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Ithaca Energy

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FY2021 Annual Report · Ithaca Energy
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Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K

☒

☐

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

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2021

or

For the transition period from to

Commission file number: 001-33638

INTERNATIONAL TOWER HILL MINES LTD.

(Exact name of registrant as specified in its charter)

British Columbia, Canada
(State or other jurisdiction of incorporation or
 organization)
2710-200 Granville Street,
Vancouver, British Columbia, Canada
(Address of principal executive offices)

98-0668474
(I.R.S. Employer 
Identification No.)

V6C 1S4
(Zip code)

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

Title of each class:
Common Shares, no par value

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

Registrant’s telephone number, including area code: (604) 683-6332

Trading Symbol
THM

Name of each exchange on which registered:
NYSE American

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

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 ☐     No ☒

Yes      No ☒

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 ☒     No ☐

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 ☒     No ☐

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 the 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
Non-accelerated filer

☐
☒

Accelerated filer
Smaller reporting company
Emerging Growth Company

☐
☒
☐

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. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) 
by the registered public accounting firm that prepared or issued its audit report.   ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
Based on the last sale price on the NYSE American of the registrant’s Common Shares on June 30, 2021 (the last business day of the registrant’s most recently completed second fiscal quarter) of $1.05 per share, the aggregate market value of the
voting stock held by non-affiliates of the registrant was approximately $139.1 million.

As of March 1, 2022, the registrant had 194,908,184 Common Shares outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

To the extent specifically referenced in Part III, portions of the registrant’s definitive Proxy Statement on Schedule 14A to be filed with the Securities and Exchange Commission in connection with the registrant’s 2022 Annual Meeting of
Shareholders are incorporated by reference into this report.

 
 
 
 
 
Table of Contents

Part I

Item 1
Item 1A
Item 1B
Item 2
Item 3
Item 4

Part II
Item 5
Item 6
Item 7
Item 7A
Item 8
Item 9
Item 9A
Item 9B
Item 9C

Part III
Item 10
Item 11
Item 12
Item 13
Item 14

Part IV

Item 15
Item 16

SIGNATURES

Table of Contents

Business
Risk Factors
Unresolved Staff Comments
Properties
Legal Proceedings
Mine Safety Disclosures

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
[RESERVED]
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Quantitative and Qualitative Disclosures About Market Risk
Financial Statements and Supplementary Data
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Controls and Procedures
Other Information
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Directors, Executive Officers, and Corporate Governance
Executive Compensation
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Certain Relationships and Related Transactions, and Director Independence
Principal Accountant Fees and Services

Exhibits and Financial Statement Schedules
Form 10-K Summary

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9
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30

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42
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61
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62

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FORWARD LOOKING STATEMENTS

This Annual Report on Form 10-K contains forward-looking statements or information within the meaning of the United States Private Securities Litigation Reform Act
of  1995  concerning  anticipated  results  and  developments  in  the  operations  of  the  Company  in  future  periods,  planned  exploration  activities,  the  adequacy  of  the
Company’s  financial  resources  and  other  events  or  conditions  that  may  occur  in  the  future.  Forward-looking  statements  are  frequently,  but  not  always,  identified  by
words such as “expects,” “anticipates,” “believes,” “intends,” “estimates,” “potential,” “possible” and similar expressions, or statements that events, conditions or results
“will,”  “may,”  “could”  or  “should”  (or  the  negative  and  grammatical  variations  of  any  of  these  terms)  occur  or  be  achieved.  These  forward-looking  statements  may
include, but are not limited to, statements concerning:



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the Company’s future cash requirements, the Company’s ability to meet its financial obligations as they come due, and the Company’s ability to raise the
necessary funds to continue operations on acceptable terms, if at all;

the Company’s ability to carry forward and incorporate into future engineering studies of the Livengood Gold Project updated mine design, production schedule
and recovery concepts identified during the optimization process;

the Company’s potential to carry out an engineering phase that will evaluate and optimize the Livengood Gold Project configuration and capital and operating
expenses, including determining the optimum scale for the Livengood Gold Project;

the Company’s strategies and objectives, both generally and specifically in respect of the Livengood Gold Project;

the Company’s belief that there are no known environmental issues that are anticipated to materially impact the Company’s ability to conduct mining operations
at the Livengood Gold Project;

the potential for the expansion of the estimated mineral resources at the Livengood Gold Project;

the potential for a production decision concerning, and any production at, the Livengood Gold Project;

the sequence of decisions regarding the timing and costs of development programs with respect to, and the issuance of the necessary permits and authorizations
required for, the Livengood Gold Project;

the Company’s estimates of the quality and quantity of the mineral resources at the Livengood Gold Project;

the timing and cost of any future exploration programs at the Livengood Gold Project, and the timing of the receipt of results therefrom;

the expected levels of overhead expenses at the Livengood Gold Project; and

future general business and economic conditions, including changes in the price of gold and the overall sentiment of the markets for public equity.

Such forward-looking statements reflect the Company’s current views with respect to future events and are subject to certain known and unknown risks, uncertainties and
assumptions. Many factors could cause actual results, performance or achievements to be materially different from any future results, performance or achievements that
may be expressed or implied by such forward-looking statements, including, among others:

● the demand for, and level and volatility of the price of, gold;

● conditions in the financial markets generally, the overall sentiment of the markets for public equity, interest rates, currency rates, and the rate of inflation;

● general business and economic conditions, including the effect of the COVID-19 pandemic on such conditions;

● government regulation and proposed legislation (and changes thereto or interpretations thereof);

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● defects in title to claims, or the ability to obtain surface rights, either of which could affect the Company’s property rights and claims;

● the Company’s ability to secure the necessary services and supplies on favorable terms in connection with its programs at the Livengood Gold Project and other

activities;

● the Company’s ability to attract and retain key staff, particularly in connection with the permitting and development of any mine at the Livengood Gold Project;

● the accuracy of the Company’s resource estimates (including with respect to size and grade) and the geological, operational and price assumptions on which

these are based;

● the timing of the Company’s ability to commence and complete planned work programs at the Livengood Gold Project;

● the timing of the receipt of and the terms of the consents, permits and authorizations necessary to carry out exploration and development programs at the

Livengood Gold Project and the Company’s ability to comply with such terms on a safe and cost-effective basis;

● the ongoing relations of the Company with the lessors of its property interests and applicable regulatory agencies;

● the metallurgy and recovery characteristics of samples from certain of the Company’s mineral properties and whether such characteristics are reflective of the

deposit as a whole; and

● the continued development of and potential construction of any mine at the Livengood Gold Project property not requiring consents, approvals, authorizations

or permits that are materially different from those identified by the Company.

Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described
herein. This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements. Forward-looking statements are statements about the
future  and  are  inherently  uncertain,  and  actual  achievements  of  the  Company  or  other  future  events  or  conditions  may  differ  materially  from  those  reflected  in  the
forward-looking statements due to a variety of risks, uncertainties and other factors, including without limitation those discussed in Part I, Item 1A, Risk Factors, of this
Annual Report on Form 10-K, which are incorporated herein by reference, as well as other factors described elsewhere in this report and the Company’s other reports
filed with the SEC.

The Company’s forward-looking statements contained in this Annual Report on Form 10-K are based on the beliefs, expectations and opinions of management as of the
date  of  this  report.  The  Company  does  not  assume  any  obligation  to  update  forward-looking  statements  if  circumstances  or  management’s  beliefs,  expectations  or
opinions should change, except as required by law. For the reasons set forth above, investors should not attribute undue certainty to or place undue reliance on forward-
looking statements.

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CAUTIONARY NOTE REGARDING SIMILAR OR ADJACENT MINERAL PROPERTIES

This Annual Report on Form 10-K contains information with respect to adjacent or similar mineral properties in respect of which the Company has no interest or rights to
explore or mine. Readers are cautioned that the Company has no interest in or right to acquire any interest in any such properties, and that mineral deposits on adjacent or
similar properties, and any results of the mining or exploitation thereof, are not indicative of mineral deposits on the Company’s properties, or any potential results of the
mining or exploitation thereof.

The following is a glossary of certain terms that may be used in this report.

GLOSSARY OF TERMS

“alteration”
“anomalous”
“April 2017 Report”

“As”
“basalt”
“biotite”
“Board”
“chert”

“clastic”

“cm”
“common shares”
“conglomerate”

“December 2021 Report”

“deformation”
“deposit”

“diamond drill”

“dip”

“dike”
“director”
“disseminated”
“epigenetic”
“g/t”
“gabbro”

Changes in the chemical or mineralogical composition of a rock, generally produced by weathering or hydrothermal solutions
Departing from the expected or normal
The technical report entitled “Canadian National Instrument 43-101 Technical Report Pre-feasibility Study on the Livengood Gold
Project, Livengood, Alaska, USA” dated April 10, 2017 and prepared by certain Qualified Persons under NI 43-101, as filed under
the Company’s profile on SEDAR at www.sedar.com
Arsenic
A dark coloured igneous rock, commonly extrusive – the fine-grained equivalent of gabbro
A common rock forming mineral of the mica group
The Board of Directors of ITH
A  microcrystalline  or  cryptocrystalline  sedimentary  rock,  consisting  chiefly  of  interlocking  crystals  of  quartz  less  than  about  30
microns in diameter
Pertaining  to  a  rock  or  sediment  composed  principally  of  fragments  derived  from  pre-existing  rocks  or  minerals  and  transported
some distance from their places of origin; also said of the texture of such a rock
Centimeters
The common shares without par value in the capital of ITH as the same are constituted on the date hereof
A coarse grained clastic sedimentary rock, composed of rounded to sub-angular fragments larger than 2mm in diameter set in a fine-
grained matrix of sand or silt, and commonly cemented by calcium carbonate, iron oxide, silica or hardened clay
The technical report entitled “NI 43-101 Technical Report Pre-feasibility Study of the Livengood Gold Project, Livengood, Alaska,
USA” dated December 17, 2021 and prepared by certain Qualified Persons under NI 43-101, as filed on December 17, 2021 under
the Company’s profile on SEDAR at www.sedar.com
A general term for the processes of folding, faulting, shearing, compression, or extension of rocks as a result of various earth forces
A mineralized body which has been physically delineated by sufficient drilling, trenching, and/or underground work, and found to
contain a sufficient average grade of metal or metals to warrant further exploration and/or development expenditures. Such a deposit
does not qualify as a commercially mineable ore body or as containing reserves or ore, unless final legal, technical and economic
factors are resolved
A type of rotary drill in which the cutting is done by abrasion rather than percussion. The cutting bit is set with diamonds and is
attached to the end of the long hollow rods through which water is pumped to the cutting face. The drill cuts a core of rock which is
recovered in long cylindrical sections, an inch or more in diameter
The angle that a stratum or any planar feature makes with the horizontal, measured perpendicular to the strike and in the vertical
plane
A tabular body of igneous rock that cuts across the structure of adjacent rocks or cuts massive rocks
A member of the Board of Directors of ITH
Fine particles of mineral dispersed throughout the enclosing rock
Of or relating to a mineral deposit of origin later than that of the enclosing rocks
Grams per metric tonne
A group of dark coloured, basic intrusive igneous rocks – the approximate intrusive equivalent of basalt

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“grade”
“host”
“host rock”
“hydrothermal”
“intrusion”
“intrusive”
“kg”
“km”
“lode”
“m”
“mm”
“mafic”
“magma”

“magmatic”
“massive”

“mineral reserve”

“mineral resource”

“mineralization”
“NI 43-101”
“NSR”
“NYSE American”
“ophiolite”

“RC”

“Sb”
“sedimentary”

