerous exploration, drilling and evaluation

studies, culminating in the completion of a Bankable Feasibility Study (“BFS”) for the Mt. Hope Project. The BFS
provides data on the viability, expected economics, and production and cost estimates of the project. Since publication
of the BFS, we have revised several estimates, based primarily on engineering progress, which remains approximately
65% complete at December 31, 2018. Our current estimates for the Mt. Hope Project capital cost requirements are
referred to as the “Project Capital Estimate” and our current estimates for the Mt. Hope Project operating costs are
referred to as the “Project Operating Cost Estimate”.

In 2005, we initiated the baseline studies necessary for development of an Environmental Impact Statement

(“EIS”). We completed an initial Plan of Operations (“PoO”), which the BLM accepted in September 2006. In
December 2006, the BLM selected an environmental firm to complete the EIS for the Mt. Hope Project. The Company
worked diligently with the environmental firm to complete the EIS, which culminated in the issuance of a Record of
Decision (“ROD”) in November 2012, approving the EIS. As discussed below, the ROD was challenged in the federal
courts and vacated by the Ninth Circuit in 2016. Efforts are underway to supplement the EIS and receive a new ROD
mid-2019.

On January 16, 2014, we filed an updated technical report (the “January 2014 Technical Report”) prepared in

accordance with National Instrument 43-101 Standards of Disclosure for Mineral Projects of the Canadian Securities
Administration (“NI 43-101”) for the Mt. Hope Project, estimating molybdenum reserves and resources, production,
capital and operating cost parameters and project economics. The NI 43-101 is a codified set of rules and guidelines for
reporting and displaying information related to mineral properties owned by, or explored by, companies which report
these results on stock exchanges within Canada. The completed report estimates molybdenum reserves and resources,
production, capital and operating cost parameters, along with project economics.

The January 2014 Technical Report stated a proven and probable mineral reserve containing 984.6 million tons

averaging 0.070% sulfide molybdenum, resulting in 1.4 billion pounds (1.1 billion pounds owned by us), of which 1.2
billion pounds (1.0 billion pounds owned by us) are estimated to be recoverable (molybdenum pounds contained in
Technical Grade Molybdenum Oxide (“TMO”). The proven and probable mineral reserves (eight-phase base plan)
stated in the January 2014 Technical Report were developed at a price of $12.00/lb of molybdenum (“Mo”). Since the
filing of the January 2014 Technical Report the molybdenum price has declined and the proven and probable mineral
reserve has been updated and is shown in the section “Reserves and Mineralized Material” found later in this filing.

The Mt. Hope Project — the Mt. Hope Lease

The Mt. Hope molybdenum project is owned/leased and will be operated by the LLC under the LLC

Agreement, described below under “—Mt. Hope Project Ownership”. The LLC currently has a lease (“Mt. Hope
Lease”) with Mount Hope Mines, Inc. (“MHMI”) for the Mt. Hope Project for a period of 30 years from October 19,
2005 and for so long thereafter as operations are being conducted on the property. The lease may be terminated earlier
at the election of the LLC, or upon a material breach of the lease and failure to cure such breach. If the LLC terminates
the lease, termination is effective 30 days after receipt by MHMI of written notice to terminate the Mt. Hope Lease and
no further payments would be due to MHMI. If MHMI terminates the lease, termination is effective upon receipt of a
notice of termination of a material breach, representation, warranty, covenant or term contained in the Mt. Hope Lease
and followed by failure to cure such breach within 90 days of receipt of a notice of default. MHMI may also elect to
terminate the Mt. Hope Lease if the LLC has not cured the non-payment of obligations under the lease within 10 days of
receipt of a notice of default.

Located in Eureka County, Nevada, the Mt. Hope Project consists of 13 patented lode claims and one millsite
claim, which are owned by MHMI and leased to the LLC, and 1,521 unpatented lode claims, including 109 unpatented
lode claims owned by MHMI and leased to the LLC and 1,412 unpatented lode claims owned by the LLC. Patented
claims are owned real property and unpatented claims are held subject to the paramount title of the United States of
America (“U.S.”) and remain valid for as long as the claim contains a discovery of valuable minerals as defined by law
and the holder pays the applicable fees.

The Mt. Hope Lease is subject to the payment of certain royalties. See “—Royalties, Agreements and
Encumbrances” below. In addition to the royalty payments, the LLC is obligated to maintain the property and the Mt.
Hope Project’s associated water rights, including the payment of all property taxes and claim maintenance fees. The
LLC must also indemnify MHMI against any and all losses incurred as a result of any breach or failure to satisfy any of
the terms of the Mt. Hope Lease or any activities or operations on the Mt. Hope property.

The LLC is not permitted to assign or otherwise convey its obligations under the Mt. Hope Lease to a third

party without the prior written consent of MHMI, which consent may be withheld at its sole discretion. If, however, the
assignment takes the form of a pledge of our interest in the Mt. Hope Project for the purpose of obtaining project
financing, MHMI’s consent may not be unreasonably withheld. The Mt. Hope Lease further requires the LLC to keep
the property free and clear of all liens, encumbrances, claims, charges and burdens on production except as allowed for
project financing.

The Mt. Hope Lease requires that the terms of any project financing must provide that: (i) any principal amount
of debt can only be repaid after payment of the periodic payments as set out in the Mt. Hope Lease; (ii) the lenders may
not prohibit or interfere with any advance royalty payments due to MHMI under the Mt. Hope Lease; and (iii) no cash
sweeps or payments of excess cash flow may be made to the lenders in priority of such advance royalty payments, as
discussed in “ — Royalties, Agreements and Encumbrances” below.

The Mt. Hope Lease also contains an after acquired property clause, which requires that any property acquired

by the LLC within two miles of the boundary of the Mt. Hope Project be conveyed to MHMI if requested within a
certain time period following notification of such acquisition. MHMI has requested that we maintain ownership of all
new claims filed by the LLC, which now includes 1,412 unpatented lode claims.

Property Description and Location

The Mt. Hope molybdenum project is located on the eastern flank of Mt. Hope approximately 21 miles north of
Eureka, Nevada. The Mt. Hope Project is located at the southern end of the northwest-trending Battle Mountain-Eureka

mineral belt. Mt. Hope is approximately 2.6 miles due west of Nevada State Route 278 (“Route 278”), and the Mt. Hope
Project centers in sections 1 and 12, T22N-R51E and sections 12 and 13, T22N-R51½E.

Royalties, Agreements and Encumbrances

Advance Royalty

For the production of molybdenum, the Mt. Hope Lease requires a royalty advance (“Construction Royalty

Advance”) of 3% of certain construction capital costs, as defined in the Mt. Hope Lease. The LLC is obligated to pay a
portion of the Construction Royalty Advance each time capital is raised for the Mt. Hope Project based on 3% of the
expected capital to be used for those certain construction capital costs defined in the Mt. Hope Lease. Through
December 31, 2018, we have paid $25.6 million of the total Construction Royalty Advance. Based on our Mt. Hope
Project capital budget we estimate that a final reconciliation payment on the Capital Construction Cost Estimate (the
“Estimate”) will be due following the commencement of commercial production, after as-built costs are definitively
determined. The Company estimates that, based on the revised capital estimate discussed above and the current timeline
for the commencement of commercial production, an additional $4.2 million will be due approximately 24 months after
the commencement of construction. This amount was accrued as of December 31, 2018. The capital estimates will be
subject to escalation as the Company experiences continued delays associated with current market conditions, the
permitting process and its ability to seek and obtain full financing for the Mt. Hope Project.

The LLC is also obligated to make a minimum annual advance royalty payment (“Annual Advance Royalty”)
of $0.5 million each year for any year wherein commercial production has not been achieved or the MHMI Production
Royalty (as hereinafter defined) is less than $0.5 million. As commercial production is not anticipated to commence
before late-2022, the Company has also accrued $2.0 million in Annual Advance Royalty payments which will be due in
four $0.5 million installments in October 2019, 2020, 2021 and 2022, respectively. The 2018 payment was made on
October 19, 2018. The Estimate and the Annual Advance Royalty are collectively referred to as the “Advance
Royalties.” All Advance Royalties are credited against the MHMI Production Royalties once the molybdenum mine has
achieved commercial production. After the mine begins production, the LLC estimates that the MHMI Production
Royalties will be in excess of the Annual Advance Royalties for the life of the Mt. Hope Project. Until the advance
royalties are fully credited, the LLC will pay one half of the calculated Production Royalty annually. Assuming a $12
molybdenum price, the Annual Advance Royalties will be consumed within the first five years of commercial
production.

On February 28, 2018, EMLLC and MHMI entered into an amendment to the Mt. Hope Lease. The amendment

primarily concerns non-molybdenum royalty arrangements that are applicable to the copper-silver target and zinc
mineralization, discussed below. The amendment provides for net returns production royalties of 4% for all non-
molybdenum minerals. With respect to zinc production only, there is the potential to increase the 4% royalty to 5%
dependent on increasing zinc prices. These royalties are consistent with other royalty mining practices in Nevada.

Production Royalty

Following commencement of commercial production, the LLC will be required to pay a molybdenum

production royalty to MHMI and Exxon Corporation (“Exxon”) as follows:

(a)

MHMI Production Royalty

After commencement of commercial production at the Mt. Hope Project, the LLC will be

required to pay to MHMI a production royalty equal to the greater of: (i) $0.25 per pound of molybdenum metal
(or the equivalent of some other product) sold or deemed to be sold from the Mt. Hope Project; or (ii) 3.5% of
net returns (“Base Percentage”), if the average gross value of products sold is equal or lower than $12.00 per
pound, or the Base Percentage plus 1% of net returns if the average gross value of products sold is higher than
$12.00 per pound but equal or lower than $15.00 per pound, or the Base Percentage plus 1.5% of net returns if
the average gross value of products sold is higher than $15.00 per pound (“MHMI Production Royalties”). As
used in this paragraph, the term “products” refers to ores, concentrates, minerals or other material removed and
sold (or deemed to be sold) from the Mt. Hope Project; the term “gross value” refers generally to proceeds
received by us or our affiliates for the products sold (or deemed to be sold); and the term “net returns” refers to
the gross value of all products, less certain direct out of pocket costs, charges and expenses actually paid or
incurred by us in producing the products.

(b)

Exxon Production Royalty

Exxon will receive a perpetual 1% royalty interest in and to all ores, metals, minerals and
metallic substances mineable or recoverable from the Mt. Hope Project in kind at the mine or may elect to
receive cash payment equal to 1% of the total amount of gross payments received from the purchaser of ores
mined/removed/sold from property net of certain deductions.

Mt. Hope Project Ownership

From October 2005 to January 2008, we owned the rights to 100% of the Mt. Hope Project. Effective as of

January 1, 2008, we contributed all of our interest in the assets related to the Mt. Hope Project, including the Mt. Hope
Lease described above under “—The Mt. Hope Project—The Mt. Hope Lease,” into Eureka Moly, LLC (“EMLLC” or
“the LLC”), and in February 2008 entered into a joint venture agreement (“LLC Agreement”) for the development and
operation of the Mt. Hope Project with POS-Minerals Corporation (“POS-Minerals”). Under the LLC Agreement, POS-
Minerals owns a 20% interest in the LLC and General Moly, through Nevada Moly, LLC (“Nevada Moly”), a wholly-
owned subsidiary, owns an 80% interest. The ownership interests and/or required capital contributions under the LLC
Agreement can change as discussed below.

Pursuant to the terms of the LLC Agreement, POS-Minerals made its first and second capital contributions to

the LLC totaling $100.0 million during the year ended December 31, 2008 (“Initial Contributions”). Additional amounts
of $100.7 million were received from POS-Minerals in December 2012, following receipt of major operating permits for
the Mt. Hope Project, including the Record of Decision (“ROD”) from the U.S. Bureau of Land Management (“BLM”).

In addition, under the terms of the LLC Agreement, since commercial production at the Mt. Hope Project was

may agree in writing to extend the due date to December 31, 2022. If the repayment date is extended, the unpaid amount
will bear interest at a rate per annum of LIBOR plus 5%, which interest shall compound quarterly, commencing on
December 31, 2020 through the date of payment in full. Payments of accrued but unpaid interest, if any, shall be made
on the repayment date. Nevada Moly may elect, on behalf of the Company, to cause the Company to prepay, in whole
or in part, the Return of Contributions at any time, without premium or penalty, along with accrued and unpaid interest,
if any.

The original Return of Contributions amount due to POS-Minerals is reduced, dollar for dollar, by the amount

of capital contributions for equipment payments required from POS-Minerals under approved budgets of the LLC, as
discussed further below. During the period January 1, 2015 to December 31, 2018, this amount was reduced by $2.4
million, consisting of POS-Minerals 20% share of equipment payments, such that the remaining amount due to POS-
Minerals is $33.6 million. If Nevada Moly does not fund its additional capital contribution in order for the LLC to make
the required Return of Contributions to POS-Minerals set forth above, POS-Minerals has an election to either make a
secured loan to the LLC to fund the Return of Contributions, or receive an additional interest in the LLC estimated to be
5%. In the latter case, Nevada Moly’s interest in the LLC is subject to dilution by a percentage equal to the ratio of 1.5
times the amount of the unpaid Return of Contributions over the aggregate amount of deemed capital contributions (as
determined under the LLC Agreement) of both parties to the LLC (“Dilution Formula”). At December 31, 2018, the
aggregate amount of deemed capital contributions of both parties was $1,088.5 million.

Furthermore, the LLC Agreement permits POS-Minerals to put/sell its interest in the LLC to Nevada Moly after

a change of control of Nevada Moly or the Company, as defined in the LLC Agreement, followed by a failure by us or
our successor company to use standard mining industry practice in connection with the development and operation of the
Mt. Hope Project as contemplated by the parties for a period of twelve (12) consecutive months. If POS-Minerals
exercises its option to put or sell its interest, Nevada Moly or its transferee or surviving entity would be required to
purchase the interest for 120% of POS-Minerals’ total contributions to the LLC, which, if not paid timely, would be
subject to 10% interest per annum.

Effective January 1, 2015, Nevada Moly and POS-Minerals signed an amendment to the LLC Agreement under

which a separate $36.0 million belonging to Nevada Moly, held by the LLC in a reserve account established in
December 2012, is being released for the mutual benefit of both members related to the jointly approved Mt. Hope
Project expenses into 2021. In January 2015, the reserve account funded a reimbursement of contributions made by the
members during the fourth quarter of 2014, inclusive of $0.7 million to POS-Minerals and $2.7 million to Nevada Moly.
The remaining reserve account funds are now being used to pay ongoing jointly approved expenses of the LLC until the
Company obtains full financing for its portion of the Mt. Hope Project construction cost, or until the reserve account is
exhausted. Any remaining funds after financing is obtained will be returned to the Company. The balance of the reserve
account was $6.2 million and $9.9 million at December 31, 2018 and December 31, 2017, respectively.

Exploration of Copper-Silver Target and Zinc Area at Mt. Hope Project

The Company has identified a potential high-grade, copper-silver exploration target along with a significant

zinc mineralized area at the Mt. Hope Project site, southeast of the Mt. Hope’s molybdenum deposit in central Nevada.

A high-intensity, ground-based Induced Polarization (“IP”) survey completed in February 2018 by Quantec
Geoscience indicates a fairly continuous group of high chargeability anomalies that appear aligned with the recently
identified Cu-Ag Target. These anomalies lie between 100 feet and 1,000-plus feet from the surface and trend northeast
for over 1,000 feet. The IP survey indicates that the anomalies could continue further to the north-northeast and to the
south where they appear to dip to the east.

To date the preliminary exploration work has been undertaken solely at the expense of General Moly. The

Company is presenting the promising findings to its 20% LLC joint venture partner at the Mt. Hope Project, POS-
Minerals, and the parties are discussing value-sharing cost/investment options. Any mining operation to exploit
economic mineralization at the Mt. Hope Project site will require the approval of POS-Minerals.

Geological review of historic logs and core was completed by Mine Mappers, LLC of Tucson, Arizona to

update the geologic interpretation of the skarn area. Mine Mappers reviewed the geologic interpretations in conjunction
with the IP results and recommended a 10-hole, 9,400-foot drilling confirmation and exploration program.

In September 2018, the Company commenced a 10-hole drill program on the patented claims at the Mt. Hope
Project. The drilling program is focused on copper-silver-zinc mineralized skarns and designed to confirm and extend
the target defined by historical drilling as well as test for extensions of zinc mineralization horizons which were
historically mined. The drill program was completed in late 2018. The project will progress toward a goal of
completing a Preliminary Economic Assessment in 2019, if warranted by the drilling program results and the availability
of funding.

Agreement with AMER

Private Placement

In April 2015, the Company and AMER entered into a private placement for 40.0 million shares of the
Company’s common stock and warrants to purchase 80.0 million shares of the Company’s common stock, priced using
the trailing 90-day volume weighted average price (“VWAP”) of $0.50 on April 17, 2015, the date the Investment and
Securities Purchase Agreement (“AMER Investment Agreement”) was signed. General Moly received stockholder
approval of the transaction at its 2015 Annual Meeting, and of material amendments to the transaction at a Special
Meeting held in December 2017.

On November 2, 2015, the Company and AMER entered into an amendment to the AMER Investment
Agreement, utilizing a three-tranche investment. The first tranche of the amended AMER Investment Agreement closed
on November 24, 2015 for a $4.0 million private placement representing 13.3 million shares, priced at $0.30 per share,
and warrants (the “AMER Warrants”) to purchase 80.0 million shares of common stock at $0.50 per share, which will
become exercisable upon availability of an approximately $700.0 million senior secured loan (“Bank Loan”). The funds
received from the $4.0 million private placement were divided evenly between general corporate purposes and an
expense reimbursement account available to both AMER and the Company to cover anticipated Mt. Hope Project
financing costs and other jointly sourced business development opportunities. In addition, AMER and General Moly
entered into a Stockholder Agreement allowing AMER to nominate a director to the General Moly Board of Directors,
and additional directors following the close of Tranche 3, discussed below, and drawdown of the Bank Loan. The
Stockholder Agreement also governs AMER’s acquisition and transfer of General Moly shares. Prior to closing, the
parties agreed to eliminate certain conditions to closing. Following the closing, AMER nominated Tong Zhang to serve
as a director of the Company, and Mr. Zhang was appointed to the Board of Directors on December 3, 2015.
Mr. Zhang was nominated by the Board of Directors to stand for election at the 2018 General Meeting of Stockholders
and was elected by the stockholders to serve as a Class II director for a three (3) year term expiring in 2021, subject to
re-election.

On October 16, 2017, the Company and AMER announced the closure of the second tranche of the parties’

three-tranche financing agreement. At the close of Tranche 2, General Moly issued 14.6 million shares to AMER, priced
at the volume weighted average price (“VWAP”) for the 30-day period ending August 7, 2017 (the date of the parties’
Amendment No. 2 to the AMER Investment Agreement) of $0.41 per share for a private placement of $6.0 million by
AMER. $5.5 million of the equity sale proceeds were available for general corporate purposes, while $0.5 million was
held in the expense reimbursement account established at the close of Tranche 1 to cover costs related to the Mt. Hope
Project financing and other jointly sourced business development opportunities.

The third tranche of the amended AMER Investment Agreement will include a $10.0 million private placement

representing 20.0 million shares, priced at $0.50 per share. Completion of the third tranche is conditioned upon the
earlier of completion of a joint business opportunity involving use of 10.0 million shares of General Moly stock or the
reissuance of water permits for the Mt. Hope Project. After the third tranche of the agreement is completed, AMER may
nominate a second director to General Moly’s Board of Directors.

The further amended AMER Investment Agreement reaffirms continuation of the strategic partnership formed
between the Company and AMER to assist in obtaining full financing for the Mt. Hope Project. The issuance of shares
in connection with the third tranche of the AMER Investment Agreement was approved by General Moly stockholders in
December 2017 at a Special Meeting of Stockholders.

The Company and AMER have jointly evaluated other potential opportunities, ranging from outright

the AMER Investment Agreement in 2015 to September 30, 2018, the Company and AMER have spent approximately
$2.5 million from the expense reimbursement account described above in connection with such evaluations.

Bank Loan

AMER has agreed to work cooperatively with the Company upon the return of sustained improved
molybdenum prices to procure and support a senior secured term loan (“Bank Loan”) of approximately $700 million
from a major Chinese bank or banks for development of the Mt. Hope Project, and to provide a guarantee for the Bank
Loan.

When documentation is complete and drawdown of the approximately $700 million Bank Loan becomes

available, pursuant to the amended warrant agreement described below, the AMER Warrant will become exercisable at
$0.50. After drawdown of the Bank Loan, AMER will also be entitled to nominate a third Director to General Moly’s
Board of Directors. All conditions under the warrant agreement were originally required to be completed no later than
April 17, 2017 in order for the AMER Warrant to vest and become exercisable. As the Bank Loan was not available on
this date, on April 17, 2017, and again subsequently on June 16, 2017, July 16, 2017, and August 7, 2017, the Company
and AMER entered into the First Amendment, Second Amendment, Third Amendment, and Fourth Amendment (the
“Warrant Amendments”) to the AMER Warrant. With the Fourth Amendment, the Company and AMER agreed to
extend the deadline for satisfaction of all conditions to vesting of the AMER Warrant to the third anniversary of the re-
issuance of the ROD for the Mt. Hope Project, as discussed below in Note 12, anticipated mid-2019.

Molybdenum Supply Agreement

The Company and AMER have agreed on the substantive terms of a definitive agreement that would provide a
one-time option exercisable simultaneously with Bank Loan execution to purchase the balance of the Company’s share
of Mt. Hope molybdenum production, estimated to be approximately 16.5 million pounds annually, for the first five
years of production, and 70% of the Company’s annual share of Mt. Hope molybdenum production thereafter at a cost of
spot price less a slight discount.

Permitting Process Overview

Permitting

The development, operation, closure and reclamation of mining projects in the U.S. require numerous

notifications, permits, authorizations, and public agency decisions. This section does not attempt to exhaustively
identify all of the permits and authorizations that need to be granted, but instead focuses on those that are considered to
be critical for Mt. Hope Project and/or Liberty Project start-up.

Environmental Evaluations

There are certain environmental evaluations that routinely must be completed in order to provide the

information against which project impacts are measured. Both the BLM and Nevada Department of Environmental
Protection (“NDEP”) have requirements to profile existing conditions and to evaluate what effects will result from
developing the Mt. Hope Project.

Reports summarizing background information on geology, air quality, soils, biology, water resources, wildlife,

vegetation, noise, visual resources, social and economic conditions, and cultural resources have been assembled and
have been submitted to the appropriate regulatory agencies. These reports have been approved during the permitting
process.

Mt. Hope Permitting Requirements

The Mt. Hope Project requires both federal and state of Nevada permits before construction and operations can

commence. Major permits required for the Mt. Hope Project include the ROD, a BLM issued permit, water
appropriation permits from the Nevada Division of Water Resources, the Water Pollution Control (“WPC”) permit and
Reclamation Permit from the NDEP—BMRR, received in November 2012, and an Air Quality Permit (“AQP”) from the
NDEP—Bureau of Air Pollution Control (“BAPC”), received in May 2012. We continue to comply with the conditions
of these permits and update or renew them as appropriate.

The BLM prepared an EIS analyzing the environmental impacts of the Mt. Hope Project and alternatives in

accordance with the National Environmental Policy Act (“NEPA”). Upon completion and approval of the EIS, in
November 2012, the BLM issued the initial ROD for the Mt. Hope Project, authorizing development of the Mt. Hope
Project, since vacated by the U.S. Court of Appeals for the Ninth Circuit in December 2016, discussed below. On
April 23, 2015, the BLM issued a Finding of No Significant Impact (“FONSI”) supporting their Decision to approve an
amendment to the PoO. The ROD and FONSI/Decision approve the PoO and amended PoO, respectively, for
construction and operation of the mining and processing facilities and also grant the Right-of-Way, and amended Right-
of-Way, respectively, for a 230kV power transmission line, discussed below. Monitoring and mitigation measures
identified in the initial ROD and FONSI, developed in collaboration with the regulatory agencies involved throughout
the permitting process, will avoid, minimize, and mitigate environmental impacts, and reflect the Company’s
commitment to be good stewards of the environment. Ongoing changes to permits and the PoO during the life of mining
operations are typical as design evolves and operations are optimized.

On February 15, 2013, Great Basin Resource Watch and the Western Shoshone Defense Project (“Plaintiffs”)

filed a Complaint against the U.S. Department of the Interior and the BLM (“Defendants”) in the U.S. District Court,
District of Nevada, seeking relief under the National Environmental Policy Act (“NEPA”) and other federal laws
challenging the BLM’s issuance of the ROD for the Mt. Hope Project, and on February 20, 2013 filed a Motion for
Preliminary Injunction. The District Court allowed the LLC to intervene in the matter.

On August 22, 2013, the District Court denied, without prejudice, Plaintiffs’ Motion for Preliminary Injunction
based on a Joint Stipulation to Continue Preliminary Injunction Oral Argument, which advised the District Court that as
a result of economic conditions, including the Company’s ongoing financing efforts, all major ground disturbing
activities had ceased at the Mt. Hope Project.

On July 23, 2014, the District Court denied Plaintiffs’ motion for summary judgment in its entirety and on

August 1, 2014 the Court entered judgment in favor of the Defendants and the LLC, and against Plaintiffs regarding all
claims raised in the Complaint.

Thereafter, on September 22, 2014, the Plaintiffs filed their notice of appeal to the U.S. Court of Appeals for

the Ninth Circuit (“Ninth Circuit”) of the District Court’s dismissal. Oral argument of the parties before the Ninth
Circuit was completed on October 18, 2016. On December 28, 2016, the Ninth Circuit issued its Opinion rejecting many
of the arguments raised by the Plaintiffs challenging the Environmental Impact Statement ("EIS") completed for the Mt.
Hope Project, but issuing a narrow reversal of the BLM's findings related to air quality analysis. Because of this
technical deficiency, the Court vacated the ROD, and the BLM is conducting additional evaluation of air quality impacts
and resulting cumulative impact analysis under the NEPA and an SEIS will be prepared. The SEIS will disclose
additional information to the public related to the selection of appropriate background concentrations to use for
dispersion modeling of air pollutants and information related to public water resources. Because the SEIS must be
prepared in accordance with the NEPA guidelines, the SEIS process will include three publications in the Federal
Register, each of which may take several weeks to process. The first of these publications is the Notice of Intent
(“NOI”) which declares the BLM’s intent to prepare the SEIS. The NOI was published in the Federal Register on July
19, 2017. On March 6, 2019, the BLM published the Notice of Availability (“NOA”) in the Federal Register,
commencing a 45-day public comment period. Upon completion of the public comment period, we will continue to
work with the BLM to receive a new ROD, anticipated later in 2019, authorizing the eventual construction and operation
of the Mt. Hope Project.

Environmental regulations related to reclamation require that the cost for a third-party contractor to perform

reclamation activities on the minesite be estimated. In October 2015, we submitted a request to the BLM to reduce our
reclamation liability to current surface disturbance. Simultaneously, we submitted an application to NDEP-BMRR to
modify the Reclamation Permit to reflect this reduced reclamation liability. On October 26, 2015, NDEP-BMRR
approved the proposed permit modification, including the reduced reclamation liability amount. On December 21,
2015, BLM approved the updated reclamation liability estimate, reducing the reclamation liability to approximately $2.8
million. We worked with the LLC’s reclamation surety underwriters to satisfy the reduced $2.8 million financial
guarantee requirements under the approved amended PoO for the Mt. Hope Project. As of December 31, 2018, the
surety bond program is funded with a cash collateral payment of $0.3 million.

On January 2, 2013, the Public Utilities Commission of Nevada (“PUCN”) issued the LLC a permit to construct

a 230kV power line that interconnects with Nevada Energy’s transmission system at the existing Machacek Substation

located near the town of Eureka, Nevada and extend it approximately 25 miles to the planned Mt. Hope Substation. The
PUCN permit allows the LLC to build the transmission infrastructure in a timely manner and provide the necessary
capacity to power construction activities and Mt. Hope Project operations. Construction of the transmission line will also
include upgrades to the existing Machacek Substation near Eureka that will improve the reliability of electrical power to
the community. At full production, the Mt. Hope Project will have a total electrical demand load of approximately 75
megawatts. Transmission capacity will be secured using a network services agreement and the LLC will negotiate for
generating capacity prior to the Mt. Hope Project commissioning activities, which will be available once the power line
is constructed and energized.

Water Pollution Control Permit—Nevada Division of Environmental Protection—Bureau of Mining Regulation and
Reclamation

Environmental regulations related to reclamation require that the cost for a third-party contractor to perform

reclamation activities on the mine site be estimated. The BMRR administers the program for the WPC Permit, which is
required for the Mt. Hope Project. The WPC Permit program specifies design criteria for containment of process fluids
and mandates development of monitoring, operational, and closure plans. The WPC Permit requires renewal every five
years. We received the WPC Permit in November 2012, and have submitted the renewal application of the WPC Permit
and have received the renewed WPC permit.

Reclamation Permit —Nevada Division of Environmental Protection—Bureau of Mining Regulation and
Reclamation and Bureau of Land Management

The BMRR administers the program for the Reclamation Permit, which is required for the Mt. Hope
Project. The Reclamation Permit approves the proposed reclamation methods, specifies reclamation objectives, and
requires bonding based on the reclamation cost estimate. Environmental regulations require that the reclamation cost
estimate be based on the cost for a third-party contractor to perform the approved reclamation activities. We received
the Reclamation Permit in November 2012. Regulations also require that the reclamation cost estimate be updated
every three years. BMRR and BLM are jointly responsible for review and approval of the reclamation cost
estimate. The three-year update has been submitted to BMRR and BLM and is undergoing review. The reclamation
permit remains valid while the reclamation cost estimate is being reviewed.

Air Quality Permit—Nevada Division of Environmental Protection—Bureau of Air Quality

The Nevada BAPC regulations categorize permit types as Class 1 or Class 2, based on the estimated emissions

amounts. The Mt. Hope Project is subject to a Class 2 permit (smaller emissions) based on emissions estimates. The
permit application included an emissions inventory and dispersion modeling to demonstrate that emissions from the
project will not exceed established air quality standards. Emissions are primarily associated with the crush/grind circuit
(particulate matter) and the roaster (sulfur oxides). Roaster emissions will be controlled with a 99.7% estimated removal
efficiency for sulfur oxides. We received the Air Quality Permit (“AQP”) in May 2012.

Minor process changes identified through continued engineering and the preliminary phase of construction,

were compiled into an application to amend the AQP, and submitted to Nevada BAPC on December 23, 2013. A
revised AQP was issued on July 30, 2014.

Water Rights Considerations

In July 2011, the Nevada State Engineer (“State Engineer”) approved our applications for new appropriation of
water for mining and milling use, and applications to change existing water from agricultural use to mining and milling
use for the Mt. Hope Project. Subsequently, the State Engineer granted water permits associated with the approved
applications and approved a Monitoring, Management and Mitigation Plan (“3M Plan”) for the Mt. Hope Project.
Eureka County, Nevada and two other parties comprised of water rights holders in Diamond Valley and Kobeh Valley
appealed the State Engineer’s decision granting the water permits to the Nevada State District Court (“District Court”)
and then filed a further appeal to the Nevada Supreme Court challenging the District Court’s decision affirming the State
Engineer’s decision to approve the applications and grant the water permits. In June 2013, the appeal was consolidated
by the Nevada Supreme Court with an appeal of the State Engineer’s approval of the 3M Plan filed by two water rights
holders. The District Court previously upheld the State Engineer’s approval of the 3M Plan and the two parties
subsequently appealed the District Court’s decision to the Nevada Supreme Court.

On September 18, 2015, the Nevada Supreme Court issued an Order that reversed and remanded the cases to
the District Court for further proceedings consistent with the Order. On October 29, 2015, the Nevada Supreme Court
issued the Order as a published Opinion. The Nevada Supreme Court ruled that the State Engineer did not have
sufficient evidence in the record at the time he granted the water permits to demonstrate that successful mitigation may
be undertaken so as to dispel the threat to existing water rights holders.

On September 27, 2017, the Nevada Supreme Court affirmed a March 4, 2016 District Court Order vacating the

3M Plan, denying the water applications and vacating the permits issued by the State Engineer in July 2011 and June
2012. This decision of the Nevada Supreme Court is final, and not subject to further appeal.

After the Company received this final decision from the Nevada Supreme Court, it proceeded with new

applications to change existing agricultural irrigation and mining/milling water rights owned by the Company to use at
the Mt. Hope Project. These new change applications were filed with the State Engineer in 2015 and 2016 while the
above described appeals were pending before the Nevada Supreme Court. Originally, these applications and other new
appropriation applications were to be addressed at a pre-hearing conference scheduled on August 25, 2016 before the
State Engineer. These applications were the subject of Writ of Prohibition or Mandamus (“Writ”) filed by Eureka
County on August 23, 2016 to the Nevada Supreme Court seeking the Supreme Court’s intervention to stop further
action by the State Engineer while the appeal discussed above was pending. On December 22, 2017, the Nevada
Supreme Court denied Eureka County’s Writ Petition. As a result, the State Engineer allowed a pre-hearing conference
held on January 24, 2018. At the pre-hearing conference the State Engineer and his hearing officer scheduled review of
the new change applications for a hearing that occurred on September 11, 2018 in Carson City, Nevada.

On January 2, 2018, Eureka County, and later joined by the other two protestants representing a rancher in

Kobeh Valley and a ranching group in Diamond Valley, filed a motion to dismiss with the State Engineer asserting that
our applications were precluded from review and approval asserting that they were repetitive of applications denied
previously by the Nevada Supreme Court. On March 26, 2018, the State Engineer issued a non-final order denying the
motion to dismiss finding that the applications to be reviewed at the upcoming hearing were not identical issues and that
further consideration of the motion could be taken at the hearing. On May 14, 2018, Eureka County, joined by the other
protestants filed a Writ to the Nevada Supreme Court and later a Motion to Stay the September hearing date, asserting
that the denial of the Motion to Dismiss was erroneous and that the Nevada Supreme Court should order that the
applications be denied and/or the hearing should be delayed until the Nevada Supreme Court can consider the Writ and
underlying motion to dismiss. We filed our objection on June 27, 2018. On August 30, 2018, the Nevada Supreme
Court denied the Writ, permitting the hearing before the Nevada State Engineer to proceed on September 11, 2018.