“sill”
“strike”

To contain a particular quantity of ore or mineral, relative to other constituents, in a specified quantity of rock
A rock or mineral that is older than rocks or minerals introduced into it or formed within it
A body of rock serving as a host for other rocks or for mineral deposits, or any rock in which ore deposits occur
A term pertaining to hot aqueous solutions of magmatic origin which may transport metals and minerals in solution
The process of the emplacement of magma in pre-existing rock, magmatic activity. Also, the igneous rock mass so formed
Of or pertaining to intrusion, both the process and the rock so formed
Kilograms
Kilometers
A vein of metal ore in the earth
Meters
Millimeters
Said of an igneous rock composed chiefly of dark, ferromagnesian minerals, also, said of those minerals
Naturally occurring molten rock material, generated within the earth and capable of intrusion and extrusion, from which igneous
rocks have been derived through solidification and related processes
Of, or pertaining to, or derived from, magma
Said  of  a  mineral  deposit,  especially  of  sulphides,  characterized  by  a  great  concentration  of  ore  in  one  place,  as  opposed  to  a
disseminated or veinlike deposit
The economically mineable part of a measured and/or indicated mineral resource. It includes diluting materials and allowances for
losses, which may occur when the material is mined or extracted and is defined by studies at pre-feasibility or feasibility level as
appropriate  that  include  application  of  “modifying  factors”  (which  are  defined  in  NI  43-101  as  considerations  used  to  convert
mineral  resources  to  mineral  reserves,  including  but  not,  mining  processing,  metallurgical,  infrastructure,  economic,  marketing,
legal,  environmental,  social  and  governmental  factors).  Such  studies  demonstrate  that,  at  the  time  of  reporting,  extraction  could
reasonably be justified. The reference point at which mineral reserves are defined, usually the point where the ore is delivered to the
processing plant, must be stated. It is important that, in all situations where the reference point is different, such as for a saleable
product,  a  clarifying  statement  is  included  to  ensure  that  the  reader  is  fully  informed  as  to  what  is  being  reported.  The  public
disclosure of a mineral reserve must be demonstrated by a pre-feasibility study or feasibility study.
A concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such form, grade or quality and
quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade or quality, continuity and
other  geological  characteristics  of  a  mineral  resource  are  known,  estimated  or  interpreted  from  specific  geological  evidence  and
knowledge, including sampling.
The concentration of metals and their chemical compounds within a body of rock
National Instrument 43-101 of the Canadian Securities Administrators entitled “Standards of Disclosure for Mineral Projects”
Net smelter return
NYSE American (formerly, NYSE MKT and the American Stock Exchange)
An assemblage of mafic and ultramafic igneous rocks ranging from spilite and basalt to gabbro and peridotite, and always derived
from them by later metamorphism, whose origin is associated with an early phase of the development of a geosyncline
A method of drilling whereby rock cuttings generated by the drill bit are flushed up from the bit face to the surface through the drill
rods by air or drilling fluids for collection and analysis
Antimony
Pertaining to or containing sediment (typically, solid fragmental material transported and deposited by wind, water or ice that forms
in layers in loose unconsolidated form), or formed by its deposition
A tabular igneous intrusion that parallels the planar structure of the surrounding rock
The direction taken by a structural surface

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“tabular”

“Canadian Tax Act”
“TRS”
“tectonic”
“tectonics”

“TSX”
“ultramafic”
“vein”

“volcaniclastic”

Said  of  a  feature  having  two  dimensions  that  are  much  larger  or  longer  than  the  third,  or  of  a  geomorphic  feature  having  a  flat
surface, such as a plateau
Income Tax Act (Canada)
The Technical Report Summary for the Livengood Gold Project filed as Exhibit 96.1 to this Annual Report on Form 10-K.
Pertaining to the forces involved in, or the resulting structures of, tectonics
A branch of geology dealing with the broad architecture of the outer part of the earth, that is, the major structural or deformational
features and their relations, origin and historical evolution
Toronto Stock Exchange
Said of an igneous rock composed chiefly of mafic minerals
An epigenetic mineral filling of a fault or other fracture, in tabular or sheet-like form, often with the associated replacement of the
host rock; also, a mineral deposit of this form and origin
Pertaining to a clastic rock containing volcanic material in whatever proportion, and without regard to its origin or environment

USE OF NAMES

In this Annual Report on Form 10-K, unless the context otherwise requires, the terms "we", "us", "our", "ITH", "International Tower Hill", or the "Company" refer to
International Tower Hill Mines Ltd. and its subsidiaries.

All dollar amounts in this Annual Report on Form 10-K are presented in United States dollars unless otherwise stated. References to C$ refer to Canadian currency.

CURRENCY

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ITEM 1. BUSINESS

Overview

PART I

ITH is a company engaged in the acquisition and development of mineral properties. The Company currently holds or has the right to acquire interests in a development
stage project in Alaska referred to as the “Livengood Gold Project” or the “Project”. The Company has not yet begun extraction of mineralization from the deposit or
reached commercial production. The Company has a 100% interest in its Livengood Gold Project, which as of December 31, 2021 , has a measured and indicated mineral
resource of 704.5 million tonnes at an average grade of 0.60 g/tonne (13.62 million ounces).  As reported in the Technical Report Summary attached as Exhibit 96.1 to
this Annual Report on Form 10-K, a portion of the mineral resources at the Project have been converted into proven and probable reserves of 430.1 million tonnes at an
average grade of 0.65 g/tonne (9.0 million ounces) based on a gold price of $1,680 per ounce.  A more complete description of the Livengood Gold Project, including
detailed  presentation  of  resources  and  reserves,  and  the  current  activities  is  set  forth  in  Part  I,  Item  2  and  Part  II,  Item  7,  Management’s  Discussion  and  Analysis  of
Financial Condition and Results of Operations of this Annual Report on Form 10-K.

From  2006  to  2008,  the  Company  focused  primarily  on  the  acquisition  and  exploration  of  mineral  properties  in  Alaska  and  Nevada  by  acquiring  through  staking,
purchase, lease or option (primarily from AngloGold Ashanti (U.S.A.) Exploration Inc. (“AngloGold”) in a transaction which closed on August 4, 2006) interests in a
number of mineral properties in Alaska (Livengood Gold Project, Terra, LMS, BMP, Chisna, Coffee Dome, West Tanana, Gilles, West Pogo, Caribou, Blackshell and
South  Estelle)  and  Nevada  (North  Bullfrog  and  Painted  Hills)  that  it  believed  had  the  potential  to  host  large  precious  or  base  metal  deposits.  Since  early  2008,  the
Company’s primary focus has been the exploration and advancement of the Livengood Gold Project and the majority of its resources have been directed to that end. In
August  2010,  ITH  undertook  a  corporate  spin-out  arrangement  transaction  whereby  all  of  its  mineral  property  interests  other  than  the  Project  were  spun  out  as  an
independent and separate company. Since the completion of that transaction, the sole mineral property held by the Company has been the Livengood Gold Project and the
Company has focused exclusively on the ongoing exploration and potential development of the Livengood Gold Project.

The head office and principal executive address of ITH is located at 200 Granville Street, Suite 2710, Vancouver, British Columbia, Canada V6C 1S4, and its registered
and records office is located at 745 Thurlow Street, Suite 2400, Vancouver, British Columbia, Canada V6E 0C5.

2021

Livengood Gold Project Developments

On January 12, 2021, the Company announced that the Board had approved a 2021 budget of $5.6 million and endorsed the associated 2021 work program to advance
the Livengood Gold Project. The key element of the 2021 work program was the completion of the Pre-Feasibility Study (the “PFS”) for the Livengood Gold Project.
The work program also advanced the baseline environmental data collection in critical areas of hydrology and waste rock geochemical characterization needed to support
future permitting, as well as community engagement.

Livengood Gold Project Pre-Feasibility Study

On November 4, 2021, the Company announced the results of the PFS for the Livengood Gold Project which are summarized in the Technical Report Summary. The
TRS details a project that would process 65,000 tons per day and produce 6.4 million ounces of gold over 21 years from a gold resource estimated at 13.6 million ounces
at 0.60 g/tonne. The study utilized a third-party review by Whittle Consulting and BBA Inc. to integrate new interpretations based on an expanded geological database,
improved  geological  modelling,  new  resource  estimation  methodology,  an  optimized  mine  plan  and  production  schedule,  additional  detailed  metallurgical  work  at
various gold grades and grind sizes, changes in the target grind for the mill, new engineering estimates, and updated cost inputs, all of which significantly de-risk the
Project. The TRS has estimated the capital costs of the Project at US$1.93 billion, the total cost per ton milled at US$13.12, the all-in sustaining costs at US$1,171 per
ounce, and net present value (5%) at US$1,800/oz of US$400 million.

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The  Project  configuration  evaluated  in  the  TRS  is  a  conventional,  owner-operated  surface  mine  that  would  utilize  large-scale  mining  equipment  in  a  blast/load/haul
operation.  Mill  feed  would  be  processed  in  a  65,000  tons  per  day  comminution  circuit  consisting  of  primary  and  secondary  crushing,  wet  grinding  in  a  single  semi-
autogenous (“SAG”) mill and single ball mill followed by a gravity gold circuit and a conventional carbon in leach (“CIL”) circuit.

Whittle Enterprise Optimization

Prior to beginning the PFS, the Company retained Whittle Engineering and BBA Inc. to collaborate on an enterprise optimization study (the “Whittle and BBA Study”)
to review various technologies and project configurations and to recommend the optimum configuration for the PFS. The Whittle and BBA Study reviewed secondary
crushing with SAG and ball mill, tertiary crushing with ball mill, gravity/CIL at p80 of 90 micron to 250 micron, stand-alone and auxiliary heap leach configurations,
gravity only gold recovery, gravity/flotation with pressure oxidation and CIL of flotation concentrate. These configurations were evaluated at various combinations of
project  ramp  up  strategy,  annual  throughput,  primary,  secondary,  and  tertiary  grind  size,  as  well  as  mining  fleet  size  and  stockpile  management  strategies.  Tailings
technologies reviewed included conventional tailings and pressure filtered tailings.

The Whittle and BBA Study determined that the gravity/CIL plant at p80 250 micron with conventional tailings provided the highest net present value, which is the
configuration detailed in the TRS.

The TRS was prepared by independent third-party consultants. The Company cautions that the PFS which is summarized in the TRS is preliminary in nature, and is
based on technical and economic assumptions which are expected to be further refined and evaluated in a full feasibility study which may be completed in the future. The
TRS is based on a  mineral resource estimate effective as of August 20, 2021 using a different mineral resource model than used in the April 2017 Report. The Company
has determined that the mineral resource estimate of August 20, 2021 remains current as of December 31, 2021.

COVID-19 Pandemic

In  March  2020,  the  World  Health  Organization  declared  the  novel  coronavirus  2019  (“COVID-19”)  a  global  pandemic.  This  contagious  disease  outbreak,  which  has
continued  to  spread,  and  any  related  adverse  public  health  developments,  has  adversely  affected  workforces,  economies,  and  financial  markets  globally,  potentially
leading to an economic downturn. While it is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak, including as a
result of the emergence of variant strains of the virus and ongoing vaccination efforts, and its ultimate effects on the Company’s business, results of operations or ability
to raise funds at this time, as of the date of this Annual Report on Form 10-K, the COVID-19 pandemic has not had any material adverse effects on the Company.

2022

Outlook

On March 9, 2022, the Company announced that the Board had approved a 2022 budget of $3.2 million and endorsed the associated 2022 work program to advance the
Livengood  Gold  Project.  The  2022  work  program  will  advance  the  baseline  environmental  data  collection  in  critical  areas  of  hydrology  and  waste  rock  geochemical
characterization needed to support future permitting, as well as advance community engagement.

The Company remains open to a strategic alliance to help support the future development of the Project while considering all other appropriate financing options. The
size  of  the  gold  resource,  the  Project’s  favorable  location,  and  the  Company’s  proven  team  are  some  of  the  reasons  the  Company  could  potentially  attract  a  strategic
partner with a long-term development horizon who understands the Project is highly leveraged to gold prices.

Regulatory, Environmental and Social Matters

All of the Company’s currently proposed exploration is in the State of Alaska. In Alaska, low impact, initial stage surface exploration such as stream sediment, soil and
rock  chip  sampling  does  not  require  any  permits.  The  State  of  Alaska  requires  an  APMA  (Alaska  Placer  Mining  Application)  exploration  permit  for  all  substantial
surface disturbances such as trenching, road building and drilling. These permits are reviewed by related state and federal agencies that can comment on and require
specific  changes  to  proposed  work  plans  to  minimize  impacts  on  the  environment.  The  permitting  process  for  significant  disturbances  generally  requires  30  days  for
processing and all work must be bonded. The Company currently has all necessary permits with respect to its currently planned

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exploration activities in Alaska. Although the Company has never had an issue with the timely processing of APMA permits, there can be no assurances that delays in
permit approval will not occur.

ITH has established a Technical Committee, which has adopted a formal, written charter. As set out in its charter, the overall purpose of the Technical Committee is to
assist  the  Board  in  fulfilling  its  oversight  responsibilities  with  respect  to  the  Company’s  continuing  commitment  to  improving  the  environment  and  ensuring  that
activities  are  carried  out  and  facilities  are  operated  and  maintained  in  a  safe  and  environmentally  sound  manner  that  reflects  the  Company’s  ideals  and  principles  of
sustainable  development.  The  primary  function  of  the  Technical  Committee  is  to  monitor,  review  and  provide  oversight  with  respect  to  the  technical  aspects  of  the
Company’s projects as well as monitor policies, standards, and programs relative to health, safety, community relations and environmental-related matters. The Technical
Committee also advises the Board and makes recommendations for the Board’s consideration regarding health, safety, community relations and environmental-related
issues.

Although not set out in a specific policy, the Company strives to be a positive influence in the local communities where its mineral projects are located, not only by
contributing  to  the  welfare  of  such  communities  through  donations  of  money  and  supplies,  as  appropriate,  but  also  through  hiring  local  workers  to  assist  in  ongoing
exploration programs when appropriate. The Company considers building and maintaining strong relationships with local communities to be fundamental to its ability to
continue to operate in such regions and to assist in the eventual development (if any) of mining operations in such regions, and it attaches considerable importance to
commencing and fostering such relationships from the beginning of its involvement in any particular area.

Corporate Structure

ITH  was  incorporated  under  the  Company Act  (British  Columbia)  under  the  name  “Ashnola  Mining  Company  Ltd.”  on  May  26,  1978.  ITH’s  name  was  changed  to
“Tower Hill Mines Ltd.” on June 1, 1988, and subsequently changed to “International Tower Hill Mines Ltd.” on March 15, 1991. ITH has been transitioned under, and is
now governed by, the Business Corporations Act (British Columbia).

ITH has three material subsidiaries:

● Tower Hill Mines, Inc. (“TH Alaska”), a corporation incorporated in Alaska on June 27, 2006, which holds most of the Company’s Alaskan mineral

properties and is 100% owned by ITH;

● Tower Hill Mines (US) LLC, a limited liability company formed in Colorado on June 27, 2006, which carries on the Company’s administrative and

personnel functions and is wholly owned by TH Alaska; and

● Livengood Placers, Inc., a corporation incorporated in Nevada on June 11, 1998, which holds certain Alaskan properties and is 100% owned by TH Alaska.

The following corporate chart sets forth all of ITH’s material subsidiaries:

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Competition

ITH is a development stage company. The Company competes with other mineral resource exploration and development companies for financing, technical expertise and
the  acquisition  of  mineral  properties.  Many  of  the  companies  with  whom  the  Company  competes  have  greater  financial  and  technical  resources.  Accordingly,  these
competitors may be able to spend greater amounts on the acquisition, exploration and development of mineral properties. This competition could adversely impact the
Company’s ability to finance further exploration and to achieve the financing necessary for the Company to develop its mineral properties.

Availability of Raw Materials and Skilled Employees

All aspects of the Company’s business require specialized skills and knowledge. Such skills and knowledge include the areas of geology, drilling, logistical planning,
preparation of feasibility studies, permitting, construction and operation of a mine, financing and accounting. Since commencing its current operations in mid-2006, the
Company has found and retained appropriate employees and consultants and believes it will continue to be able to do so in the future.

All of the raw materials the Company requires to carry on its business are readily available through normal supply or business contracting channels in Canada and the
United  States.  Since  commencing  exploration  activities  at  the  Livengood  Gold  Project  in  mid-2006,  the  Company  has  been  able  to  secure  the  appropriate  personnel,
equipment  and  supplies  required  to  conduct  its  contemplated  programs.  The  Company  does  not  believe  that  it  will  experience  any  shortages  of  required  personnel,
equipment or supplies in the foreseeable future.

Human Capital Resources

At December 31, 2021, the Company had three employees. The Company also uses consultants with specific skills to assist with various aspects of project evaluation,
engineering, community engagement and investor relations, and corporate governance.

Seasonality

As  the  Company’s  mineral  exploration  activity  takes  place  in  Alaska,  its  business  is  seasonal.  Due  to  the  northern  climate,  exploration  work  on  the  Livengood  Gold
Project can be limited due to excessive snow cover and cold temperatures. In general, surface sampling work is limited to May through September and surface drilling
from March through November, although some locations afford opportunities for year-round exploration operations and others, such as road-accessible wetland areas,
may only be explored while frozen in the winter.

Available Information

ITH maintains an internet website at www.ithmines.com. The Company makes available, free of charge, through the Investors section of its website, its Annual Reports
on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all amendments to those reports filed or furnished pursuant to Section 13 or 15(d) of
the Exchange Act, as soon as reasonably practicable after such material is electronically filed with, or furnished to, the SEC and its Annual Information Form, press
releases and material change reports and other reports filed on the System for Electronic Document Analysis and Retrieval (SEDAR). The Company’s SEC filings are
available from the SEC’s internet website at www.sec.gov, which contains reports, proxy and information statements and other information regarding issuers that file
electronically.  The  Company’s  SEDAR  filings  are  available  from  the  Canadian  Securities  Administrators’  internet  website  at  www.sedar.com  under  the  Company’s
profile. The contents of these websites are not incorporated into this report and the references to the URLs for these websites are intended to be inactive textual references
only.

ITEM 1A.   RISK FACTORS

You should carefully consider the following risk factors in addition to the other information included in this Annual Report on Form 10-K. Each of these risk factors
could materially and adversely affect our business, operating results and financial condition, as well as materially and adversely affect the value of an investment in our
common shares. The risks described below are not the only ones facing the Company. Additional risks that we are not presently aware of, or that we currently believe are
immaterial, may also adversely affect our business, operating results and financial condition. We cannot assure you that we will successfully address these risks or that
other unknown risks exist that may affect our business.

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Risks Related to Our Business

Our success depends on the development and operation of the Livengood Gold Project, which is our only project.

Our only property at this time is our Livengood Gold Project, which is in the development stage. The TRS indicates that the Project would generate a minimal positive
return at a gold price of $1,680 per ounce. The Company would need to see higher gold prices over a sustained period for the Project to be commercially viable. While
management is exploring opportunities identified in the Technical Report Summary for optimization and reducing Project costs, there can be no assurance that any such
efforts will be successful, that any of the optimization opportunities or cost savings will in fact be realized or that the price of gold will increase sufficiently, and be
sustained for a sufficient period, to warrant a decision to develop the Project. No assurance can be given that any level of recovery of ore reserves will be realized or that
any  identified  mineral  deposit  will  ever  qualify  as  a  commercial  mineable  ore  body  which  can  be  legally  and  economically  exploited.  If  we  are  not  able  to  identify
commercially  viable  mineral  deposits  or  profitably  extract  minerals  from  such  deposits,  if  the  Project  is  not  developed,  or  if  the  Project  is  otherwise  subject  to
deterioration, destruction or significant delay, we may never generate revenues and our shareholders may lose all or a substantial portion of their investment.

We have a history of losses and expect to continue to incur losses in the future.

We  have  incurred  losses  and  have  had  no  revenue  from  operations  since  inception,  and  we  expect  to  continue  to  incur  losses  in  the  foreseeable  future.  We  have  not
commenced  commercial  production  on  the  Livengood  Gold  Project  and  we  have  no  other  mineral  properties.  We  have  no  revenues  from  operations  and  we  do  not
anticipate generating revenues from operations until we are able, if ever, to begin production at the Livengood Gold Project. We will continue to incur operating losses
until  the  Livengood  Gold  Project  begins  to  generate  sufficient  revenues  to  fund  continuing  operations,  which  cannot  be  assured.  The  Project  is  currently  in  the
development stage and, as contemplated in the Technical Report Summary, would generate a minimal positive return at a gold price of $1,680 per ounce. Our activities
may not result in profitable mining operations and we may not succeed in establishing mining operations or profitably producing metals at the Livengood Gold Project.

We face various risks related to health epidemics, pandemics and similar outbreaks, which may have material adverse effects on our business, financial position,
results of operations and/or cash flows.

We face various risks related to health epidemics, pandemics and similar outbreaks, including the global outbreak of COVID-19. The continued spread of COVID-19 has
led to disruption and volatility in the global capital markets, which increases the cost of capital and adversely impacts access to capital. If significant portions of the
population  are  unable  to  work  effectively,  including  because  of  illness,  quarantines,  government  actions,  facility  closures  or  other  restrictions  in  connection  with  the
COVID-19 pandemic, our operations will likely be impacted. In addition, our costs may increase as a result of the COVID-19 outbreak. These cost increases may not be
fully recoverable or adequately covered by insurance.

It is possible that the continued spread of COVID-19 could also adversely affect our business partners, delay our plans to advance the Livengood Gold Project or cause
other unpredictable events. We continue to work with our stakeholders to address this global pandemic responsibly. In addition, we continue to monitor the situation, to
assess further possible implications to our business, and to take actions in an effort to mitigate adverse consequences.

We cannot at this time predict the impact of the COVID-19 pandemic, but it could have material adverse effects on our business, financial position, results of operations
and/or cash flows.

We are a development stage company and have no history producing metals from our properties. Any future revenues and profits are uncertain.

We have no history of mining or refining any mineral products or metals and the Livengood Gold Project is not currently producing. There can be no assurance that the
Livengood Gold Project will be successfully placed into production, produce minerals in commercial quantities, or otherwise generate operating earnings. Advancing
properties  from  the  development  stage  into  commercial  production  requires  significant  capital  and  time  and  will  be  subject  to  further  feasibility  studies,  permitting
requirements and construction of the mine, processing plants, roads and related works and infrastructure. We will continue to incur losses until such time, if ever, as our
mining  activities  successfully  reach  commercial  production  levels  and  generate  sufficient  revenue  to  fund  continuing  operations.  There  is  no  certainty  that  we  will
produce revenue from any source, operate profitably or provide a return on investment in the future.

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We  will  require  additional  financing  to  fund  exploration  and,  if  warranted,  development  and  production.  Failure  to  obtain  additional  financing  could  have  a
material adverse effect on our financial condition and results of operation and could cast uncertainty on our ability to continue as a going concern.