On the second day of the September hearing, all protest issues raised by Eureka County and the Diamond

Natural Resources Protections & Conservation Association (“DNR”) concerning the Mt. Hope water rights applications
were resolved through a Stipulation, Settlement Agreement and Withdrawal of Protest (“Settlement”). After Eureka
County and DNR were excused, the hearing continued with evidence addressing concerns raised by another protestant
representing a Kobeh Valley ranching family and cattle company that refused to participate in the Settlement. At the
public hearing, the Company presented expert testimony in support of its augmentation and monitoring plan to the
Nevada State Engineer, which will protect senior water rights in the Kobeh Valley basin when the Company commences
construction and operation of its proposed molybdenum project near the town of Eureka, Nevada.

The hearing concluded on September 21, 2018. The Company anticipates a decision on its water applications

from the Nevada State Engineer in mid-2019.

Key Terms of Settlement

Under the terms of the Settlement with Eureka County and the DNR, the Company agreed to convey all related

water rights for Mt. Hope Project at the future cessation of all mining activity to assist Eureka County and the DNR’s
efforts to mitigate the pre-existing effects of agricultural groundwater pumping in Diamond Valley. Furthermore, upon
construction of certain power infrastructure and grants of right of way by the Company at the Mt. Hope Project, the
Company will work cooperatively with Eureka County to allow use of and access to such infrastructure to lessen the pre-
existing effects of Diamond Valley groundwater pumping. Eureka County and the Company also agreed to work
cooperatively to seek opportunities to improve and implement groundwater monitoring efforts.

In addition, the Company withdrew its protests to Eureka County’s pending applications with the Nevada State

Engineer to appropriate water from the Kobeh Valley basin, and at the request of DNR, the Company also agreed to
publicly support the proposed Diamond Valley Ground Water Management Plan currently pending before the Nevada
State Engineer.

Upon receipt of the water permits, the LLC agreed to increase its financial contributions to the existing
Sustainability Trust Agreement with the Eureka Producers’ Cooperative (“EPC”) in Diamond Valley. Eureka Moly paid
$50,000 to EPC upon execution of the Settlement, and will make a second payment of $50,000 after receipt of the water
permits.

Additional contributions of $750,000 each will be made after the commencement of molybdenum production at

the Mt. Hope Project and on the one-year anniversary of production, for a total contribution obligation to the
Sustainability Trust of $5.6 million, an increase of $1.6 million related to the terms of the Settlement. The amount has
been accrued under mining properties, land, and water rights in the Company’s financial statements in addition to the
previously accrued $4.0 million resulting in a total accrual of $5.6 million.

The Sustainability Trust is tasked with developing and implementing programs that will serve to slow

groundwater drawdown and thereby improve the sustainability of the agricultural economy in the Diamond Valley
Hydrographic Basin.

Equipment and Supply Procurement

Through December 31, 2018, the LLC has made deposits and/or final payments of $88.1 million on equipment

orders.

In 2012, the LLC issued a firm purchase order for eighteen haul trucks. The order provides for delivery of

those haul trucks required to perform initial mine development, which will begin several months prior to commercial
production. Non-refundable down-payments of $1.2 million were made in 2012, with pricing subject to escalation as the
trucks were not delivered prior to December 31, 2013. Since that time, the LLC has renegotiated the timelines for truck
delivery and delayed deliveries into December 2019. The contract is cancellable with no further liability to the LLC.

Also in 2012, the LLC issued a firm purchase order for four mine production drills with a non-refundable

down-payment of $0.4 million, and pricing was subject to escalation if the drills were not delivered by the end of 2013.
Since that time, the LLC has renegotiated the contract to further delay delivery into December 2019. The contract
remains cancellable with no further liability to the LLC.

On June 30, 2012, the LLC’s contract to purchase two electric shovels expired. On July 11, 2012, we signed a

letter of intent with the same vendor providing for the opportunity to purchase the electric shovels at prices consistent
with the expired contract, less a special discount in the amount of $3.4 million to provide credit to the LLC for amounts
paid as deposits under the expired contract. The letter of intent provides that equipment pricing will remain subject to
inflation indexes and guarantees production slots to ensure that the equipment is available when required by the LLC.
Since that time, the parties have agreed to extend the letter of intent through December 31, 2019.

Accessibility, Climate, Local Resources, Infrastructure, and Physiography

Access

The Mt. Hope Project has year-round access from Route 278. The land package includes the land between the

project site and Route 278 making the project accessible from existing roads.

Climate

Climate in the area is moderate, with average highs in July of about 85 degrees Fahrenheit and lows in
January of about 17 degrees Fahrenheit. Precipitation in the area is relatively low with annual precipitation averages of
about 12 inches. Operations at the site are planned to continue year-round.

Local Resources and Infrastructure

The town of Eureka, Nevada is approximately 21 miles to the south of the Mt. Hope Project, via Route 278.
The infrastructure requirements to support the mine and mill concentrator consist of bringing power and water to the
property, commensurate with the operational requirements, including developing a water wellfield within the Kobeh
Valley water basin, constructing site access roads, constructing maintenance shops for the mine and plant administrative
offices, constructing a potable water supply system, constructing septic drain field systems, installing emergency power
generators and propane gas tanks, and installing facilities for project communications. A 230kV power line is expected
to be developed from the Machacek substation near Eureka to the mine site.

Water Rights and Surface Rights

Planned water wells, located approximately 6 miles to the southwest of the planned operating facilities, are

anticipated to supply approximately 7,000 gallons per minute to the Mt. Hope Project. Exploration for water is
sufficiently advanced to identify the source of water that will be used for all project water needs, with final fresh water
development to occur during the construction of the project. (See “—Permitting — Mt. Hope Permitting Requirements
— Water Appropriation Permits—Nevada Division of Water Resources” above for a discussion of the current status of
our applications for water rights for use in the Mt. Hope Project).

Surface rights on the Mt. Hope Project include BLM open range grazing rights; water rights are located in the

vicinity of the Project. Two power line easements cross within the property boundaries. An existing easement for a
345kV transmission line runs north-south on the western edge of the property and the other existing easement is a
medium-voltage power line that runs east along the existing main access road that connects to Route 278 to the eastern
property boundary. The LLC also has a right-of-way from the BLM for a microwave relay that provides network
communications and voice radio capability for the mine site and will provide improved cellular service to the
surrounding community.

Physiography

The Mt. Hope area lies within an area of north-south trending mountains separated by alluvial valleys. The

primary mountain ranges in the Mt. Hope area include the Roberts Mountains, Sulphur Spring Range, Diamond
Mountains, Simpson Park Range, and the Cortez Mountains. Elevations of the mountains range from approximately
6,800 feet for the crests of the Sulphur Spring range to over 10,000 feet for the Roberts Mountains.

The major valleys in the Mt. Hope region are Diamond Valley to the east, Pine Valley to the north, and Kobeh

Valley to the west and southwest of the Mt. Hope Project. Diamond and Pine Valleys are elongated in a north-south
direction.

Valleys are typically underlain by up to several thousand feet of unconsolidated to poorly consolidated
alluvium. Mountains are characterized by extensive bedrock exposures. Soils are typically thin and poorly developed.

Generally, groundwater in the mountains is hosted in fracture-controlled aquifers, while groundwater in the

valleys is in porosity-controlled aquifers.

The upper portions of the valleys are similar in nature and are characterized by slightly incised stream channels
with no significant associated floodplain. The uplands and mountains have slopes ranging from moderate to steep (over
30 percent) with shallow to deep, moderately alkaline to medium acidic soils. Bedrock is often within 0.5 meters of the
surface, particularly on the steep upland slopes.

Lake sediments make up the largest areas in the valleys. The slopes range from smooth to rolling (0 to

15 percent) and the soils vary from shallow to deep and mildly to strongly alkaline. The surface textures range from
silty clay loams to gravelly sandy loams and local sand. The permeability of these soils ranges from slow to rapid.

The natural vegetation of the region consists of pinion juniper and sagebrush with grass. The pinion juniper
occupies the higher elevations of the mountain slopes, with the lower areas in the valley covered predominantly with
sagebrush, shrubs, and perennial bunchgrasses.

Mt. Hope, located in the lower foothills of the southeast flank of the Roberts Mountains, stands approximately
8,400 feet in elevation. Areas to the east and southeast of the Mt. Hope Project slope gently to elevations from 6,400 to
7,900 feet. Diamond Valley, situated to the south and east, is approximately 6,000 feet in elevation.

These physiographic attributes are typical of other major mines in Nevada.

History

Mt. Hope Prior Ownership and Results of Exploration Work

Lead-zinc ores were discovered at Mt. Hope in 1870, and small-scale mining was carried out sporadically until

the 1970s. Zinc and adjacent copper mineralization were the focus of drilling activities by Phillips Petroleum in the
early 1970s and by ASARCO and Gulf (“ASARCO”) in the mid-1970s, which outlined further zinc mineralization. The
last drill hole of this series encountered significant molybdenum mineralization at depth west of the zinc deposits. The
significance of this mineralization was first recognized by ASARCO in 1976, but ASARCO did not reach an agreement
with MHMI to test this potential.

Exxon recognized molybdenum potential at Mt. Hope in 1978 and acquired an option on the property from

MHMI. By 1982, Exxon had completed 69 drill holes, which partially defined a major molybdenum deposit underlying
the east flank of the Mt. Hope property. Exxon conducted a +/-25% feasibility study of the Mt. Hope project in 1982. A
draft EIS was completed on the project and public hearings were held in early 1985. Exxon drilled an additional
60 holes on the property between 1983 and 1988 but did not update their deposit block model with data from the post-
1982 holes. Cyprus drilled four holes on the property in 1989-90 under an agreement with Exxon but did not pursue the
project. Exxon retains a perpetual 1% royalty interest, as discussed above in “—Description of the Mt. Hope Project—
Royalties, Agreements and Encumbrances—Production Royalty.”

We established an agreement with MHMI in 2004 pursuant to which we obtained access to the work completed
by previous companies that had evaluated the property, including drill core and drill data. We used this data as the basis
for developing an evaluation of the Mt. Hope deposit. The evaluation provided the basic engineering, plant design and
other aspects of analysis of the Mt. Hope Project and outlined a positive operating process, waste disposal, mine design
and plan, preliminary Environmental Assessment (“EA”), permitting plan, operating and capital cost estimates, and the
corresponding estimates of mineralized material.

Geology

Mt. Hope is located in north-central Nevada on the eastern edge of a mineral belt linking ore deposits of diverse

ages. The Battle Mountain-Eureka mineral belt, a northwest-southeast trending corridor about 250 miles long, has
localized major deposits of gold, silver, copper, and molybdenum.

The Mt. Hope molybdenum ore deposit occurs in an area of about two square miles of elevated igneous rocks.
The mineralized complex includes a variety of igneous rocks derived from a common volcanic source. Quartz porphyry,
the primary molybdenum host rock, is commonly veined with molybdenite. Subordinate molybdenum mineralization
also occurs in hornfels. The known orebody occurs in two zones of the quartz porphyry stock and hornfels wallrocks.

The ore deposit is a molybdenum porphyry, which is classified as a “Climax-type” deposit. This type of
deposit has well zoned molybdenum mineralization. The molybdenum mineral content, termed grade zoning, surrounds
the central area of the deposit and forms geometries that are circular in plan and arch shaped in section. Mt. Hope has
two of these mineralized systems adjacent to each other. The mineral zones or “shells” consist of quartz porphyry and
hornfels cross-cut by quartz stockwork veining containing molybdenite.

Mineralization

The main form of molybdenum mineralization that occurs within the orebody is molybdenite (MoS2 -

molybdenum disulfide). Much of the known molybdenite is distributed around two lobes and offshoots of the main
quartz porphyry stock and within two separate mineralized zones. A concentration of higher-grade mineralization is
present between the eastern and western mineral zones. This overlap mineralization lies beneath the Mt. Hope Fault, and
the upper, eastern edge is truncated by the fault surface. The overlap zone is interpreted as a rock volume that was

mineralized by both mineral systems in sequence, contributing to a greater intensity of stock work veining and additive
molybdenum grades. Referred to as the Mt. Hope Fault Zone, this area is approximately 1,300 feet in diameter and
varies from 325 to 985 feet deep. This zone will be the target of open pit mining in the first 7 years of the project.

Exploration

The majority of the exploration activities were completed prior to our leasing the property from MHMI.

However, since acquiring access to the Mt. Hope Project, we have completed additional exploration drilling for
molybdenum for the purposes of supporting our BFS and subsequent January 2014 Technical Report and obtaining
engineering information for items such as geotechnical design, hydrology, and condemnation for waste dumps and
tailing ponds as well as infill drilling for ore calculation purposes.

All core and assay results from the extensive drilling campaigns are available to the Company. Accordingly,

this data has been incorporated into a high quality database and has been used to analyze and quantify the mineral
resource. The drilling at the Mt. Hope Project has been predominately performed by utilizing diamond core methods,
and some reverse circulation (“RC”) in areas of condemnation and water well drilling. The drill hole database used in
the current mineral resource estimate includes 267 holes drilled for a total of 324,634 feet of drilling; 247,893 feet of
which are core and RC collar/core finish, the remaining 76,741 feet are RC.

Ore to Be Mined

The table below summarizes the ore grades we would expect to mill under an $8.00/lb Mo open pit design:

Mill Feed Ore Statistics

Average
Grade

Category
Ore in Years 1-5
Ore in Years 1-10
Ore Life of Mine

Ktons
120,736
242,441
367,385

Sulfide Mo% Recovery %
89.8
89.5
89.3

0.094
0.086
0.079

Based on these estimates, from the inception of production through year 16, the mill will process 367 million

tons of ore at an average ore grade of 0.079% sulfide molybdenum (“sulfide Mo”). Waste material totaling 818 million
tons will also be mined and stockpiled on site.

If the molybdenum price is above $12.00/lb, the Mt. Hope Project will operate under a $12.00/lb Mo open pit

design. Based on this design, from the inception of production through year 34, the mill would process 820 million tons
of ore at an average ore grade of 0.076% sulfide Mo. During the active mining period, low-grade ore totaling 165
million tons with an average ore grade of 0.039% sulfide Mo will be stockpiled for later feed into the mill from years 34
through 41. Waste material totaling 1.7 billion tons will also be mined and stored on site.

During the first thirteen years of production, there would be no meaningful change in ore tonnage and grades

between the $8.00 and $12.00 designs. The divergence would come in later years resulting in the economic processing
of lower grade ores at higher molybdenum prices.

Mining

The Mt. Hope Project is planned for production by conventional large-scale, hardrock, open-pit mining

methods. The mine plan provides for primary loading with a fleet of two electric cable shovels, one hydraulic shovel,
and one front-end loader. The mine fleet is expected to include 24 240-ton trucks by the end of the first full year of
production. Once construction commences, the LLC anticipates engaging a contractor to perform approximately 10
months of pre-production stripping concurrent with the initial phases of construction of the Mt. Hope Project.

Ore will be hauled directly to the crusher at the southeast side of the pit. Waste will be delivered to one of four

waste sites located around the mine. One low grade stockpile will be located to the east of the pit. The low-grade
material will be re-handled and processed through the plant following the initial mining of higher grade ore.

Process Overview

The process circuit will include:

• Primary Crusher & Coarse Ore Stockpile—The primary crusher will be located adjacent to the pit and

crushed ore will be fed to a 70,000 ton live capacity stockpile.

•

Semi-Autogenous Grinding (“SAG”) & Ball Mill Circuit—Ore will be reclaimed from the stockpile from
up to four feeders and fed by conveyor to the SAG mill. The design will allow for the addition of a pebble
crusher. Following the SAG mill, the ore will be ground to 80% passing 150 micrometers in the two ball
mills at an average daily processing rate of 66,688 tons.

• Flotation Circuit—Following the grinding circuit, the ore will be processed in a conventional flotation

plant. The molybdenum ore will be treated through two banks of rougher/scavenger flotation, one stage of
first cleaners followed by regrind, and six additional stages of cleaner flotation. Some molybdenum
concentrates with higher levels of included metals will be treated through a concentrate leach facility to
produce the cleaned, final molybdenum concentrate. Metallurgical results have indicated that an estimated
mill recovery of approximately 89% is achievable across grades ranging from 0.04% through 0.10%
molybdenum (“Mo”) with final concentrate grades of approximately 54% to 56% Mo.

• Roaster Circuit—Molybdenum concentrate will be further processed in two multi-hearth roasters to

produce technical grade molybdenum trioxide product. The roasting facility will provide a fully integrated
process.

Tailing Facility

The proposed mining and processing operation is expected to produce approximately 24 million tons of tailing
(including gypsum generated by the scrubber) per year. The tailing storage facility layout provides for the construction
of one tailing impoundment that could contain approximately 30 years of operations. The tailing impoundment will be
constructed with plastic liners to provide for groundwater protection.

Reserves and Mineralized Material

Based on the $8.00/lb Mo pit design, the current statement of proven reserves totals 177.5 million tons of ore at
an average grade of 0.094% molybdenum and probable reserves totaling 189.8 million tons of ore at an average grade of
0.066% molybdenum, as summarized below:

Statement of Reserves and Mineralized Material
Units = Short Tons

Reserves

Cutoff Grade

Proven Reserves

Probable Reserves

Proven+Probable Reserves

Sulfide Mo

Ktons

Grade
Sulfide Mo

Grade

Ktons

Sulfide Mo

Ktons

Sulfide Mo

0.039 % 177,537

0.094 %

189,848

0.066 %

367,385

0.080 %

Additional Mineralized Material

Cutoff Grade

Sulfide Mo

Mineralized Material

Ktons

Grade
Sulfide Mo

0.025

682,460

0.061 %

Footnotes to Statements of Reserves and Mineralized Material

The Company tabulated reserves at a cutoff grade of 0.039% sulfide Mo and a pit design based on a price of
$8.00/lb of contained molybdenum as saleable molybdenum tri-oxide (“TMO”). As of December 31, 2018, the
4 year backward average price (2014-2018) for molybdenum was $8.32/lb, as reported by Platts. As of
March 12, 2019, the spot price was $12.70/lb. The 4 year forward looking nominal average price (2019-2022)
forecast by the CPM Group (a leading commodities research and consulting firm) is $15.67/lb. Average the
past 4 years and the future 4 years yields $11.94/lb. At this average price, the estimated mineral sales from the
$8.00/lb molybdenum pit mine plan generates a positive non-discounted, forward-looking cash
flow. Consequently, the $8.00/lb reserve pit design is again maintained.

The reserve at the Mt. Hope Project is based on a revised, non-optimized mine plan and production schedule,
which was supervised by John M. Marek, P.E., President, Independent Mining Consultants, as a Qualified
Person. Mr. Marek also served as the Qualified Person for the January 2014 Technical Report entitled “Mount
Hope Project, Form 43-101F1 Technical Report Feasibility Study, January 15, 2014” and, among other, was
specifically responsible for Chapter 14 Mineral Resource Estimates and Chapter 15 Mineral Reserves.

The reserve at the Mt. Hope Project is based on a block model that utilized the statistical process of Indicator
and Ordinary Linear Kriging constrained by appropriate rock type and grade boundaries. Floating cone pit
design algorithms were used to establish the guidelines to design the reserve pit. Mine planning utilized
conventional mine equipment to prepare mine cost estimates.

Mineralized material is tabulated within the $12.00/lb pit outline that defined the previous reserves in January
of 2014. The additional mineralized material is proven and probable category above a 0.025% Sulfide Mo
cutoff that is inside of the historic $12.00/lb Mo pit but does not include the reserve material contained in the
$8.00/lb Mo pit.

The metallurgical recovery applied to the financial models used in the determination of reserves was variable by
grade, with 89.8% for the first five years of mining, 89.5% for the first ten years, and 89.3% for the life of mine.
The molybdenum roaster recovery was held constant at 99.2%.

Capital & Operating Cost Estimates

Presently, the development of the Mt. Hope Project has a Project Capital Estimate of $1,312 million, which

includes development costs of approximately $1,245 million and $67 million in cash financial guaranty/bonding
requirements, advance royalty payments, and power pre-payment estimates. These capital costs were updated in the
third quarter of 2012 and were then escalated by approximately 3% in the third quarter of 2013, for those items not yet
procured or committed to by contract. The Mt. Hope Project has not materially changed in scope and remains currently
designed at approximately 65% engineering completion, with solid scope definition. The pricing associated with this
estimate remains subject to escalation associated with equipment, construction labor and commodity price increases, and
project delays, which will continue to be reviewed periodically. The Project Capital Estimate does not include financing
costs or amounts necessary to fund operating working capital and potential capital overruns, is subject to additional
holding costs as financing activities for construction of the Mt. Hope Project are delayed and may be subject to other
escalation and de-escalation as contracts and purchase arrangements are finalized at then current pricing. From
October 2007 through the year ended December 31, 2018, the LLC spent approximately $295.1 million of the estimated
$1,312 million on development of the Mt. Hope Project.

The LLC’s Project Operating Cost Estimate (for the $8.00/lb mineral reserve) forecasts molybdenum
production of 41 million pounds per year for the first five years of operations at estimated average direct operating costs
of $6.16 per pound based on $90 per barrel oil equivalent energy prices. The Costs Applicable to Sales (“CAS”) per
pound, including anticipated royalties calculated at a market price of $15 per pound molybdenum, are anticipated to
average $6.84 per pound for the first 5 years. For a reconciliation of direct operating costs, a non-GAAP measure, to
CAS, see “—Production and Operating Cost Estimates” below. These cost estimates are based on 2013 constant dollars
and are subject to cost inflation or deflation.

The anticipated capital requirements of the Mt. Hope Project are divided into cost categories in the following

table:

Category

Mining equipment
Construction, materials & plant facilities
Owners cost, pre-stripping, camp
Taxes, freight, commissioning, spares
Equipment suspension costs
Engineering, Procurement, & Construction Mgmt
Contingency
Escalation
Total Capital

Bonding and pre-paid items

Total Capital Requirement

Millions $US

2012
Estimate

2013
Revised
Estimate

150 $
583
245
73
11
70
70
—
1,202
67
1,269

149
595
265
74
11
70
59
22
1,245
67
1,312

Furthermore, ongoing replacement and sustaining mine equipment and process plant capital over a $12.00/lb
Mo pit 41-year operating life is currently estimated to be approximately $786 million (in 2013 dollars). For a shorter
mine life of 16 years ($8.00 pit), the sustaining capital would be $222 million. These amounts exclude financing costs,
amounts necessary to fund operating working capital, or reclamation. We expect that these cost estimates will continue
to evolve over time based on changes in the industry-wide cost structure as well as changes in our operating strategies
and initiatives for the project.

Pricing

In the first half of 2018, molybdenum prices were bell-shaped as it rose from $10.25/lb at the end of 2017,

reached 2018 high of $13.00/lb in March and then decreased to the low for 2018 of $10.60/lb at the end of June,
according to Platts. The molybdenum price remained volatile through the second half of 2018, increased to $12.38 in
early December before retreating to end 2018 at $11.88/lb. The March 12, 2019 molybdenum price was $12.70/lb, 21
percent higher than year-end 2017, based on Platts’ data.

Further details are described in “Molybdenum Market Update” below.

In its February 2019 Molybdenum Quarterly publication, CPM forecasts average nominal prices for

molybdenum to increase from $13.36/lb in 2019 to $17.67/lb in 2022.

Production and Operating Cost Estimates

Production over the life of the Mt. Hope Project is estimated to be 517 million pounds of saleable molybdenum

on a 100% basis ($8.00/lb reserve). Average yearly production over the first full five years is estimated at 41 million
pounds of molybdenum. Direct operating costs for the Mt. Hope Project over the first full five years of operation are
anticipated to average $6.16 per pound, using $90 per barrel oil equivalent energy costs, and Costs Applicable to Sales
(“CAS”) per pound over the first full five years of operation, including anticipated royalties calculated at $15 per pound
molybdenum, are anticipated to average $6.84 per pound. Life of mine CAS are estimated to be approximately $7.61
per pound of molybdenum at $90 per barrel oil, inclusive of anticipated royalty payments calculated at $15 per pound
molybdenum. These cost estimates are based on 2013 constant dollars and are subject to cost inflation or deflation. The
Company will update the operating cost projections with new commodity pricing adjustments at the time of project
construction restart.

Reconciliation between CAS, a measure based on accounting principles generally accepted in the United States

of America (“GAAP”), and direct operating costs, a non-GAAP measure, is provided in the table below.

Description
Direct operating costs
Royalty payments (1)
Total CAS

First Five Years Life of Mine
6.84
6.16 $
$
0.77
0.68
7.61
6.84 $

(1) Royalty payments are a function of assumed molybdenum prices realized. The above calculation assumes a

molybdenum price of $15.00 per pound.

These cost estimates are based on 2013 constant dollars and are subject to cost inflation or deflation. The U.S.

Bureau of Labor Statistics “Producer Price Index by Commodity for Intermediate Demand by Commodity Type:
Processed Goods for Intermediate Demand” (WPSID61) dropped from a value of 200.0 in 2013 to 196.2 as of December
2017, indicating that our capital and operating cost estimates are still valid and conservative.

Description of the Liberty Project

On March 17, 2006, we purchased the Liberty Project, an approximately ten square mile property in Nye

County, Nevada, including water rights, mineral and surface rights, buildings and certain equipment from High Desert
Winds LLC (“High Desert”). The property includes the former Hall molybdenum and copper deposit that was mined for
molybdenum by open pit methods between 1982 and 1985 by Anaconda and between 1988 and 1991 by Cyprus.
Equatorial Tonopah, Inc. mined copper from 1999 to 2000 on this property, although their operations were in a separate
open pit also located on the property. Much of the molybdenum deposit was drilled but not developed or mined by these
previous owners. At closing, we paid High Desert a cash payment of $4.5 million for a portion of the property, and in
November 2006, made an additional payment of $1.0 million for the remainder of the property.

On January 30, 2007, we purchased Equatorial Mining North America, Inc. and its two subsidiaries, which

owned a 12% net smelter returns royalty on the Liberty Project, from Equatorial Mining Pty. Limited, effectively
eliminating all third-party royalties on the property. The consideration paid for the Equatorial acquisition was
$4.8 million with an additional deferred payment of $6.0 million, which will be due upon commencement of commercial
production at the property. In connection with the transaction, we acquired $1.2 million in cash accounts and assumed
all environmental liabilities on the reclaimed site. We later purchased all outstanding mineral claims associated with this
property that were not previously owned by us thus giving the Company 100% control over all mineral rights within the
boundary of the property, as well as claims on BLM property adjacent to the patented grounds.

Since purchasing the Liberty Project, we completed two drilling programs that, combined with previous

evaluation work performed by former owners, identified additional mineralization. In April 2008, we completed a pre-
feasibility study on the Liberty Project that detailed initial capital and operating costs, anticipated mining and milling
rates and permitting requirements. In 2011 the Company released an updated NI 43-101 compliant resource estimate
and later the same year a pre-feasibility study detailing updated resource estimates and project economics was released.
Metallurgical and environmental work were advanced in 2013 with $0.2 million in external costs and use of dedicated
internal resources. In 2014, the Company more closely examined the use of existing infrastructure and copper potential
of the property. This work resulted in an updated NI 43-101 compliant pre-feasibility study released in July 2014 which
developed a statement of mineral reserves under Canadian definitions. Those definitions are not consistent with U.S.
definitions. Under Industry Guide 7, the Liberty deposit contains 309.2 million tons of mineralized material with a total
molybdenum grade of 0.078% and a total copper grade of 0.098% using a $12.00/lb Mo pit. The Liberty Project is
viewed by the Company as a follow-on project to the Mt. Hope Project that we intend to actively pursue following
development of the Mt. Hope Project, dependent on market conditions.

The Liberty Project includes a previously mined open pit and a small heap leach facility, both developed by

previous operators. The Company continues to perform maintenance and reclamation activities on these facilities under
a permit administered by NDEP.

History

In 1955, Anaconda leased and optioned the Liberty molybdenum prospect and mine in order to evaluate

extensive molybdenum and copper occurrences. From 1956 through 1966, Anaconda explored or delineated
molybdenum mineralization over an approximate one square mile area. Drilling indicated extensive mineralization from
the surface to a depth of approximately 2,000 feet. Drilling delineated approximately 200 million tons of mineralization
grading 0.091 percent sulfide molybdenum, which was included in a long-term mining plan. (Historic references to
tonnage and grade are based on available historic records. They may not reflect the current definitions of mineral
reserves and mineral resources as defined by the SEC or by Canadian NI 43-101.) Mine construction began in 1979 with
production from the Hall Mine starting in 1981. Anaconda ceased operations in 1985 due to low metal prices. Between
1982 and 1991, Anaconda and successor operator Cyprus mined a total of 50 million tons of ore grading 0.11 percent
molybdenum. No further molybdenum mining took place after 1991, leaving an estimated 150 million tons of un-mined
material at a grade of 0.09 percent molybdenum.

Between 1995 and 2002 a copper zone independent of the existing molybdenum pit was the subject of a copper

leach operation by Equatorial. Approximately 10 million tons were mined before operations ceased in 2002.

The molybdenum mine open pit remains easily accessible for mining. Various facilities and improvements

continue to exist on the property that may be of future use for molybdenum and/or copper operations including a power
supply, water rights, water and well system, offices, truck and vehicle shops, thickening tanks, water and fuel tanks,
roads and other structures. All of the mobile equipment was removed from the property. Much of the plant area was
reclaimed after the 2002 closure with most of the crushing, conveying, grinding, concentrator equipment and other
milling equipment being removed from the property.

Geology

The Liberty molybdenum deposit appears to conform to a class of deposit that is generally termed in ore deposit
literature as a “Climax-Urad” type, where better-grade molybdenum mineralization in the form of molybdenite (MoS2) is
concentrated in and along the margins of an irregularly-shaped “sleeve” or “shell” around a central lower-grade to nearly
barren core of silicic-alkalic intrusive rocks. In some cases, an outer shell of copper-dominant mineralization surrounds
the interior molybdenum-dominant shell(s).

The Hall stock (Cretaceous intrusive rocks) intruded the metasedimentary sequence of rocks in the Late

Cretaceous Period. It hosts most of the molybdenum mineralization. The 2,500 ft-diameter stock complex consists of
two spatially and temporally-distinct bodies — the earlier North stock and the younger South stock, which truncated the
molybdenum mineralization hosted by the North stock.

Base metal mineralization in the Liberty deposit consists of molybdenite (MoS2), chalcopyrite (CuFeS2),
chalcocite (Cu2S), galena (PbS), sphalerite (ZnS), tetrahedrite (Cu8Sb2S7), and pyrite (FeS2). Molybdenite occurs mainly
in 0.1” to 1.2”-wide quartz veins and veinlets in amounts that range from 0.1% to more than 40% by volume, typically as
a selvage on vein walls. Molybdenite is also found in wider (+1.2”) quartz veins, but these are much less common in
occurrence. Chalcopyrite and pyrite also are common but lesser vein/veinlet constituents.

Although chalcopyrite can occur with molybdenite in minor amounts in veins and veinlets within the main body

of molybdenum mineralization in the Hall stock, it is much more prevalent in quartz veins in the metasediments on the
northeast and east sides of the stock. Here it occurs in the remnant of the copper-dominant shell that originally
surrounded the Hall stock before it was tilted and disrupted by faulting. In addition to chalcopyrite, chalcocite occurs as
disseminations and as secondary coatings on pyrite within a roughly horizontal blanket of secondary supergene copper
enrichment just below the bottom of oxidation.

The Liberty deposit has been subjected to much folding and faulting. A major anticline located 3,000’ to the

south of the Hall stock has an axis that trends N20(cid:2)W and plunges 50(cid:2) to 70(cid:2) to the northwest. Post-Cretaceous tilting of
the northern San Antonio Mountains and other structural disruptions have resulted in the rotation of the Liberty deposit
so that it now plunges to the east. This rotation has caused erosion of the deposit along its flank, exposing both the
shallow and deep-emplaced portions of the mineralization. The Liberty deposit was segmented by faulting. The
Basement Fault bounds the bottom of the deposit while the Liberty Fault truncates the deposit on the west side. In

addition to these major structures, a number of N40(cid:2)E- to N30(cid:2)W-trending normal faults and several east-west-trending
normal faults transect the Liberty deposit.

Liberty Project Permitting Requirements

The majority of the Liberty Project area is located on fee lands and patented claims owned by the Company.

Unpatented claims administered by the BLM are on public ground and largely surround the open pit and waste stockpile
areas. BLM approval will be required prior to commencement of operations, including construction, which would likely
include an EIS under NEPA. A shorter EIS and state permitting process are anticipated for the Liberty Project as
compared to the Mt. Hope Project, as the Liberty Project is located largely on privately held property with existing water
rights, is located in a previously mined area in a mining friendly jurisdiction, and is sparsely vegetated due to the arid
climate.

In addition to land ownership, two other factors distinguish the Liberty Project from the Mt. Hope Project with

respect to environmental permitting. First, water consumption is not as significant an issue at Liberty. Unlike the Mt.
Hope Project, the areas surrounding Liberty are not extensively irrigated. In addition, we own significant water rights at
the Liberty site and have water wells in place. Second, the area has been mined previously which has resulted in
significant surface disturbance. By conducting exploration drilling on pre-existing disturbance, to the extent possible,
the amount of additional disturbance is greatly reduced, and permitting requirements to support further exploration is
likewise reduced. Furthermore, there is extensive environmental information developed to support permitting of the
previous mine operation. We anticipate that this information can be used to streamline the permitting process by
reducing the amount of baseline studies and other technical information that must be developed by the Company.

The Nevada Division of Environmental Protection (“NDEP”) has identified environmental concerns with some

Liberty Project facilities acquired with the property. NDEP’s concerns are related to aspects of previously approved
closure plans required by Nevada regulation. We have proposed options to NDEP to address these concerns. In July,
2018, we addressed one of those concerns by successfully completing a program, as approved by NDEP, to neutralize
the acidic Liberty pit lake by adding hydrated lime to raise the pH. Our 2019 projected costs are consistent with
budgeted spend. We will continue to work with NDEP to evaluate ongoing options to address any future concerns, and
additional costs may be required beyond 2018 to meet NDEP’s closure requirements. However, a reasonable estimate
cannot be determined at this time as it is not possible to reasonably predict the outcome of our negotiations with NDEP.

Environmental Investigation - Shoshone County, Idaho

The Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended

(“CERCLA”), imposes strict, joint, and several liability on parties associated with releases or threats of releases of
hazardous substances. Liable parties include, among others, the current owners and operators of facilities at which
hazardous substances were disposed or released into the environment and past owners and operators of properties who
owned such properties at the time of such disposal or release. This liability could include response costs for removing or
remediating the release and damages to natural resources. We are unaware of any reason why our undeveloped
properties would currently give rise to any potential CERCLA liability. We cannot predict the likelihood of future
CERCLA liability with respect to our properties, or to surrounding areas that have been affected by historic mining
operations.

Our mineral property holdings in Shoshone County, Idaho include lands contained in mining districts that have
been designated as a “Superfund Site” pursuant to CERCLA. This “Superfund Site” was established to investigate and
remediate primarily the Bunker Hill properties of Smelterville, Idaho, a small portion of Shoshone County where a large
smelter was located. However, because of the extent of environmental impact caused by the historical mining in the
mining districts, the Superfund Site covers the majority of Shoshone County including our Chicago-London and Little
Pine Creek properties as well as many small towns located in Northern Idaho. We have conducted a property
environmental investigation of these properties, which revealed no evidence of material adverse environmental effects at
either property. We are unaware of any pending action or proceeding relating to any regulatory matters that would affect
our financial position due to these inactive mining claims in Shoshone County.

Applicable Mining Laws

Mining in the State of Nevada is subject to federal and state law. Three types of laws are of particular
importance to the Mt. Hope Project: those affecting land ownership and mining rights; those regulating mining
operations; and those relating to the environment.

The Mt. Hope Project is situated on lands owned by the U.S. (“federal lands”). The LLC, as the owner or
leaseholder of the unpatented mining claims, has the right to conduct mining operations on the lands subject to the
required operating permits and approvals, compliance with the terms and conditions of the Mt. Hope Lease, and
compliance with applicable federal, state, and local laws, regulations and ordinances. On federal lands, mining rights are
governed by the General Mining Law of 1872, as amended, 30 U.S.C. UU 21-161 (various sections), which allows for
the location of mining claims on certain federal lands upon the discovery of a valuable mineral deposit and on proper
compliance with claim location requirements.

The operation of mines is governed by both federal and state regulatory programs. The predominant non-

environmental federal regulatory program that will affect future mining operations at the Mt. Hope Project is the mine
safety regulations administered by the Mine Safety and Health Administration. Additional federal laws, such as those
governing the purchase, transport, storage or usage of explosives, and those governing communications systems, labor
and taxes also apply. State non-environmental regulatory programs affecting operations include the permitting programs
for drinking water systems, sewage and septic systems, water rights appropriations, Department of Transportation, and
dam safety (engineering design and monitoring).

Environmental regulations require various permits or approvals before any mining operations on the Mt. Hope

Project can begin. Federal environmental regulations are administered primarily by the BLM. The Environmental
Protection Agency (“EPA”) has delegated authority for the Clean Water Act and Clean Air Act to the State of Nevada.
The NDEP, therefore, has primacy for these programs and is responsible for administering the associated permits for the
Mt. Hope Project. The Bureau of Mining Regulations and Reclamation (“BMRR”) within NDEP administers the WPC
and Reclamation permits. The Bureau of Air Pollution Control (“BAPC”) within NDEP administers the Air Quality
Permit. The NDEP also administers the permit program for onsite landfills. The Nevada Division of Wildlife
administers the artificial industrial pond permit program. Local laws and ordinances may also apply to such activities as
waste disposal, road use and noise levels. Both our Mt. Hope Project and Liberty Project will be subject to these various
environmental laws and regulations.

Other Mining Properties

We also have mining claims and land purchased prior to 2006 which consist in part of (a) approximately

107 acres of fee simple land in the Little Pine Creek area of Shoshone County, Idaho, (b) six patented mining claims
known as the Chicago-London group, located near the town of Murray in Shoshone County, Idaho, (c) 34 unpatented
mining claims in Marion County, Oregon, known as the Detroit property, and (d) 83 unpatented mining claims in
Sanders and Madison County, Montana. Our efforts at these properties are minimal and consume no significant
financial resources. The total book value of these properties is approximately $0.1 million and the Company has
retained production royalties of 1.5% of all net smelter returns on future production from two undeveloped properties in
Skamania County, Washington and Josephine County, Oregon, which were sold in 2012 and 2013, respectively.

Other United States Regulatory Matters

The Resource Conservation and Recovery Act (“RCRA”) and related state laws regulate generation,

transportation, treatment, storage, or disposal of hazardous or solid wastes associated with certain mining-related
activities. RCRA also includes corrective action provisions and enforcement mechanisms, including inspections and
fines for non-compliance.

Mining operations may produce air emissions, including dust and other air pollutants, from stationary

equipment, such as crushers and storage facilities, and from mobile sources such as trucks and heavy construction
equipment. All of these sources are subject to review, monitoring, permitting, and/or control requirements under the
federal Clean Air Act and related state air quality laws. Air quality permitting rules may impose limitations on our
production levels or create additional capital expenditures in order to comply with the permitting conditions.

Under the federal Clean Water Act and delegated state water-quality programs, point-source discharges into

“Waters of the State” are regulated by the National Pollution Discharge Elimination System program, while Section 404
of the Clean Water Act regulates the discharge of dredge and fill material into “Waters of the United States,” including
wetlands. Stormwater discharges also are regulated and permitted under that statute. All of those programs may impose
permitting and other requirements on our operations.

The Endangered Species Act (“ESA”) is administered by the U.S. Department of Interior’s U.S. Fish and

Wildlife Service (“USFWS”). The purpose of the ESA is to conserve and recover listed endangered and threatened
species and their habitat. Under the ESA, “endangered” means that a species is in danger of extinction throughout all or
a significant portion of its range. “Threatened” means that a species is likely to become endangered within the
foreseeable future. Under the ESA, it is unlawful to “take” a listed species, which can include harassing or harming
members of such species or significantly modifying their habitat. We conduct wildlife and plant inventories required by
regulatory agencies prior to initiating exploration or mining project permitting. We currently are unaware of any
endangered species issues at any of our projects. A threatened species occurs in limited segments of two creeks
approximately 10 miles to the north of the proposed wellfield for the Mt. Hope Project. Although hydrologic modeling
predicts no impacts to these stream segments, consultation with the USFWS was required. Future identification of
endangered species or habitat in our project areas may delay or adversely affect our operations.

We are committed to fulfilling or exceeding our requirements under applicable environmental laws and

regulations. These laws and regulations are continually changing and, as a general matter, are becoming more
restrictive. Our policy is to conduct our business in a manner that strives to safeguard public health and mitigates the
environmental effects of our business activities. To comply with these laws and regulations, we have made, and in the
future may be required to make, capital and operating expenditures.

ITEM 1A. RISK FACTORS

You should carefully consider the risks described below and elsewhere in this report, which could materially

and adversely affect our business, results of operations or financial condition. If any of the following risks actually
occurs, the market price of our common stock would likely decline. The risks and uncertainties we have described
below include all of the material risks presently known to us, however, additional risks and uncertainties not presently
known to us or that we currently deem immaterial may also affect our operations.

Our investors may lose their entire investment in our securities

An investment in our securities is speculative and the price of our securities has been and will likely continue to

be volatile. Only investors who are experienced in high risk investments and who can afford to lose their entire
investment should consider an investment in our securities.

Substantial doubt exists as to our ability to continue as a going concern

Our consolidated financial statements have been prepared assuming we will continue as a going concern. We
have experienced substantial and recurring losses from operations, which losses have caused an accumulated deficit of
$191.1 million at December 31, 2018. At December 31, 2018, we had approximately $2.0 million in unrestricted cash
and $6.2 million in restricted cash held by the LLC on hand. Based on the Company’s cash balances as of December 31,
2018, the Company believes that it will be able to sustain its corporate and Liberty Project operations only through the
quarter ending March 31, 2019. The Mt. Hope Project remains funded into 2021 by the reserve account held by the LLC
for the payment of ongoing jointly approved (by POS-Minerals and the Company) expenses until the Company obtains
full financing for its portion of the Mt. Hope Project construction cost. However, the Company does not currently have
liquidity and capital resources to finance its portion of Mt. Hope Project operations beyond 2021.

We have been funding our business principally through sales of our securities, most recently with the closure of

Tranche 1 and Tranche 2 of the three-tranche equity private placement under the AMER Investment Agreement, our at-
the-market offering facility and our October 2018 underwritten public offering. The Tranche 1 and Tranche 2 placement
provided $10.0 million to the Company, and an additional $10.0 million is committed for the Tranche 3 placement at a
price of $0.50 per share upon the reissuance of our water permits or the closure of a joint business opportunity involving
the use of at least 10 million shares of the Company. Additionally, during 2018, we utilized our at-the-market offering
facility to sell approximately 1.2 million shares for $0.5 million, and received net proceeds of approximately $2.0
million

from our underwritten public offering of 9,151,000 units, consisting of common stock and warrants, at a price of $0.25
per share. In conjunction with the public offering, the Company agreed to suspend the ATM facility for a period of 2
years. There is no certainty that the funding from Tranche 3 with AMER will become available within the next 12
months. We expect to continue to fund our Corporate and Liberty Project costs through additional equity investments in
the Company and are also attempting to sell some of our non-critical equipment to raise additional funds .Our projected
construction and development costs at the Mt. Hope Project are anticipated to be funded by procurement of the Bank
Loan under the AMER Investment Agreement, upon receipt of water permits and completion of the SEIS and ROD from
the BLM, coupled with sustained molybdenum prices and other additional equity or debt infusions. The Bank Loan will
not provide funding for Corporate or Liberty Project expenses. These factors, among others, raise substantial doubt
about our ability to continue as a going concern for the next 12 months. Our consolidated financial statements do not
include any adjustments that might result from the outcome of this uncertainty. We may choose to reduce our Corporate
or Liberty Project operating expenses through reductions in our operating costs during fiscal year 2019 if we are not
successful in our efforts to raise additional capital. We may not be able to increase our cash flow to a level which would
support our Corporate or Liberty Project operations and provide sufficient funds to pay our obligations past the first
quarter 2019 or thereafter, for the foreseeable future. Further, we may not be able to raise additional capital or, if we are
successful in our efforts to raise additional capital, the terms and conditions upon which any such capital would be
extended. If we are unable to meet our obligations past first quarter 2019, we would be forced to cease all operations and
pursue restructuring alternatives, in which event investors may lose their entire investment in our Company.

We may not be able to obtain, maintain or renew licenses, rights and permits required to develop or operate our
mining projects, or we may encounter environmental conditions or requirements that would adversely affect our
business

In the ordinary course of business, mining companies are required to seek governmental permits for expansion

of existing operations or for the commencement of new operations. The LLC is required to obtain a ROD from the BLM,
authorizing implementation of the Mt. Hope Project PoO. As discussed above, the Ninth Circuit vacated the ROD which
had approved the EIS for the Mt. Hope Project, rejecting air quality baseline metrics and questioning the potential
existence of public water reserves within the PoO. Additionally, the Nevada Supreme Court vacated our 3M Plan and
water permits for the Mt. Hope Project due to insufficient evidence that the threat to existing water rights holders could
be successfully mitigated. The LLC is also required to obtain various state and federal permits including water
protection, air quality, water rights and reclamation permits. We may not be successful in obtaining a new ROD
authorizing implementation of the Mt. Hope PoO or in obtaining a reissuance of our water permits from the Nevada
State Engineer or in defending future appeals of the water permits, if reissued, or defending legal challenges to the
anticipated new ROD and our other permits, which may affect our ability to maintain the permits.

In addition to requiring permits for the development of the Mt. Hope Project, we will need to obtain and modify

various mining and environmental permits during the life of the project. Obtaining, modifying, and renewing the
necessary governmental permits is a complex and time-consuming process involving numerous jurisdictions and often
requiring public hearings and substantial expenditures. The duration and success of our efforts to obtain, modify or
renew permits will be contingent upon many variables, some of which are not within our control. Increased costs or
delays could occur, depending on the nature of the activity to be permitted and the interpretation of applicable
requirements implemented by the permitting authority. All necessary permits may not be obtained and, if obtained, may
not be maintained or renewed, or the costs involved in each case may exceed those that we previously estimated. It is
possible that the costs and delays associated with compliance with such standards and regulations could become such
that we would not proceed with the financing, development or operation of the Mt. Hope Project.

The development of the Mt. Hope Project may continue to be delayed, which could result in increased costs or an
inability to complete its development

The LLC may experience continued delays in developing the Mt. Hope Project. These could increase its

development costs, affect its economic viability, or prevent us from completing its development. The timing of
development of the Mt. Hope Project depends on many factors, some of which are beyond our and the LLC’s control,
including:

• Sustained low prices for molybdenum;

• Timely availability of project financing to construct the Mt. Hope Project;

• Timely availability of equipment;

•

Inability to obtain a reissuance of the ROD or reobtain water permits, and successfully defend subsequent
appeals;

• Continued appeals or unfavorable orders concerning our attempts to reobtain water rights, Mt. Hope

Project related state of Nevada and federal permits, including the ROD;

• Completion of advanced engineering;

• Timely availability of labor and resources from construction contractors throughout construction of the

project; and

• Volatility in foreign exchange and/or interest rates.

Any delays caused by our inability to raise capital when needed may lead to the cancellation or extension of, or

defaults under, agreements with equipment manufacturers or a need to sell equipment and other project related assets
already purchased, any of which may adversely impact the Mt. Hope Project timeline. Additionally, delays to the Mt.
Hope Project schedule have consequences with regard to our sales agreements, the LLC Agreement with POS-Minerals,
including potential claims by POS-Minerals, which may serve to increase our capital obligations and further enhance
these risks.

Our profitability depends largely on the success of the Mt. Hope Project, the failure of which would have a
material adverse effect on our financial condition

We are focused primarily on the ability to develop the Mt. Hope Project and to seek and obtain construction

financing upon reobtaining necessary permits, and sustained improvement in current molybdenum market conditions.
Accordingly, our profitability depends largely upon the successful financing to continue the development and operation
of this project. We are currently incurring losses and we expect to continue to incur losses until sometime after
molybdenum production begins at the Mt. Hope Project. The LLC may never achieve production at the Mt. Hope
Project and may never be profitable even if production is achieved. The failure to see improvements in the molybdenum
market such that we may seek and obtain financing for the construction of the Mt. Hope Project would have a material
adverse effect on our financial condition, results of operations and cash flows. Even if the LLC is successful in
construction and eventually achieving production, an interruption in operations at the Mt. Hope Project that prevents the
LLC from extracting ore from the Mt. Hope Project for any reason would have a material adverse impact on our
business.

If certain conditions are not met under the AMER transaction documents, our ability to begin construction of the
Mt. Hope Project could be delayed further

The additional investments by AMER in our common stock and the related proposed financing with a Chinese
bank and the molybdenum supply agreement are subject to a number of conditions precedent, including reobtaining our
water permits or closing a mutually acceptable transaction involving more than 10 million shares of Company stock and
negotiation of acceptable loan terms with a Chinese bank. These conditions may not be met, in which case our ability to
begin construction of the Mt. Hope Project could be delayed further.

Past strong demand for molybdenum in China could be affected by future developments in that country

The Company is highly exposed to the Chinese market. China’s demand for molybdenum could be

substantially affected by an economic slowdown in China, financial or banking market conditions impacting investment,
or an accelerated shift from infrastructure-led to service-oriented growth. Increased federal regulatory oversight
concerning our relationships with investors in China, as well as access of Chinese consumers to our products may
become more burdensome. Any or all of these may adversely affect the Company’s ability to obtain financing for
construction of the Mt. Hope Project.

We require and may not be able to obtain substantial financing in order to fund the development and eventual
operations of the Company and the LLC and if we are successful in raising additional capital, it may have dilutive
and other adverse effects on our stockholders

If the actual costs to obtain financing and complete the development of the Mt. Hope Project are significantly

higher than we expect, we may not have enough funds to cover these costs and we may not be able to obtain other
sources of financing. The failure to obtain all necessary financing would prevent the LLC from developing and
eventually achieving production at the Mt. Hope Project and impede our ability to become profitable. Our financing
plan assumes that POS-Minerals will continue to make their required on-going capital contributions after we obtain
financing or exhaust the reserve account as outlined in the LLC Agreement. We may not be able to obtain financing
necessary for developing and eventually achieving production at the Mt. Hope Project if these contributions are not
made.

We continue to review the technical merits of the Liberty Project, which would also require significant
additional capital to permit and/or commence mining activities. We may not be able to obtain the financing necessary to
develop the Liberty Project should we decide to do so.

If additional financing is not available, or available only on terms that are not acceptable to us, we may be

unable to fund the development and expansion of our business, attract and retain qualified personnel, take advantage of
business opportunities or respond to competitive pressures. Any of these events may harm our business. Also, if we
raise funds by issuing additional shares of our common stock, preferred stock, debt securities convertible into preferred
or common stock, or a sale of additional minority interests in our assets, our existing stockholders will experience
dilution, which may be significant, to their ownership interest in us or our assets. If we raise funds by issuing shares of a
different class of stock other than our common stock or by issuing debt, the holders of such different classes of stock or
debt securities may have rights senior to the rights of the holders of our common stock.

The LLC Agreement gives POS-Minerals the right to approve certain major decisions regarding the Mt. Hope
Project which could impair our ability to quickly adapt to changing market conditions

The LLC Agreement requires unanimous approval of the members for certain major decisions regarding the Mt.

Hope Project. This effectively provides either member with a veto right over the specified decisions. These decisions
include:

• Approval of the operations to be conducted and objectives to be accomplished by the Mt. Hope Project

(“Program and Budget”);

• Approval of the budget for costs to be incurred by the LLC and the schedule of cash capital contributions to

be made to the LLC (“Budget”);

• Approval of cost overruns in excess of 10% until we obtain financing or exhaust the reserve account

balance, and thereafter 15% of the approved Program and Budget;

• Approval of an expansion or contraction of the average tons per day (“tpd”) planned of 20% or more from

the relevant tpd throughput schedule in the BFS;

• Approval of the LLC’s acquisition or disposition of significant real property, water rights or real estate

assets;

• Approval of the incurrence of indebtedness by the LLC that requires (1) an asset of the LLC to be pledged
as security, (2) the pledge of a membership interest in the LLC, or (3) a guaranty by either the Company or
POS-Minerals, other than in each instance a purchase money security interest or other security interest in
the LLC to finance the acquisition or lease of equipment;

• Approval of the conduct of business other than the development, construction, operations and financing of

the Mt. Hope Project, including the potential Cu-Ag target and zinc mineralization, and

• Approval of the issuance by the LLC of an ownership interest to any person other than Nevada Moly or

POS-Minerals,

• Approval of the termination of the Mt. Hope Project or the liquidation/dissolution of the Project.

The requirement that certain decisions be approved by POS-Minerals may make it more difficult for our
stockholders to benefit from certain decisions or transactions that we would otherwise cause the LLC to make if they are
opposed by POS-Minerals.

Fluctuations in the market price of molybdenum could adversely affect the value of our Company and our
securities

The profitability of our mining operations will be influenced by the market price of the metals we mine. The
market prices of metals such as molybdenum fluctuate widely and are affected by numerous factors including several
that are beyond the control of any mining company. These factors include fluctuations with respect to the rate of
inflation, the exchange rates of the U.S. dollar and other currencies, interest rates, global or regional political and
economic conditions and banking crises, global and regional demand, production costs in major molybdenum producing
areas, and a number of other factors. Sustained periods of low molybdenum prices would adversely impact our ability to
seek financing for the development of the Mt. Hope Project and the Liberty Project, and our ability to obtain revenues,
profits, and cash flows. In particular, a sustained low molybdenum price could:

• Have a continued negative impact on the availability of financing to us;

• Cause a continued delay and suspension of our development activities and, ultimately, mining operations at
our Mt. Hope Project, if such operations become uneconomic at the then-prevailing molybdenum price;
and

• Prevent us from fulfilling our obligations under our agreements or licenses which could cause us to lose our

interests in, or be forced to sell, our properties.

Furthermore, the need to reassess the feasibility of any of our projects if molybdenum prices were to return to

historical lows could cause substantial delays. Mineral reserve calculations and life-of-mine plans using lower
molybdenum prices could result in reduced estimates of mineral reserves and in material write-downs of our investment
in mining properties and increased amortization, reclamation and closure charges.

The volatility in metals prices is illustrated by the molybdenum price chart shown in the Molybdenum Market
Update section and the historical monthly average prices ranging from a low price of $2.16/lb in January 2001 to a high
of $33.84 in August 2008 for molybdenum. The worldwide molybdenum price fluctuated between approximately
$5.30/lb in 2003 to over $40.00/lb in 2005 and traded in the mid-$30s/lb prior to October 2008 when prices fell from
approximately $33.50 per pound to $7.70 per pound in April 2009 as a result of the global financial crisis. Subsequent
to April 2009, prices slowly rose finishing 2009 at $12.00 per pound and further increasing to finish 2010 at $16.40 per
pound. By the end of 2011, prices had pulled back to $13.45 per pound, then decreased further to $9.70 per pound at the
conclusion of 2013, and fell further to approximately $9.00 per pound by the end of 2014. Beginning in
September 2014, the molybdenum price experienced a sharp pullback reflecting softening demand and a strengthening
U.S. dollar, amongst other factors. A slow price recovery during 2016 saw the price at yearend 2016 at $6.75/lb.
Molybdenum strengthened through most of 2017 and broke into double-digit prices to end of 2017 at $10.25/lb.
Molybdenum prices reached a high of $13.00/lb in March 2018, a level last seen in 2014, and closed 2018 at $11.88/lb.
(Prices quoted subsequent to 2010 are sourced from Platts.) Although we estimate the Mt. Hope Project’s average cost of
production over the first five years to be approximately $7.00 per pound, a sustained period of lower molybdenum prices
would have material negative impacts on the Company’s profitability. Actual molybdenum prices when and if we
commence commercial production cannot be estimated and are subject to numerous factors outside our control.

Our profitability is subject to demand for molybdenum, and any decrease in that demand, or increase in the
world’s supply, could adversely affect our results of operations

Molybdenum is used primarily in the steel industry. The demand for molybdenum from the steel industry and

other industries was extremely robust through the third quarter of 2008, primarily fueled by growth in Asia and other
developing countries. Beginning in the fourth quarter of 2008, the global financial crisis forced steel companies to
substantially reduce their production levels with a corresponding reduction in the consumption of molybdenum, which
contributed to the decline in the price of molybdenum. Starting in September 2014, molybdenum prices began to decline

and remained low through 2016, but improved throughout 2017 and 2018. Continued low molybdenum prices could
delay our ability to obtain other financing, and could cause a continued suspension of our development or, in the future,
a suspension of our mining operations at our Mt. Hope Project.

A sustained significant increase in molybdenum supply could also adversely affect our results. CPM Group

estimates that during the next five years a total of 55 million annual pounds of production could be added to the supply
of molybdenum (including a portion of the supply from our Mt. Hope Project). In the event demand for molybdenum
does not increase to consume the potential additional production, the price for molybdenum may be adversely affected.

We are exposed to counter party risk, which may adversely affect our results of operations

The off-take sales agreements the Company has completed contain provisions allowing for the sale of

molybdenum at certain floor prices, or higher, over the life of the agreements. During the past 18 months there have
been periods where the spot molybdenum prices fell below the inflation-adjusted floor prices in the contracts. During
these time periods all off-take contracts would have provided for the Company to sell molybdenum at above-spot prices.
In addition, presently, one of our off-take agreement counterparties currently has the option to cancel its agreement, and
a second off-take agreement will expire on December 31, 2020 if production at specified minimum levels has not
commenced by that date. We currently do not expect to commence commercial production before late 2022. In the
event that our contract counterparties choose not to honor their contractual obligations, attempt to terminate these
agreements as a result of the continuing delay in achieving production, or discontinue operations, our profitability may
be adversely impacted. We may be unable to sell any product our contract parties fail to purchase in a timely manner, at
comparable prices, or at all.

Our mineralization and reserve estimates are uncertain, and any material inaccuracies in those estimates could
adversely affect the value of our mineral reserves

There are numerous uncertainties inherent in estimating mineralization and reserves, including many factors

beyond our control. The estimation of mineralization and reserves is a subjective process and the accuracy of any such
estimates is a function of the quality of available data and of engineering and geological interpretation and judgment.
Results of drilling, metallurgical testing, production, and the evaluation of mine plans subsequent to the date of any
estimate may justify revision of such estimates. The volume and grade of mineralization and reserves recovered and
rates of production may be less than anticipated. Assumptions about prices are subject to greater uncertainty and metals
prices have fluctuated widely in the past. Further declines in the market price of molybdenum and copper may render
mineralization and reserves containing relatively lower grades of ore uneconomic to exploit, which may materially and
adversely impact our reserve and mineralization estimates at our projects. Changes in operating and capital costs and
other factors including, but not limited to, short-term operating factors such as the need for sequential development of
ore bodies and the processing of new or different ore grades, may also materially and adversely affect mineralization and
reserves.

Any material inaccuracies in our production or cost estimates could adversely affect our results of operations

We have prepared estimates of future molybdenum production. We or the LLC may never achieve these

production estimates or any production at all. Our production estimates depend on, among other things:

• The accuracy of our mineralization and reserves estimates;

• The accuracy of assumptions regarding ore grades and recovery rates;

• Ground conditions and physical characteristics of the mineralization, such as hardness and the presence or

absence of particular metallurgical characteristics; and

• The accuracy of estimated rates and costs of mining and processing.

Our actual production may vary from our estimates if any of our assumptions prove to be incorrect. With

respect to the Mt. Hope Project, we do not have the benefit of actual mining and production experience in verifying our
estimates, which increases the likelihood that actual production results or costs will vary from the estimates.

Mining has inherent dangers and is subject to conditions or events beyond our control, and any operating
hazards could have a material adverse effect on our business

Mining at the Mt. Hope Project and Liberty Project will involve the potential for various types of risks and

hazards, including: environmental hazards, industrial accidents, metallurgical and other processing problems, unusual or
unexpected rock formations, structure cave-in or slides, flooding, fires, and interruption due to inclement or hazardous
weather conditions.

These risks could result in damage to, or destruction of, mineral properties, production facilities or other

properties, personal injury or death, environmental damage, delays in mining, increased production costs, monetary
losses, and possible legal liability. We may not be able to obtain insurance to cover these risks at economically feasible
premiums and some types of insurance may be unavailable or too expensive to maintain. We may suffer a material
adverse effect on our business and the value of our securities may decline if we incur losses related to any significant
events that are not covered by our insurance policies.

Our operations make us susceptible to environmental liabilities that could have a material adverse effect on us

Mining is subject to potential risks and liabilities associated with the potential pollution of the environment and
the necessary disposal of mining waste products occurring as a result of mineral exploration and production. Insurance
against environmental risk (including potential liability for pollution or other hazards as a result of the disposal of waste
products occurring from exploration and production) is not generally available to us or the LLC (or to other companies
in the minerals industry) at a reasonable price. To the extent that we become subject to environmental liabilities, the
satisfaction of any such liabilities would reduce funds otherwise available to us and could have a material adverse effect
on us. Laws and regulations intended to ensure the protection of the environment are constantly changing, and are
generally becoming more restrictive.

Legal title to the properties in which we have an interest may be challenged, which could result in the loss of our
rights in those properties

The ownership and validity, or title, of unpatented mining claims are often uncertain and may be contested. A
successful claim contesting our title or interest to a property or, in the case of the Mt. Hope Project, the landowner’s title
or interest to such property could cause us and/or the LLC to lose the rights to mine that property. In addition, the
success of such a claimant could result in our not being compensated for our prior expenditures relating to the property.

Climate change and climate change legislation or regulations may adversely impact General Moly’s planned
future operations

Energy is anticipated to be a significant input in General Moly’s operations. A number of governmental bodies

have introduced or are contemplating legislative and regulatory change in response to the possible impacts of climate
change. U.S. Congress and several states have initiated legislation regarding climate change that could affect energy
prices and demand. In December 2009, the EPA issued an endangerment finding under the federal Clean Air Act
indicating that current and projected concentrations of certain mixed greenhouse gases in the atmosphere, including
carbon dioxide, threaten the public health and welfare. It is possible that regulation may be promulgated in the U.S. to
address the concerns raised by the endangerment finding.

Legislation and increased regulation regarding climate change could impose increased costs on us, our partners

and our suppliers, including increased energy, capital equipment, environmental monitoring and reporting and other
costs to comply with such regulations. Until the timing, scope and extent of any future regulation becomes known, we
cannot predict the effect on our financial condition, financial position, results of operations and ability to compare.

The possible physical impacts of climate change on the Company’s planned future operations are highly

uncertain and would be particular to the geographic circumstances in the area in which we operate. These may include
changes in rainfall, storm patterns and intensities, shortages of water or other natural resources, changing sea levels, and
changing temperatures. These effects may adversely impact the cost, production and financial performance of the
Company’s planned future operations.

Mineral exploration and mining activities require compliance with a broad range of laws and regulations, and
compliance with or violation of these laws and regulations may be costly

Mining operations and exploration activities are subject to federal, state, and local laws and regulations
governing prospecting, development, mining, production, exports, taxes, labor standards, occupational health and safety,
waste disposal, toxic substances, land use, environmental protection, reclamation obligations, and mine safety. In order
to comply with applicable laws and regulations, we may be required to make capital and operating expenditures or to
close an operation until a particular problem is remedied. In addition, if our activities violate any such laws and
regulations, we may be required to compensate those suffering loss or damage, and may be fined if convicted of an
offense under such legislation. We may also incur additional expenses and our projects may be delayed as a result of
changes and amendments to such laws and regulations, including changes in local, state, and federal taxation.

Land reclamation requirements for exploration properties may be burdensome, may divert funds from our
exploration programs and could have an adverse effect on our financial condition

Although variable, depending on location and the governing authority, land reclamation requirements are
generally imposed on mineral exploration companies, as well as companies with mining operations, in order to minimize
long term effects of land disturbance. Reclamation may include requirements to control dispersion of potentially
deleterious effluents and to reasonably re-establish pre-disturbance landforms and vegetation. In order to carry out
reclamation obligations imposed on us in connection with our mineral exploration, we and the LLC must allocate
financial resources that might otherwise be spent on further exploration programs. Such costs could also have an
adverse effect on our financial condition.

Non-compliance with our Mt. Hope Mines Inc. Lease could result in loss of the LLC’s rights to develop the Mt.
Hope Project and may adversely affect our business

The LLC leases the Mt. Hope Project from MHMI under the Mt. Hope Lease. Failure to comply with the terms
of the Mt. Hope Lease (which principally require us to make prescribed payments on or before certain prescribed dates)
could result in loss of the LLC’s rights to develop the Mt. Hope Project. Any loss of rights under the Mt. Hope Lease
would have a material adverse effect on us and our ability to generate revenues.

Our ability to operate our Company effectively could be impaired if we lose key personnel or if we are not able to
attract and retain the additional personnel we will need to develop any of our projects, including the Mt. Hope
Project

We are a small company with a limited operating history and relatively few employees. The development of
any of our proposed projects, including the Mt. Hope Project, will place substantial demands on us. We depend on the
services of key executives and a small number of personnel, including our Chief Executive Officer/Chief Financial
Officer, Chief Operating Officer, Chief Legal Officer, Principal Accounting Officer and Vice President of
Environmental and Permitting.

We will be required to recruit additional personnel and to train, motivate and manage these new employees as
our projects mature toward eventual construction and operation. The number of persons skilled in the development and
operation of mining properties is limited and significant competition exists for these individuals. We implemented a
reduction in force in November 2014 and another in October 2015, affecting more than 40% of our employees and
contractors as a result of the delay in our ability to obtain project financing. In each of January 2015, 2016, 2017 and
2018, we implemented an annual retention program including equity stay incentives to our officer and all non-officer
employees, though this retention program may not be successful in retaining our executives and key employees. As a
result of our current cash restraints, we were unable to re-implement the annual retention program for 2019. We may not
be able to attract and retain qualified personnel in the future. We do not maintain “key person” life insurance to cover
our executive officers. Due to the relatively small size of our company and the specific skill sets of our key employees,
the loss of any of our key employees or our failure to attract and retain key personnel may delay or otherwise adversely
affect the development of the Mt. Hope Project, which could have a material adverse effect on our business.

We rely on independent contractors and experts and technical and operational service providers over whom we
may have limited control

Because we are a small exploration and development stage company, we rely on independent contractors to

assist us with technical assistance and services, contracting and procurement and other matters, including the services of
geologists, attorneys, engineers and others. Our limited control over the activities and business practices of these service
providers or any inability on our part to maintain satisfactory commercial relationships with them may adversely affect
our business, results of operations, and financial condition.

Changes to the General Mining Law of 1872 and related federal legislation that impact unpatented mining claims
could adversely impact the Mt. Hope Project

The Mt. Hope Project is located substantially on unpatented mining claims administered by the BLM. Mining

on unpatented mining claims is conducted pursuant to the General Mining Law of 1872 and amendments thereto.
Legislation for the amendment of the mining laws applicable to mining property has been considered by the U.S.
Congress, which may include imposition of a governmental royalty and new permitting and environmental rules.
Amendments to the mining laws could cause delays, increase the costs, and have an adverse effect on the returns
anticipated from the Mt. Hope Project.

Increased costs could affect our ability to become profitable

Costs at any particular mining location frequently are subject to variation due to a number of factors, such as
changing ore grade, changing metallurgy, and revisions to mine plans in response to the physical shape and location of
the ore body. In addition, costs are affected by the price of commodities, such as fuel, electricity, and labor. Commodity
costs are at times subject to volatile price movements, including increases that could make production at our projects less
profitable or uneconomic.