Advancing properties from exploration and development into the production stage requires significant capital and time, and successful commercial production from a
property,  if  any,  will  be  subject  to  completing  feasibility  studies,  permitting  and  construction  of  the  mine,  processing  plants,  roads,  and  other  related  works  and
infrastructure.  The  Company  does  not  presently  have  sufficient  financial  resources  or  a  source  of  operating  cash  flow  to  complete  the  permitting  process  and,  if  a
production decision is made, the construction of a mine at the Livengood Gold Project. The completion of the permitting process and any construction of a mine at the
Livengood Gold Project will depend upon the Company’s ability to obtain financing through the sale of its equity securities, enter into a joint venture or strategic alliance
relationship, secure significant debt financing or find alternative means of financing. There is no assurance that the Company will be successful in obtaining the required
financing on favorable terms or at all. Even if the results of exploration are encouraging, the Company may not be able to obtain sufficient financing to conduct the
further exploration that may be necessary to determine whether or not a commercially mineable deposit exists.

Our ability to obtain additional financing in the future will depend upon a number of factors, including prevailing capital market conditions, the status of the national and
worldwide economy, our business performance and the price of gold and other precious metals. Capital markets worldwide have been adversely affected during the past
few years, including in 2021, by substantial losses by financial institutions and market volatility due to the onset of the COVID-19 pandemic, among other things. Failure
to  obtain  such  additional  financing  on  favorable  terms  or  at  all  could  result  in  delay  or  indefinite  postponement  of  further  mining  operations  or  exploration  and
development and the possible partial or total loss of our interests in the Livengood Gold Project.

Resource exploration is a highly speculative business, and certain inherent exploration risks could have a negative effect on our business.

Our long-term success depends on our ability to identify mineral deposits on the Livengood Gold Project and other properties we may acquire, if any, that can then be
developed into commercially viable mining operations. Resource exploration is a highly speculative business and involves a high degree of risk, including, among other
things, unprofitable efforts resulting both from the failure to discover mineral deposits and from finding mineral deposits which, though present, are insufficient in size
and  grade  at  the  then  prevailing  market  conditions  to  return  a  profit  from  production.  Substantial  expenditures  are  required  to  establish  proven  and  probable  mineral
reserves through drilling and analysis, to develop metallurgical processes to extract metal, and to develop the mining and processing facilities and infrastructure at any
site chosen for mining. Although substantial benefits may be derived from the discovery of a major mineralized deposit, no assurance can be given that minerals will be
discovered  in  sufficient  quantities  to  justify  commercial  operations  or  that  funds  required  for  development  can  be  obtained  on  a  timely  basis.  The  marketability  of
minerals  which  may  be  acquired  or  discovered  by  the  Company  will  be  affected  by  numerous  factors  beyond  the  control  of  the  Company  and  cannot  be  accurately
predicted.  These  factors  include  market  fluctuations,  the  proximity  and  capacity  of  milling  facilities,  mineral  markets  and  processing  equipment,  and  government
regulations, including regulations relating to prices, taxes, royalties, land use, importing and exporting of minerals and environmental protection. The exact effect of these
factors cannot be accurately predicted, but the combination of these factors may result in the Company not receiving an adequate return on invested capital.

Mineral resource estimates are based on interpretation and assumptions and could be inaccurate or yield less mineral production under actual conditions than is
currently estimated. Any material changes in these estimates will affect the economic viability of placing a property into production.

The mineral resource estimates included in our reports are estimates only and no assurance can be given that any particular level of recovery of minerals will in fact be
realized or that an identified reserve or resource will ever qualify as a commercially mineable (or viable) deposit which can be legally and economically exploited. The
estimating  of  mineral  resources  and  mineral  reserves  is  a  subjective  process  and  the  accuracy  of  mineral  resource  and  mineral  reserve  estimates  is  a  function  of  the
quantity and quality of available data, the accuracy of statistical computations, and the assumptions used and judgments made in interpreting available engineering and
geological  information.  There  is  significant  uncertainty  in  any  mineral  resource  or  mineral  reserve  estimate  and  the  actual  deposits  encountered  and  the  economic
viability of a deposit may differ materially from the Company’s estimates. In addition, the grade of mineralization ultimately mined may differ from that indicated by
drilling  results  and  such  differences  could  be  material.  Because  we  have  not  commenced  actual  production,  mineralization  estimates,  including  mineral  resource
estimates, for the Livengood Gold Project may require adjustments or downward revisions, and such adjustments or revisions may be material.

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Until  ore  is  actually  mined  and  processed,  mineral  resources,  mineral  reserves  and  grades  of  mineralization  must  be  considered  as  estimates  only.  The  grade  of  ore
ultimately mined, if any, may differ from that indicated by any pre-feasibility or definitive feasibility studies and drill results. There can be no assurance that minerals
recovered in small scale laboratory tests will be duplicated in large scale tests under on-site conditions or in production scale operations. Extended declines in market
prices for gold may render portions or all of our mineral resources uneconomic and result in reduced reported mineralization or adversely affect the commercial viability
determinations reached by us. Material changes in estimates of mineralization, grades, stripping ratios, recovery rates or of our ability to extract such mineralization may
affect  the  economic  viability  of  projects  and  the  value  of  our  Livengood  Gold  Project.  The  estimated  resources  described  in  our  reports  should  not  be  interpreted  as
assurances of mine life or of the profitability of future operations. Estimated mineral resources and mineral reserves may have to be re-estimated based on changes in
applicable commodity prices, further exploration or development activity or actual production experience. This could materially and adversely affect estimates of the
volume  or  grade  of  mineralization,  estimated  recovery  rates  or  other  important  factors  that  influence  mineral  resource  or  mineral  reserve  estimates.  Market  price
fluctuations  for  gold,  silver  or  base  metals,  increased  production  costs  or  reduced  recovery  rates  or  other  factors  may  render  any  particular  reserves  uneconomical  or
unprofitable to develop at a particular site or sites. A reduction in estimated reserves could require material write downs in investment in the affected mining property and
increased amortization, reclamation and closure charges. Mineral resources are not mineral reserves and there is no assurance that any mineral resources will ultimately
be reclassified as proven or probable reserves. Mineral resources which are not mineral reserves do not have demonstrated economic viability.

There may be differences in U.S. and Canadian practices for reporting reserves and resources.

We currently file resource and reserve estimates with Canadian securities regulators in accordance with NI 43-101 and with the SEC in accordance with subpart 1300 of
Regulation  S-K.  Both  sets  of  reporting  standards  have  similar  goals  in  terms  of  conveying  an  appropriate  level  of  confidence  in  the  disclosures  being  reported  but
embody  different  approaches  and  definitions.  While  the  requirements  for  reporting  mineral  resources,  including  subcategories  of  measured,  indicated  and  inferred
resources, and mineral reserves are largely similar for NI 43-101 and S-K 1300 standards, disclosures of resources and reserves in Canada and the United States could
vary as a result of applying the applicable requirements of each jurisdiction. Our reserve and resource estimates are currently identical in our Canadian and U.S. filings,
but future disclosures of resources and reserves may not be the same across both jurisdictions, and changes in disclosure requirements in Canada or in the U.S. may cause
us to report different resources and reserves in each jurisdiction.

Increased costs could affect our ability to bring our projects into production and, once in production, our financial condition and ability to be profitable.

Management anticipates that costs at the Livengood Gold Project will frequently be subject to variation from one year to the next due to a number of factors, such as
changing ore grade, metallurgy and revisions to mine plans, if any, 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,  rubber  and  electricity.  Such  commodities  are  at  times  subject  to  volatile  price  movements,  including  increases  that  could  make
production less profitable or not profitable at all. A material increase in costs could also impact our ability to maintain operations and have a significant effect on the
Company’s profitability in the event that a production decision is made.

The volatility of the price of gold could adversely affect any future operations and, if warranted, our ability to develop our properties.

Even  if  commercial  quantities  of  mineral  deposits  are  discovered  by  the  Company,  there  is  no  guarantee  that  a  profitable  market  will  exist  for  the  sale  of  the  metals
produced, if any. The Company’s long-term viability and profitability, the value of the Company’s properties, the market price of its common shares and the Company’s
ability to raise funding to conduct continued exploration and development, if warranted, depend, in large part, upon the market price of gold. The decision to put a mine
into production and to commit the funds necessary for that purpose must be made long before the first revenue from production would be received. A decrease in the
price of gold may prevent the Company’s property from being economically mined or result in the write-off of assets whose value is impaired as a result of lower gold
prices.

The price of gold has experienced significant movement over short periods of time, and is affected by numerous factors beyond the control of the Company, including
economic and political conditions, expectations of inflation, currency exchange fluctuations, interest rates, global or regional demand, sale or purchase of gold by various
central banks and financial institutions, speculative activities and increased production due to improved mining and production methods. The volatility of mineral prices
represents a substantial risk which no amount of planning or technical expertise can fully eliminate. There can be no assurance that the price of gold will be such that any
such deposits can be mined at a profit. The volatility in gold prices is illustrated by the following table, which presents the high,

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low and average fixed price in U.S. dollars for an ounce of gold, based on the London Bullion Market Association P.M. fix, over the past five years:

2017
2018
2019
2020
2021
January 1, 2022 to March 1, 2022

High

Low

Average

$
$
$
$
$
$

 1,346
 1,355
 1,546
 2,067
 1,943
 1,936

$
$
$
$
$
$

 1,151
 1,178
 1,270
 1,474
 1,684
 1,788

$
$
$
$
$
$

 1,257
 1,269
 1,393
 1,771
 1,799
 1,839

Our results of operations could be affected by currency fluctuations.

The Livengood Gold Project is located in the United States, with most costs associated with the Project paid in U.S. dollars, and the Company maintains its accounts in
Canadian and U.S. dollars, making it subject to foreign currency fluctuations. There can be significant swings in the exchange rate between the U.S. and Canadian dollar.
There are no plans at this time to hedge against any exchange rate fluctuations in currencies. Adverse foreign currency fluctuations may cause losses and materially affect
the Company’s financial position and results.

Resource  exploration,  development  and  production  involve  a  high  degree  of  risk  and  we  do  not  maintain  insurance  with  respect  to  certain  of  these  risks,  which
exposes us to significant risk of loss.

Resource exploration, development and production involve a high degree of risk. Our operations are, and any future development or mining operations we may conduct
will be, subject to all of the operating hazards and risks normally incident to exploring for and developing mineral properties, such as, but not limited to:

● economically insufficient mineralized material;

● fluctuation in exploration, development and production costs;

● labor disputes;

● unanticipated variations in grade and other geologic problems;

● water conditions;

● difficult surface or underground conditions;

● mechanical and equipment failure;

● failure of pit walls or dams;

● environmental hazards;

● industrial accidents;

● metallurgical and other processing problems;

● unusual or unexpected rock formations;

● personal injury, cave-ins, landslides, flooding, fire, explosions, and rock-bursts;

● metal losses;

● power outages;

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● periodic interruptions due to inclement or hazardous weather conditions; and

● decrease in the value of mineralized material due to lower gold prices.