We anticipate significant capital expenditures in connection with the development of the Mt. Hope Project. In
the past several years, costs associated with capital expenditures have escalated on an industry-wide basis as a result of
major factors beyond our control. Increased costs for capital expenditures have an adverse effect on the returns
anticipated from the Mt. Hope Project.

Shortages of critical parts, equipment and skilled labor may adversely affect our development projects

The industry has been impacted at times by increased worldwide demand for critical resources such as input

commodities, drilling equipment, tires, and skilled labor. Shortages may cause unanticipated cost increases and delays
in delivery times, potentially impacting operating costs, capital expenditures, and production schedules.

Cost estimates and timing of new projects are uncertain

The capital expenditures and time required to develop new mines or other projects are considerable and changes

in costs or construction schedules can affect project economics. There are a number of factors that can affect costs and
construction schedules, including, among others:

• Sustained lower molybdenum pricing;

• Availability of project financing;

• Availability of water, labor, power, transportation, commodities, and infrastructure;

•

Increases in input commodity prices and labor costs;

• Fluctuations in exchange rates;

• Difficulty of estimating construction costs over a period of years; and

• Delays in obtaining and maintaining environmental or other state of Nevada and federal government

permits, including ongoing appeals related to efforts to obtain water permits and additional evaluation of
air quality studies and public review to receive a new ROD.

Legislation, including the Sarbanes-Oxley Act of 2002 and the Dodd-Frank Wall Street Reform and Consumer
Protection Act, may make it difficult for us to retain or attract officers and directors and increase the costs of
doing business, which could adversely affect our financial position and results of operations

We may be unable to attract and retain qualified officers, directors and members of board committees required

to provide for our effective management as a result of the recent changes and currently proposed changes in the rules and
regulations, which govern publicly-held companies. The Sarbanes-Oxley Act of 2002 has resulted in a series of
rules and regulations by the SEC that increase responsibilities and liabilities of directors and executive officers. The
Dodd-Frank Wall Street Reform and Consumer Protection Act, adopted in July 2010, imposes significant additional
obligations and disclosure requirements, as to which SEC rulemaking is ongoing. We are a small company with a
limited operating history and no revenues or profits, which may influence the decisions of potential candidates we may
recruit as directors or officers. The real and perceived increased personal risk associated with these requirements may
deter qualified individuals from accepting these roles. In addition, costs of compliance with such legislation, including
several provisions specifically applicable to companies engaged in mining operations, could have a significant impact on
our financial position and results of operations.

Provisions of Delaware law and our charter and bylaws may delay or prevent transactions that would benefit
stockholders

Our certificate of incorporation and bylaws and the Delaware General Corporation Law contain provisions that
may have the effect of delaying, deferring or preventing a change of control of the Company. These provisions, among
other things:

• Provide for staggering the terms of directors by dividing the total number of directors into three groups;

• Authorize our board of directors to set the terms of preferred stock;

• Restrict our ability to engage in transactions with stockholders with 15% or more of outstanding voting

stock;

• Authorize the calling of special meetings of stockholders only by the board of directors, not by the

stockholders;

• Limit the business transacted at any meeting of stockholders to those purposes specifically stated in the

notice of the meeting; and

• Prohibit stockholder action by written consent without a meeting and provide that directors may be

removed only at a meeting of stockholders.

Because of these provisions, persons considering unsolicited tender offers or other unilateral takeover proposals

may be more likely to negotiate with our board of directors rather than pursue non-negotiated takeover attempts. As a
result, these provisions may make it more difficult for our stockholders to benefit from transactions that are opposed by
an incumbent board of directors.

Forward-Looking Statements

Certain statements in this document may constitute forward-looking statements, which involve known and
unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements of our
Company, the Mt. Hope Project and our other projects, or industry results, to be materially different from any future
results, performance or achievements expressed or implied by such forward-looking statements. We use the words
“may,” “will,” “believe,” “expect,” “anticipate,” “intend,” “future,” “plan,” “estimate,” “potential,” and other similar

expressions to identify forward-looking statements. Forward-looking statements may include, but are not limited to,
statements with respect to the following:

• Our ability to raise additional capital and to meet our financial obligations past first quarter 2019, which
may force us to cease all operations, in which event investors may lose their entire investment in our
Company;

• Our ability to obtain project financing for the development and construction of the Mt. Hope Project;

• Our ability to successfully obtain a reissuance of the ROD and water permits for the Mt. Hope Project;

• The ability to obtain and maintain all other permits, water rights, and approvals for the Mt. Hope Project
and the Liberty Project, and potential development of the copper-silver target and zinc mineralization;

• Our dependence on the success of the Mt. Hope Project;

• Our ability to satisfy the conditions to the third tranche of investment by AMER under the investment

agreement, or to complete the $700 million bank loan or the molybdenum supply agreement;

•

Issues related to the management of the Mt. Hope Project pursuant to the LLC Agreement;

• Risks related to the failure of POS-Minerals to make ongoing cash contributions pursuant to the LLC

Agreement;

• Our ability to obtain approval from POS-Minerals to explore and develop the copper-silver target and zinc

mineralization;

• Fluctuations in the market price of, demand for, and supply of molybdenum and other metals;

• The estimation and realization of mineral reserves and production estimates, if any;

• The timing of exploration, development and production activities and estimated future production, if any;

• Estimates related to costs of production, capital, operating and exploration expenditures;

• Requirements for additional capital and our ability to obtain additional capital in a timely manner and on

acceptable terms;

• Our ability to renegotiate, restructure, suspend, cancel or extend payment terms of contracts as necessary or

appropriate in order to conserve cash;

• Government regulation of mining operations, environmental conditions and risks, reclamation and

rehabilitation expenses;

• Title disputes or claims;

• Limitations of and access to certain insurance coverage;

• The future price of molybdenum, copper or other metals; and

• Ability to retain key employees and staff.

These forward-looking statements are based on our current expectations and are subject to a number of risks

and uncertainties, including those identified under “Risk Factors” and “Management’s Discussion and Analysis of
Financial Condition and Results of Operations.” Although we believe that the expectations reflected in these forward-
looking statements are reasonable, our actual results could differ materially from those expressed in these forward-
looking statements, and any events anticipated in the forward-looking statements may not actually occur.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 3. LEGAL PROCEEDINGS

Water Rights

In July 2011, the Nevada State Engineer (“State Engineer”) approved our applications for new appropriation of

water for mining and milling use, and applications to change existing water from agricultural irrigation use to mining
and milling for the Mt. Hope Project. Subsequently, the State Engineer granted water permits associated with the
approved applications and approved a Monitoring, Management and Mitigation Plan (“3M Plan”) for the Mt. Hope
Project. Eureka County, Nevada and two other parties comprised of water rights holders in Diamond Valley and Kobeh
Valley appealed the State Engineer’s decision granting the water permits to the Nevada State District Court (“District
Court”) and then filed a further appeal to the Nevada Supreme Court challenging the District Court’s decision affirming
the State Engineer’s decision to approve the applications and grant the water permits. In June 2013, the appeal was
consolidated by the Nevada Supreme Court with an appeal of the State Engineer’s approval of the 3M Plan filed by two
water rights holders. The District Court previously upheld the State Engineer’s approval of the 3M Plan and the two
parties subsequently appealed the District Court’s decision to the Nevada Supreme Court.

On September 27, 2017, the Nevada Supreme Court affirmed a March 4, 2016 District Court Order vacating the

After the Company received this final decision from the Nevada Supreme Court, it proceeded with new

applications to change existing agricultural irrigation and mining/milling water rights owned by the Company to use at
the Mt. Hope Project. These new change applications were filed with the State Engineer in 2015 and 2016 while the
above described appeals were pending before the Nevada Supreme Court. Originally, these applications and other new
appropriation applications were to be addressed at a pre-hearing conference scheduled on August 25, 2016 before the
State Engineer. These applications were the subject of Writ of Prohibition or Mandamus (“Writ”) filed by Eureka
County on August 23, 2016 to the Nevada Supreme Court seeking the Supreme Court’s intervention to stop further
action by the State Engineer while the appeal discussed above was pending. On December 22, 2017, the Nevada
Supreme Court denied Eureka County’s Writ Petition. As a result, the State Engineer allowed a pre-hearing conference
held on January 24. At the pre-hearing conference the State Engineer and his hearing officer scheduled review of the
new change applications for a hearing that occurred on September 11, 2018 in Carson City, Nevada.

On January 2, 2018, Eureka County, and later joined by the other two protestants representing a rancher in

On the second day of the September hearing, all protest issues raised by Eureka County and the Diamond

Natural Resources Protections & Conservation Association (“DNR”) concerning the Mt. Hope water rights applications

were resolved through a Stipulation, Settlement Agreement and Withdrawal of Protest (“Settlement”). After Eureka
County and DNR were excused, the hearing continued with evidence addressing concerns raised by another protestant
representing a Kobeh Valley ranching family and cattle company that refused to participate in the Settlement. At the
public hearing, the Company presented expert testimony in support of its augmentation and monitoring plan to the
Nevada State Engineer, which will protect senior water rights in the Kobeh Valley basin when the Company commences
construction and operation of its proposed molybdenum project near the town of Eureka, Nevada.

The hearing concluded on September 21, 2018. The Company anticipates a decision granting its water

applications and issuance of water permits from the Nevada State Engineer in mid-2019.

Key Terms of Settlement

Under the terms of the Settlement with Eureka County and the DNR, the Company agreed to convey all related

In addition, the Company withdrew its protests to Eureka County’s pending applications with the Nevada State

Additional contributions of $750,000 each will be made after the commencement of molybdenum production at

the Mt. Hope Project and on the one year anniversary of production, for a total contribution obligation to the
Sustainability Trust of $5.6 million, an increase of $1.6 million related to the terms of the Settlement. The existing
contingent $4.0 million has been accrued under mining properties, land, and water rights in General Moly’s financial
statements.

The Sustainability Trust is tasked with developing and implementing programs that will serve to slow

groundwater drawdown and thereby improve the sustainability of the agricultural economy in the Diamond Valley
Hydrographic Basin.

Permitting

On November 16, 2012, the BLM issued its ROD authorizing development of the Mt. Hope Project, since

vacated by the U.S. Court of Appeals for the Ninth Circuit in December 2016. On April 23, 2015, the BLM issued a
Finding of No Significant Impact (“FONSI”) supporting their Decision to approve an amendment to the PoO. The ROD
and FONSI/Decision approved the PoO and amended PoO, respectively, for construction and operation of the mining
and processing facilities and also grant the Right-of-Way, and amended Right-of-Way, respectively, for a 230kV power
transmission line, discussed below. Monitoring and mitigation measures identified in the ROD and FONSI, developed
in collaboration with the regulatory agencies involved throughout the permitting process, will avoid, minimize, and
mitigate environmental impacts, and reflect the Company’s commitment to be good stewards of the environment.
Ongoing changes to permits and the PoO during the life of mining operations are typical as design evolves and
operations are optimized.

On February 15, 2013, Great Basin Resource Watch and the Western Shoshone Defense Project (“Plaintiffs”)

challenging the BLM’s issuance of the ROD for the Mt. Hope Project, and on February 20, 2013 filed a Motion for
Preliminary Injunction. The District Court allowed the LLC to intervene in the matter.

On July 23, 2014, the District Court denied Plaintiffs’ motion for summary judgment in its entirety and on

August 1, 2014 the Court entered judgment in favor of the Defendants and the LLC, and against Plaintiffs regarding all
claims raised in the Complaint.

Thereafter, on September 22, 2014, the Plaintiffs filed their notice of appeal to the U.S. Court of Appeals for

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS

AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Our common stock trades on the NYSE American under the symbol “GMO.” On February 14, 2008 our

common stock began trading on the Toronto Stock Exchange (“TSX”), also under the symbol “GMO.”

Holders

As of March 7, 2019, there were approximately 350 holders of record of our common stock.

Dividends

We have never declared or paid dividends on our common stock and we do not anticipate paying any dividends
on our common stock in the foreseeable future. We will pay dividends on our common stock only if and when declared
by our board of directors. Our board’s ability to declare a dividend is subject to limits imposed by Delaware corporate
law. In determining whether to declare dividends, the board will consider these limits, our financial condition, results of
operations, working capital requirements, future prospects, and other factors it considers relevant.

Issuer Purchases of Equity Securities

Not applicable.

ITEM 6. SELECTED FINANCIAL DATA

Not applicable.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS

OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations constitutes
management’s review of the factors that affected our financial and operating performance for the years ended
December 31, 2018 and 2017. This discussion should be read in conjunction with the consolidated financial statements
and notes thereto contained elsewhere in this report.

Overview

We began the development of the Mt. Hope Project on October 4, 2007. During the year ended December 31,

2008 we also completed work on a pre-feasibility study of our Liberty Project, which we updated during 2014.

Project Ownership

From October 2005 to January 2008, we owned the rights to 100% of the Mt. Hope Project. Effective as of
January 1, 2008, we contributed all of our interest in the assets related to the Mt. Hope Project, the Mt. Hope Lease,
discussed above, into the LLC, and in February 2008 entered into an joint venture agreement (“LLC Agreement”) for the
development and operation of the Mt. Hope Project with POS-Minerals Corporation (“POS-Minerals”). Under the LLC
Agreement, POS-Minerals owns a 20% interest in the LLC and General Moly, through Nevada Moly, LLC (“Nevada
Moly”), a wholly-owned subsidiary, owns an 80% interest. The ownership interests and/or required capital contributions
under the LLC Agreement can change as discussed below.

Pursuant to the terms of the LLC Agreement, POS-Minerals made its first and second capital contributions to

the LLC totaling $100.0 million during the year ended December 31, 2008 (“Initial Contributions”). Additional amounts
of $100.7 million were received from POS-Minerals in December 2012, following receipt of major operating permits for
the Mt. Hope Project, including the initial Record of Decision (“ROD”) from the U.S. Bureau of Land Management
(“BLM”).

Under the terms of the LLC Agreement, since commercial production at the Mt. Hope Project was not achieved
by December 31, 2011, the LLC will be required to return to POS-Minerals $36.0 million, since reduced to $33.6 million
as discussed below, of its capital contributions (“Return of Contributions”), with no corresponding reduction in POS-
Minerals’ ownership percentage. Effective January 1, 2015, as part of a comprehensive agreement concerning the
release of the reserve account described below, Nevada Moly and POS-Minerals agreed that the Return of Contributions
will be payable to POS-Minerals on December 31, 2020; provided that, at any time on or before November 30, 2020,
Nevada Moly and POS-Minerals may agree in writing to extend the due date to December 31, 2021; and if the due date
has been so extended, at any time on or before November 30, 2021, Nevada Moly and POS-Minerals may agree in
writing to extend the due date to December 31, 2022. If the repayment date is extended, the unpaid amount will bear
interest at a rate per annum of LIBOR plus 5%, which interest shall compound quarterly, commencing on December 31,
2020 through the date of payment in full. Payments of accrued but unpaid interest, if any, shall be made on the
repayment date. Nevada Moly may elect, on behalf of the Company, to cause the Company to prepay, in whole or in
part, the Return of Contributions at any time, without premium or penalty, along with accrued and unpaid interest, if any.

The original Return of Contributions amount due to POS-Minerals is reduced, dollar for dollar, by the amount

of capital contributions for equipment payments required from POS-Minerals under approved budgets of the LLC, as
discussed further below. As of December 31, 2018, this amount has been reduced by $2.4 million, consisting of POS-
Mineral’s 20% share of equipment purchases, such that the remaining amount due to POS-Minerals is $33.6 million. If
Nevada Moly does not fund its additional capital contribution in order for the LLC to make the required Return of
Contributions to POS-Minerals set forth above, POS-Minerals has an election to either make a secured loan to the LLC
to fund the Return of Contributions or receive an additional interest in the LLC estimated to be 5%. In the latter case,
Nevada Moly’s interest in the LLC is subject to dilution by a percentage equal to the ratio of 1.5 times the amount of the
unpaid Return of Contributions over the aggregate amount of deemed capital contributions (as determined under the
LLC Agreement) of both parties to the LLC (“Dilution Formula”). At December 31, 2018, the aggregate amount of
deemed capital contributions of both parties was $1,088.5 million.

Furthermore, the LLC Agreement permits POS-Minerals to put/sell its interest in the LLC to Nevada Moly after

a change of control of Nevada Moly or the Company, as defined in the LLC Agreement, followed by a failure by us or

our successor company to use standard mining industry practice in connection with the development and operation of the
Mt. Hope Project as contemplated by the parties for a period of twelve (12) consecutive months. If POS-Minerals
exercises its option to put or sell its interest, Nevada Moly or its transferee or surviving entity would be required to
purchase the interest for 120% of POS-Minerals’ total contributions to the LLC, which, if not paid timely, would be
subject to 10% interest per annum.

In November 2012, the Company and POS-Minerals began making monthly pro rata capital contributions to the
LLC to fund costs incurred as required by the LLC Agreement. The interest of a party in the LLC that does not make its
monthly pro rata capital contributions to fund costs incurred is subject to dilution based on the Dilution Formula. The
Company and POS-Minerals consented, effective July 1, 2013, to Nevada Moly accepting financial responsibility for
POS-Minerals’ 20% interest in costs related to Nevada Moly’s compensation and reimbursement as Manager of the
LLC, and certain owners’ costs associated with Nevada Moly’s ongoing progress to complete project financing for its
80% interest, resulting in $2.9 million paid by Nevada Moly on behalf of POS-Minerals during the term of the
consensual agreement, which ended on June 30, 2014. From July 1, 2014 to December 31, 2014, POS-Minerals once
again contributed its 20% interest in all costs incurred by the LLC. Subject to the terms above, all required monthly
contributions have been made by both parties.

The Reserve Account

Effective January 1, 2015, Nevada Moly and POS-Minerals signed an amendment to the LLC Agreement under

which a separate $36.0 million belonging to Nevada Moly, held by the LLC in a reserve account established in
December 2012, is being released for the mutual benefit of both members related to annual jointly approved Mt. Hope
Project expenses into 2021. In January 2015, the reserve account funded a reimbursement of contributions made by the
members during the fourth quarter of 2014, inclusive of $0.7 million to POS-Minerals and $2.7 million to Nevada Moly.
The remaining reserve account funds are now being used to pay ongoing jointly approved expenses of the LLC until the
Company obtains full financing for its portion of the Mt. Hope Project construction cost, or until the reserve account is
exhausted. Any remaining funds after financing is obtained will be returned to the Company. The balance of the reserve
account was $6.2 million and $9.9 million at December 31, 2018 and December 31, 2017, respectively.

Permitting Considerations

In the ordinary course of business, mining companies are required to seek governmental permits for expansion

of existing operations or for the commencement of new operations. The LLC was required to obtain approval, in the
form of a Record of Decision (“ROD”), from the BLM to implement the Mt. Hope Project Plan of Operations (“PoO”).
The LLC is also required to obtain various state and federal permits including, but not limited to, water protection, air
quality, water rights and reclamation. In addition to requiring permits for the development of the Mt. Hope Project, we
will need to obtain and modify various mining and environmental permits during the life of the Mt. Hope Project.
Maintaining, modifying, and renewing the necessary governmental permits is a complex and time-consuming process
involving numerous jurisdictions and often involving public hearings and substantial expenditures. The duration and
success of the LLC’s efforts to obtain, modify or renew permits is contingent upon many variables, some of which are
not within the LLC’s control. Increased costs or delays could occur, depending on the nature of the activity to be
permitted and the interpretation of applicable requirements implemented by the permitting authority. All necessary
permits may not be obtained and, if obtained, may not be renewed, or the costs involved in each case may exceed those
that we previously estimated. In addition, it is possible that compliance with such permits may result in additional costs
and delays.

On November 16, 2012, the BLM issued its ROD authorizing development of the Mt. Hope Project, since

vacated by the U.S. Court of Appeals for the Ninth Circuit in December 2016. On April 23, 2015, the BLM issued a
Finding of No Significant Impact (“FONSI”) supporting their Decision to approve an amendment to the PoO. The ROD
and FONSI/Decision approved the PoO and amended PoO, respectively, for construction and operation of the mining
and processing facilities and also grant the Right-of-Way, and amended Right-of-Way, respectively, for a 230kV power
transmission line, discussed below. Monitoring and mitigation measures identified in the ROD and FONSI, developed
in collaboration with the regulatory agencies involved throughout the permitting process, is intended to avoid, minimize,
and mitigate environmental impacts, and reflect the Company’s commitment to be good stewards of the environment.
Ongoing changes to permits and the PoO during the life of mining operations are typical as design evolves and
operations are optimized.

On February 15, 2013, Great Basin Resource Watch and the Western Shoshone Defense Project (“Plaintiffs”)

On July 23, 2014, the District Court denied Plaintiffs’ motion for summary judgment in its entirety and on

August 1, 2014 the Court entered judgment in favor of the Defendants and the LLC, and against Plaintiffs regarding all
claims raised in the Complaint.

Thereafter, on September 22, 2014, the Plaintiffs filed their notice of appeal to the U.S. Court of Appeals for

the Ninth Circuit (“Ninth Circuit”) of the District Court’s dismissal. Oral argument of the parties before the Ninth
Circuit was completed on October 18, 2016. On December 28, 2016, the Ninth Circuit issued its Opinion rejecting many
of the arguments raised by the Plaintiffs challenging the Environmental Impact Statement ("EIS") completed for the Mt.
Hope Project, but issuing a narrow reversal of the BLM's findings related to air quality analysis. Because of this
technical deficiency, the Court vacated the ROD, and the BLM is conducting additional evaluation of air quality impacts
and resulting cumulative impact analysis under the NEPA and a draft SEIS has been prepared. The draft SEIS discloses
additional information to the public related to the selection of appropriate background concentrations to use for
dispersion modeling of air pollutants and information related to public water resources. Because the SEIS must be
prepared in accordance with the NEPA guidelines, the draft SEIS approval process includes three publications in the
Federal Register, each of which may take several weeks to process. The first of these publications is the Notice of Intent
(“NOI”) which declares the BLM’s intent to prepare the SEIS. The NOI was published in the Federal Register on July
19, 2017. On March 6, 2019, the BLM published the Notice of Availability (“NOA”) in the Federal Register,
commencing a 45-day public comment period. Upon completion of the public comment period, we will continue to
work with the BLM to receive a new ROD, anticipated later in 2019, authorizing the eventual construction and operation
of the Mt. Hope Project.

Environmental regulations related to reclamation require that the cost for a third party contractor to perform

Water Rights Considerations

On September 27, 2017, the Nevada Supreme Court affirmed a March 4, 2016 District Court Order vacating the

After the Company received this final decision from the Nevada Supreme Court, it proceeded with new

applications to change existing agricultural irrigation and mining/milling water rights owned by the Company to use at
the Mt. Hope Project. These new change applications were filed with the State Engineer in 2015 and 2016 while the
above described appeals were pending before the Nevada Supreme Court. Originally, these applications and other new
appropriation applications were to be addressed at a pre-hearing conference scheduled on August 25, 2016 before the
State Engineer. These applications were the subject of Writ of Prohibition or Mandamus (“Writ”) filed by Eureka
County on August 23, 2016 to the Nevada Supreme Court seeking the Supreme Court’s intervention to stop further
action by the State Engineer while the appeal discussed above was pending. On December 22, 2017, the Nevada
Supreme Court denied Eureka County’s Writ Petition. As a result, the State Engineer allowed a pre-hearing conference
scheduled for January 24, 2018 to proceed, and the conference was completed at that date. At the pre-hearing
conference the State Engineer and his hearing officer scheduled review of the new change applications for a hearing
commencing on September 11, 2018 in Carson City, Nevada.

On January 2, 2018, Eureka County, and later joined by the other two protestants representing a rancher in

On the second day of the September hearing, all protest issues raised by Eureka County and the Diamond

Natural Resources Protections & Conservation Association (“DNR”) concerning the Mt. Hope water rights applications
were resolved through a Stipulation, Settlement Agreement and Withdrawal of Protest (“Settlement”). After Eureka
County and DNR were excused, the hearing continued with evidence addressing concerns raised by the remaining
protestant representing a Kobeh Valley ranching family and cattle company that refused to participate in the Settlement.
At the public hearing, the Company presented expert testimony in support of its augmentation and monitoring plan to the
Nevada State Engineer, which will protect senior water rights in the Kobeh Valley basin when the Company commences
construction and operation of its proposed molybdenum project near the town of Eureka, Nevada.

The hearing concluded on September 21, 2018. The Company anticipates a decision granting its water

applications and issuance of water permits from the Nevada State Engineer in mid-2019.

Key Terms of Settlement

Under the terms of the Settlement noted above, the Company agreed to convey all related water rights for Mt.
Hope Project at the future cessation of all mining activity to assist Eureka County and the DNR’s efforts to mitigate the
pre-existing effects of agricultural groundwater pumping in Diamond Valley. Furthermore, upon construction of certain
power infrastructure and grants of right of way by the Company at the Mt. Hope Project, the Company will work
cooperatively with Eureka County to allow use of and access to such infrastructure to lessen the pre-existing effects of
Diamond Valley groundwater pumping. Eureka County and the Company also agreed to work cooperatively to seek
opportunities to improve and implement groundwater monitoring efforts.

In addition, the Company withdrew its protests to Eureka County’s pending applications with the Nevada State

Additional contributions of $750,000 each will be made after the commencement of molybdenum production at

the Mt. Hope Project and on the one year anniversary of production, for a total contribution obligation to the
Sustainability Trust of $5.6 million, an increase of $1.6 million related to the terms of the Settlement. The amount has
been accrued under mining properties, land, and water rights in General Moly’s financial statements in addition to the
previously accrued $4.0 million resulting in a total accrual of $5.6 million.

The Sustainability Trust is tasked with developing and implementing programs that will serve to slow

groundwater drawdown and thereby improve the sustainability of the agricultural economy in the Diamond Valley
Hydrographic Basin.

Capital & Operating Cost Estimates

Presently, the development of the Mt. Hope Project has a Project Capital Estimate of $1,312 million, which

includes development costs of approximately $1,245 million and $67 million in cash financial guaranty/bonding
requirements, advance royalty payments, and power pre-payment estimates. These capital costs were updated in the
third quarter of 2012, and were then escalated by approximately 3% in the third quarter of 2013, for those items not yet
procured or committed to by contract. The Mt. Hope Project has not materially changed in scope and remains currently
designed at approximately 65% engineering completion, with solid scope definition. The pricing associated with this
estimate remains subject to escalation associated with equipment, construction labor and commodity price increases, and
project delays, which will continue to be reviewed periodically. The Project Capital Estimate does not include financing
costs or amounts necessary to fund operating working capital and potential capital overruns, is subject to additional
holding costs as financing activities for construction of the Mt. Hope Project are delayed, and may be subject to other
escalation and de-escalation as contracts and purchase arrangements are finalized at then current pricing. From
October 2007 through the quarter ended December 31, 2018, the LLC spent approximately $295.1 million of the
estimated $1,312 million on development of the Mt. Hope Project.

The LLC’s Project Operating Cost Estimate forecasts molybdenum production of approximately 41 million

pounds per year for the first five years of operations at estimated average direct operating costs of $6.16 per pound based
on a $8.00/lb reserve and $90 per barrel oil equivalent energy prices. The Costs Applicable to Sales (“CAS”) per pound,
including anticipated royalties calculated at a market price of $15 per pound molybdenum, are anticipated to average
$6.84 per pound for the first 5 years. These cost estimates are based on 2013 constant dollars and are subject to cost
inflation or deflation.

Equipment and Supply Procurement

Through December 31, 2018, the LLC has made deposits and/or final payments of $88.1 million on equipment

orders.

In 2012, the LLC issued a firm purchase order for eighteen haul trucks. The order provides for delivery of

Also in 2012, the LLC issued a firm purchase order for four mine production drills with a non-refundable

down-payment of $0.4 million, and pricing was subject to escalation if the drills were not delivered by the end of 2013.
Since

that time, the LLC has renegotiated the contract to further delay delivery into December 2019. The contract remains
cancellable with no further liability to the LLC.

On June 30, 2012, the LLC’s contract to purchase two electric shovels expired. On July 11, 2012, we signed a

Molybdenum Market Update

The recent molybdenum price in March 2019 was approximately $12.70/lb, compared with $11.88/lb at

yearend 2018 and $10.25 /lb at yearend 2017, according to Platts. The molybdenum price reached a high of $13/lb in
early March 2018, which was a level last seen in 2014.

Molybdenum prices were the strongest in four years during 2018 and molybdenum ended the year as the best

metal price performer metal in 2018 in the broad metals coverage scope of BMO Capital Market. The 2018 low was
$10.60/lb at the end of June and the year high was $13.00/lb in early March.

While remaining volatile, molybdenum prices are expected to continue strengthening in 2019 and over the next

several years, according to the CPM Group, a leading commodities research and consulting firm. CPM projects per
pound average prices of $13.36 in 2019, $15.03 in 2020, $16.61 in 2021, and $17.53 to $17.71 in 2022-2025.

Approximately 70% of molybdenum’s first use is for steel production as molybdenum is a premier alloy to

strengthen steel and make it corrosion resistant. Most of moly in steel is consumed by the specialty steels, an expanding,
value-added segment accounting for approximately 10% of overall steel production. Within the specialty steels segment,
stainless steel accounts for the largest use of molybdenum at 21% and full alloy steel accounts for 20% of total
molybdenum consumption.

Indicative of the continuing recovery of the global steel industry in general, the World Steel Association

reported a strong 4.6 percent increase in crude steel global production to 1.8 million metric tons in 2018, led by a 6.6
percent increase in China, which accounted for a 51.3% share of global output in 2018. India increased its steel
production by 4.9 percent to 106.5 million metric tons in 2018 over 2017, displacing Japan as the world’s second largest
steel producing country. The United States, the fourth largest steel producing country, recorded a 6.2 percent increase to
86.7 million metric tons of steel output year over year.

The utilization of molybdenum is significant is in the fast-growing stainless steel segment. The latest data from

the International Stainless Steel Forum show a 10 percent increase in worldwide stainless steel production for the first
nine months of 2018 over the 2017 period to 39.1 million metric tons. China demonstrated an 8.5 percent growth for the
corresponding periods and dominates global stainless steel output with a 53% share.

In addition, demand has been strong for molybdenum due to increased output in oil country tubular goods

(steel containing molybdenum), driven by a more robust oil and gas industry. CPM estimates 16% of molybdenum was
consumed by the oil and gas industry in 2018, which while being a notable increase is below the historical pre-2014
average of 20%. Oil and gas drilling, including the shale industry, relies on specialty steel and high-strength tubular
steel. Worldwide oil and gas drilling increased 7.4% year-over-year in December 2018, according to the oil rig count by
Baker Hughes, a GE company.

On the supply side, the CPM Group, a commodities research firm in New York, estimates that the

molybdenum market was near equilibrium with a growing surplus in 2019-2021. CPM projects that the deficit will
shrink in 2022 followed by small surpluses in 2023-2025.

Molybdenum Spot Price (10/11/2011-3/5/2019)

Outlook

We believe the molybdenum market is in the early stages of an extended recovery and view the long-term

outlook for our business positively, supported by limitations on long-term supplies of molybdenum, the requirements for
molybdenum in the steel industry, and a recovery in the oil and gas industry. World market prices for molybdenum and
other commodities have fluctuated historically and are affected by numerous factors beyond our control. We believe the
underlying long-term fundamentals of the molybdenum business remain positive, supported by the significant role of
molybdenum in the steel industry and a challenging long-term supply environment attributable to the difficulty in
replacing output from both existing and high-cost mines with new production sources.

Future molybdenum prices are expected to be volatile and are likely to be influenced by demand from China

and emerging markets, as well as the strength or weakness of the U.S. dollar, U.S.-China trade tariffs, economic activity
in the U.S. and other industrialized countries, the timing of the development of new supplies of molybdenum, and
production levels of mines, including primary molybdenum production from China.

Liquidity, Capital Resources and Capital Requirements

For the period from December 31, 2017 to December 31, 2018

Our total consolidated cash balance at December 31, 2018 was $2.0 million compared to $6.7 million at

December 31, 2017, representing a decrease of $4.7 million due to a variety of cash inflows and outflows. Outflows
included $3.4 million in development costs for the Mt. Hope Project, $0.6 million at the Liberty Project, $6.6 million in
general and administrative costs and $1.3 million in due diligence efforts, offset by an inflow of funds released from the
reserve account of $3.7 million, $1.0 million in funds released from the expense reimbursement account, $2.0 million in
funds received from the issuance of shares under the public offering and $0.5 million in funds received from the issuance
of shares under the at-the-market offering program.

The $36.0 million reserve account established in December of 2012, at the direction of the LLC management

committee, was payable to Nevada Moly upon release, at which time the funds would have become available for use by
the Company. Effective January 1, 2015, Nevada Moly and POS-Minerals signed an amendment to the LLC agreement
under which $36.0 million owed to Nevada Moly and held by the LLC in the reserve account will be released for the
mutual benefit of both members related to the jointly approved Mt. Hope Project expenses into 2021, as discussed above.

The balance of the reserve account at December 31, 2018 was $6.2 million, compared to $9.9 million at December 31,
2017.

The cash needs for the construction and development of the Mt. Hope Project are significant and require that we
arrange for financing to be combined with funds anticipated to be received from POS-Minerals in order to retain its 20%
membership interest. The Company estimates the go-forward capital required for the Mt. Hope Project, based on 65%
completed engineering, to be approximately $1,023 million, of which the Company’s 80% capital requirement is $818
million. There is no assurance that the Company will be successful in obtaining the financing required to complete the
Mt. Hope Project, or in raising additional financing in the future on terms acceptable to the Company, or at all.

Additionally, the Company commenced an exploration drill program that was not originally contemplated in
our cash flow forecasts. To date the preliminary drilling and exploration work is being undertaken solely by General
Moly. The Company is presenting the promising findings to its 20% EMLLC joint venture partner at the Mt. Hope
Project, POS-Minerals, and the parties are discussing value-sharing cost/investment options. Any mining operation to
exploit economic non-molybdenum mineralization at the EMLLC Mt. Hope Project site will require the approval of
POS-Minerals.

On October 17, 2018, the Company announced an underwritten public offering of 9,151,000 units at a price of

$0.25 per share, with each unit consisting of one share of common stock accompanied by one warrant exercisable for
one share of common stock immediately upon closing at a price of $0.35 per share. The offering provided net proceeds
of approximately $2.0 million after underwriting commissions and expenses. The Company is using the proceeds for
general corporate purposes, including the ongoing preliminary drilling program for the exploration of zinc, copper and
silver mineralization at the southeast area of the Mt. Hope Project.

Based on our updated current operating forecast, including the drilling and exploration program, and the
combination of the liquidity provided by the proceeds from our public offering in October 2018 with our current cash on
hand, the Company only expects to be able to fund its operations and meet its financial obligations into the second
quarter of 2019. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

With our cash conservation plan, our Corporate and Liberty related cash requirements have declined to

approximately $1.3 million per quarter, exclusive of the drilling and exploration program, while all Mt. Hope Project
related funding is payable out of the reserve account into 2021. Accordingly, based on our current cash on hand and our
ongoing cash conservation plan, the Company expects it will have adequate liquidity in order to fund our working capital
needs through the first quarter of 2019. Additional potential funding sources for the Company include public or private
equity offerings, including closing or a negotiated acceleration of Tranche 3 with respect to the remaining $10.0 million
investment from AMER described in Note 1 to the consolidated financial statements contained elsewhere in this report,
or sale of other assets wholly-owned by the Company or with EMLLC partner POS-Minerals at the Mt. Hope Project.
There is no assurance that the Company will be successful in securing additional funding. This could result in further
cost reductions, contract cancellations, and potential delays which ultimately may jeopardize the development of the Mt.
Hope Project.

Currently the Company has no plans or intentions to enter into restructuring or liquidation. The Company has
engaged XMS Capital Partners (“XMS”) to assist in securing interim financing and negotiating with debt holders and
other potential stakeholders. While XMS would have the capability to assist with a restructuring if needed, we do not
expect to need to engage XMS (or other parties) for these services at this time.

Additional funding for the Mt. Hope Project, including the Bank Loan, will allow us to restart equipment

procurement, and agreements that were suspended or terminated will be renegotiated under current market terms and
conditions, as necessary. In the event of an extended delay related to availability of the Company’s portion of full
financing for the Mt. Hope Project, the Company will make its best efforts to work with its EMLLC joint venture partner
POS-Minerals to revise procurement and construction commitments to preserve liquidity, including Mt. Hope Project
equipment deposits and pricing structures. There can be no assurance that additional funding will be obtained.

Total assets as of December 31, 2018 decreased to $329.5 million compared to $335.8 million as of

December 31, 2017 primarily due to general and administrative expenses.

Year Ended December 31, 2017 Compared to Year Ended December 31, 2016

Our total consolidated cash balance at December 31, 2017 was $6.7 million compared to $8.5 million at

December 31, 2016. The decrease in our cash balances for the year ended December 31, 2017 was due to a variety of
cash inflows and outflows. Inflows included funds released from the reserve account of $3.1 million and $6.0 million
from the closing of Tranche 2 of the AMER Investment Agreement. Outflows included payments made on long-lead
equipment orders of $0.6 million, $1.9 million in development costs for the Mt. Hope Project, transfer of $0.5 million to
the reserve account held jointly by the Company and AMER, interest paid of $0.9 million and $7.0 million in general
and administrative costs and Liberty Project care and maintenance costs. Deposits on property, plant and equipment
relate primarily to scheduled payments for long-lead time equipment for the Mt. Hope Project; see “— Contractual
Obligations” below. The majority of funds expended were used to advance the Mt. Hope Project.

The $36.0 million reserve account established in December of 2012, at the direction of the LLC management

committee, was payable to Nevada Moly upon release, at which time the funds would have become available for use by
the Company. Effective January 1, 2015, Nevada Moly and POS-Minerals signed an amendment to the LLC agreement
under which $36.0 million owed to Nevada Moly and held by the LLC in the reserve account will be released over the
next few years, but only for the mutual benefit of both members related to jointly approved Mt. Hope Project expenses
as discussed above. The balance of the reserve account at December 31, 2017 was $9.9 million, compared to $13.0
million at December 31, 2016.

The cash needs for the development of the Mt. Hope Project are significant and require that we arrange for

financing to be combined with funds anticipated to be received from POS-Minerals in order to retain its 20%
membership interest. The Company estimates the go-forward capital required for the Mt. Hope Project, based on 65%
completed engineering, to be approximately $1,023 million, of which the Company’s 80% capital requirement is $818
million.

There is no assurance that the Company will be successful in obtaining the financing required to complete the

Mt. Hope Project, or in raising additional financing in the future on terms acceptable to the Company, or at all.

With our cash conservation plan, our Corporate and Liberty related cash requirements have declined to

approximately $1.3 million per quarter, while all Mt. Hope Project related funding is payable out of the $36.0 million
reserve account. Accordingly, based on our current cash on hand and our ongoing cash conservation plan, the Company
expects it will have adequate liquidity in order to fund our working capital needs into the second quarter of
2019. Additional potential funding sources include public or private equity offerings, including closing or a negotiated
acceleration of tranche 3 with respect to the remaining $10.0 million investment from AMER described in Note 1 to the
consolidated financial statements contained elsewhere in this report, or sale of other assets owned by the
Company. There is no assurance that the Company will be successful in securing additional funding. This could result
in further cost reductions, contract cancellations, and potential delays which ultimately may jeopardize the development
of the Mt. Hope Project.

When financing becomes available, the additional funding will allow us to restart equipment procurement, and

agreements that were suspended or terminated will be renegotiated under current market terms and conditions, as
necessary. In the event of an extended delay related to availability of the Company’s portion of full financing for the Mt.
Hope Project, the Company will make its best efforts to revise procurement and construction commitments to preserve
liquidity, our equipment deposits and pricing structures.

Total assets as of December 31, 2017 nominally decreased to $335.8 million compared to $337.3 million as of

December 31, 2016.

Results of Operations

Year Ended December 31, 2018 Compared to Year Ended December 31, 2017

For the year ended December 31, 2018 we had a consolidated net loss of $11.1 million compared with a net loss

of $8.1 million in the same period for 2017. The increase is primarily related to due diligence efforts, costs associated
with the drilling exploration program and accelerated depreciation associated with software programs no longer in use.

For the years ended December 31, 2018 and 2017, exploration and evaluation expenses were $0.8 million and

$0.7 million, respectively, reflecting continuous care and maintenance expense at the Liberty Project during both
periods.

For the years ended December 31, 2018 and 2017, general and administrative expenses, comprised largely of

salaries and benefits, legal and audit fees, insurance costs, and outside contracted services, along with due diligence
efforts and accelerated depreciated associated with software programs no longer in use, were $9.6 million and $6.3
million, respectively.

For the years ended December 31, 2018 and 2017, interest income was nil as a result of low deposit interest

rates on consolidated cash balances in 2018 and 2017. Interest expense for the year ended December 31, 2018 and 2017
was $0.8 million and $0.9 million, respectively, as a result of cash interest expense incurred during both years on the
Senior Convertible Promissory Notes issued and non-cash interest expense incurred as a result of the amortization of
debt issuance costs and the embedded derivatives associated with the Senior Convertible Promissory Notes.

Year Ended December 31, 2017 Compared to Year Ended December 31, 2016

For the year ended December 31, 2017 we had a consolidated net loss of $8.0 million compared with a net loss

of $8.1 million in the same period for 2016. The decrease is primarily related to ongoing efforts to conserve cash.

For the years ended December 31, 2017 and 2016, exploration and evaluation expenses were $0.7 million and

$1.1 million, respectively, reflecting continuous care and maintenance expense at the Liberty Project during both
periods. Additionally, 2016 included costs related to leach pad maintenance and repair at the Liberty Project.

For the years ended December 31, 2017 and 2016, general and administrative expenses, comprised largely of
salaries and benefits, legal and audit fees, insurance costs, and outside contracted services, were $6.3 million and $6.1
million, respectively.

For the years ended December 31, 2017 and 2016, interest income was nil as a result of low deposit interest

rates on consolidated cash balances in 2017 and 2016. Interest expense for the year ended December 31, 2017 and 2016
was $0.9 million and $1.0 million, respectively, as a result of cash interest expense incurred during both years on the
Senior Convertible Promissory Notes issued and non-cash interest expense incurred as a result of the amortization of
debt issuance costs and the embedded derivatives associated with the Senior Convertible Promissory Notes.

Off-Balance Sheet Arrangements

None.

Contractual Obligations

Through December 31, 2018, the LLC has made deposits and/or final payments of $88.1 million on equipment
orders. See “—Overview—Equipment and Supply Procurement” above. Of these deposits, $71.7 million relate to fully
fabricated items, primarily milling equipment, for which the LLC has additional contractual commitments of $2.0
million. The remaining $16.4 million reflects both partially fabricated milling equipment, and non-refundable deposits
on mining equipment. As discussed in Note 12 to the consolidated financial statements contained elsewhere in this
report, the mining equipment agreements remain cancellable with no further liability to the LLC. The underlying value
and recoverability of these deposits and our mining properties in our consolidated balance sheets are dependent on the
LLC’s ability to fund development activities that would lead to profitable production and positive cash flow from
operations or proceeds from the disposition of these assets. There can be no assurance that the LLC will be successful in
obtaining project financing, in generating future profitable operations, disposing of these assets or the Company securing
additional funding in the future on terms acceptable to us or at all. Our audited consolidated financial statements do not
include any adjustments relating to recoverability and classification of recorded assets or liabilities.

If the LLC does not make the payments contractually required under these purchase contracts, it could be

any contracts, the LLC will take all appropriate action to minimize any losses, but could be subject to liability under the
contracts or applicable law. The cancellation of certain key contracts could cause a delay in the commencement of
operations, and could add to the cost to develop the Company’s interest in the Mt. Hope Project.

Obligations under capital and operating leases

We have contractual obligations under operating leases that will require a total of $0.1 million in payments over

the next three years. Operating leases consist primarily of rents on office facilities and office equipment. Our expected
payments are $0.1 million, nil, and nil for the years ended December 31, 2018, 2019 and 2020, respectively.

Creation of Agricultural Sustainability Trust

On August 19, 2010, the LLC entered into an agreement with the Eureka Producers’ Cooperative (“EPC”)

whereby the LLC will fund a $5.6 million Sustainability Trust (“Trust”) in exchange for the cooperation of the EPC with
respect to the LLC’s water rights and permitting of the Mt. Hope Project. The Trust will be tasked with developing and
implementing programs that will serve to enhance the sustainability and well-being of the agricultural economy in the
Diamond Valley Hydrographic Basin through reduced water consumption.

The Trust may be funded by the LLC over several years based on the achievement of certain milestones, which

are considered probable, and as such $5.6 million has been accrued in the Company’s financial statements and is
included in mining properties, land, and water rights.

Estimates

Critical Accounting Policies and Estimates

The process of preparing financial statements in conformity with accounting principles generally accepted in

the United States of America (“GAAP”) requires the use of estimates and assumptions regarding certain types of assets,
liabilities, revenues, and expenses. Such estimates primarily relate to unsettled transactions and events as of the date of
the financial statements. Accordingly, upon settlement, actual results may differ from estimated amounts.

Provision for Taxes

Income taxes are provided based upon the asset and liability method of accounting. Under this approach,

deferred income taxes are recorded to reflect the tax consequences in future years of differences between the tax basis of
assets and liabilities and their financial reporting amounts at each year-end. In accordance with authoritative guidance
for Income Taxes, a valuation allowance is recorded against the deferred tax asset if management does not believe the
Company has met the “more likely than not” standard to allow recognition of such an asset. At December 31, 2018 and
2017, we had deferred tax assets principally arising from net operating loss carryforwards for income tax purposes
multiplied by an expected rate of 21% and 35%, respectively. As management of the Company has concluded that it is
not more likely than not that we will realize the benefit of the deferred tax assets, a valuation allowance equal to the net
deferred tax asset has been established.

The Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017, and enacts a broad range of
changes to the Code. The 2017 Tax Act, among other things, includes changes to U.S. federal tax rates, imposes
significant additional limitations on the deductibility of interest and net operating losses, allows for the expensing of
certain capital expenditures, puts into effect a number of changes impacting operations outside of the United States, and
modifications to the treatment of certain intercompany transactions. Our net deferred tax assets and liabilities were
revalued at the newly enacted U.S. corporate 21% rate, and the impact was recognized in our financial statements in
2017, the year of enactment. The Company has calculated its best estimate of the impact of the Act in its year end
income tax provision in accordance with its understanding of the Act and guidance available and as allowable under
SAB 118 as of the date of this filing. The amount related to the remeasurement of certain deferred tax liabilities based
on the rates at which they are expected to reverse in the future is $19.4 million.

Mining Properties, Land and Water Rights

The Company evaluates its long-lived assets for impairment when events or changes in circumstances indicate

that the related carrying amount may not be recoverable. If the sum of estimated future net cash flows on an
undiscounted basis is less than the carrying amount of the related asset grouping, asset impairment is considered to exist.
The related impairment loss is measured by comparing estimated future net cash flows on a discounted basis to the
carrying amount of the asset. Changes in significant assumptions underlying future cash flow estimates may have a
material effect on the Company’s financial position and results of operations. To date no such impairments have been
identified. Property and equipment are being depreciated over useful lives of three to twenty-seven and one-half years
using straight-line depreciation.

Stock-Based Compensation

We account for stock-based compensation in accordance with authoritative guidance for Share-Based
Payments. Under the fair value recognition provisions of this statement, share-based compensation cost is measured at
the grant date based on the value of the award and is recognized as expense over the vesting period. Determining the fair
value of share-based awards at the grant date requires judgment; including estimating the expected term of the award,
volatility of the underlying equity and estimating the amount of share-based awards that are expected to be forfeited. If
actual results associated with share-based awards that are forfeited differ significantly from these estimates, stock-based
compensation expense and our results of operations could be materially impacted.

Contingently Redeemable Noncontrolling Interest (“CRNCI”)

Under GAAP, certain noncontrolling interests in consolidated entities meet the definition of mandatorily
redeemable financial instruments if the ability to redeem the interest is outside of the control of the consolidating
entity. As described in Note 1 — “Description of Business” to the consolidated financial statements contained
elsewhere in this report, the LLC Agreement permits POS-Minerals the option to put its interest in the LLC to Nevada
Moly upon a change of control, as defined in the LLC Agreement, followed by a failure to use standard mining industry
practice in connection with development and operation of the Mt. Hope Project as contemplated by the parties for a
period of 12 consecutive months. As such, the CRNCI has continued to be shown as a separate caption between
liabilities and equity. The carrying value of the CRNCI has historically included the Return of Contributions which will
be returned to POS-Minerals in 2020, unless further extended by the members of the LLC as discussed above. The
expected Return of Contributions to POS-Minerals was carried at redemption value as we believed redemption of this
amount was probable. Effective January 1, 2015, Nevada Moly and POS-Minerals agreed that the Return of
Contributions will be due to POS-Minerals on December 31, 2020, unless further extended by the members of the LLC
as discussed above. As a result, we have reclassified the Return of Contributions, originally $36.0 million, payable to
POS-Minerals from CRNCI to a non-current liability at redemption value, and subsequently reduced it by $2.4 million,
consisting of POS-Minerals 20% share of equipment purchases such that the remaining amount due to POS-Minerals is
$33.6 million.

The remaining carrying value of the CRNCI has not been adjusted to its redemption value as the contingencies
that may allow POS-Minerals to require redemption of its non-controlling interest are not probable of occurring. Under
GAAP, until such time as that contingency has been eliminated and redemption is no longer contingent upon anything
other than the passage of time, no adjustment to the CRNCI balance should be made. Future changes in the redemption
value will be recognized immediately as they occur and the Company will adjust the carrying amount of the CRNCI to
equal the redemption value at the end of each reporting period.

Senior Convertible Promissory Notes and other Long-Term Debt

As discussed in Note 6 to the consolidated financial statements contained elsewhere in this report, in December

2014, the Company sold and issued $8.5 million in units consisting of Senior Convertible Promissory Notes (the
“Notes”) and warrants to accredited investors, including several directors and each of the named executive officers of the
Company, pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 thereunder. The Notes
are unsecured obligations and are senior to any of the Company’s future secured obligations to the extent of the value of
the collateral securing such obligations.

The Notes bear interest at a rate of 10.0% per annum, payable in cash quarterly in arrears on each March 31,

June 30, September 30, and December 31 beginning March 31, 2015. The Notes are convertible at any time in an
amount

equal to 80% of the greater of (i) the average volume weighted average price (“VWAP”) for the 30 Business Day period
ending on the Business Day prior to the date of the conversion, or (ii) the average VWAP for the 30 Business Day period
ending on the original issuance date of this note. Each Note will convert into a maximum of 100 shares per note,
resulting in the issuance of up to 8,535,000 shares. Those named executive officers and directors of the Company who
participate in the offering will be restricted from converting at a price less than $0.32, the most recent closing price at the
time that the Notes were issued. The Notes are mandatorily redeemable at par plus the present value of remaining
coupons upon (i) the availability of cash from a financing for Mt. Hope and (ii) any other debt financing by the
Company. In addition, 50% of any proceeds from the sale of assets cumulatively exceeding $250,000 will be used to
prepay the Notes at par plus the present value of remaining coupons. The Company has the right to redeem the Notes at
any time at par plus the present value of remaining coupons. The Private Placement was negotiated by independent
members of General Moly’s board of directors, none of whom participated in the transaction. As of December 31, 2017,
an aggregate of $2.6 million of Notes had been converted into 2,625,000 shares of common stock and $1.3 million of
non-convertible Senior Promissory Notes, resulting in a $0.2 million annual reduction in interest payments made by the
Company in the servicing of the Notes, as further discussed in Note 6 to the consolidated financial statements contained
elsewhere in this report below.

The Company evaluates its contracts for potential derivatives. See Note 6 to the consolidated financial

statements contained elsewhere in this report for a description of the Company’s accounting for embedded derivatives
and the Notes.

Debt issuance costs are costs incurred in connection with the Company’s debt financings that have been

capitalized and are being amortized over the stated mandatory period or estimated life of the related debt, using the
effective interest method.

Recent Accounting Developments

See recently adopted accounting developments in Note 3 – Summary of Significant Accounting Policies in Item

8 of Part II of this Annual Report on Form 10-K.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Commodity Price Risk

We are a development stage company in the business of the exploration, development and mining of properties
primarily containing molybdenum. As a result, upon commencement of production, our financial performance could be
materially affected by fluctuations in the market price of molybdenum and other metals we may mine. The market
prices of metals can fluctuate widely due to a number of factors. These factors include fluctuations with respect to the
rate of inflation, the exchange rates of the U.S. dollar and other currencies, interest rates, global or regional political and
economic conditions, banking environment, global and regional demand, production costs, and investor sentiment. See
“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Molybdenum Market
Update” for a discussion of molybdenum prices.

In order to better manage commodity price risk and to seek to reduce the negative impact of fluctuations in

prices, we will seek to enter into long-term supply contracts for our portion of the Mt. Hope production. On
December 28, 2007, we entered into a molybdenum supply agreement with ArcelorMittal S.A. (“ArcelorMittal”), the
world’s largest steel company, that provides for ArcelorMittal to purchase 6.5 million pounds of molybdenum per year,
plus or minus 10%, once the Mt. Hope Project commences commercial operations at minimum specified levels. The
supply agreement provides for a floor price along with a discount for spot prices above the floor price and expires five
years after the commencement of commercial production at the Mt. Hope Project. Both the floor and threshold levels at
which the percentage discounts change are indexed to a producer price index. According to public filings, on January 25,
2011, the boards of directors of ArcelorMittal S.A. and APERAM each approved the transfer of the assets comprising
ArcelorMittal’s stainless and specialty steels businesses from its carbon steel and mining businesses to APERAM, a
separate entity incorporated in the Grand Duchy of Luxembourg. This transfer did not include the supply agreement the
Company had in place with ArcelorMittal. The shares of the Company’s common stock previously owned by
ArcelorMittal were transferred to APERAM.

Additionally, on May 14, 2008, we entered into a molybdenum supply agreement with SeAH Besteel
Corporation (“SeAH Besteel”), Korea’s largest manufacturer of specialty steels, which provides for SeAH Besteel to

purchase 4.0 million pounds of molybdenum per year, plus or minus 10%, once the Mt. Hope Project commences
commercial operations at minimum specified levels. Like the APERAM supply agreement, the supply agreement with
SeAH Besteel provides for a floor price along with staged discounts for spot prices above the floor price and expires five
years from the date of first supply under the agreement. Both the floor and threshold levels at which the percentage
discounts change are indexed to a producer price index. On July 22, 2015, the Company and SeAH Besteel entered into
a first amendment to the molybdenum supply agreement, which provides that the agreement will terminate on
December 31, 2020, if commercial operations at the minimum specified levels have not commenced by that date.

On August 8, 2008, the Company entered into a molybdenum supply agreement (“Sojitz Agreement”) with

Sojitz Corporation (“Sojitz”). The Sojitz Agreement provides for the supply of 5.0 million pounds per year of
molybdenum for five years, beginning once the Mt. Hope Project reaches certain minimum commercial production
levels. One million annual pounds sold under the Sojitz Agreement will be subject to a per-pound molybdenum floor
price and is offset by a flat discount to spot molybdenum prices above the floor. The remaining 4.0 million annual
pounds sold under the Sojitz Agreement will be sold with reference to spot molybdenum prices without regard to a floor
price. The Sojitz Agreement includes a provision that allows Sojitz the option to cancel in the event that supply from the
Mt. Hope Project had not begun by January 1, 2013. The described option is available up to ten days following the
achievement of certain production levels at the Mt. Hope Project. As commercial production at the Mt. Hope Project has
not commenced, Sojitz currently has the option to cancel its contract or participate in the molybdenum supply agreement
as described above.

The long-term supply agreements provide for supply only after commercial production levels are achieved, and
no provisions require the Company to deliver product or make any payments if commercial production is never achieved
or declines in later periods and have floor prices ranging from $14.00 to $14.75 per pound and incremental discounts
above the floor price. The agreements require that monthly shortfalls be made up only if the Company’s portion of Mt.
Hope production is available for delivery, after POS-Minerals has taken its 20% share. In no event do these
requirements to make up monthly shortfalls become obligations of the Company if production does not meet targeted
levels.

Furthermore, each of the agreements remain as contractual obligations and have take-or-pay provisions that

require the buyers to either take delivery of product made available by the Company, or to pay as though they had taken
delivery pursuant to the term of the agreements. In the event that our contract parties choose not to honor their
contractual obligations or attempt to terminate these agreements as a result of the continuing delay in achieving
production, our profitability may be adversely impacted. We may be unable to sell any product our contract parties fail
to purchase in a timely manner, at comparable prices, or at all.

While we have not used derivative financial instruments in the past, we may elect to enter into derivative

financial instruments to manage commodity price risk. We have not entered into any market risk sensitive instruments
for trading or speculative purposes and do not expect to enter into derivative or other financial instruments for trading or
speculative purposes.

Interest Rate Risk

As of December 31, 2018, we had a balance of cash and cash equivalents of $2.0 million and restricted cash of

$7.0 million. Interest rates on short term, highly liquid investments have not changed materially since December 31,
2010, and continue to be 1% or less on an annualized basis.

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

GENERAL MOLY, INC.

CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2018

CONTENTS

Report of Independent Registered Public Accounting Firm

Financial Statements:

Consolidated Balance Sheets as of December 31, 2018 and December 31, 2017

Consolidated Statements of Operations and Comprehensive Loss for the years ended December 31, 2018 and

December 31, 2017

Consolidated Statements of Cash Flows for the years ended December 31, 2018 and December 31, 2017

Consolidated Statements of Equity for the years ended December 31, 2018 and December 31, 2017

Notes to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of General Moly, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of General Moly, Inc. and its subsidiaries (the
“Company”) as of December 31, 2018 and 2017, and the related consolidated statements of operations and
comprehensive loss, equity and cash flows for each of the two years in the period ended December 31, 2018 including
the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated
financial statements present fairly, in all material respects, the financial position of the Company as of December 31,
2018 and 2017, and the results of their operations and their cash flows for each of the two years in the period ended
December 31, 2018 in conformity with accounting principles generally accepted in the United States of America.

Substantial Doubt About the Company’s Ability to Continue as a Going Concern

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a
going concern. As discussed in Note 2 “Liquidity” to the consolidated financial statements, the Company does not
generate revenues, has incurred significant recurring losses, and does not have sufficient liquidity and capital resources
to fund its operations and meet its financial obligations, which raises substantial doubt about its ability to continue as a
going concern. Management's plans in regard to these matters are also described in Note 2. The consolidated financial
statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to
express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting
firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to
be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules
and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not
required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our
audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of
expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we
express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial
statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures
included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial
statements. Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our
audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP
Denver, Colorado
March 21, 2019

We have served as the Company's auditor since 2007.

GENERAL MOLY, INC.
CONSOLIDATED BALANCE SHEETS

(In thousands, except par value amounts)

ASSETS:
CURRENT ASSETS
Cash and cash equivalents
Deposits, prepaid expenses and other current assets

Total Current Assets

Mining properties, land and water rights
Deposits on project property, plant and equipment
Restricted cash held at EMLLC
Restricted cash held for loan procurement
Restricted cash and investments held for reclamation bonds
Non-mining property and equipment, net
Other assets
TOTAL ASSETS
LIABILITIES, CRNCI, AND EQUITY:
CURRENT LIABILITIES
Accounts payable and accrued liabilities
Promissory Notes
Senior Convertible Promissory Notes
Accrued advance royalties
Total Current Liabilities
Provision for post closure reclamation and remediation costs
Accrued advance royalties
Accrued payments to Agricultural Sustainability Trust
Return of Contributions Payable to POS-Minerals
Other accrued liabilities
Total Liabilities

COMMITMENTS AND CONTINGENCIES - NOTE 12

December 31,

2018

2017

2,016 $
62
2,078
229,175
88,124
6,167
—
834
40
3,076
329,494 $

574 $

1,340
5,807
500
8,221
1,769
5,700
5,500
33,641
2,125
56,956

6,676
114
6,790
226,250
87,893
9,911
962
825
78
3,066
335,775

602
1,340
5,745
500
8,187
1,704
5,700
4,000
33,641
2,125
55,357

CONTINGENTLY REDEEMABLE NONCONTROLLING INTEREST
("CRNCI")

172,261

172,633

EQUITY
Common stock, $0.001 par value; 650,000,000 and 650,000,000 shares
authorized, respectively, 137,114,804 and 125,802,023 shares issued and
outstanding, respectively
Additional paid-in capital
Accumulated deficit during exploration and development stage

Total Equity

TOTAL LIABILITIES, CRNCI, AND EQUITY

137
291,266
(191,126)
100,277
329,494 $

126
288,041
(180,382)
107,785
335,775

The accompanying notes are an integral part of these consolidated financial statements.

GENERAL MOLY, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In thousands, except per share amounts)

REVENUES

OPERATING EXPENSES:
Exploration and evaluation
General and administrative expense

TOTAL OPERATING EXPENSES

(LOSS) FROM OPERATIONS

OTHER INCOME/(EXPENSE):
Interest expense

TOTAL OTHER (EXPENSE)/INCOME, NET

(LOSS) BEFORE INCOME TAXES

Income Taxes

Years Ended

December 31, December 31,

2018

2017

— $

—

789
9,553
10,342

756
6,373
7,129

(10,342)

(7,129)

(774)
(774)

(942)
(942)

(11,116)

(8,071)

—

CONSOLIDATED NET (LOSS)
Less: Net loss attributable to CRNCI
NET LOSS ATTRIBUTABLE TO GMI
Basic and diluted net loss attributable to GMI per share of common stock
Weighted average number of shares outstanding — basic and diluted

COMPREHENSIVE (LOSS)

$
$

(11,116) $
372
(10,744) $
(0.08) $

129,421

(8,071)
26
(8,045)
(0.07)
114,315

(10,744) $

(8,045)

The accompanying notes are an integral part of these consolidated financial statements.

GENERAL MOLY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

CASH FLOWS FROM OPERATING ACTIVITIES:
Consolidated net loss
Adjustments to reconcile net loss to net cash used by operating activities:

Depreciation and amortization
Non-cash interest expense
Income realized on lease of water rights
Stock-based compensation for employees and directors
Decrease (increase) in deposits, prepaid expenses and other
Decrease in accounts payable and accrued liabilities
(Decrease) increase in post closure reclamation and remediation costs

Net cash used by operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase and development of mining properties, land and water rights
Deposits on property, plant and equipment

Net cash used by investing activities

Years Ended

December 31, December 31,

2018

2017

(11,116) $

(8,071)

1,870
62
(13)
737
52
(508)
(38)
(8,954)

(2,470)
(298)
(2,768)

265
205
(16)
165
(25)
(846)
11
(8,312)

(1,929)
(612)
(2,541)

GENERAL MOLY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

CASH FLOWS FROM FINANCING ACTIVITIES:

Stock proceeds, net of issuance costs
Repayment of Long-Term Debt

Net cash provided/(used) by financing activities:

Net (decrease) in cash, cash equivalents and restricted cash
Cash, cash equivalents and restricted cash, beginning of period
Cash, cash equivalents and restricted cash, end of period

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid for interest, net of capitalized

NON-CASH INVESTING AND FINANCING ACTIVITIES:

Equity compensation capitalized as development
Accrued portion of advance royalties
Change in accrued payments to Agricultural Sustainability Trust
Noncash change in deposits on property, plant and equipment

2,365
—
2,365
(9,357)
17,974
8,617 $

5,940
(165)
5,775
(5,078)
23,052
17,974

(735)

(942)

134 $
500
1,550
153

51
1,000
—
(7)

The accompanying notes are an integral part of these consolidated financial statements

GENERAL MOLY, INC.
CONSOLIDATED STATEMENTS OF EQUITY

(In thousands, except number of shares and per share amounts)

Balances, December 31, 2016
Issuance of Units of Common Stock:
Issued pursuant to stock awards
Stock-based compensation
Private Placement
Net loss for the year ended December 31,
2017
Balances, December 31, 2017
Issuance of Units of Common Stock:
Issued pursuant to stock awards
Stock-based compensation
Public Offering
At-the-Market Offering
Net loss for the year ended December 31,
2018
Balances, December 31, 2018

Common
Shares
110,611,287 $

Amount

Paid-In Capital

Total

Additional

Accumulated
Deficit

111 $

281,900 $ (172,337) $ 109,674

556,590
—
14,634,146

1
—
14

(61)
216
5,986

—
—
—

(60)
216
6,000

—

125,802,023 $

—
126 $

—

(8,045)
(8,045)
288,041 $ (180,382) $ 107,785

993,481
—
9,151,000
1,168,300

—

137,114,804 $

1
—
9
1

(173)
871
2,042
485

—
—
—
—

(172)
871
2,051
486

—
137 $

—

(10,744)
(10,744)
291,266 $ (191,126) $ 100,277

The accompanying notes are an integral part of these consolidated financial statements.

GENERAL MOLY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 — DESCRIPTION OF BUSINESS

General Moly, Inc. (“we,” “us,” “our,” “Company,” or “General Moly”) is a Delaware corporation originally
incorporated as General Mines Corporation on November 23, 1925. We have gone through several name changes and
on October 5, 2007, we reincorporated in the State of Delaware (“Reincorporation”) through a merger involving Idaho
General Mines, Inc. and General Moly, Inc., a Delaware corporation that was a wholly owned subsidiary of Idaho
General Mines, Inc. The Reincorporation was effected by merging Idaho General Mines, Inc. with and into General
Moly, with General Moly being the surviving entity. For purposes of the Company’s reporting status with the United
States Securities and Exchange Commission (“SEC”), General Moly is deemed a successor to Idaho General Mines, Inc.

The Company conducted exploration and evaluation activities from January 1, 2002 until October 4, 2007,

when our Board of Directors (“Board”) approved the development of the Mt. Hope molybdenum property (“Mt. Hope
Project”) in Eureka County, Nevada. The Company is continuing its efforts to both obtain financing for and develop the
Mt. Hope Project. However, challenges to our permits, including water rights, have further delayed ongoing
development at the Mt. Hope Project.

Additionally, on June 21, 2018 we announced plans to commence a 10-hole drill program on the Mt. Hope

property, focused on the area where previously identified copper-silver-zinc-mineralized skarns have been identified,
immediately adjacent to the Mt. Hope molybdenum deposit. The program was completed in late 2018 and we are in the
process of evaluating results from the program.

We also continue to evaluate our Liberty molybdenum and copper property (“Liberty Project”) in Nye County,

Nevada.

The Mt. Hope Project

From October 2005 to January 2008, we owned the rights to 100% of the Mt. Hope Project. Effective as of

January 1, 2008, we contributed all of our interest in the assets related to the Mt. Hope Project, including the Mt. Hope
Lease, into Eureka Moly, LLC (“the LLC”), and in February 2008 entered into a joint venture agreement (“LLC
Agreement”) for the development and operation of the Mt. Hope Project with POS-Minerals Corporation (“POS-
Minerals”). Under the LLC Agreement, POS-Minerals owns a 20% interest in the LLC and General Moly, through
Nevada Moly, LLC (“Nevada Moly”), a wholly-owned subsidiary, owns an 80% interest. The ownership interests
and/or required capital contributions under the LLC Agreement can change as discussed below.

Pursuant to the terms of the LLC Agreement, POS-Minerals made its first and second capital contributions to

the LLC totaling $100.0 million during the year ended December 31, 2008 (“Initial Contributions”). Additional amounts
of $100.7 million were received from POS-Minerals in December 2012, following receipt of major operating permits for
the Mt. Hope Project, including the initial Record of Decision (“ROD”) from the U.S. Bureau of Land Management
(“BLM”).