These  risks  could  result  in  damage  to,  or  destruction  of,  mineral  properties,  facilities  or  other  property,  personal  injury,  environmental  damage,  delays  in  operations,
increased cost of operations, monetary losses and possible legal liability. Although the Company maintains or can be expected to maintain insurance within ranges of
coverage  consistent  with  industry  practice,  no  assurance  can  be  given  that  the  Company  will  be  able  to  obtain  insurance  to  cover  all  of  these  risks  at  economically
feasible  premiums  or  at  all.  The  Company  may  elect  not  to  insure  where  premium  costs  are  disproportionate  to  the  Company’s  perception  of  the  relevant  risks.  The
payment of such insurance premiums and of such liabilities would reduce the funds available for exploration and production activities, if warranted. Should events such
as these that are not covered by insurance arise, they could reduce or eliminate our assets and shareholder equity as well as result in increased costs and a decline in the
value of our assets or common shares.

We may not be able to obtain all required permits and licenses to place any of our properties into production.

The current and future operations of the Company require licenses and permits from various governmental authorities. There can be no assurance that the Company will
be able to obtain all necessary licenses and permits that may be required to carry out exploration, development and mining operations at its projects, on reasonable terms
or at all. Costs related to applying for and obtaining permits and licenses may be prohibitive and could delay our planned exploration and development activities. Failure
to comply with permitting requirements may result in enforcement actions, including orders issued by regulatory or judicial authorities causing operations to cease or be
curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. Delays in obtaining, or a failure
to obtain, any such licenses and permits, or a failure to comply with the terms of any such licenses and permits that the Company does obtain, could delay or prevent
production of the Livengood Gold Project and have a material adverse effect on the Company.

Title to the Livengood Gold Project may be subject to defects in title or other claims, which could affect our property rights and claims.

There are risks that title to the Livengood Gold Project may be challenged or impugned. The Livengood Gold Project is located in the State of Alaska and may be subject
to  prior  unrecorded  agreements  or  transfers  or  native  land  claims,  and  title  may  be  affected  by  undetected  defects.  There  may  be  valid  challenges  to  the  title  of  the
Livengood Gold Project which, if successful, could impair development or operations. This is particularly the case in respect of those portions of our properties in which
we hold our interest solely through a lease with the claim holders, as such interest is substantially based on contract and has been subject to a number of assignments (as
opposed to a direct interest in the property).

Some of the mining claims at the Livengood Gold Project are U.S. federal or Alaska state “unpatented” mining claims. There is a risk that a portion of such unpatented
mining claims could be determined to be invalid, in which case the Company could lose the right to mine any minerals contained within those mining claims. Unpatented
mining claims are created and maintained in accordance with the applicable U.S. federal and Alaska state mining laws. Unpatented mining claims are unique property
interests  and  are  generally  considered  to  be  subject  to  greater  title  risk  than  other  real  property  interests  due  to  the  validity  of  unpatented  mining  claims  often  being
uncertain. This uncertainty arises, in part, out of the complex federal and state laws and regulations under the provisions of the U.S. General Mining Law of 1872 (the
“U.S.  General  Mining  Law”).  Unpatented  mining  claims  are  always  subject  to  possible  challenges  of  third  parties  or  validity  contests  by  the  United  States  federal
government or the Alaska state government, as applicable. The validity of an unpatented mining claim, in terms of both its location and its maintenance, is dependent on
strict compliance with a complex body of federal and state statutory and decisional law. Title to the unpatented mining claims may also be affected by undetected defects
such  as  unregistered  agreements  or  transfers  and  there  are  few  public  records  that  definitively  determine  the  issues  of  validity  and  ownership  of  unpatented  mining
claims. The Company has not obtained full title opinions for the majority of its mineral properties. Not all the mineral properties in which the Company has an interest
have been surveyed, and their actual extent and location may be in doubt. Should the federal government impose a royalty or additional tax burdens on the properties that
lie within public lands, the resulting mining operations could be seriously impacted, depending upon the type and amount of the burden.

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The leases and agreements pursuant to which the Company has interests, or the right to acquire interests, in a significant portion of the Livengood Gold Project provide
that the Company must make a series of cash payments over certain time periods or expend certain minimum amounts on the exploration of the properties. Failure by the
Company  to  make  such  payments  or  make  such  expenditures  in  a  timely  fashion  may  result  in  the  Company  losing  its  interest  in  such  properties.  There  can  be  no
assurance that the Company will have, or be able to obtain, the necessary financial resources to be able to maintain all of its property agreements in good standing, or to
be able to comply with all of its obligations thereunder, which could result in the Company forfeiting its interest in one or more of its mineral properties.

The Company may not have and may not be able to obtain surface or access rights to all or a portion of the Livengood Gold Project.

Although the Company acquires the rights to some or all of the minerals in the ground subject to the mineral tenures that it acquires, or has a right to acquire, in most
cases it does not thereby acquire any rights to, or ownership of, the surface to the areas covered by its mineral tenures. In such cases, applicable mining laws usually
provide for rights of access to the surface for the purpose of carrying on mining activities, however, the enforcement of such rights through the courts can be costly and
time-consuming. It is necessary to negotiate surface access or to purchase the surface rights if long-term access is required. There can be no guarantee that, despite having
the  right  at  law  to  access  the  surface  and  carry-on  mining  activities,  the  Company  will  be  able  to  negotiate  satisfactory  agreements  with  any  such  existing
landowners/occupiers for such access or purchase such surface rights, and therefore it may be unable to carry out planned exploration or mining activities. In addition, in
circumstances  where  such  access  is  denied,  or  no  agreement  can  be  reached,  the  Company  may  need  to  rely  on  the  assistance  of  local  officials  or  the  courts  in  such
jurisdiction, the outcomes of which cannot be predicted with any certainty. The inability of the Company to secure surface access or purchase required surface rights
could materially and adversely affect the timing, cost or overall ability of the Company to develop any mineral deposits it may locate.

We are subject to significant governmental regulations which affect our operations and costs of conducting our business.

Any  exploration  activities  carried  on  by  the  Company  are,  and  any  future  development  or  mining  operations  we  may  conduct  will  be,  subject  to  extensive  laws  and
regulations governing various matters, including:

● mineral concession acquisition, exploration, development, mining and production;

● management of natural resources;

● exports, price controls, taxes and fees;

● labor standards on occupational health and safety, including mine safety;

● post-closure reclamation;

● environmental standards, waste disposal, toxic substances, explosives, land use and environmental protection; and

● dealings with indigenous peoples and historic and cultural preservation.

Companies  engaged  in  exploration  activities  often  experience  increased  costs  and  delays  in  production  and  other  schedules  as  a  result  of  the  need  to  comply  with
applicable laws, regulations and permits. Failure to comply with applicable laws, regulations and permits may result in civil or criminal fines or penalties, enforcement
actions thereunder, including the forfeiture of claims, orders issued by regulatory or judicial authorities requiring operations to cease or be curtailed, and may include
corrective measures requiring capital expenditures, installation of additional equipment or costly remedial actions, any of which could result in the Company incurring
significant expenditures. The Company may also be required to compensate third parties suffering loss or damage as a result of our mineral exploration activities and
may have civil or criminal fines or penalties imposed for violations of such laws, regulations and permits.

It is also possible that future laws and regulations could cause additional expense, capital expenditures, restrictions on or suspension of the Company’s operations and
delays in the exploration and development of the Company’s properties.

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Legislation has been proposed that would significantly affect the mining industry and our business.

In recent years, members of the United States Congress have repeatedly introduced bills which would supplant or alter the provisions of the U.S. General Mining Law. If
adopted,  such  legislation,  among  other  things,  could  eliminate  or  greatly  limit  the  right  to  a  mineral  patent,  impose  federal  royalties  on  mineral  production  from
unpatented mining claims located on U.S. federal lands (which includes certain of the mining claims at the Livengood Gold Project), result in the denial of permits to
mine after the expenditure of significant funds for exploration and development, reduce estimates of mineral reserves and reduce the amount of future exploration and
development  activity  on  U.S.  federal  lands,  all  of  which  could  have  a  material  and  adverse  effect  on  the  Company’s  ability  to  operate  and  its  cash  flow,  results  of
operations and financial condition.

Our activities are subject to environmental laws and regulations that may increase our costs of doing business and restrict our operations.

The  activities  of  the  Company  are  subject  to  environmental  regulations  in  the  jurisdictions  in  which  we  operate.  Environmental  legislation  generally  provides  for
restrictions and prohibitions on spills, releases or emissions into the air, discharges into water, management of waste, management of hazardous substances, protection of
natural resources, antiquities and endangered species and reclamation of lands disturbed by mining operations. Certain types of operations require the submission and
approval  of  environmental  impact  assessments.  Environmental  legislation  is  evolving  in  a  manner  involving  stricter  standards  and  enforcement,  increased  fines  and
penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers,
directors and employees. Compliance with environmental laws and regulations and future changes in these laws and regulations may require significant capital outlays,
cause material changes or delays in our current and planned operations and future activities and reduce the profitability of operations. It is possible that future changes in
these  laws  or  regulations  could  have  a  significant  adverse  impact  on  the  Livengood  Gold  Project  or  some  portion  of  our  business,  causing  us  to  re-evaluate  those
activities at that time.

Examples  of  current  U.S.  federal  laws  which  may  affect  our  current  operations  and  may  impact  future  business  and  operations  include,  but  are  not  limited  to,  the
following:

The Comprehensive Environmental, Response, Compensation, and Liability Act (“CERCLA”), and comparable state statutes, impose strict, joint and several liability on
current  and  former  owners  and  operators  of  sites  and  on  persons  who  disposed  of  or  arranged  for  the  disposal  of  hazardous  substances  found  at  such  sites.  It  is  not
uncommon for the government to file claims requiring cleanup actions, demands for reimbursement for government-incurred cleanup costs, or natural resource damages,
or for neighboring landowners and other third parties to file claims for personal injury and property damage allegedly caused by hazardous substances released into the
environment. The Federal Resource Conservation and Recovery Act (“RCRA”), and comparable state statutes, govern the disposal of solid waste and hazardous waste
and authorize the imposition of substantial fines and penalties for noncompliance, as well as requirements for corrective actions. CERCLA, RCRA and comparable state
statutes can impose liability for clean-up of sites and disposal of substances found on exploration, mining and processing sites long after activities on such sites have been
completed.

The Clean Air Act (“CAA”) restricts the emission of air pollutants from many sources, including mining and processing activities. Our mining operations may produce
air  emissions,  including  fugitive  dust  and  other  air  pollutants  from  stationary  equipment,  storage  facilities  and  the  use  of  mobile  sources  such  as  trucks  and  heavy
construction equipment, which are subject to review, monitoring or control requirements under the CAA and state air quality laws. New facilities may be required to
obtain permits before work can begin, and existing facilities may be required to incur capital costs in order to remain in compliance. In addition, permitting rules may
impose limitations on our production levels or result in additional capital expenditures in order to comply with the regulations.

The National Environmental Policy Act (“NEPA”) requires federal agencies to integrate environmental considerations into their decision-making processes by evaluating
the environmental impacts of their proposed actions, including issuance of permits to mining facilities, and assessing alternatives to those actions. If a proposed action
could significantly affect the environment, the agency must prepare a detailed statement known as an Environmental Impact Statement (“EIS”). The U.S. Environmental
Protection Agency (“EPA”), other federal agencies, and any interested third parties will review and comment on the scoping of the EIS and the adequacy of and findings
set forth in the draft and final EIS. We are required to undertake the NEPA process for the Livengood Gold Project permitting. The NEPA process can cause delays in
issuance  of  required  permits  or  result  in  changes  to  a  project  to  mitigate  its  potential  environmental  impacts,  which  can  in  turn  impact  the  economic  feasibility  of  a
proposed project or the ability to construct or operate the Livengood Gold Project or other properties and may make them entirely uneconomic.