In addition, under the terms of the LLC Agreement, since commercial production at the Mt. Hope Project was

not achieved by December 31, 2011, the LLC will be required to return to POS-Minerals $36.0 million, since reduced to
$33.6 million as discussed below, of its capital contributions (“Return of Contributions”), with no corresponding
reduction in POS-Minerals’ ownership percentage. Effective January 1, 2015, as part of a comprehensive agreement
concerning the release of the reserve account described below, Nevada Moly and POS-Minerals agreed that the Return
of Contributions will be payable to POS-Minerals on December 31, 2020; provided that, at any time on or before
November 30, 2020, Nevada Moly and POS-Minerals may agree in writing to extend the due date to December 31,
2021; and if the due date has been so extended, at any time on or before November 30, 2021, Nevada Moly and POS-
Minerals may agree in writing to extend the due date to December 31, 2022. If the repayment date is extended, the
unpaid amount will bear interest at a rate per annum of LIBOR plus 5%, which interest shall compound quarterly,
commencing on December 31, 2020 through the date of payment in full. Payments of accrued but unpaid interest, if
any, shall be made on the repayment date. Nevada Moly may elect, on behalf of the Company to cause the Company to
prepay, in whole or

in part, the Return of Contributions at any time, without premium or penalty, along with accrued and unpaid interest, if
any.

The original Return of Contributions amount due to POS-Minerals is reduced, dollar for dollar, by the amount

of capital contributions for equipment payments required from POS-Minerals under approved budgets of the LLC, as
discussed further below. During the period January 1, 2015 to December 31, 2018, this amount has been reduced by
$2.4 million, consisting of 20% of an $8.4 million principal payment made on milling equipment in March 2015, a $2.2
million principal payment made on electrical transformers in April 2015, and a $1.2 million principal payment made on
milling equipment in April 2016, such that the remaining amount due to POS-Minerals is $33.6 million. If Nevada Moly
does not fund its additional capital contribution in order for the LLC to make the required return to POS-Minerals set
forth above, POS-Minerals has an election to either make a secured loan to the LLC to fund the Return of Contributions,
or receive an additional interest in the LLC, from Nevada Moly, estimated to be 5%. In the latter case, Nevada Moly’s
interest in the LLC is subject to dilution by a percentage equal to the ratio of 1.5 times the amount of the unpaid Return
of Contributions over the aggregate amount of deemed capital contributions (as determined under the LLC Agreement)
of both parties to the LLC (“Dilution Formula”). At December 31, 2018, the aggregate amount of deemed capital
contributions of both members was $1,088.5 million.

Furthermore, the LLC Agreement authorizes POS-Minerals to put/sell its interest in the LLC to Nevada Moly

after a change of control of Nevada Moly or the Company, as defined in the LLC Agreement, followed by a failure by us
or our successor company to use standard mining industry practice in connection with the development and operation of
the Mt. Hope Project as contemplated by the parties for a period of twelve (12) consecutive months. If POS-Minerals
exercises its option to put or sell its interest, Nevada Moly or its transferee or surviving entity would be required to
purchase the interest for 120% of POS-Minerals’ total contributions to the LLC, which, if not paid timely, would be
subject to 10% interest per annum.

Effective January 1, 2015, Nevada Moly and POS-Minerals signed an amendment to the LLC agreement under

which a separate $36.0 million belonging to Nevada Moly, held by the LLC in a reserve account established in
December 2012, is being released for the mutual benefit of both members related to annual jointly approved Mt. Hope
Project expenses through 2021. In January 2015, the reserve account funded a reimbursement of contributions made by
the members during the fourth quarter of 2014, inclusive of $0.7 million to POS-Minerals and $2.7 million to Nevada
Moly. The remaining reserve account funds are now being used to pay ongoing jointly approved expenses of the LLC
until the Company obtains full financing for its portion of the Mt. Hope Project construction cost, or until the reserve
account is exhausted. Any remaining funds after financing is obtained will be returned to the Company. The balance of
the reserve account was $6.2 million and $9.9 million at December 31, 2018 and 2017, respectively.

Agreement with AMER International Group (“AMER”)

Private Placement

On November 2, 2015, the Company and AMER entered into an amendment to the AMER Investment
Agreement, utilizing a three-tranche investment. The first tranche of the amended AMER Investment Agreement closed
on November 24, 2015 for a $4.0 million private placement representing 13.3 million shares, priced at $0.30 per share,
and warrants (the “AMER Warrants”) to purchase 80.0 million shares of common stock at $0.50 per share, which will
become exercisable upon availability of an approximately $700.0 million senior secured loan (“Bank Loan”). The funds
received from the $4.0 million private placement were divided evenly between general corporate purposes and an
expense reimbursement account which is available to both AMER and the Company to cover anticipated Mt. Hope
financing costs and other jointly sourced business development opportunities. In addition, AMER and General Moly
entered into a Stockholder Agreement allowing AMER to nominate a director to the General Moly Board of Directors
and additional directors following the close of Tranche 3, discussed below, and drawdown of the Bank Loan. The
Stockholder Agreement also governs AMER’s acquisition and transfer of General Moly shares. Prior to closing the first

tranche, the parties agreed to eliminate certain conditions to closing. Following the closing, AMER nominated Tong
Zhang to serve as a director of the Company, and he was appointed by the Board of Directors on December 3, 2015.
Mr. Zhang was nominated by the Board of Directors to stand for election at the 2018 General Meeting of Stockholders
and was elected by the stockholders to serve as a Class II director for a three (3) year term expiring in 2021, subject to
re-election.

On October 16, 2017, the Company and AMER announced the closure of the second tranche of the parties’

three-tranche financing agreement. At the close of Tranche 2, General Moly issued 14.6 million shares to AMER, priced
at the VWAP for the 30-day period ending August 7, 2017 (the date of the parties’ Amendment No. 2 to the Investment
and Securities Purchase Agreement) of $0.41 per share for a private placement of $6.0 million by AMER. $5.5 million
of the equity sale proceeds were available for general corporate purposes, while $0.5 million was held in the expense
reimbursement account established at the first tranche close to cover costs related to the Mt. Hope Project financing and
other jointly sourced business development opportunities.

The third tranche of the amended AMER Investment Agreement will include a $10.0 million private placement
representing 20.0 million shares, priced at $0.50 per share. Closing of the third tranche is conditioned upon the earlier of
the reissuance of water permits for the Mt. Hope Project or completion of a joint business opportunity involving use of
10.0 million shares of General Moly stock. After the third tranche of the agreement closes, AMER will nominate a
second director to General Moly’s Board of Directors.

The further amended AMER Investment Agreement reaffirms continuation of the strategic partnership formed
between the Company and AMER to assist in obtaining full financing for the Mt. Hope Project. The issuance of shares
in connection with the third tranche of the AMER Investment Agreement was approved by General Moly stockholder in
December 2017 at a Special Meeting of Stockholders.

The Company and AMER have jointly evaluated other potential opportunities, ranging from outright

acquisitions, privatizations, or significant minority interest investments with a focus on base metal and ferro-alloy
prospects, where the Company would benefit from management fees, minority equity interests, or the acquisition of both
core and non-core assets. The Company and AMER have considered but not completed any such transactions to date
and we have taken a temporary break in the evaluation of potential opportunities with AMER. From commencement of
the AMER Investment Agreement in 2015 to December 31, 2018, the Company and AMER have spent approximately
$2.5 million from the expense reimbursement account described above in connection with such evaluations.

Bank Loan

AMER has agreed to work cooperatively with the Company upon the return of sustained improved

molybdenum prices and the receipt of our water permits to procure and support a senior secured term loan (“Bank
Loan”) of approximately $700 million from a major Chinese bank or banks for development of the Mt. Hope Project,
and to provide a guarantee for the Bank Loan.

When documentation is complete and drawdown of the approximately $700 million Bank Loan becomes

available, pursuant to the amended warrant agreement described below, the AMER Warrant will become exercisable at
$0.50. After drawdown of the Bank Loan, AMER will also be entitled to nominate a third director to General Moly’s
Board of Directors. All conditions under the warrant agreement were originally required to be completed no later than
April 17, 2017 in order for the AMER Warrant to vest and become exercisable. As the Bank Loan was not available on
this date, on April 17, 2017, and again subsequently on June 16, 2017, July 16, 2017, and August 7, 2017, the Company
and AMER entered into the First Amendment, Second Amendment, Third Amendment, and Fourth Amendment (the
“Warrant Amendments”) to the AMER Warrant. With the Fourth Amendment, the Company and AMER agreed to
extend the deadline for satisfaction of all conditions to vesting of the AMER Warrant to the third anniversary of the re-
issuance of the ROD for the Mt. Hope Project, anticipated in mid-2019.

Molybdenum Supply Agreement

NOTE 2 — LIQUIDITY

As the Company currently does not generate any revenues and the cash needs for the development of the Mt.

Hope Project are significant, we and/or the LLC will be required to arrange for financing to be combined with funds
anticipated to be received from POS-Minerals in order to retain its 20% membership interest. If we are unsuccessful in
obtaining financing, we will not be able to proceed with the development of the Mt. Hope Project.

As discussed in Note 1, on November 24, 2015, the Company announced the receipt of funds to successfully
close Tranche 1 of the amended Investment Agreement, resulting in a $4 million cash inflow to the Company, and on
October 16, 2017, announced the closure of Tranche 2 of the parties’ three-tranche financing agreement, resulting in an
additional $6.0 million cash inflow to the Company. $5.5 million of the equity sale proceeds were available for general
corporate purposes, while $0.5 million was held in the expense reimbursement account to cover costs related to the Mt.
Hope Project financing and other jointly sourced business development opportunities.

On April 12, 2017, the Company filed a prospectus supplement in both Canada and the United States which

enabled the Company, at its discretion from time to time, to sell up to $20 million worth of common shares by way of an
“at-the-market” offering (the “ATM”). Since the effectiveness of the prospectus supplement by the SEC on April 26,
2017 to December 31, 2018, a total of 1,168,300 common shares have been sold under the ATM, for net proceeds to the
Company of $0.5 million. In conjunction with the public offering discussed below, the Company has agreed to suspend
the ATM facility for a period of 2 years.

On October 17, 2018, the Company announced an underwritten public offering of 9,151,000 units at a price of

$0.25 per share with each unit consisting of one share of common stock accompanied by one warrant exercisable for one
share of common stock immediately upon closing at a price of $0.35 per share. The offering provided net proceeds of
approximately $2.0 million after underwriting commissions and expenses. The Company intends to use the proceeds for
general corporate purposes, including the ongoing preliminary drilling program for the exploration of zinc, copper and
silver mineralization at the southeast area of the Mt. Hope Project.

We continue to work with our long-lead vendors at the Mt. Hope Project to manage the timing of contractual

payments for milling equipment. The following table sets forth the LLC’s remaining cash commitments under these
equipment contracts (collectively “Purchase Contracts”) at December 31, 2018 (in millions):

Year
2018
2019
2020
Total

As of
December 31,
2018 *

—
1.4
0.6
2.0

If the LLC does not make the payments contractually required under these purchase contracts, it could be

subject to claims for breach of contract or to cancellation of the respective purchase contract. In addition, the LLC may
proceed to selectively suspend, cancel or attempt to renegotiate additional purchase contracts if necessary to further
conserve cash. If the LLC cancels or breaches any contracts, the LLC will take all appropriate action to minimize any
losses, but could be subject to liability under the contracts or applicable law. The cancellation of certain key contracts
could cause a delay in the commencement of operations, and could add to the cost to develop the Company’s interest in
the Mt. Hope Project.

Through December 31, 2018, the LLC has made deposits and/or final payments of $88.1 million on equipment
orders. Of these deposits, $71.7 million relate to fully fabricated items, primarily milling equipment, for which the LLC
has additional contractual commitments of $2.0 million noted in the table above. The remaining $16.4 million reflects
both partially fabricated milling equipment, and non-refundable deposits on mining equipment. As discussed in Note 12,
the mining equipment agreements remain cancellable with no further liability to the LLC. The underlying value and
recoverability of these deposits and our mining properties in our consolidated balance sheets are dependent on the LLC’s
ability to fund development activities that would lead to profitable production and positive cash flow from operations, or
proceeds from the sale of these assets. There can be no assurance that the LLC will be successful in generating future
profitable operations, selling these assets or that the Company will secure additional funding in the future on terms

acceptable to us or at all. Our consolidated financial statements do not include any adjustments relating to recoverability
and classification of recorded assets or liabilities.

Our current working capital is negative and the senior notes issued in 2014 will become due in December 2019.
Based on our current operating forecast, which takes into consideration the facts and circumstances described above, and
the fact that we currently do not generate any revenue, the Company does not expect to be able to fund its current
operations and meet its financial obligations for a period of at least 12 months from the issuance of these financials.
These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

All Mt. Hope Project related funding is payable out of the $36.0 million reserve account, the balance of which

was $6.2 million and $9.9 million at December 31, 2018 and 2017, respectively. However, corporate general and
administrative expenses and costs associated with the maintenance of the Liberty Project are not covered by the Reserve
Account. Additional potential funding sources include public or private equity offerings, including closing or a
negotiated acceleration of tranche 3 with respect to the remaining $10.0 million investment from AMER described in
Note 1, or sale of other assets owned by the Company, although a portion of any major assets sales may be owed to
POS-Minerals and the Senior note holders. There is no assurance that the Company will be successful in securing
additional funding or reobtaining our water permits in order to access existing funding sources. This could result in
further cost reductions, contract cancellations, and potential delays which ultimately may jeopardize the development of
the Mt. Hope Project. If we are unable to meet our obligations, we would be forced to cease operations, in which event
investors may lose their entire investment in our company.

NOTE 3 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of significant accounting policies is presented to assist in understanding the financial statements.

The financial statements and notes are representations of the Company’s management, which is responsible for their
integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United
States of America (“GAAP”) and have been consistently applied in the preparation of the financial statements.

Accounting Method

Our financial statements are prepared using the accrual basis of accounting in accordance with GAAP. With

the exception of the LLC, all of our subsidiaries are wholly owned. In February 2008, we entered into the LLC
Agreement, which established our ownership interest in the LLC at 80%. The consolidated financial statements include
all of our wholly owned subsidiaries and the LLC. The POS-Minerals contributions attributable to their 20% interest are
shown as Contingently Redeemable Noncontrolling Interest on the Consolidated Balance Sheets. The net loss
attributable to contingently redeemable noncontrolling interest is reflected separately on the Consolidated Statement of
Operations and reduces the Contingently Redeemable Noncontrolling Interest on the Consolidated Balance Sheets. Net
losses of the LLC are attributable to the members of the LLC based on their respective ownership percentages in the
LLC. During 2018, the LLC had a $1.9 million loss primarily associated with accretion of its reclamation obligations
and accelerated depreciation associated with software programs no longer in use, of which $372,000 was attributed to
the Contingently Redeemable Noncontrolling Interest.

Contingently Redeemable Noncontrolling Interest (“CRNCI”)

Under GAAP, certain noncontrolling interests in consolidated entities meet the definition of mandatorily
redeemable financial instruments if the ability to redeem the interest is outside of the control of the consolidating
entity. As described in Note 1 — “Description of Business”, the LLC Agreement permits POS-Minerals the option to
put its interest in the LLC to Nevada Moly upon a change of control, as defined in the LLC Agreement, followed by a
failure to use standard mining industry practice in connection with development and operation of the Mt. Hope Project as
contemplated by the parties for a period of 12 consecutive months. As such, the CRNCI has continued to be shown as a
separate caption between liabilities and equity based on accounting standards which require equity instruments with
redemption features that are not solely within the control of the issuer to be classified outside of permanent equity
(referred to as mezzanine equity). The carrying value of the CRNCI has historically included the Return of
Contributions, now $33.6 million, that will be returned to POS-Minerals in 2020, unless further extended by the
members of the LLC as discussed above. The expected Return of Contributions to POS-Minerals was carried at
redemption value as we believed redemption of this amount was probable. Effective January 1, 2015, Nevada Moly and
POS-Minerals agreed that the Return of Contributions will be due to POS-Minerals on December 31, 2020, unless

further extended by the members of the LLC as discussed above. As a result, we have reclassified the Return of
Contributions payable to POS-Minerals from CRNCI to a non-current liability at redemption value, and subsequently
reduced it by $2.4 million, consisting of 20% of an $8.4 million principal payment made on milling equipment in March
2015, a $2.2 million principal payment made on electrical transformers in April 2015, and a $1.2 million principal
payment made on milling equipment in April 2016, such that the remaining amount due to POS-Minerals is $33.6
million.

The remaining carrying value of the CRNCI has not been adjusted to its redemption value as the contingencies
that may allow POS-Minerals to require redemption of its noncontrolling interest are not probable of occurring. Under
GAAP, until such time as that contingency has been eliminated and redemption is no longer contingent upon anything
other than the passage of time, no adjustment to the CRNCI balance should be made. Future changes in the redemption
value will be recognized immediately as they occur and the Company will adjust the carrying amount of the CRNCI to
equal the redemption value at the end of each reporting period.

Estimates

The process of preparing consolidated financial statements requires the use of estimates and assumptions

regarding certain types of assets, liabilities, revenues, and expenses. Such estimates primarily relate to unsettled
transactions and events as of the date of the financial statements. Accordingly, upon settlement, actual results may differ
from estimated amounts.

Asset Impairments

We evaluate the carrying value of long-lived assets to be held and used, using a fair-value based approach when

events and circumstances indicate that the related carrying amount of our assets may not be recoverable. Significant
declines in the overall economic environment, molybdenum and copper prices may be considered as impairment
indicators for the purposes of these impairment assessments. Additionally, failure to secure our mining permits,
including our water rights, or revocation of our permits may be considered as impairment indicators for the purposes of
these impairment assessments. In accordance with U.S. GAAP, the carrying value of a long-lived asset is considered
impaired when the anticipated undiscounted cash flows from such asset is less than its carrying value. In that event, an
impairment charge will be recorded in our Consolidated Statement of Operations and Comprehensive Loss based on the
difference between book value and the estimated fair value of the asset computed using discounted future cash flows, or
the application of an expected fair value technique in the absence of an observable market price. Future cash flows
include estimates of recoverable quantities to be produced from estimated proven and probable mineral reserves,
commodity prices (considering current and historical prices, price trends and related factors), production quantities and
capital expenditures, all based on life-of-mine plans and projections. In estimating future cash flows, assets are grouped
at the lowest level for which identifiable cash flows exist that are largely independent of cash flows from other asset
groups. Generally, in estimating future cash flows, all assets are grouped at a particular mine for which there are
identifiable cash flows. While at December 31, 2018, we have not identified any impairment triggering events that
would indicate any of our long-lived assets are impaired, there can be no assurance that there will not be asset
impairments if commodity prices experience a sustained decline and/or if there are significant downward adjustments to
estimates of recoverable quantities to be produced from proven and probable mineral reserves or production quantities,
and/or upward adjustments to estimated operating costs and capital expenditures, all based on life-of-mine plans and
projections. The September 2017 denial of our water rights applications is not considered to be an impairment trigger as
we have processes in place to see replacement of these applications and secure the water permits needed for the Mt.
Hope Project.

Cash and Cash Equivalents and Restricted Cash

We consider all highly liquid investments with original maturities of three months or less to be cash

equivalents. The Company’s cash equivalent instruments are classified within Level 1 of the fair value hierarchy
established by FASB guidance for Fair Value Measurements because they are valued based on quoted market prices in
active markets.

We consider all restricted cash, inclusive of the reserve account discussed above, the loan procurement account

and reclamation surety bonds, to be long-term.

Cash and cash equivalents
Restricted cash held at EMLLC
Restricted cash held for loan procurement
Restricted cash and investments held for reclamation
bonds
Total cash, cash equivalents and restricted cash shown in
the statement of cash flows

December 31, 2018 December 31, 2017

(in thousands)

2,016 $
6,167
—

434

6,676
9,911
962

425

8,617 $

17,974

As of December 31, 2018, the LLC had $0.3 million in cash deposits associated with reclamation bonds and an

additional $0.4 million in a long-term funding mechanism, which are accounted for as restricted cash. Another $0.1
million in cash collateral is associated with surety bonds at the Liberty Project. Of these amounts, $0.3 million
associated with reclamation bonds held at the LLC and the $0.1 million associated with the Liberty Project are
considered investments and are not included in cash and cash equivalents for purposes of the Statement of Cash Flows.

Basic and Diluted Net Loss Per Share

Net loss per share was computed by dividing the net loss attributable to the Company by the weighted average

number of shares outstanding during the period. The weighted average number of shares was calculated by taking the
number of shares outstanding and weighting them by the amount of time that they were outstanding. Outstanding
awards as of December 31, 2018 and 2017, respectively, were as follows:

Warrants
Shares Issued upon conversion of Senior Notes
Unvested Stock Awards
Stock Appreciation Rights

December 31, 2018 December 31, 2017
89,535,000
5,910,000
1,735,553
995,983

98,686,000
5,910,000
2,401,268
938,667

These awards were not included in the computation of diluted loss per share for the twelve months ended

December 31, 2018 and 2017, respectively, because to do so would have been anti-dilutive. Therefore, basic loss per
share is the same as diluted loss per share.

Mineral Exploration and Development Costs

All exploration expenditures are expensed as incurred. If no economic ore body is discovered, previously

capitalized costs are expensed in the period the property is abandoned. Expenditures to develop new mines, to define
further mineralization in existing ore bodies, and to expand the capacity of operating mines, are capitalized and
amortized on a units-of-production basis over proven and probable reserves.

Should a property be abandoned, its capitalized costs are charged to operations. The Company charges to the

consolidated statement of operations the allocable portion of capitalized costs attributable to properties sold. Capitalized
costs are allocated to properties sold based on the proportion of claims sold to the claims remaining within the project
area.

Mining Properties, Land and Water Rights

Costs of acquiring and developing mining properties, land and water rights are capitalized as appropriate by

project area. Exploration and related costs and costs to maintain mining properties, land and water rights are expensed
as incurred while the property is in the exploration and evaluation stage. Development and related costs and costs to
maintain mining properties, land and water rights are capitalized as incurred while the property is in the development
stage. When a property reaches the production stage, the related capitalized costs are amortized using the units-of-
production basis over proven and probable reserves. Mining properties, land and water rights are periodically assessed
for impairment of value, and any subsequent losses are charged to operations at the time of impairment. If a property is
abandoned or sold, a gain or loss is recognized and included in the consolidated statement of operations.

The Company has capitalized royalty payments made to Mt. Hope Mines, Inc. (“MHMI”) (discussed in Note 12

below) during the development stage. The amounts will be applied to production royalties owed upon the
commencement of production.

Depreciation and Amortization

Property and equipment are recorded at cost and depreciated using the straight-line method over the estimated

useful lives of the assets. Property and equipment are depreciated using the following estimated useful lives:

Field equipment
Office furniture, fixtures, and equipment
Vehicles
Leasehold improvements
Residential trailers
Buildings and improvements

Four to ten years
Five to seven years
Three to five years
Three years or the term of the lease, whichever is shorter
Ten to twenty years
Ten to twenty seven and one-half years

Senior Convertible Promissory Notes and other Long-Term Debt

In December 2014, the Company sold and issued $8.5 million in units consisting of convertible promissory

notes (the "Convertible Notes") and warrants to purchase shares of our common stock (the “Notes Warrants”) to
accredited investors, including several directors and officers of the Company, pursuant to Section 4(a)(2) of the
Securities Act of 1933, as amended, and Rule 506 thereunder. The Convertible Notes are unsecured obligations and are
senior to any of the Company's future secured obligations to the extent of the value of the collateral securing such
obligations.

The Convertible Notes bear interest at a rate of 10.0% per annum, payable in cash quarterly in arrears on each

March 31, June 30, September 30, and December 31. The Convertible Notes are convertible at any time in an amount
equal to 80% of the greater of (i) the average VWAP for the 30 Business Day period ending on the Business Day prior to
the date of the conversion, or (ii) the average VWAP for the 30 Business Day period ending on the original issuance date
of the Convertible Notes. Each Note will convert into a maximum of 100 shares per note, resulting in the issuance of up
to 8,535,000 shares. General Moly’s named executive officers and board of directors who participated in the offering
are restricted from converting at a price less than $0.32, the most recent closing price at the time that the Convertible
Notes were issued. The Convertible Notes are mandatorily redeemable at par plus the present value of remaining
coupons upon (i) the availability of cash from a financing for the Mt. Hope Project or (ii) any other debt financing by the
Company. In addition, 50% of any proceeds from the sale of assets cumulatively exceeding $250,000 will be used to
prepay the Convertible Notes at par plus the present value of remaining coupons. The Company has the right to redeem
the Convertible Notes at any time at par plus the present value of remaining coupons. The Private Placement was
negotiated by independent members of General Moly’s board of directors, none of whom participated in the transaction.
As of December 31, 2018, an aggregate of $2.6 million of Convertible Notes had been converted into 2,625,000 shares
of common stock and $1.3 million of non-convertible Senior Promissory Notes, resulting in a $0.2 million annual
reduction in interest payments made by the Company in the servicing of the Convertible Notes, as further discussed in
Note 6 below.

The Company evaluates its contracts for potential derivatives. See Note 6 for a description of the Company’s

accounting for embedded derivatives and the Convertible Notes.

Debt issuance costs incurred in connection with the Company’s debt financings have been capitalized and are
being amortized over the stated maturity period or estimated life of the related debt, using the effective interest method.

Provision for Taxes

Income taxes are provided based upon the asset and liability method of accounting. Under this approach,

deferred income taxes are recorded to reflect the tax consequences in future years of differences between the tax basis of
assets and liabilities and their financial reporting amounts at each year-end. In accordance with authoritative guidance
under Accounting Standards Codification (“ASC”) 740, Income Taxes, a valuation allowance is recorded against the
deferred tax asset if management does not believe the Company has met the “more likely than not” standard to allow
recognition of such an asset.

Reclamation and Remediation

Expenditures for ongoing compliance with environmental regulations that relate to current operations are

expensed or capitalized as appropriate. Future obligations to retire an asset, including reclamation, site closure,
dismantling, remediation and ongoing treatment and monitoring, are recorded as a liability at fair value at the time of
construction or development. The fair value determination is based on estimated future cash flows, the current credit-
adjusted risk-free discount rate and an estimated inflation factor. The value of asset retirement obligations is evaluated
on a quarterly basis or as new information becomes available on the expected amounts and timing of cash flows required
to discharge the liability. The fair value of the liability is added to the carrying amount of the associated asset and this
additional carrying amount will be depreciated or amortized over the estimated life of the asset upon the commencement
of commercial production. An accretion cost, representing the increase over time in the present value of the liability,
will also be recorded each period as accretion expense. As reclamation work is performed or liabilities are otherwise
settled, the recorded amount of the liability is reduced. Certain collateral amounts associated with our reclamation
obligations are held in investment accounts, for which the fair value is estimated based on Level 1 inputs.

Stock-based Compensation

Stock-based compensation represents the fair value related to stock-based awards granted to members of the

Board, officers and employees. The Company uses the Black-Scholes model to determine the fair value of stock-based
awards under authoritative guidance for Stock-Based Compensation. For stock-based compensation that is earned upon
the satisfaction of a service condition, the cost is recognized on a straight-line basis (net of estimated forfeitures) over
the requisite vesting period (up to three years). Awards expire five years from the date of vesting.

Further information regarding stock-based compensation can be found in Note 9 — “Equity Incentives.”

Warrants

The Company has issued warrants in connection with several financing transactions and uses the Black-Scholes

model or a lattice to determine the fair value of these transactions based on the features included in each.

Recent Accounting Pronouncements

Statement of Cash Flows (Topic 230): Restricted Cash

In November 2016, the FASB issued ASU 2016-18 Statement of Cash Flows (Topic 230): Restricted Cash.

The update requires that the statement of cash flows explain the change during the period in the total of cash, cash
equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts
generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents
when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows and is
effective for annual periods beginning after December 15, 2017. The Company implemented the standard in the first
quarter of 2018 which resulted in a recast of the statement of cash flows for the year ended December 31, 2017 reducing
investing cash flows by $3.1m and additional disclosure concerning restricted cash accounts included in Cash and Cash
Equivalents and Restricted Cash above.

Leases (Topic 842)

In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842). The

update provides a comprehensive update to the lease accounting topic in the Codification intended to increase
transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet
and disclosing key information about leasing arrangements. The amendments in ASU 2016-02 include a revised
definition of a lease as well as certain scope exceptions. The amendments in ASU 2016-02 are effective for public
entities for annual reporting periods beginning after December 15, 2018, and for interim periods within that reporting
period. Early application is permitted. The Company is currently reviewing the standard to determine any impact on the
financial statements. We anticipate that this will result in recording a right of use asset and lease liability on the
Consolidated Balance Sheets.

Revenue from Contracts with Customers (Topic 606)

In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with

Customers (Topic 606), subsequently followed by ASU 2015-14, Deferral of the Effective Date, 2016-08, Principal
versus Agent Considerations (Reporting Revenue Gross Versus Net), 2016-10, Identifying Performance Obligations and
Licensing, and 2016-12, Narrow-Scope Improvement and Practical Expedients. The new guidance aims to establish
principles to report useful information to users of financial statements about the nature, amount, timing, and uncertainty
of revenue from contracts with customers. The amendments are effective for reporting periods beginning after
December 31, 2017. As the Company currently has no revenue, implementation of the standard did not have a material
impact on its financial statements.

Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting

In May 2017, the FASB issued ASU 2017-09 Compensation – Stock Compensation (Topic 718): Scope of

Modification Accounting. The update clarifies when an entity is required to use modification upon a change in the terms
or conditions of a share-based payment award and is effective for annual periods beginning after December 15, 2017.
As the Company does not engage in modifying existing awards at this time, implementation of the standard did not have
a material impact on its financial statements.

NOTE 4 — MINING PROPERTIES, LAND AND WATER RIGHTS

We currently have interests in two mining properties that are the primary focus of our operations, the Mt. Hope

Project and the Liberty Project. We also have certain other, non-core, mining properties that are being evaluated for
future development or sale.

The Mt. Hope Project. We are currently in the process of developing the Mt. Hope Project. In January 2014,

the Company published an updated Technical Report on the Mt. Hope Project using Canadian Instrument NI 43-101
guidelines, which provided data on the viability and expected economics of the project. In early 2017, we re-examined
the Mt. Hope proven and probable mineral reserves and updated the reserve and resource estimates using an $8.40/lb
molybdenum (“Mo”) three-year backward average price. No further adjustments were required during 2018.

As announced on March 1, 2018, the Company has identified a potential high-grade, copper-silver exploration

target along with a significant zinc mineralized area at the Mt. Hope Project site, southeast of the Mt. Hope’s
molybdenum deposit in central Nevada.

To date the preliminary exploration work has been undertaken solely at the expense of General Moly. The

Company is presenting the promising findings to its 20% EMLLC joint venture partner at the Mt. Hope Project, POS-
Minerals, and the parties are discussing value-sharing cost/investment options. Any mining operation to exploit
economic mineralization at the Mt. Hope Project site will require the approval of POS-Minerals.

Geological review of historic logs and core was completed by Mine Mappers, LLC of Tucson, Arizona to

update the geologic interpretation of the skarn area. Mine Mappers reviewed the geologic interpretations in conjunction
with the IP results and recommended a 10-hole, 9,400 foot drilling confirmation and exploration program.

In September 2018, the Company commenced a 10 hole drill program on the patented claims at the Mt. Hope
Project. The drilling program is focused on copper-silver-zinc mineralized skarns and designed to confirm and extend
the target defined by historical drilling as well as test for extensions of zinc mineralization horizons which were
historically mined. The drill program is was completed in late 2018 and the Company is evaluating assay results to
determine if said results warrant completion of a Preliminary Economic Assessment.

Liberty Project. We are currently continuing to evaluate the Liberty Project. In July 2014, the Company

published an updated NI 43-101 compliant pre-feasibility study, which more closely examined the use of existing
infrastructure and the copper potential of the property. In February 2017, Liberty Moly, LLC (“Liberty Moly”) entered
into a lease agreement with WK Mining Ltd. (“WK”) for the lease of water rights for the purpose of mining and milling.
The term of the lease is six years which WK can extend for an additional four years. As compensation for the leased
water rights, WK has issued $124,000 in common shares to Liberty Moly, consisting of $100,000 at signing of the
agreement and shares equal to $12,000 in both its first and second annual installments, and is required to pay an annual
fee on the anniversary date of the lease in either cash or WK common shares.

The Nevada Division of Environmental Protection (NDEP) has identified environmental concerns with some

Liberty Project facilities acquired with the property. NDEP’s concerns are related to aspects of previously approved
closure plans required by Nevada regulation. We have proposed options to NDEP to address these concerns. In July
2018, we addressed one of those concerns by successfully completing a program, as approved by NDEP, to neutralize
the acidic Liberty pit lake by adding hydrated lime to raise the pH. We will continue to work with NDEP to evaluate
ongoing options to address any future concerns, and additional costs may be required beyond 2018 to meet NDEP’s
closure requirements. However, a reasonable estimate cannot be determined at this time as it is not possible to
reasonably predict the outcome of our negotiations with NDEP.

On August 1, 2017, the Company through its wholly owned subsidiary Liberty Moly entered into an Option
Agreement and Land Lease Agreement (if the option is exercised) with SRPV, a subsidiary of SolarReserve, LLC of
Santa Monica, California for photovoltaic solar energy development. The Agreement provides for a three-year option to
lease a minimum of 500 acres and easements associated with vacant land. If the option is exercised, the parties will
enter into a 30-year lease for up to 700 acres of land, with an option to extend for an additional five years at the end of
the initial lease term. The vacant land parcel is wholly owned by the Company, and its use by the photovoltaic solar
project will not impact the Liberty Project’s future proposed mining plans.

Other Mining Properties. We also have mining claims and land purchased prior to 2006 which consist in part

of (a) approximately 107 acres of fee simple land in the Little Pine Creek area of Shoshone County, Idaho, (b) six
patented mining claims known as the Chicago-London group, located near the town of Murray in Shoshone
County, Idaho, (c) 34 unpatented mining claims in Marion County, Oregon, known as the Detroit property and (d) 83
unpatented mining claims in Sanders and Madison County, Montana. The costs associated with these claims and
properties are minimal and primarily relate to claim fees and property taxes.

Summary. The following is a summary of mining properties, land and water rights at December 31, 2018 and

2017 (in thousands):

Mt. Hope Project:

Development costs
Mineral, land and water rights
Advance royalties
Total Mt. Hope Project
Total Liberty Project
Other Properties
Total

December 31,

2018

At
December 31,
2017

176,292 $

11,324
31,800
219,416
9,678
81
229,175 $

173,861
11,324
31,300
216,485
9,684
81
226,250

Development costs and Deposits on project property, plant and equipment

Development costs of $176.3 million as of December 31, 2018 include hydrology and drilling costs,
expenditures to further the permitting process, capitalized salaries, project engineering costs, and other expenditures
required to fully develop the Mt. Hope Project. Deposits on project property, plant and equipment of $88.1 million as of
December 31, 2018 represent ongoing progress payments on equipment orders for the custom-built grinding and milling
equipment, related electric mill drives, and other processing equipment that require the longest lead times.

NOTE 5 — ASSET RETIREMENT OBLIGATIONS

Asset retirement obligations arise from the acquisition, development, construction and normal operation of

mining property, plant and equipment due to government controls and regulations that protect the environment, and are
primarily related to closure and reclamation of mining properties. The exact nature of environmental issues and costs, if
any, which the Company or the LLC may encounter in the future are subject to change, primarily because of the
changing character of environmental requirements that may be enacted by governmental authorities.

The following table shows asset retirement obligations for future mine closure and reclamation costs in

connection with the Mt. Hope Project and within the boundaries of the Plan of Operations (“PoO”):

At January 1, 2017
Accretion Expense
Adjustments*
At December 31, 2017
Accretion Expense
Adjustments*

At December 31, 2018

(in thousands)

1,454
106
8
1,568
103
(38)
1,633

Includes additions, annual changes to the escalation rate, the market-risk premium rate, or reclamation time periods

The estimated future reclamation costs for the Mt. Hope Project have been discounted using a rate of 8%, which

is the rate that existed at the time the liability was originally measured. The total inflated and undiscounted estimated
reclamation costs associated with current disturbance under the PoO at the Mt. Hope Project were $5.8 million at
December 31, 2018, inclusive of $2.6 million for mitigation of sage grouse habitat that would be affected by
development of the Mt. Hope Project. Increases in ARO liabilities resulting from the passage of time are recognized as
accretion expense.

As of December 31, 2018, the LLC had provided the appropriate regulatory authorities with $2.8 million in

reclamation financial guarantees through the posting of surety bonds for reclamation of the Mt. Hope Project as
approved in the ROD. As of December 31, 2018, we had $0.3 million in cash deposits associated with these bonds and
an additional $0.4 million in a long-term funding mechanism, which are specific to the PoO disturbance and recorded in
Restricted cash and investments held for reclamation bonds and are unrelated to the inflated and undiscounted liability
referenced above.

The LLC has a smaller liability at the Mt. Hope Project for disturbance associated with exploration drilling

which occurred outside the PoO boundaries. The LLC has not discounted this reclamation liability as the total amount is
approximately $0.1 million.

Total restricted cash for surety bond collateral requirements and other long-term reclamation obligations at the

Mt. Hope Project equal $0.7 million. Another $0.1 million in cash collateral is associated with surety bonds at the
Liberty Project.

The Company’s Liberty Project is currently in the exploration stage. As the Company is not currently
performing any exploration activity at the Liberty Project, the reclamation liability incurred for historical exploration of
approximately $0.1 million has not been discounted and is shown in the table below.

At January 1, 2017
Adjustments *
At December 31, 2017
Adjustments *
At December 31, 2018

Includes reduced / reclaimed disturbance

NOTE 6 — CONVERTIBLE SENIOR NOTES

Mt. Hope Project

outside PoO
boundary

Liberty

(in thousands)
15
—
15 $
—
15 $

118
3
121
—
121

In December 2014, the Company sold and issued 85,350 Units of Convertible Notes (the “Notes”) with
warrants (the “Notes Warrants”) to qualified buyers pursuant to Section 4(a)(2) of the Securities Act of 1933, as
amended, of which 23,750 Units were sold and issued to related parties, including several directors and each of our
named executive officers. The Convertible Notes are unsecured obligations and are senior to any of the Company's
future secured obligations to the extent of the value of the collateral securing such obligations.

The transaction value of $8.5 million was allocated between debt for the Convertible Notes and equity for the

Notes Warrants based on the relative fair value of the two instruments. This resulted in recording $0.8 million in
Additional Paid In Capital for the relative fair value of the Notes Warrants and $7.7 million as Convertible Notes. The
Company received net proceeds from the sale of the Convertible Notes of approximately $8.0 million, after deducting
offering expenses of approximately $0.5 million, which was allocated between debt and equity, As a result, the
Company recognized $0.4 million as Debt Issuance Costs to be amortized over the expected redemption period, and $0.1
million recognized as a reduction to Additional Paid in Capital. Net proceeds from the sale will be used to fund ongoing
operations until the Company’s portion of project financing is obtained.

The Convertible Notes bear interest at a rate of 10.0% per annum, payable in cash quarterly in arrears on each

March 31, June 30, September 30, and December 31. The Convertible Notes mature on December 26, 2019 unless
earlier redeemed, repurchased or converted. The Company may redeem the Convertible Notes for cash, either in whole
or in part, at any time, in exchange for the sum of (i) a cash payment equal to the unpaid principal plus all accrued but
unpaid interest through the date of redemption and (ii) the present value of the remaining scheduled interest payments
discounted to the maturity date at the annual percentage yield on U.S. Treasury securities with maturity similar to the
notes plus 25 basis points (the “Optional Redemption”). The Convertible Notes are mandatorily redeemable at par plus
the present value of remaining coupons upon (i) the availability of cash from a financing for Mt. Hope and (ii) any other
debt financing by the Company. In addition, 50% of any proceeds from the sale of assets cumulatively exceeding
$250,000 will be used to prepay the Convertible Notes at par plus the present value of remaining coupons (the
“Mandatory Redemption”).

The Convertible Notes are convertible at any time in an amount equal to 80% of the greater of (i) the average

VWAP for the 30 Business Day period ending on the Business Day prior to the date of the conversion, or (ii) the average
VWAP for the 30 Business Day period ending on the original issuance date of this note. Each Convertible Note will
convert into a maximum of 100 shares per note, resulting in the issuance of 8,535,000 shares, or 9.3% of shares
outstanding (the “Conversion Option”). General Moly’s executive management team and board of directors who
participated in the offering are restricted from converting at a price less than $0.32, the most recent closing price at the
time that the Convertible Notes were issued.

If the Company undergoes a “fundamental change”, the Convertible Notes will be redeemed for cash at a

repurchase price equal to 100% of the principal amount of the Convertible Notes to be repurchased plus accrued and
unpaid interest, including contingent interest and additional amounts, if any. Examples of a “fundamental change”
include the reclassification of the common stock, consolidation or merger of the Company with another entity or sale of
all or substantially all of the Company’s assets.

During the year ended December 31, 2015, certain holders of the Convertible Notes, including both directors

and named executive officers of the Company, elected to convert notes totaling $2.6 million, reducing the principal
balance of the Convertible Notes to $5.9 million. Upon conversion, the Convertible Notes holders received 2,625,000
shares of common stock, at conversion prices ranging from $0.3462 to $0.5485, and were issued non-convertible Senior
Promissory Notes (“Promissory Notes”) of $1.3 million, pursuant to the terms of the share maximum provision of the
Conversion Option. The Promissory Notes have identical terms to the Convertible Notes, with the exception that the
holder no longer has a Conversion Option. Accordingly, the Promissory Notes bear interest equal to 10.0% per annum,
payable in cash quarterly in arrears on each March 31, June 30, September 30, and December 31 and mature on
December 26, 2019. The conversions resulted in a $0.2 million annual reduction in interest payments made by the
Company in the servicing of the Convertible Notes.

Based on the redemption and conversion features discussed above, the Company determined that there were
embedded derivatives that require bifurcation from the debt instrument and accounted for under ASC 815. Embedded
derivatives are separated from the host contract, the Convertible Notes, and carried at fair value when: (a) the embedded
derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of
the host contract; and (b) a separate, stand-alone instrument with the same terms would qualify as a derivative
instrument. The Company has concluded that the Mandatory Redemption and Conversion Option features embedded
within the Notes meet these criteria and, as such, must be valued separate and apart from the Convertible Notes as one
embedded derivative and recorded at fair value each reporting period (the “Embedded Derivatives”).

A probability-weighted calculation was utilized to estimate the fair value of the Mandatory Redemption.

The Company used a binomial lattice model in order to estimate the fair value of the Conversion Option in the

Convertible Notes. A binomial lattice model generates two probable outcomes, arising at each point in time, starting
from the date of valuation until the maturity date. A lattice was initially used to determine if the Convertible Notes
would be converted or held at each decision point. Within the lattice model, the Company assumes that the Convertible
Notes will be converted early if the conversion value is greater than the holding value.

As of December 31, 2018, and 2017, respectively, the carrying value of the Convertible Notes, absent the

embedded derivatives, was $5.8 million and $5.7 million inclusive of an unamortized debt discount of $0.1 million and
$0.2 million, all of which is considered long term debt. The fair value of the Convertible Notes was $4.0 million and
$4.3 million at December 31, 2018 and 2017, respectively. As of December 31, 2018, and 2017, the carrying value of
the Promissory Notes was $1.3 million and $1.3 million, respectively. The fair value of the Promissory Notes was $0.9
million and $1.0 million at December 31, 2018 and 2017, respectively.

The embedded derivatives recorded in Convertible Notes at fair value were $(14,150) and $57,000 at
December 31, 2018 and 2017, respectively. The changes in the estimated fair value of the embedded derivatives during
the year ended December 31, 2018 resulted in a gain of $0.1 million. Gain or loss on embedded derivatives is recognized
as Interest Expense in the Statement of Operations.

The Company has estimated the fair value of the Convertible Notes, embedded derivatives and Promissory
Notes based on Level 3 inputs. Changes in certain inputs into the valuation models can have a significant impact on
changes in the estimated fair value. For example, the estimated fair value of the embedded derivatives will generally
decrease with: (1) a decline in the stock price; (2) increases in the estimated stock volatility; and (3) an increase in the
estimated credit spread.

The following inputs were utilized to measure the fair value of the Notes and embedded derivatives: (i) price of

the Company’s common stock; (ii) Conversion Rate (as defined in the Convertible Note); (iii) Conversion Price (as
defined in the Convertible Note); (iv) maturity date; (v) risk-free interest rate; (vi) estimated stock volatility;
(vii) estimated credit spread for the Company; (viii) default intensity; and (ix) recovery rate.

The following tables set forth the inputs to the models that were used to value the embedded derivatives:

December 31, 2018

December 31, 2017

Stock Price
Maturity Date
Risk-Free Interest Rate
Estimated Stock Volatility
Default Intensity
Recovery Rate

Type of Event

Mandatory Redemption
Conversion Option
Note Reaches Maturity

0.22 $

December 31, 2019
2.63%
40.00%
2.00%
30.00%

0.33
December 31, 2019
1.89%
40.00%
2.00%
30.00%

Expected Date
October 17, 2019
March 31, 2019
December 31, 2019

Probability of Event

10%
0%
90%

NOTE 7 —COMMON STOCK AND COMMON STOCK WARRANTS

During the year ended December 31, 2018, we issued 993,481 shares of common stock pursuant to stock

awards under the 2006 Equity Incentive Plan.

On April 12, 2017, the Company filed a prospectus supplement in both Canada and the United States to its U.S.

base shelf prospectus and U.S. registration statement on Form S-3 which enabled the Company, at its discretion from
time to time, to sell up to $20 million worth of common shares by way of an at-the-market offering. Since the
effectiveness of the prospectus supplement by the SEC on April 26, 2017 to December 31, 2018, a total of 1,168,300
common shares have been sold under the ATM, for net proceeds to the Company of $0.5 million. In conjunction with
the public offering discussed below, the Company has agreed to suspend the ATM facility for a period of 2 years.

On October 17, 2018, the Company announced an underwritten public offering of 9,151,000 units at a price of

$0.25 per share, with each unit consisting of one share of common stock accompanied by one warrant exercisable for
one share of common stock immediately upon closing at a price of $0.35 per share. The offering provided net proceeds
of approximately $2.0 million after underwriting commissions and expenses. Mr. Bruce Hansen, Chief Executive
Officer of the Company and a related party, participated in the offering for a total of $0.5 million. The Company intends
to use the proceeds for general corporate purposes, including the ongoing preliminary drilling program for the
exploration of zinc, copper and silver mineralization at the southeast area of the Mt. Hope Project.

During the year ended December 31, 2017, 556,590 shares of common stock were issued pursuant to stock

awards under the 2006 Equity Incentive Plan and 14.6 million shares of common stock to AMER upon closing of
tranche 2 of the amended AMER Investment Agreement in October 2017.

The following is a summary of common stock warrant activity for each of the two years ended December 31,

2018:

Balance at December 31, 2017
Issuance of new warrants
Balance at December 31, 2018
Weighted average exercise price

Number of Shares

Under
Warrants
89,535,000
9,151,000
98,686,000
0.57

Exercise Price

$ 0.50 to 5.00
$
0.35
$ 0.35 to 5.00

On December 26, 2014, the Company issued 8.5 million Notes Warrants in connection with the private
placement of its Convertible Notes at a price of $1.00 per share and had a relative fair value of $0.8 million. In addition,
the $0.8 million value placed on the Notes Warrants was considered a debt discount and is to be amortized over the
expected redemption period.

On November 2, 2015, the Company issued a warrant for 80.0 million common shares to AMER in connection

with the closing of tranche 1 of the amended AMER Investment Agreement at a price of $0.50 per share and a relative
fair value of $0.5 million, resulting in an entry to additional paid-in capital.

Of the warrants outstanding at December 31, 2018, 8.5 million are exercisable at $1.00 per share at any time

from June 26, 2015 through their expiration on December 26, 2019, 1.0 million are exercisable at $5.00 per share once
General Moly has received financing necessary for the commencement of commercial production at the Mt. Hope
Project and will expire one year thereafter, and the 80.0 million shares of the AMER Warrant will become exercisable
upon availability of the Bank Loan, should such availability occur prior to the third anniversary of the issuance of the
ROD for the Mt. Hope Project and will expire five years thereafter.

Pursuant to our amended Certificate of Incorporation, approved by the stockholders at the general meeting of

June 30, 2015, we are authorized to issue 650.0 million shares of $0.001 par value common stock. All shares have equal
voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and therefore, the
holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.

NOTE 8 — PREFERRED STOCK

Pursuant to our Certificate of Incorporation we are authorized to issue 10,000,000 shares of $0.001 per share

par value preferred stock. The authorized but unissued shares of preferred stock may be issued in designated series from
time to time by one or more resolutions adopted by the Board. The Board has the authority to determine the preferences,
limitations and relative rights of each series of preferred stock. At December 31, 2018, and 2017, no shares of preferred
stock were issued or outstanding.

NOTE 9 — EQUITY INCENTIVES

In 2006, the Board and shareholders of the Company first approved the 2006 Equity Incentive Plan (“2006

Plan”), and in May 2010, our shareholders approved an amendment and restatement of the 2006 Plan to increase to the
number of shares that may be issued under the plan by 4,500,000 shares to 9,600,000 shares and extend the expiration
date of the 2006 Plan to May 2020, as well as making other technical changes related to tax law and accounting rule
changes, and to make administrative clarifying changes. More recently, in June 2016, our shareholders approved an
additional amendment to the 2006 Plan increasing the number of shares that may be issued under the plan by 5,000,000
shares to 14,600,000 shares. The 2006 Plan authorizes the Board, or a committee of the Board, to issue or transfer up to
an aggregate of 14,600,000 shares of common stock, of which 3,460,386 remain available for issuance as of
December 31, 2018. Awards under the 2006 Plan may include incentive stock options, non-statutory stock options,
restricted stock units, restricted stock awards, and stock appreciation rights (“SARs”). At the option of the Board, SARs
may be settled with cash, shares, or a combination of cash and shares. The Company settles the exercise of other stock-
based compensation with newly issued common shares.

Stock-based compensation cost is estimated at the grant date based on the award’s fair value as calculated by

the Black-Scholes option pricing model and is recognized as compensation ratably on a straight-line basis over the
requisite vesting/service period. As of December 31, 2018, there was $0.4 million of total unrecognized compensation
cost related to share-based compensation arrangements, which is expected to be recognized over a weighted-average
period of 2.2 years.

Stock Options and Stock Appreciation Rights

All stock options and SARs are approved by the Board of Directors prior to or on the date of grant. Stock

options and SARs are granted at an exercise price equal to or greater than the Company’s closing stock price on the date
of grant. Both award types vest over a period of zero to three years with a contractual term of five years after vesting.
The Company estimates the fair value of stock options and SARs using the Black-Scholes valuation model. Key inputs
and assumptions used to estimate the fair value of stock options and SARs include the grant price of the award, expected
option term, volatility of the Company’s stock, the risk-free rate and the Company’s dividend yield. The following table

presents the weighted-average assumptions used in the valuation and the resulting weighted-average fair value per option
or SAR granted:

For the Year Ended December 31:
Expected Life *
Interest Rate+
Volatility **+
Dividend Yields
Weighted Average Fair Value of Stock Appreciation Rights Granted
During the Year

2018
3.5 to 6.0 years
0.36% to 1.37%

62.04% to 92.76%

—

2017
3.5 to 6.0 years
0.36% to 2.58%
62.04% to 94.60%
—

—

* The expected life is the number of years that the Company estimates, based upon history, that options or SARs will

be outstanding prior to exercise or forfeiture.

** The Company’s estimates of expected volatility are principally based on the historic volatility of the Company’s

common stock over the most recent period commensurate with the estimated expected life of the Company’s stock
options and other relevant factors.

+ The interest rate and volatility used by the Company in calculating stock compensation expense represent the values

in effect at the date of grant for all awards.

At December 31, 2018, the outstanding and exercisable (fully vested) options and SARs had an aggregate

intrinsic value of nil and had a weighted-average remaining contractual term of 1.6 years. No options or SARs were
exercised during the years ended December 31, 2018 and 2017.

Restricted Stock Units and Stock Awards

Grants of restricted stock units and stock awards (“Stock Awards”) have been granted as performance based
awards, earned over a required service period, or to Board members and the Company Secretary without any service
requirement. Performance based grants are recognized as compensation based on the probable outcome of achieving the
performance condition. Stock Awards issued to members of the Board and the Company Secretary that are fully vested
at the time of issue are recognized as compensation upon grant of the award.

The compensation expense recognized by the Company for Stock Awards is based on the closing market price
of the Company’s common stock on the date of grant. For the years ended December 31, 2018 and 2017 the weighted-
average grant date fair value for Stock Awards was $0.39 and $0.30, respectively. The total fair value of stock awards
vested during 2018 and 2017 is $0.2 million and $0.2 million, respectively.

Summary of Equity Incentive Awards

The following table summarizes activity under the Plans during the year ended December 31, 2018:

SARs

Stock Awards

Balance at January 1, 2018
Awards Granted
Awards Exercised or Earned
Awards Forfeited
Awards Expired
Balance at December 31, 2018

Weighted
Average
Grant
Price

Under
Option

Weighted Number
Average
of Shares
Strike
Price
$ 3.22
—
—
1.15
2.52
$ 3.19

995,983 $ 1.44
—
0.39
—
0.30
(10,752)
1.46
—
(46,564)
938,667 $ 1.18

Number of

Shares
1,735,553
2,145,000
(1,435,000)
(44,285)
—
2,401,268

Exercisable at December 31, 2018

$ 2.14

56,523

A summary of the status of the non-vested awards as of December 31, 2018 and changes during the year ended

December 31, 2018 is presented below.

SARs

Stock Awards

Balance at January 1, 2018
Awards Granted
Awards Vested or Earned
Awards Forfeited
Balance at December 31, 2018

Weighted
Average
Fair
Value

Under
Option

Weighted Number
of Shares
Average
Fair
Value
$ 3.25
—
—
1.15
$ 3.26

892,896 $ 1.44
0.39
—
0.30
—
(10,752)
1.46
882,144 $ 1.18

Number of

Shares
1,735,553
2,145,000
(1,435,000)
(44,285)
2,401,268

Compensation Cost Recognized and Capitalized Related to Equity Incentives

The following table summarizes the compensation cost recognized and capitalized related to equity incentives:

Summary of Compensation Cost Recognized and
Capitalized related to Equity Incentives for the
Year Ended December 31 (in thousands):
Stock Options*
SARs

Performance based
Vesting over time

Stock Awards:

Performance based*
Vesting over time
Board of Directors and Secretary

Total
Included in:

Capitalized as Development

Expensed

2018

2017

— $

—

67
—

(133)
—

760
—
45
871 $

134
737
871 $

313
—
36
216

51
165
216

NOTE 10 — CHANGES IN CONTINGENTLY REDEEMABLE NONCONTROLLING INTEREST (CRNCI)

Changes CRNCI (Dollars in thousands)
Total CRNCI December 31, 2017 and 2016, respectively

Net Loss Attributable to CRNCI

Total CRNCI December 31, 2018 and 2017, respectively

NOTE 11 — INCOME TAXES

Activity for Year Ended

December 31,
2018

December 31,

2017

172,633 $
(372)
172,261 $

172,659
(26)
172,633

At December 31, 2018 and 2017 we had deferred tax assets principally arising from the net operating loss carry

forwards for income tax purposes multiplied by an expected rate of 21% and 35%, respectively. As management of the
Company cannot determine that it is not more likely than not that we will realize the benefit of the deferred tax assets, a

valuation allowance equal to the net deferred tax asset has been established at December 31, 2018 and 2017. The
significant components of the deferred tax asset at December 31, 2018 and 2017 were as follows (in thousands):

December 31,

Operating loss carry forward
Unamortized exploration expense
Deductible stock based compensation
Other
Deductible temporary difference
Taxable temporary difference — Investment in EMLLC
Senior convertible notes debt discount
Net deductible temporary difference
Deferred tax asset
Deferred tax asset valuation allowance
Net deferred tax asset

$
$
$
$
$
$
$

2018
275,722 $
4,489
4,557
93
284,861 $
(133,547) $
(2,424)
148,890 $
31,367 $
(31,367) $
— $

2017
264,801
4,680
4,251
128
273,860
(131,872)
(3,732)
138,256
29,034
(29,034)
—

At December 31, 2018 and December 31, 2017, we had net operating loss carry-forwards of approximately

$275.7 million and $264.8 million, respectively, which expire in the years 2021 through 2037. The change in the
allowance account from December 31, 2017 to December 31, 2018 was a decrease of $2.2million.

As of December 31, 2018 and December 31, 2017 the Company had no unrecognized tax benefits. There was

no change in the amount of unrecognized tax benefits as a result of tax positions taken during the year or in prior periods
or due to settlements with taxing authorities or lapses of applicable statues of limitations.

The Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017, which enacts a broad range of

changes to the Code. The 2017 Tax Act, among other things, includes changes to U.S. federal tax rates, imposes
significant additional limitations on the deductibility of interest and net operating losses, allows for the expensing of
certain capital expenditures, puts into effect a number of changes impacting operations outside of the United States, and
modifications to the treatment of certain intercompany transactions. Our net deferred tax assets and liabilities were
revalued at the newly enacted U.S. corporate 21% rate, and the impact was recognized in our financial statements in
2017, the year of enactment. The Company has calculated its best estimate of the impact of the Act in its year end
income tax provision in accordance with its understanding of the Act and guidance available and as allowable under
SAB 118 as of the date of this filing. The provisional amount related to the remeasurement of certain deferred tax
liabilities based on the rates at which they are expected to reverse in the future is $19.4 million.

The Company and/or its subsidiaries file income tax returns in the U.S. federal jurisdiction, and various state

jurisdictions. Without exception, the Company is no longer subject to U.S. Federal, state and local income tax
examinations by tax authorities for years before 2013. The Company is open to federal and state tax audits until the
applicable statutes of limitations expire.

NOTE 12 — COMMITMENTS AND CONTINGENCIES

Mt. Hope Project

The Mt. Hope Project is owned/leased and will be operated by the LLC under the LLC Agreement. The LLC

currently has a lease (“Mt. Hope Lease”) with MHMI for a period of 30 years from October 19, 2005 and for so long
thereafter as operations are being conducted on the property. The lease may be terminated earlier at the election of the
LLC, or upon a material breach of the agreement and failure to cure such breach. If the LLC terminates the lease,
termination is effective 30 days after receipt by MHMI of written notice to terminate the Mt. Hope Lease and no further
payments would be due to MHMI. If MHMI terminates the lease, termination is effective upon receipt of a notice of
termination due to a material breach, representation, warranty, covenant or term contained in the Mt. Hope Lease and
followed by failure to cure such breach within 90 days of receipt of a notice of default. MHMI may also elect to
terminate the Mt. Hope Lease if the LLC has not cured the non-payment of obligations under the lease within 10 days of
receipt of a notice of default. In order to maintain the Lease Agreement, the LLC must pay certain minimum advance
royalties as discussed below.

The Mt. Hope Lease requires a royalty advance (“Construction Royalty Advance”) of 3% of certain
construction capital costs, as defined in the Mt. Hope Lease. The LLC is obligated to pay a portion of the Construction
Royalty Advance each time capital is raised for the Mt. Hope Project based on 3% of the expected capital to be used for
those certain construction capital costs defined in the Mt. Hope Lease. Through December 31, 2018, we have paid $25.6
million of the total royalty advance. Based on our Mt. Hope Project capital budget we estimate that a final reconciliation
payment on the Capital Construction Cost Estimate (the “Estimate”) will be due following the commencement of
commercial production, after as-built costs are definitively determined. The Company estimates, based on the revised
capital estimate discussed above and the current timeline for the commencement of commercial production, that an
additional $4.2 million will be due approximately 24 months after the commencement of construction. This amount was
accrued as of December 31, 2018. The capital estimates may be subject to escalation in the event the Company
experiences continued delays in achieving full financing for the Mt. Hope Project.

The LLC is also obligated to make a minimum annual advance royalty payment (“Annual Advance Royalty”)

of $0.5 million each October 19 for any year wherein commercial production has not been achieved or the MHMI
Production Royalty (as hereinafter defined) is less than $0.5 million. As commercial production is not anticipated to
commence before early 2022, the Company has accrued $2.0 million in Annual Advance Royalty payments which will
be due in four $0.5 million installments in October 2019, 2020, 2021 and 2022, respectively. An additional installment
of $0.5 million was paid in October 2018. The Estimate and the Annual Advance Royalty are collectively referred to as
the “Advance Royalties.” All Advance Royalties are credited against the MHMI Production Royalties once the mine has
achieved commercial production. After the mine begins production, the LLC estimates that the MHMI Production
Royalties will be in excess of the Annual Advance Royalties for the life of the Mt. Hope Project 50%. Until the advance
royalties are fully credited, the LLC will pay one half of the calculated Production Royalty annually. Assuming a $12
molybdenum price, the Annual Advance Royalties are consumed within the first five years of commercial production.

On February 28, 2018, the LLC and MHMI entered into a Second Amendment dated effective January 15, 2018

(the “Lease Amendment”), to the Mt. Hope Lease. The Lease Amendment provides that following commencement of
commercial production of any non- molybdenum minerals at the Mt. Hope Project, the LLC will pay a production
royalty to MHMI as follows:

• For zinc, the production royalty shall be equal to (i) 4.0% of net returns when the average gross value for
the calendar quarter is less than or equal to $2.00 per pound; (ii) 4.5% of net returns when the average
gross value is between $2.01 and $2.49 per pound; and (iii) 5.0% of net returns when the average gross
value is $2.50 per pound or greater; and

• For all other non-moly minerals, the production royalty shall be equal to 4.0% of net returns.

If commercial production of non-moly minerals commences before commercial production of molybdenum,
the Lease Amendment provides that the LLC’s obligation to pay the annual advance royalty under the Mt. Hope Lease
will continue until the LLC has paid MHMI an aggregate of $3 million in non-moly production royalties in a three-year
period. After this threshold is met, then payment of the advance royalty may be deferred in whole or in part if the non-
moly production royalty exceeds specified levels. After non-moly production royalties have exceeded $10,000,000,
future payments may be credited against future production royalties under certain circumstances.

Additionally, Exxon Corporation will receive a perpetual 1% royalty interest in and to all ores, metals, minerals

and metallic substances mineable or recoverable from the Mt. Hope Project in kind at the mine or may elect to receive
cash payment equal to 1% of the total amount of gross payments received from the purchaser of ores
mined/removed/sold from property net of certain deductions.

The Liberty Project

The Nevada Division of Environmental Protection (“NDEP”) has identified environmental concerns with some

Liberty Project facilities acquired with the property. NDEP’s concerns are related to aspects of previously approved
closure plans required by Nevada regulation. We have proposed options to NDEP to address these concerns. In July,
2018, we addressed one of those concerns by successfully completing a program, as approved by NDEP, to neutralize
the acidic Liberty pit lake by adding hydrated lime to raise the pH. Our 2018 projected costs are consistent with
budgeted spend. We will continue to work with NDEP to evaluate ongoing options to address any future concerns, and

additional costs may be required beyond 2018 to meet NDEP’s closure requirements. However, a reasonable estimate
cannot be determined at this time as it is not possible to reasonably predict the outcome of our negotiations with NDEP.

Deposits on project property, plant and equipment

As discussed in Note 2, the LLC has active orders with varying stages of fabrication on milling process

equipment comprised of two 230kV primary transformers and substation, a primary crusher, a semi-autogenous mill,
two ball mills, and various motors for the mills with remaining cash commitments of $2.0 million due on these orders.

Equipment and Supply Procurement

Through December 31, 2018, the LLC has made deposits and/or final payments of $88.1 million on equipment
orders, has spent approximately $207.0 million for the development of the Mt. Hope Project, for a total Mt. Hope Project
inception-to-date spend of $295.1 million.

In 2012, the LLC issued a firm purchase order for eighteen haul trucks. The order provides for delivery of

Also in 2012, the LLC issued a firm purchase order for four mine production drills with a non-refundable

down-payment of $0.4 million, and pricing was subject to escalation if the drills were not delivered by the end of 2013.
Since that time, the LLC has accepted a change order which delayed delivery into December 2019. The contract remains
cancellable with no further liability to the LLC.

On September 30, 2012, the LLC’s contract to purchase two electric shovels expired. On July 11, 2012, we
signed a letter of intent with the same vendor providing for the opportunity to purchase the electric shovels at prices
consistent with the expired contract, less a special discount in the amount of $3.4 million to provide credit to the LLC for
amounts paid as deposits under the expired contract. The letter of intent provides that equipment pricing will remain
subject to inflation indexes and guarantees production slots to ensure that the equipment is available when required by
the LLC. Since that time, the parties have agreed to extend the letter of intent through December 31, 2019.

Obligations under capital and operating leases

We have contractual operating leases that will require a total of $0.1 million in payments over the next three

years. Operating leases consist primarily of rents on office facilities and office equipment. Our expected payments are
$0.1 million, nil, and nil for the years ended December 31, 2019, 2020, and 2021, respectively.

Creation of Agricultural Sustainability Trust

On August 19, 2010, the LLC entered into an agreement with the Eureka Producers’ Cooperative (“EPC”)

The Trust may be funded by the LLC over several years based on the achievement of certain milestones, which

are considered probable, and as such $5.6 million has been accrued in the Company’s December 31, 2018, financial
statements and is included in mining properties, land, and water rights.

Permitting Considerations

In the ordinary course of business, mining companies are required to seek governmental permits for expansion

The LLC was also required to obtain various state and federal permits including, but not limited to, water protection, air
quality, water rights and reclamation. In addition to requiring permits for the development of the Mt. Hope Project, we
will need to obtain and modify various mining and environmental permits during the life of the Mt. Hope Project.
Maintaining, modifying, and renewing the necessary governmental permits is a complex and time-consuming process
involving numerous jurisdictions and often involving public hearings and substantial expenditures. The duration and
success of the LLC’s efforts to obtain, modify or renew permits will be contingent upon many variables, some of which
are not within the LLC’s control. Increased costs or delays could occur, depending on the nature of the activity to be
permitted and the interpretation of applicable requirements implemented by the permitting authority. All necessary
permits may not be obtained and, if obtained, may not be renewed, or the costs involved in each case may exceed those
that we previously estimated. In addition, it is possible that compliance with such permits may result in additional costs
and delays.

On November 16, 2012, the BLM issued its initial ROD authorizing development of the Mt. Hope Project,

since vacated by the U.S. Court of Appeals for the Ninth Circuit in December 2016. On April 23, 2015, the BLM issued
a Finding of No Significant Impact (“FONSI”) supporting their Decision to approve an amendment to the PoO. The
ROD and FONSI/Decision approve the PoO and amended PoO, respectively, for construction and operation of the
mining and processing facilities and also grant the Right-of-Way, and amended Right-of-Way, respectively, for a 230kV
power transmission line, discussed below. Monitoring and mitigation measures identified in the initial ROD and FONSI,
developed in collaboration with the regulatory agencies involved throughout the permitting process, will avoid,
minimize, and mitigate environmental impacts, and reflect the Company’s commitment to be good stewards of the
environment. Ongoing changes to permits and the PoO during the life of mining operations are typical as design evolves
and operations are optimized.

On February 15, 2013, Great Basin Resource Watch and the Western Shoshone Defense Project (“Plaintiffs”)

filed a Complaint against the U.S. Department of the Interior and the BLM (“Defendants”) in the U.S. District Court,
District of Nevada (“District Court”), seeking relief under the National Environmental Policy Act (“NEPA”) and other
federal laws challenging the BLM’s issuance of the ROD for the Mt. Hope Project, and on February 20, 2013 filed a
Motion for Preliminary Injunction. The District Court allowed the LLC to intervene in the matter.

On July 23, 2014, the District Court denied Plaintiffs’ motion for summary judgment in its entirety and on

August 1, 2014 the Court entered judgment in favor of the Defendants and the LLC, and against Plaintiffs regarding all
claims raised in the Complaint.