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The  Clean  Water  Act  (“CWA”),  and  comparable  state  statutes,  impose  restrictions  and  controls  on  the  discharge  of  pollutants  into  waters  of  the  United  States.  The
discharge of pollutants into regulated waters is prohibited, except in accordance with the terms of a permit issued by the EPA or an analogous state agency. The CWA
regulates storm water mining facilities and requires a storm water discharge permit for certain activities. Such a permit requires the regulated facility to monitor and
sample storm water run-off from its operations. The CWA and regulations implemented thereunder also prohibit discharges of dredged and fill material in wetlands and
other  waters  of  the  United  States  unless  authorized  by  an  appropriately  issued  permit.  The  CWA  and  comparable  state  statutes  provide  for  civil,  criminal  and
administrative  penalties  for  unauthorized  discharges  of  pollutants  and  impose  liability  on  parties  responsible  for  those  discharges  for  the  costs  of  cleaning  up  any
environmental damage caused by the release and for natural resource damages resulting from the release.

The  Safe  Drinking  Water  Act  (“SDWA”)  and  the  Underground  Injection  Control  (“UIC”)  program  promulgated  thereunder,  regulate  the  drilling  and  operation  of
subsurface injection wells. The EPA directly administers the UIC program in some states and in others the responsibility for the program has been delegated to the state.
The program requires that a permit be obtained before drilling a disposal or injection well. Violation of these regulations or contamination of groundwater by mining
related activities may result in fines, penalties, and remediation costs, among other sanctions and liabilities under the SDWA and state laws. In addition, third party claims
may be filed by landowners and other parties claiming damages for alternative water supplies, property damages, and bodily injury.

Regulations and pending legislation governing issues involving climate change could result in increased operating costs, which could have a material adverse effect
on our business.

A number of governments or governmental bodies have introduced or are contemplating regulatory changes in response to various climate change interest groups and the
potential  impact  of  climate  change.  Legislation  and  increased  regulation  regarding  climate  change  could  impose  significant  costs  on  us,  our  future  partners  and  our
suppliers,  including  costs  related  to  increased  energy  requirements,  capital  equipment,  environmental  monitoring  and  reporting  and  other  costs  to  comply  with  such
regulations.  Any  adopted  future  climate  change  regulations  could  also  negatively  impact  our  ability  to  compete  with  companies  situated  in  areas  not  subject  to  such
limitations.  Given  the  emotion,  political  significance  and  uncertainty  around  the  impact  of  climate  change  and  how  it  should  be  dealt  with,  we  cannot  predict  how
legislation  and  regulation  will  affect  our  financial  condition,  operating  performance  and  ability  to  compete.  Furthermore,  even  without  such  regulation,  increased
awareness  and  any  adverse  publicity  in  the  global  marketplace  about  potential  impacts  on  climate  change  by  us  or  other  companies  in  our  industry  could  harm  our
reputation. The potential physical impacts of climate change on our operations are highly uncertain and would be particular to the geographic circumstances in areas in
which  we  operate.  These  may  include  changes  in  rainfall  and  storm  patterns  and  intensities,  water  shortages,  changing  sea  levels  and  changing  temperatures.  These
impacts may adversely impact the cost, production and financial performance of our operations.

Land reclamation requirements for our properties may be burdensome and expensive in the future.

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;

● treat ground and surface water to drinking water standards; and

● reasonably re-establish pre-disturbance land forms and vegetation.

In  order  to  carry  out  reclamation  obligations  imposed  on  us  in  connection  with  the  potential  development  activities  at  the  Livengood  Gold  Project,  we  must  allocate
financial resources that might otherwise be spent on further exploration and development programs. We plan to set up a provision for reclamation obligations on the
Livengood Gold Project, as appropriate, but this provision may not be adequate. If we are required to carry out unanticipated reclamation work, our financial position
could be adversely affected.

The mining industry is intensely competitive, and we have limited financial and personnel resources with which to compete.

The Company’s business of the acquisition, exploration and, if warranted, development and mining of mineral properties is intensely competitive. The Company may be
at a competitive disadvantage in acquiring additional mining properties because it must compete with other individuals and companies, many of which may have greater
financial resources, operational experience and technical capabilities than the Company. The Company may also encounter increasing competition from other mining
companies in efforts to hire experienced mining professionals. Increased competition could adversely affect the Company’s ability to attract necessary capital

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funding, acquire suitable producing properties or prospects for mineral exploration in the future, or attract or retain key personnel or outside technical resources.

A shortage of equipment and supplies could adversely affect our ability to operate our business.

We are dependent on various supplies and equipment to carry out our exploration and, if warranted, development and mining operations. The shortage of such supplies,
equipment and parts could have a material adverse effect on our ability to carry out our operations and therefore limit or increase the cost of production.

We  are  dependent  on  key  personnel  and  the  absence  of  any  of  these  individuals  could  adversely  affect  our  business.  We  may  experience  difficulty  attracting  and
retaining qualified personnel.

Our future success is largely dependent on the performance and abilities of our directors, officers, employees and management and on our ability to attract and retain
additional key personnel in exploration, mine development, sales, marketing, technical support and finance. In addition, the Company has relied and may continue to rely
upon consultants and others for operating expertise. There is no assurance that we will be able to maintain the services of our directors, officers, employees or other
qualified  personnel  required  to  operate  our  business.  The  loss  of  the  services  of  these  persons  could  have  a  material  adverse  effect  on  our  business  and  prospects.
Recruiting and retaining qualified personnel is critical to our success and there can be no assurance we will be able to recruit and retain such personnel. The number of
persons skilled in the acquisition, exploration and development of mineral properties is limited and competition for such persons is intense. If we are not successful in
attracting and retaining qualified personnel, our ability to develop our properties could be affected, which could have a material adverse effect on our business, results of
operations, cash flows and financial condition. We do not maintain “key man” life insurance policies on any of our officers or employees.

Our ability to use our net operating loss carryforwards to offset future taxable income may be subject to certain limitations.

In general, under Section 382 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), a corporation that undergoes an “ownership change” is subject to
limitations on its ability to utilize its pre-change net operating loss carryforwards (“NOLs”) to offset future taxable income. Similarly, where control of a corporation has
been  acquired  by  a  person  or  group  of  persons,  subsection  111(5)  of  the  Income  Tax  Act  (Canada)  (the  “Canadian  Tax  Act”),  and  equivalent  provincial  income  tax
legislation restrict the corporation’s ability to carry forward non-capital losses from preceding taxation years. Our existing NOLs may be subject to limitations arising
from  previous  ownership  changes.  Future  changes  in  our  stock  ownership,  some  of  which  are  outside  of  our  control,  could  result  in  an  ownership  change  under
Section 382 of the Code or an acquisition of control for the purposes of subsection 111(5) of the Canadian Tax Act, and adversely affect our ability to utilize our NOLs in
the future. There is also a risk that due to regulatory changes, such as suspensions on the use of NOLs, or other unforeseen reasons, our existing NOLs could expire or
otherwise be unavailable to offset future income tax liabilities. For these reasons, we may not be able to utilize a material portion of the NOLs reflected on our balance
sheet, even if we attain profitability.

Risks Related to Our Common Shares

Our share price may be volatile and as a result you could lose all or part of your investment.

In recent years, the securities markets in the United States and Canada have experienced a high level of price and volume volatility, and the market price of securities of
many companies, particularly those considered exploration or development stage companies, have experienced wide fluctuations in price which have not necessarily been
related to the operating performance, underlying asset values or prospects of such companies. Any quoted market for our common shares may be subject to market trends
and conditions generally, notwithstanding any potential success we have in creating revenues, cash flows or earnings. The price of our common shares has been subject to
price  and  volume  volatility  in  the  past.  In  2021,  the  price  of  our  common  shares  on  the  TSX  ranged  from  a  low  of  C$0.79  to  a  high  of  C$1.92,  and  on  the  NYSE
American ranged from a low of $0.65 to a high of $1.52. From January 1, 2022 to March 1, 2022, the price of our common shares on the TSX ranged from a low of
C$0.87 to a high of C$1.44, and on the NYSE American ranged from a low of $0.69 to a high of $1.13. There can be no assurance that significant fluctuations in the
trading price of the Company’s common shares will not continue to occur, or that such fluctuations will not materially adversely impact the Company’s ability to raise
equity funding without significant dilution to its existing shareholders, or at all. As a result, our shareholders may be unable to resell their shares at a desired price.

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Future sales of our securities in the public or private markets will dilute our current shareholders and could adversely affect the trading price of our common shares
and our ability to continue to raise funds in new stock offerings.

It is likely that the Company will issue common shares or securities exercisable or convertible into common shares in the future. The Company may issue securities on
less  than  favorable  terms  to  raise  sufficient  capital  to  fund  its  business  plan.  Any  transaction  involving  the  issuance  of  equity  securities  or  securities  convertible  into
common  shares  would  result  in  dilution,  possibly  substantial,  to  present  and  prospective  holders  of  common  shares,  could  adversely  affect  the  trading  prices  of  our
common shares and could impair our ability to raise capital through future offerings of securities.

We have never paid dividends on our common shares.

We have not paid dividends on our common shares to date, and we may not be in a position to pay dividends for the foreseeable future. Our ability to pay dividends will
depend  on  our  ability  to  successfully  develop  the  Livengood  Gold  Project  and  generate  earnings  from  operations.  Further,  our  initial  earnings,  if  any,  will  likely  be
retained to finance our operations. Any future dividends will depend upon our earnings, our then-existing financial requirements and other factors, and will be at the
discretion of the Board.

We believe that we likely were a passive foreign investment company (“PFIC”) during the fiscal year ended December 31, 2021, which may result in adverse U.S.
federal income tax consequences to U.S. holders.

We believe that we likely were a PFIC for U.S. federal income tax purposes during the fiscal year ended December 31, 2021, and we expect that we will be a PFIC in the
current year and that we may continue to be classified as a PFIC in future years. The determination of whether or not the Company is a PFIC is a factual determination
dependent on a number of factors and cannot be made until the close of the applicable tax year. Accordingly, no assurances can be given regarding the Company’s PFIC
status  for  the  current  year  or  any  future  year.  If  the  Company  is  a  PFIC  at  any  time  during  a  U.S.  holder’s  holding  period,  then  certain  potentially  adverse  tax
consequences could apply to such U.S. holder’s acquisition, ownership, and disposition of common shares. For more information, please see the discussion in “Certain
U.S. Federal Income Tax Considerations for U.S. Holders” below.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2.    PROPERTIES

The Company is engaged in the acquisition and development of mineral properties. The Company currently holds or has the right to acquire interests in one property – a
development stage property in Alaska referred to as the Livengood Gold Project (the “Livengood Gold Project” or the “Project”).

Information concerning our mining properties in this Annual Report on Form 10-K has been prepared in accordance with the requirements of subpart 1300 of Regulation
S-K, which first became applicable to us for the fiscal year ended December 31, 2021. These requirements differ significantly from the previously applicable disclosure
requirements of SEC Industry Guide 7. Among other differences, subpart 1300 of Regulation S-K requires us to disclose our mineral resources, in addition to our mineral
reserves, as of the end of our most recently completed fiscal year both in the aggregate and for each of our individually material mining properties.

As used in this Annual Report on Form 10-K, the terms “mineral resource,” “measured mineral resource,” “indicated mineral resource,” “inferred mineral resource,”
“mineral reserve,” “proven mineral reserve” and “probable mineral reserve” are defined and used in accordance with subpart 1300 of Regulation S-K. Under subpart
1300 of Regulation S-K, mineral resources may not be classified as “mineral reserves” unless the determination has been made by a qualified person that the mineral
resources can be the basis of an economically viable project. You are specifically cautioned not to assume that any part or all of the mineral deposits (including any
mineral resources) in these categories will ever be converted into mineral reserves, as defined by the SEC.

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You are cautioned that, except for that portion of mineral resources classified as mineral reserves, mineral resources do not have demonstrated economic value. Inferred
mineral  resources  are  estimates  based  on  limited  geological  evidence  and  sampling  and  have  a  too  high  degree  of  uncertainty  as  to  their  existence  to  apply  relevant
technical and economic factors likely to influence the prospects of economic extraction in a manner useful for evaluation of economic viability. Estimates of inferred
mineral resources may not be converted to a mineral reserve. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher
category.  A  significant  amount  of  exploration  must  be  completed  in  order  to  determine  whether  an  inferred  mineral  resource  may  be  upgraded  to  a  higher  category.
Therefore, you are cautioned not to assume that all or any part of an inferred mineral resource exists, that it can be the basis of an economically viable project, or that it
will  ever  be  upgraded  to  a  higher  category.  Likewise,  you  are  cautioned  not  to  assume  that  all  or  any  part  of  measured  or  indicated  mineral  resources  will  ever  be
converted to mineral reserves.

Additionally, we are subject to the reporting requirements of the applicable U.S. and Canadian securities laws, and as a result we publicly report our mineral reserves and
mineral resources according to two different standards. U.S. reporting requirements are governed by subpart 1300 of Regulation S-K.  Canadian reporting requirements
for disclosure of mineral properties are governed by the NI 43-101. Both sets of reporting standards have similar goals in terms of conveying an appropriate level of
confidence  in  the  disclosures  being  reported  but  embody  different  approaches  and  definitions.  While  the  requirements  for  reporting  mineral  resources,  including
subcategories of measured, indicated and inferred resources, and mineral reserves are largely similar for NI 43-101 and S-K 1300 standards, disclosures of resources and
reserves in Canada and the United States could vary as a result of applying the applicable requirements of each jurisdiction.

The information that follows relating to the Livengood Gold Project is derived, for the most part, from, and in some instances is an extract from, the TRS relating to the
property attached hereto as Exhibit 96.1 and prepared in compliance with Item 601(b)(96) and subpart 1300 of Regulation S-K.  Portions of the following information are
based on assumptions, qualifications and procedures that are not fully described herein.  Reference should be made to the full text of the TRS, incorporated herein by
reference and made a part of this Annual Report on Form 10-K.

LIVENGOOD GOLD PROJECT, ALASKA

The Company currently holds, or has rights to acquire, ownership or leasehold interests in a group of adjacent mineral properties in Alaska which are collectively referred
to as the “Livengood Gold Project.” The Livengood Gold Project is located approximately 113 km (70 miles) by road northwest of Fairbanks, Alaska and approximately
65 km (40 miles) north of the boundary of the Fairbanks North Star Borough as shown in Figure 1 below. The Project lies within the Tolovana Mining District in the
northern part of the Tintina Gold Belt. The Company owns a 100% interest in the Livengood Gold Project and the Company’s primary focus is to develop the Project
with the objective of achieving commercial production. The Company’s book value of its investment in the Livengood Gold Project is $55,375,124 as of December 31,
2021.

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Property Description and Location

Accessibility, Climate, Local Resources, Infrastructure and Physiography

Figure 1: Location of the Livengood Gold Project

The Livengood Gold Project is located approximately 113 km (70 miles) by road northwest of Fairbanks, Alaska in the Tolovana Mining District within the Tintina Gold
Belt. The Project area is centered on Money Knob, a local topographic high point located at 65 ̊30’16’’N, 148 ̊31’33’’W. This feature and the adjoining ridgelines are the
probable lode gold source for the Livengood placer deposits which lie in the adjacent valley and which have been actively mined since 1914 and have produced more
than 500,000 ounces of gold.

The Livengood Gold Project straddles and is accessed via the Elliot Highway, a paved, all-weather road linking the north slope oil fields at Prudhoe Bay to central and
southern Alaska through Fairbanks. At present there are no full-time residents in the former mining town of Livengood. A number of unpaved roads have been developed
in the area providing excellent access. A 427 m (1400-foot) runway is located 6 km (3.7 miles) to the southwest near the former Alyeska Pipeline Company Livengood
Camp and is suitable for light aircraft. The Livengood Gold Project is also adjacent to the Alyeska Pipeline corridor, which transports crude oil from Prudhoe Bay south.
This corridor contains a fiber optic communications cable utilized at the Livengood Gold Project.

Topography at the site is eroded hills and valleys with a general elevation difference of 200 m (656 feet). The valleys generally contain active streams draining into the
Tolovana River system to the west.

The site is approximately 65 km (40 miles) south of the Arctic Circle, and has a subarctic climate with long, cold winters and short, warm summers. Annual precipitation
is approximately 40 cm (16 inches). Average low temperatures in winter are -21° to -28° Celsius (-6° to -18° Fahrenheit), with records reaching as low as -55° Celsius
(-67° Fahrenheit). Exploration work on the Livengood Gold Project can be limited due to excessive snow cover and cold temperatures. In general, surface sampling work
is limited to May through September and surface drilling from March through November. Road-accessible wetland areas may only be explored while frozen in the winter.
Work  to  date  on  the  site  has  been  limited  to  exploration  and  geotechnical  drilling  and  environmental  baseline  activities.  The  Company  does  not  have  any  plant  or
equipment at the site, relying on contractors to perform the work.
The  nearest  community  to  Livengood  Gold  Project  is  the  village  of  Minto,  a  town  with  a  population  of  approximately  177  located  approximately  65  km  (40  miles)
southwest by road. The Fairbanks metropolitan area has a population of approximately 100,000 people, and comprises the regional center with hospitals, government
offices, businesses and the University of Alaska, Fairbanks. The city is

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linked to southern Alaska along a north-south transportation and utility corridor that includes two paved highways, a railroad to tide water, an interlinked electrical grid,
and communications infrastructure. Fairbanks has an international airport serviced daily by up to three major airlines.

In  preliminary,  non-binding  discussions,  the  local  utility  in  Fairbanks  (Golden  Valley  Electrical  Association)  has  indicated  that  80-100  Megawatts  of  power  could  be
available to the Livengood Gold Project. Livengood would be connected to the local grid by building an 82 km (50 miles) 230-kVA line along the pipeline corridor.
Environmental baseline studies required for the electrical line construction started in 2011.

The TRS describes the plans for the infrastructure required at the Livengood Gold Project. These include evaluating mine shops; process, water and tailing management
facilities; power; access roads; administration offices; and camp facilities.

Livengood Gold Project Lands

The Livengood Gold Project covers approximately 19,546 hectares (48,300 acres), all of which is controlled by the Company through its wholly-owned subsidiary, TH
Alaska. The Livengood Gold Project is comprised of multiple land parcels: 100% owned patented mining claims; 100% owned State of Alaska mining claims; 100%
owned  federal  unpatented  placer  claims;  land  leased  from  the  Alaska  Mental  Health  Trust  (“AMHT”);  land  leased  from  holders  of  state  and  federal  patented  and
unpatented mining and placer claims; and undivided interests in patented mining claims. The property and claims controlled through ownership, leases or agreements are
summarized below:

100% owned patented mining claims

● U.S. Mineral Survey 1960 and 2447, located on lower Livengood Creek, subject to an agreement to allow Larry Nelson, as agent for Nelson

Mining Company, to operate a placer mine on MS 1960 and 2447 through February 2, 2023.

● U.S. Mineral Survey 1956, located on lower Gertrude Creek, subject to a reserved royalty of 5% of gross value held by Key Trust Company on

behalf of the Luther Hess Trust.

● With respect to portions of U.S. Mineral Survey 1626, located on lower Amy Creek:

100% of No. 2 Above Discovery Any Creek,
100% of No. 3 Above Discovery Amy Creek, and
100% of Up Grade Association Bench

100% owned State of Alaska mining claims

● 169 state claims acquired by purchase

● 153 state claims acquired by location

100% owned federal unpatented placer claims

● 29 federal unpatented placer claims

100% owned Livengood Placers, Inc., a private Nevada corporation that is 100% owned by TH Alaska. Livengood Placers, Inc. is the record owner of the
following:

● 29 patented claims

● 108 federal unpatented placer claims

● 24 State of Alaska mining claims

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Leased property

● Alaska Mental Health Trust Lease. A lease of the AMHT mineral rights having a term commencing July l, 2004 and extending 19 years until June

30, 2023, subject to further extensions beyond June 30, 2023 by either commercial production or payment of an advance minimum royalty equal
to 125% of the amount paid in year 19 and diligent pursuit of development. The lease requires minimum work expenditures and advance minimum
royalties (all of which minimum royalties are recoverable from production royalties) which escalate annually with inflation. A net smelter return
(“NSR”) production royalty of between 2.5% and 5.0% (depending upon the price of gold) is payable to the lessor with respect to the lands subject
to this lease. In addition, an NSR production royalty of l% is payable to the lessor with respect to the unpatented federal mining claims subject to
the lease described in the Hudson/Geraghty Lease below and an NSR production royalty of between 0.5% and 1.0% (depending upon the price of
gold) is payable to the lessor with respect to the lands acquired by the Company as a result of the purchase of Livengood Placers, Inc. in December
2011. As of December 31, 2021, there were 9,970 acres included in the AMHT lease.

● Hudson/Geraghty Lease. A lease of 20 federal unpatented lode mining claims having an initial term of ten years commencing on April 21, 2003
and continuing for so long thereafter as advance minimum royalties are paid and mining related activities, including exploration, continue on the
property or on adjacent properties controlled by the Company. The lease requires an advance minimum royalty of $50,000 on or before each
anniversary date for the duration of the lease (all of which minimum royalties are recoverable from production royalties). An NSR production
royalty of between 2% and 3% (depending on the price of gold) is payable to the lessors. The Company may purchase 1% of the royalty for
$1,000,000.

● Griffin Lease. A lease of three patented lode claims having an initial term of ten years commencing January 18, 2007, and continuing for so long
thereafter as advance minimum royalties are paid. The lease requires an advance minimum royalty of $20,000 on or before each anniversary date
through January 18, 2017 and $25,000 on or before each subsequent anniversary (all of which minimum royalties are recoverable from production
royalties). An NSR production royalty of 3% is payable to the lessors. The Company may purchase all interests of the lessors in the leased
property (including the production royalty) for $1,000,000 (less all minimum and production royalties paid to the date of purchase), of which
$500,000 is payable in cash over four years following the closing of the purchase and the balance of $500,000 is payable by way of the 3% NSR
production royalty. The Company has acquired a 40% interest in the mining claims subject to the lease, providing the Company with a 40%
interest in the lease.

● Tucker Lease. A lease of two unpatented federal lode mining claims and four federal unpatented placer claims having an initial term of ten years
commencing on March 28, 2007, and continuing for so long thereafter as advance minimum royalties are paid and mining related activities,
including exploration, continue on the property or on adjacent properties controlled by the Company. The lease requires an advance minimum
royalty of $15,000 on or before each anniversary date for the duration of the lease (all of which minimum royalties are recoverable from
production royalties). The Company is required to pay the lessor the additional sum of $250,000 upon making a positive production decision, of
which $125,000 is payable within 120 days of the decision and $125,000 is payable within a year of the decision (all of which are recoverable
from production royalties). An NSR production royalty of 2% is payable to the lessor. The Company may purchase all of the interest of the lessor
in the leased property (including the production royalty) for $1,000,000.

Patented claims (undivided interests less than 100%)

● An undivided 203/240th interest in that certain patented placer mining claim known as the “Kinney Bench” claim, included within U.S. Mineral

Survey No. 1626 on lower Amy Creek.