Thereafter, on September 22, 2014, the Plaintiffs filed their notice of appeal to the U.S. Court of Appeals for

the Ninth Circuit (“Ninth Circuit”) of the District Court’s dismissal. Oral argument of the parties before the Ninth
Circuit was completed on October 18, 2016. On December 28, 2016, the Ninth Circuit issued its Opinion rejecting many
of the arguments raised by the Plaintiffs challenging the Environmental Impact Statement ("EIS") completed for the Mt.
Hope Project, but issuing a narrow reversal of the BLM's findings related to air quality analysis and information related
to potential public water resources. Because of this technical deficiency, the Court vacated the ROD, and the BLM is
conducting additional evaluation of air quality impacts and resulting cumulative impact analysis under NEPA and a
Supplemental Environmental Impact Statement (“SEIS”) will be prepared. The SEIS will disclose additional
information to the public related to the selection of appropriate background concentrations to use for dispersion
modeling of air pollutants and information related to potential public water resources. Because the SEIS must be
prepared in accordance with NEPA guidelines, the SEIS will include three publications in the Federal Register, each of
which may take several weeks to process. The first of these publications is the Notice of Intent (“NOI”) which declares
the BLM’s intent to prepare the SEIS. The NOI was published in the Federal Register on July 19, 2017. On March 6,
2019, the BLM published the Notice of Availability (“NOA”) in the Federal Register, commencing a 45-day public
comment period. Upon completion of the public comment period, we will continue to work with the BLM to receive a
new ROD, anticipated later in 2019, authorizing the eventual construction and operation of the Mt. Hope Project.

Environmental regulations related to reclamation require that the cost for a third-party contractor to perform

reclamation activities on the minesite be estimated. In October 2015, we submitted a request to the BLM to reduce our

reclamation liability to current surface disturbance. Simultaneously, we submitted an application to NDEP-BMRR to
modify the Reclamation Permit to reflect this reduced reclamation liability. On October 26, 2015, NDEP-BMRR
approved the proposed permit modification, including the reduced reclamation liability amount. On December 21,
2015, BLM approved the updated reclamation liability estimate, reducing the reclamation liability to approximately $2.8
million. We worked with the LLC’s reclamation surety underwriters to satisfy the reduced $2.8 million financial
guarantee requirements under the approved amended PoO for the Mt. Hope Project. As of December 31, 2018, the
surety bond program remains funded with a cash collateral payment of $0.3 million.

Water Rights Considerations

In July 2011, the Nevada State Engineer (“State Engineer”) approved our applications for new appropriation of
water for mining and milling use, and applications to change existing water from agricultural use to mining and milling
use for the Mt. Hope Project. Subsequently, the State Engineer granted water permits associated with the approved
applications and approved a Monitoring, Management and Mitigation Plan (“3M Plan”) for the Mt. Hope Project.
Eureka County, Nevada and two other parties comprised of water rights holders in Diamond Valley and Kobeh Valley
appealed the State Engineer’s decision approving the applications and granting the water permits to the Nevada State
District Court (“District Court”) and then filed a further appeal to the Nevada Supreme Court challenging the District
Court’s decision affirming the State Engineer’s decision to approve the applications and grant the water permits. In June
2013, the appeal was consolidated by the Nevada Supreme Court with an appeal of the State Engineer’s approval of the
3M Plan filed by two water rights holders. The District Court previously upheld the State Engineer’s approval of the 3M
Plan and the two parties subsequently appealed the District Court’s decision to the Nevada Supreme Court.

On September 18, 2015, the Nevada Supreme Court issued an Order that reversed and remanded the cases to
the District Court for further proceedings consistent with the Order. On October 29, 2015, the Nevada Supreme Court
issued the Order as a published Opinion. The Nevada Supreme Court ruled that the State Engineer did not have
sufficient evidence in the record at the time he approved the applications and granted the water permits to demonstrate
that successful mitigation may be undertaken so as to dispel the threat to existing water rights holders.

On September 27, 2017, the Nevada Supreme Court affirmed a March 4, 2016 District Court Order vacating the

After the Company received this final decision from the Nevada Supreme Court, it proceeded with new

On January 2, 2018, Eureka County, and later joined by the other two protestants representing a rancher in

On the second day of the September hearing, all protest issues raised by Eureka County and the Diamond

The hearing concluded on September 21, 2018. The Company anticipates a decision on its water applications

from the Nevada State Engineer in mid-2019.

Key Terms of Settlement

Under the terms of the Settlement with Eureka County and the DNR, the Company agreed to convey all related

In addition, the Company withdrew its protests to Eureka County’s pending applications with the Nevada State

Additional contributions of $750,000 each will be made after the commencement of molybdenum production at

the Mt. Hope Project and on the one year anniversary of production, for a total contribution obligation to the
Sustainability Trust of $5.6 million, an increase of $1.6 million related to the terms of the Settlement. The amount has
been accrued under mining properties, land, and water rights in the Company’s financial statements in addition to the
previously accrued $4.0 million resulting in a total accrual of $5.6 million.

The Sustainability Trust is tasked with developing and implementing programs that will serve to slow

groundwater drawdown and thereby improve the sustainability of the agricultural economy in the Diamond Valley
Hydrographic Basin.

Environmental Considerations

Our mineral property holdings in Shoshone County, Idaho include lands contained in mining districts that have

been designated as “Superfund” sites pursuant to the Comprehensive Environmental Response, Compensation, and
Liability Act. This “Superfund Site” was established to investigate and remediate primarily the Bunker Hill properties
of Smelterville, Idaho, a small portion of Shoshone County where a large smelter was located. However, because of the
extent of environmental impact caused by the historical mining in the mining district, the Superfund Site covers the
majority of Shoshone County including our Chicago-London and Little Pine Creek properties as well as many small
towns located in Northern Idaho. We have conducted a property environmental investigation of these properties, which
revealed no evidence of material adverse environmental effects at either property. We are unaware of any pending
action or proceeding relating to any regulatory matters that would affect our financial position due to these inactive
mining claims in Shoshone County.

NOTE 13 — UNAUDITED SUPPLEMENTARY DATA

The following is a summary of selected unaudited quarterly financial information (in thousands except per

share amounts):

Year Ended December 31, 2018
Loss from operations
Interest expense
Consolidated net loss
Net loss attributable to GMI
Basic net income/(loss) per share

Year Ended December 31, 2017
Loss from operations
Interest expense
Consolidated net loss
Net loss attributable to GMI
Basic net income/( loss) per share

NOTE 14 — SUBSEQUENT EVENTS

Q1
(2,631) $
(162)
(2,793)
(2,609)
(0.02)

Q2
(2,880) $
(225)
(3,105)
(2,931)
(0.02)

Q3
(2,927) $
(186)
(3,113)
(3,033)
(0.02)

(1,645) $
(288)
(1,933)
(1,923)
(0.02)

(1,723) $
(225)
(1,948)
(1,943)
(0.02)

(1,962) $
(205)
(2,167)
(2,161)
(0.02)

Q4
(1,904)
(201)
(2,105)
(2,171)
(0.02)

(1,799)
(224)
(2,023)
(2,018)
(0.01)

On March 13, 2019, the Company announced that its Board of Directors has retained XMS Capital Partners,

Headwall Partners, and Odinbrook Global Advisors (collectively, the “Advisors”), as financial advisors to assist the
Board and management with evaluating and recommending strategic alternatives.

The range of strategic alternatives being evaluated include sourcing of potential incremental capital financing,

sale of interest(s) in the assets of the Company or the Company, and restructuring of the senior notes issued in a
December 2014 private placement, which matures in December 2019.

Additionally, in advance of receiving the water permits, members of management of the Company have agreed

in principle with the Audit Committee of the Board to provide interim incremental liquidity to the Company through a
private placement purchase of up to $900,000 of Convertible Preferred Shares of General Moly with a 5% annual
dividend, which is anticipated to close by the end of March 2019. The transaction is subject to a definitive purchase
agreement and approval by the disinterested members of the Board.

The Convertible Preferred Shares are priced at $100.00/preferred share, convertible at any time at the holder’s

discretion into common shares whereby one preferred share converts at a price of $0.27/common share to 370.37
common shares. The conversion price was set as the closing price of the common stock on March 12, 2019, which was
the day before announcement of the private placement. Upon maturity or full repayment of the $7.1 million convertible
debt currently outstanding, there will be mandatory redemption of the preferred shares into equivalent cash for the
principal invested, plus any accrued and unpaid dividends. The Company believes this transaction will provide the
liquidity necessary for the Company to operate through the anticipated receipt of the water permits. However, this does
not alleviate the substantial doubt about our ability to continue to operate as a going concern.

The Company and the Advisors are discussing with AMER the potential for AMER to accelerate a portion of

the existing Tranche 3 share purchase obligation through participation with members of management, or separately,
through a restructured Tranche 3.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND

FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

An evaluation was performed under the supervision and with the participation of our management, including

our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and
procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the
period covered by this Annual Report on Form 10-K. Based on the foregoing, our management concluded that our
disclosure controls and procedures are effective to ensure that information required to be disclosed by us in reports that
we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission rules and forms and such information is accumulated and
communicated to our management, including our principal executive officer and principal financial officer, to allow
timely decisions regarding required disclosure.

There was no change in our internal control over financial reporting that occurred during the quarter ended
December 31, 2018 that has materially affected, or is reasonably likely to materially affect, our internal control over
financial reporting. On May 14, 2013, the Committee of Sponsoring Organizations of the Treadway Commission
(“COSO”) published an updated Internal Control — Integrated Framework (2013) and related illustrative documents.
The Company adopted the new framework in 2014.

REPORT OF MANAGEMENT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal control over financial
reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance
regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in
accordance with accounting principles generally accepted in the United States of America. Internal control over
financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect the Company’s
transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of the
Company’s financial statements; providing reasonable assurance that receipts and expenditures of the Company’s assets
are made in accordance with management’s authorization; and providing reasonable assurance that unauthorized
acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements
would be prevented or detected on a timely basis. Because of its inherent limitations, internal control over financial
reporting is not intended to provide absolute assurance that a misstatement of the Company’s financial statements would
be prevented or detected.

Management conducted its evaluation of the effectiveness of the Company’s internal controls over financial

reporting based on the framework set forth by the Committee of Sponsoring Organizations of the Treadway Commission
(COSO) in Internal Control — Integrated Framework in 2013. Based on this evaluation, management concluded that, at
December 31, 2018, the Company’s internal control over financial reporting was effective.

ITEM 9B. OTHER INFORMATION

None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information regarding directors and executive officers of registrant is presented under the heading “Directors

and Executive Officers” in our definitive proxy statement for use in connection with the 2019 Annual Meeting of
Stockholders (“2019 Proxy Statement”) to be filed within 120 days after our fiscal year ended December 31, 2018, and is
incorporated herein by this reference thereto.

Information regarding Section 16(a) beneficial ownership reporting compliance report is presented under the

heading “Section 16(a) Beneficial Ownership Reporting Compliance” in our 2018 Proxy Statement, and is incorporated
herein by this reference thereto. Information regarding our code of ethics is presented under the heading “Code of
Business Conduct and Ethics” in our 2019 Proxy Statement, and is incorporated herein by reference thereto. Information
regarding our Audit Committee, Compensation Committee, Finance Committee, Technical Committee and our
Nominating Committee is presented under the heading “The Board of Directors, Board Committees and Director
Independence” in our 2019 Proxy Statement, and is incorporated herein by reference thereto.

ITEM 11. EXECUTIVE COMPENSATION

Information regarding executive compensation is presented under the heading “Executive Compensation” in our

2019 Proxy Statement, and is incorporated herein by this reference thereto.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND

RELATED STOCKHOLDER MATTERS

Information regarding certain information with respect to our equity compensation plans as of December 31,

2018 is set forth under the heading “Equity Compensation Plan Information” in our 2019 Proxy Statement, and is
incorporated herein by this reference thereto.

Information regarding security ownership of certain beneficial owners and management is set forth under the

heading “Voting Securities and Principal Holders” in our 2019 Proxy Statement, and is incorporated herein by this
reference thereto.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND

DIRECTOR INDEPENDENCE

Information regarding certain relationships and related transactions is presented under the heading “Certain

Relationships and Related Transactions” in our 2019 Proxy Statement, and is incorporated herein by this reference
thereto. Information regarding director independence is presented under the heading “The Board of Directors, Board
Committees and Director Independence” in our 2019 Proxy Statement, and is incorporated herein by reference thereto.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Information regarding principal accounting fees and services is presented under the headings “Audit Fees,”

“Audit-Related Fees,” “Tax Fees,” and “All Other Fees” in our 2019 Proxy Statement, and is incorporated herein by this
reference thereto.

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(1)

Financial Statements

PART IV

See the Index to Consolidated Financial Statements included on page 50 for a list of the financial statements
included in this Form 10-K.

(2)

Financial Statement Schedules

Financial statement schedules are omitted because they are not required or are not applicable.

(3)

Exhibits

Exhibit
Number

Description

3.1†

Certificate of Incorporation, as amended (Filed as Exhibit 3.1 to our Quarterly Report on Form 10-Q

filed on November 4, 2015.)

3.2†

Certificate of Designation of Series A Junior Participating Preferred Stock (Filed as Exhibit 3.1 to our

Current Report on Form 8-K filed on March 5, 2010.)

3.3†

Amended and Restated Bylaws (Filed as Exhibit 3.2 to our Current Report on Form 8-K filed on

February 10, 2015.)

4.1†

Form of Senior Convertible Promissory Note (Filed as Exhibit 4.1 to our Current Report on Form 8-K

filed on December 30, 2014.)

4.2†

Form of Common Stock Purchase Warrant (Filed as Exhibit 4.2 to our Current Report on Form 8-K

filed on December 30, 2014.)

4.3†

Registration Rights Agreement dated as of December 26, 2014, by and among General Moly, Inc. and
the several investors signatory thereto (Filed as Exhibit 4.3 to our Current Report on Form 8-K filed on
December 30, 2014.)

4.4†

Form of Common Stock Purchase Warrant (Filed as Exhibit 4.1 to our Current Report on Form 8-K

filed on October 19, 2018.)

10.1†

Lease Agreement, dated October 17, 2005, between the Company and Mount Hope Mines, Inc. (Filed

as Exhibit 10.1 to our Current Report on Form 8-K filed on January 23, 2006.)

10.2†

Modification to Mount Hope Mines Lease Agreement, dated January 26, 2006 (Filed as Exhibit 10.11

to our Annual Report on Form 10-KSB filed on March 31, 2006.)

10.3†

Amendment to Lease Agreement, made effective as of November 20, 2007, between the Company and

Mount Hope Mines, Inc. (Filed as Exhibit 10.3 to our Annual Report on Form 10-KSB filed on
March 21, 2008.)

10.4†

Second Amendment to Lease Agreement, dated effective January 15, 2018, between Eureka Moly, LLC

and Mount Hope Mines, Inc. (Filed as Exhibit 10.1 to our Current Report on Form 8-K filed on
February 28, 2018.)

10.5†

Option to Lease, dated November 12, 2004, between the Company and Mount Hope Mines, Inc. (Filed

as Exhibit 10.1 to our Annual Report on Form 10-KSB filed on April 6, 2005.)

Exhibit
Number

Description

10.6†

Stock Purchase Agreement, dated December 11, 2006, between the Company and Equatorial Mining

Limited (Filed as Exhibit 10.17 to our Annual Report on Form 10-KSB filed on April 3, 2007.)

10.7†

Securities Purchase Agreement, dated as of November 9, 2007, between the Company and

ArcelorMittal S.A. (Filed as Exhibit 10.6 to our Annual Report on Form 10-KSB filed on March 21,
2008.)

10.8†

Consent and Waiver Agreement, dated April 16, 2010, by and between the Company and ArcelorMittal

S.A. (Filed as Exhibit 10.1 to our Current Report on Form 8-K filed on April 19, 2010.)

10.9†+

Amended and Restated Employment Agreement, dated January 1, 2012, between the Company and

Bruce D. Hansen (Filed as Exhibit 10.8 to our Annual Report on Form 10-K filed on March 1, 2012.)

10.10†+

First Amendment to Amended and Restated Employment Agreement, dated as of September 6, 2013,

between the Company and Bruce D. Hansen (Filed as Exhibit 10.01 to our Quarterly Report on
Form 10-Q filed on November 4, 2013.)

10.11†+

Second Amendment to Amended and Restated Employment Agreement dated effective January 1,

2016, by and between General Moly, Inc. and Bruce D. Hansen (Filed as Exhibit 10.1 to our Current
Report on Form 8-K filed on January 21, 2016.)

10.12†+

Third Amendment to Amended and Restated Employment Agreement dated effective January 16, 2016,
by and between General Moly, Inc. and Bruce D. Hansen (Filed as Exhibit 10.2 to our Current Report
on Form 8-K filed on January 21, 2016.)

10.13†+

Fourth Amendment to Amended and Restated Employment Agreement dated effective December 1,
2018, by and between General Moly, Inc. and Bruce D. Hansen. (Filed as Exhibit 10.1 to our Current
Report on Form 8-K filed on December 4, 2018.)

10.14†+

Salary Reduction and Stay Incentive Agreement, dated as of September 6, 2013, between the Company

and Bruce D. Hansen (Filed as Exhibit 10.21 to our Quarterly Report on Form 10-Q filed on
November 4, 2013.)

10.15†+

First Amendment to Salary Reduction and Stay Incentive Agreement dated as of January 14, 2015, by
and between General Moly, Inc. and Bruce D. Hansen (Filed as Exhibit 10.1 to our Current Report on
Form 8-K filed on January 21, 2015.)

10.16†+

Stay Incentive Agreement dated as of January 16, 2016, by and between General Moly, Inc. and Bruce

D. Hansen (Filed as Exhibit 10.9 to our Current Report on Form 8-K filed on January 21, 2016.)

10.17†+

Stay Incentive Agreement dated as of January 16, 2017, by and between General Moly, Inc. and Bruce

D. Hansen (Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q filed on May 1, 2017.)

10.18†+

Stay Incentive Agreement dated as of January 16, 2018, by and between General Moly, Inc. and Bruce

D. Hansen (Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q filed on May 8, 2018.)

10.19†+

Form of Indemnification Agreement (Filed as Exhibit 10.18 to our Current Report on Form 8-K filed on

October 5, 2007.)

10.20†+

General Moly, Inc. 2006 Equity Incentive Plan, as Amended and Restated (Filed as Exhibit 10.1 to our

Registration Statement on Form S-8 filed on May 21, 2010.)

Exhibit
Number

Description

10.21†+

Form of Stock Option Grant Notice and Agreement under 2006 Equity Incentive Plan of the Company

(Filed as Exhibit 10.13 to our Annual Report on Form 10-KSB filed on April 3, 2007.)

10.22†+

Form of Restricted Stock Agreement under 2006 Equity Incentive Plan of the Company (Filed as

Exhibit 10.14 to our Annual Report on Form 10-KSB filed on April 3, 2007.)

10.23†+

Form of Non-Employee Option Award Agreement (Filed as Exhibit 99.1 to our Registration Statement

on Form S-8 filed on January 12, 2007.)

10.24†+

Form of Employee Stock Option Agreement (Filed as Exhibit 99.2 to our Registration Statement on

Form S-8 filed on January 12, 2007.)

10.25†+

Form of Stock Appreciation Right Grant Notice and Agreement under the Company’s 2006 Equity
Incentive Plan (Filed as Exhibit 10.3 to our Current Report on Form 8-K filed on March 5, 2009.)

10.26†+

Form of Restricted Stock Unit Agreement under 2006 Equity Incentive Plan of the Company (Filed as

Exhibit 10.4 to our Quarterly Report on Form 10-Q Filed on October 29, 2010.)

10.27†+

Amendment to General Moly, Inc. 2006 Equity Incentive Plan, as Amended (Filed as Annex A to our

Definitive Proxy Statement on Schedule 14A filed on April 18, 2016.)

10.28†*

Molybdenum Supply Agreement between General Moly and ArcelorMittal Purchasing SAS, dated as of
December 28, 2007 (Filed as Exhibit 10.19 to our Annual Report on Form 10-KSB filed on March 31,
2008.)

10.29†*

Extension Molybdenum Supply Agreement, dated as of April 16, 2010, by and between the Company
and ArcelorMittal S.A. (Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q filed on July 30,
2010.)

10.30†

Contribution Agreement between Nevada Moly, LLC, a wholly-owned subsidiary of the Company,

Eureka Moly, LLC, and POS-Minerals Corporation (Filed as Exhibit 10.20 to our Quarterly Report on
Form 10-Q filed on May 7, 2008.)

10.31†

Amended and Restated Limited Liability Company Agreement of Eureka Moly, LLC (Filed as

Exhibit 10.20 to our Quarterly Report on Form 10-Q filed on May 7, 2008.)

10.32†

Amendment No. 1 to Limited Liability Company Agreement of Eureka Moly, LLC, dated as of

October 28, 2008, between Nevada Moly, LLC and POS-Minerals Corporation (Filed as Exhibit 10.27
to our Annual Report on Form 10-K filed on February 27, 2009.)

10.33†

Amendment No. 2 to Limited Liability Company Agreement of Eureka Moly, LLC, dated as of

January 20, 2010, between Nevada Moly, LLC and POS-Minerals Corporation (Filed as Exhibit 10.3 to
our Current Report on Form 8-K filed on January 25, 2010.)

10.34†

Amendment No. 4 to Limited Liability Company Agreement of Eureka Moly, LLC dated as of
January 1, 2015, by and between Nevada Moly, LLC and POS-Minerals Corporation (Filed as
Exhibit 10.4 to our Current Report on Form 8-K filed on January 22, 2015).

10.35†

Third Installment Election, dated as of March 3, 2010, between Nevada Moly, LLC and POS-Minerals

Corporation (filed as Exhibit 10.4 to our Current Report on Form 8-K filed on March 5, 2010.)

10.36†

Guarantee and Indemnity Agreement, dated February 26, 2008, by POSCO Canada Ltd., in favor of
Nevada Moly, LLC and the Company (Filed as Exhibit 10.20 to our Quarterly Report on Form 10-Q
filed on May 7, 2008.)

Exhibit
Number

Description

10.37†*

Molybdenum Supply Agreement between the Company and SeAH Besteel Corporation, dated as of

May 14, 2008 (Filed as Exhibit 10.25 to our Quarterly Report on Form 10-Q filed on August 4, 2008.)

10.38†*

First Amendment to Molybdenum Supply Agreement dated July 22, 2015, by and between the

Company and SeAH Besteel Corporation (Filed as Exhibit 10.2 to our Current Report on Form 8-K
filed on July 24, 2015.)

10.39†*

Molybdenum Supply Agreement between the Company and Sojitz Corporation, dated as of August 8,

2008 (Filed as Exhibit 10.26 to our Quarterly Report on Form 10-Q filed on November 3, 2008.)

10.40†+

Employment Agreement, dated as of December 27, 2012, between the Company and Robert I.

Pennington (Filed as Exhibit 10.28 to our Annual Report on Form 10-K filed on March 8, 2013.)

10.41†+

First Amendment to Amended and Restated Employment Agreement, dated as of September 6, 2013,
between the Company and Robert I. Pennington (Filed as Exhibit 10.05 to our Quarterly Report on
Form 10-Q filed on November 4, 2013.)

10.42†+

Second Amendment to Employment Agreement dated effective January 1, 2016, by and between

General Moly, Inc. and Robert I. Pennington (Filed as Exhibit 10.3 to our Current Report on Form 8-K
filed on January 21, 2016.)

10.43†+

Third Amendment to Employment Agreement dated effective January 16, 2016, by and between

General Moly, Inc. and Robert I. Pennington (Filed as Exhibit 10.4 to our Current Report on Form 8-K
filed on January 21, 2016.)

10.44†+

Fourth Amendment to Amended and Restated Employment Agreement dated effective December 1,
2018, by and between General Moly, Inc. and Robert I. Pennington. (Filed as Exhibit 10.2 to our
Current Report on Form 8-K filed on December 4, 2018.)

10.45†+

Stay Incentive Agreement, dated effective January 16, 2015, between General Moly, Inc. and Robert I.

Pennington (Filed as Exhibit 10.5 to our Quarterly Report on Form 10-Q filed on May 4, 2015.)

10.46†+

Stay Incentive Agreement dated as of January 16, 2016, by and between General Moly, Inc. and Robert
I. Pennington (Filed as Exhibit 10.10 to our Current Report on Form 8-K filed on January 21, 2016.)

10.47†+

Stay Incentive Agreement dated as of January 16, 2017, by and between General Moly, Inc. and Robert

I. Pennington (Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q filed on May 1, 2017.)

10.48†+

Stay Incentive Agreement dated as of January 16, 2018, by and between General Moly, Inc. and Robert
I. Pennington (Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q filed on May 8, 2018.)

10.49†

Common Stock Purchase Warrant dated April 16, 2010, issued to CCM Qualified Master Fund, Ltd.

(Filed as Exhibit 10.1 to our Current Report on Form 8-K filed on April 19, 2010.)

10.50†

Common Stock Purchase Warrant dated April 16, 2010, issued to Coghill Capital Management, LLC.

(Filed as Exhibit 10.1 to our Current Report on Form 8-K filed on April 19, 2010.)

10.51†

Agreement to Reprice and Exercise Warrants between the Company and CCM Master Qualified

Fund, Ltd. Dated December 21, 2010 (Filed as Exhibit 10.1 to our Current Report on Form 8-K filed on
January 5, 2011.)

10.52†

Agreement to Reprice and Exercise Warrants between the Company and CCM Special Holdings Fund,

LP. Dated December 21, 2010 (Filed as Exhibit 10.2 to our Current Report on Form 8-K filed on
January 5, 2011.)

Exhibit
Number

Description

10.53†

Cooperation Agreement dated August 10, 2010, between Eureka Moly, LLC and the Eureka Producers
Cooperative (Filed as Exhibit 10.1 to our Current Report on Form 8-K/A filed on August 26, 2010.)

10.54†

Employment Agreement dated as of January 16, 2016, by and between General Moly, Inc. and

R. Scott Roswell (Filed as Exhibit 10.7 to our Current Report on Form 8-K filed on January 21, 2016.)

10.55†+

First Amendment to Employment Agreement dated effective January 16, 2016, by and between General

Moly, Inc. and R. Scott Roswell (Filed as Exhibit 10.8 to our Current Report on Form 8-K filed on
January 21, 2016.)

10.56†+

Second Amendment to Amended and Restated Employment Agreement dated effective December 1,
2018, by and between General Moly, Inc. and R. Scott Roswell. (Filed as Exhibit 10.3 to our Current
Report on Form 8-K filed on December 4, 2018.)

10.57†+

Stay Incentive Agreement, dated effective January 16, 2015, between General Moly, Inc. and

R. Scott Roswell (Filed as Exhibit 10.5 to our Quarterly Report on Form 10-Q filed on May 4, 2015.)

10.58†+

Stay Incentive Agreement dated as of January 16, 2016, by and between General Moly, Inc. and

R. Scott Roswell (Filed as Exhibit 10.12 to our Current Report on Form 8-K filed on January 21, 2016.)

10.59†+

Stay Incentive Agreement dated as of January 16, 2017, by and between General Moly, Inc. and

R. Scott Roswell (Filed as Exhibit 10.3 to our Quarterly Report on Form 10-Q filed on May 1, 2017.)

10.60†+

Stay Incentive Agreement dated as of January 16, 2018, by and between General Moly, Inc. and

R. Scott Roswell (Filed as Exhibit 10.3 to our Quarterly Report on Form 10-Q filed on May 8, 2018.)

10.61†+

Form of Restricted Stock Unit Agreement for the Company’s 2006 Equity Incentive Plan (performance-

based vesting) (Filed as Exhibit 10.6 to our Quarterly Report on Form 10-Q filed on May 2, 2011.)

10.62†+

Form of Restricted Stock Unit Agreement for the Company’s 2006 Equity Incentive Plan (time-based

vesting) (Filed as Exhibit 10.7 to our Quarterly Report on Form 10-Q filed on May 2, 2011.)

10.63†+

Form of Amendment to Restricted Stock Unit Agreement Issued Under the General Moly, Inc. 2006

Equity Incentive Plan, dated effective December 1, 2018 (Filed as Exhibit 10.4 to our Current Report on
Form 8-K filed on December 4, 2018.)

10.64†+

Form of Stock Appreciation Rights Grant Notice for the Company’s 2006 Equity Incentive Plan (Filed

as Exhibit 10.8 to our Quarterly Report on Form 10-Q filed on May 2, 2011.)

10.65†

10.66†

Unit Subscription Agreement dated as of December 22, 2014, by and among General Moly, Inc. and the
several investors signatory thereto (Filed as Exhibit 10.1 to our Current Report on Form 8-K filed on
December 30, 2014.)

Investment and Securities Purchase Agreement dated April 17, 2015, between General Moly Inc., and
AMER International Group Co., Ltd. (Filed as Exhibit 10.1 to our Current Report on Form 8-K filed on
April 21, 2015.)

10.67†

Amendment No. 1 to Investment and Securities Purchase Agreement dated April 17, 2015, between

General Moly, Inc. and Amer International Group Co., Ltd. (Filed as Exhibit 10.1 to our Current Report
on Form 8-K filed on December 1, 2015.)

10.68†

Amendment No. 2 to Investment and Securities Purchase Agreement dated August 7, 2017, between

General Moly, Inc. and Amer International Group Co., Ltd. (Filed as Exhibit 10.3 to our Current Report
on Form 8-K filed on August 10, 2017.)

Exhibit
Number

10.69†

10.70†

Description

Amendment No. 3 to Investment and Securities Purchase Agreement dated September 30, 2017,
between General Moly, Inc. and Amer International Group Co., Ltd. (Filed as Exhibit 10.1 to our
Current Report on Form 8-K filed on October 2, 2017.)

Common Stock Purchase Warrant by and between General Moly, Inc. and Amer International Group
Co. Ltd. dated November 24, 2015 (Filed as Exhibit 10.2 to our Current Report on Form 8-K filed on
December 1, 2015.)

10.71†

First Amendment to Warrant by and between General Moly, Inc. and Amer International Group Co.

Ltd. dated April 17, 2017 (Filed as Exhibit 10.2 to our Current Report on Form 8-K filed on April 18,
2017.)

10.72†

10.73†

Second Amendment to Warrant by and between General Moly, Inc. and Amer International Group Co.
Ltd. dated June 16, 2017 (Filed as Exhibit 10.3 to our Current Report on Form 8-K filed on June 20,
2017.)

Third Amendment to Warrant by and between General Moly, Inc. and Amer International Group Co.
Ltd. dated July 16, 2017 (Filed as Exhibit 10.4 to our Current Report on Form 8-K filed on July 18,
2017.)

10.74†

Fourth Amendment to Warrant by and between General Moly, Inc. and Amer International Group Co.

Ltd. dated August 7, 2017 (Filed as Exhibit 10.8 to our Current Report on Form 8-K filed on August 10,
2017.)

10.75†

Stockholder Agreement by and between General Moly, Inc. and Amer International Group Co. Ltd.

dated November 24, 2015 (Filed as Exhibit 10.3 to our Current Report on Form 8-K filed on
December 1, 2015.)

10.76†

10.77†

Expense Reimbursement Agreement by and between General Moly, Inc. and Amer International Group
Co. Ltd. dated November 24, 2015 (Filed as Exhibit 10.4 to our Current Report on Form 8-K filed on
December 1, 2015.)

At the Market Offering Agreement, dated April 12, 2017, by and between the Company and Rodman &
Renshaw, a unit of H.C. Wainwright & Co., LLC (Filed as Exhibit 1.2 to our Registration Statement on
Form S-3 filed on April 12, 2017.)

10.78†+

Employment Agreement, dated as of May 12, 2017, between the Company and Amanda J. Corrion

(Filed as Exhibit 10.4 to our Quarterly Report on Form 10-Q filed on August 14, 2017.)

10.79†+

Stay Incentive Agreement dated as of January 16, 2018, by and between General Moly, Inc. and

Amanda Corrion (Filed as Exhibit 10.4 to our Quarterly Report on Form 10-Q filed on May 8, 2018.)

21.1

Subsidiaries of General Moly, Inc. (Filed herewith)

23.1

Consent of PricewaterhouseCoopers LLP (Filed herewith)

23.2

Consent of John M. Marek, P.E. (Filed herewith)

31.1

Certification of CEO pursuant to Rule 13a-14(a)/15d-14(a) (Filed herewith)

32.1

Certification of CEO pursuant to Section 1350 (Furnished herewith)

Exhibit
Number

Description

101

The following XBRL (Extensible Business Reporting Language) materials are filed herewith: (i) XBRL

Instance; (ii) XBRL Taxonomy Extension Schema; (iii) XBRL Taxonomy Extension Calculation;
(iv) Taxonomy Extension Labels, (v) XBRL Taxonomy Extension Presentation, and (vi) XBRL
Taxonomy Extension Definition.

† Previously filed as indicated and incorporated herein by reference.
+ Management contract.
* Confidential treatment has been granted for certain portions of this exhibit, and such confidential portions have been

separately filed with the Securities Exchange Commission.

ITEM 16. FORM 10-K SUMMARY

Not applicable.

Pursuant to the requirements of the Section 13 or 15(d) of the Exchange Act, the Registrant has duly caused this

report to be signed on its behalf by the undersigned, thereunto duly authorized in Lakewood, Colorado on March 21,
2019.

SIGNATURES

GENERAL MOLY, INC.

By:

/s/ Bruce D. Hansen

Name: Bruce D. Hansen

Title: Chief Executive Officer

(Principal Executive Officer)

Pursuant to the requirements of the Exchange Act, this report has been signed below on March 21, 2019 by the

following persons, on behalf of the Registrant, and in the capacities indicated.

/s/ Bruce D. Hansen
Bruce D. Hansen

/s/ Amanda J. Corrion
Amanda J. Corrion

/s/ Ricardo M. Campoy
Ricardo M. Campoy

/s/ Mark A. Lettes
Mark A. Lettes

/s/ Gary A. Loving
Gary A. Loving

/s/ Gregory P. Raih
Gregory P. Raih

/s/ Tong Zhang
Tong Zhang

Chief Executive Officer, Chief Financial Officer and
Director
(Principal Executive Officer & Principal Financial Officer)

Controller
(Principal Accounting Officer)

Chairman of the Board

Director