● An undivided 53/90th interest in that certain patented placer mining claim known as the “Union Bench Association” claim, included within U.S.

Mineral Survey No. 1626 on lower Amy Creek.

● An undivided 83/120th interest in that certain patented placer mining claim known as the “Bessie Bench” claim, included within U.S. Mineral

Survey No. 1626 on lower Amy Creek.

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● An undivided 23/60th interest in those certain patented placer mining claims known as the “War Association” claim; the “Mutual Association”

claim; and the “O.K. Fraction” claim, all included within U.S. Mineral Survey No. 2033 on lower Amy Creek.

● An undivided 2/5th interest in those certain patented lode mining claims included within U.S. Mineral Survey No. 1990.

On State of Alaska lands, the state holds both the surface and the subsurface rights. State of Alaska 40-acre mining claims require an annual rental payment by November
30th of each year of $40 per claim to be paid to the state for the first five years, $85 per year for the second five years, and $205 per year thereafter. The annual rental
rates for each 160-acre claim are $165 for the first five years, $330 for the second five years, and $825 per year thereafter. As a consequence of the annual rentals due, all
Alaska State Mining Claims have an expiry date of November 30th each year. In addition, there is a minimum annual work expenditure requirement of $100 per 40-acre
claim (due on or before noon on September 1 in each year) or cash-in-lieu thereof, and an affidavit evidencing that such work has been performed is required to be filed
on or before November 30th in each year. Excess work can be carried forward for up to four years. If the rental is paid and the work requirements are met, the claims can
be held indefinitely. The work completed by the Company during the 2021 field season was filed as assessment work, and the value of that work is sufficient to meet the
assessment work requirements through September 1, 2025 on all State of Alaska mining claims.

Holders of State of Alaska mining claims are also required to pay a production royalty on all revenue received from minerals produced on state land during each calendar
year. The production royalty rate is 3% of net income.

Holders of federal unpatented mining claims are required to pay an annual rental of $165 per 20 acres.

All of the foregoing agreements are in good standing and are transferable. The Company has taken reasonable steps to verify title to mineral properties in which it has an
interest. Except for the patented claims, none of the properties have been surveyed.

Holders of Federal and Alaska State unpatented mining claims have the right to use the land or water included within mining claims only when necessary for mineral
prospecting, development, extraction, or basic processing, or for storage of mining equipment. However, the exercise of such rights is subject to the appropriate permits
being obtained.

Geology and Mineralization

The  rocks  at  the  Livengood  Gold  Project  are  part  of  the  Livengood  Terrane,  an  east–west  belt,  approximately  240  km  (149  miles)  long,  consisting  of  tectonically
interleaved  assemblages  of  various  ages.  These  assemblages  include  the  Amy  Creek  Assemblage,  a  sequence  of  latest  Proterozoic  and/or  early  Paleozoic  basalt,
mudstone, chert, dolomite, and limestone. An early Cambrian ophiolite sequence of mafic and ultramafic sea floor rocks was thrust over the Amy Creek Assemblage and
was, in turn, overthrust by a sequence of Devonian shale, siltstone, conglomerate, volcanic, and volcaniclastic rocks, which are the dominant host to the mineralization
currently under exploration at the Livengood Gold Project. The Devonian assemblage was overthrust by a second klippe of Cambrian ophiolite rocks. All of these rocks
are intruded by Cretaceous multiphase monzonitic and syenitic dikes and sills. Gold mineralization is spatially and temporally associated with these intrusive rocks.

Gold mineralization occurs in association with disseminated arsenopyrite and pyrite in volcanic, sedimentary, and intrusive rocks, and in quartz veins cutting the more
competent lithologies, primarily volcanic rocks, sandstones, and, to a lesser degree, ultramafic rocks. Three principal stages of alteration are currently recognized, an
early  biotite  stage,  followed  by  albite-quartz,  and  a  late  sericite-quartz  assemblage.  Carbonate  appears  to  have  been  introduced  with  and  subsequent  to  these  stages.
Arsenopyrite and pyrite were introduced primarily during the albite-quartz and sericite-quartz stages. Gold correlates strongly with arsenic and occurs primarily within
and on the margins of arsenopyrite and pyrite.

Mineralization  is  interpreted  as  intrusion-related,  consistent  with  other  gold  deposits  of  the  Tintina  Gold  Belt,  and  has  a  similar  As-Sb  geochemical  association.
Mineralization is controlled partly by lithologic units, but thrust-fold architecture was key to providing pathways for intrusive and associated hydrothermal fluids.

Local fault and contact limits to mineralization have been identified, but overall, the deposit has not been closed off in any direction. The current resource and area drilled
covers the most significant portion of the area with anomalous gold in surface soil samples, but still represents only about 25% of the total gold-anomalous area.

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Among deposits of the Tintina Gold Belt, mineralization at the Livengood Gold Project is most similar to the dike and sill-hosted mineralization at the Donlin Creek
deposit,  where  gold  occurs  in  narrow  quartz  veins  associated  with  dikes  and  sills  of  similar  composition.  The  age  of  the  intrusions  and  the  genetic  link  between  the
mineralization and intrusive rocks are typical of those of other nearby gold deposits of the Tintina Gold Belt, which have been characterized as intrusion-related gold
systems and for these reasons the Livengood Gold Project is best classified with them.

History and Exploration

Gold was first discovered in the gravels of Livengood Creek in 1914. Subsequently, over 500,000 ounces of placer gold were produced and the small town of Livengood
was established. From 1914 through the 1970’s, the primary focus of prospecting activity was placer deposits. Historically, prospectors considered Money Knob and the
associated ridgeline the source of the placer gold. Prospecting, in the form of dozer trenches, was carried out for lode type mineralization in the vicinity of Money Knob
primarily in the 1950’s. However, to date no significant production has been derived from lode gold sources in the Livengood Gold Project area.

The geology and mineral potential of the Livengood District have been investigated by state and federal agencies and explored by several companies over the past 50-
plus years. Modern mapping and sampling investigations were initially carried out by the U.S. Geological Survey in 1967 as part of a heavy metal assessment program.
Mapping completed in the course of this program recognized the essential rock relations, thrust faulting, and mineralization associated with Devonian clastic rocks, the
thrust  system  and  intrusive  rocks.  Since  then,  the  Livengood  placer  deposits  and  the  surrounding  geology  have  featured  in  numerous  investigations  and  mapping
programs at various scales by the U.S. Geological Survey and the Alaska State Division of Geological and Geophysical Surveys.

In addition to individuals prospecting the area, since the 1970’s several mining companies, including Homestake, AMAX, Placer Dome, Cambior and AngloGold, have
investigated  the  potential  for  lode  gold  mineralization  beneath  the  Livengood  placers  and  on  the  adjacent  hillsides,  including  at  Money  Knob.  Placer  Dome’s  work
appears to have been the most extensive, but it was focused largely on the northern flank of Money Knob and the valley of Livengood Creek.

The  most  recent  round  of  exploration  of  the  Money  Knob  area  began  when  AngloGold  acquired  the  property  in  2003  and  undertook  an  8-hole  RC  program  on  the
Hudson-Geraghty  lease.  The  results  from  this  program  were  encouraging  and  were  followed  up  with  an  expanded  soil  geochemical  survey  which  identified  gold-
anomalous zones over Money Knob and to the east. Based on the results of this and prior (Cambior) soil surveys, 4 diamond core holes were drilled in late 2004. Results
from these two AngloGold drill programs were deemed favorable but no further work was executed due to financial constraints and a shift in corporate strategy.

The Company acquired the Livengood Gold Project in 2006 from AngloGold and has advanced the soil sampling coverage, drilled surface geochemical anomalies and
conducted drilling campaigns on the Livengood Gold Project since that time.

In 2006, the Company conducted a 1,227 m, seven hole program and continued to demonstrate the presence of mineralization over a broader area. The 2007 campaign
consisted  of  15  diamond  drill  holes  for  a  total  of  4,411  m.  These  holes  focused  on  extending  and  defining  the  volcanic-hosted  mineralization  first  recognized  by
AngloGold in 2003. However, as drilling progressed, it became clear that although mineralization is strongest in the volcanic rocks, it occurs in all rock types at Money
Knob.

Based on favorable results in 2007, the 2008 program consisted of 29,150 m of RC and 2,187 m core drilling in 109 and 9 holes, respectively. The drill program was
designed to improve definition and expand the resource calculated early in 2008 based on 2007 drill data. The 2008 drill program did not identify limits to mineralization
in any direction. Instead, a thicker mineralized zone (up to 200 m) was identified. In addition, this campaign highlighted the fact that mineralization occurs in all rock
types, not just in Devonian volcanic rocks, indicating potential more widespread mineralization than envisioned prior to the 2008 drill program.

In 2009, the Company completed 12 diamond drill holes totaling 4,572 m and 195 RC holes totaling 59,757 m. Six of the diamond drill holes were drilled across the
NNW-trending Core Zone in order to better understand the structural controls and to test the depth continuity of the mineralization. This drilling confirmed that the Core
Zone  is  the  locus  of  a  swarm  of  0.2  -  1.0  m  thick  southerly  dipping  dikes.  In  addition,  a  number  of  larger  (+10  m  thick)  steeply  dipping  NNW-trending  dikes  were
observed, suggesting that ENE extension may have occurred at about the time of dike magmatism. The RC holes were primarily targeted at grid infill drilling to improve
resource estimation of the Core Zone and a step-out program that led to discovery and delineation of the Sunshine and Tower Zones.

In 2010, the Company completed 40 diamond drill holes totaling 13,631 m and 198 RC holes totaling 56,550 m. These holes, filled in between the Core and Sunshine
Zones, expanded the SW Zone and infilled to 50 m spacing in the Core and Sunshine Zones.

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Nearly all drill holes at Money Knob have been drilled in a northerly direction at an inclination of -50 degrees (RC) and -60 degrees (core) in order to best intercept the
south dipping structures and mineralized zones as close to perpendicular as possible. A few holes have been drilled in other directions to test other features and aspects of
mineralization. Most exploration holes have been spaced at 75 m apart along lines 75 m apart, subsequent infill drilling in the center of 75 m squares brings the nominal
drill  spacing  to  50  m  for  a  significant  portion  of  the  deposit.  Core  is  recovered  using  triple  tube  techniques  to  ensure  good  recovery  (>95%)  and  confidence  in  core
orientation. RC holes are bored and cased for the upper 0-30 m to prevent down hole contamination and to help keep the hole open for ease of drilling at greater depths.

In 2011, the Company continued with resource definition drilling, completing 26,163 m of RC drilling and 11,468 m of diamond drilling. Two areas of the deposit, the
Core and Sunshine crosses, were selected for 15 m-spaced RC in-fill drilling on crosses with north-south and east-west legs 150 m in length. A third area, Area 50 in the
Sunshine Zone, measuring 195 m by 240 m, was drilled on a 37.5 m grid with alternating core and RC drilling. Two resources were generated for each volume using
ordinary kriging on samples composited to 10 m lengths: the first including those portions of the 50 m grid drilling within the volume; and a second using both the grid
and close-spaced drilling within the same volume. On average, the effect of the increased drilling density on tonnage, grade, and contained ounces of gold was less than
1%  and  confirmed  the  integrity  of  the  previously  reported  resource  estimate.  In  2011,  the  Company  broadened  the  scope  of  the  field  program  to  include  2,240  m  of
exploration drilling outside the resource area, as well as 8,932 m of geotechnical drilling and 1,192 m of large diameter groundwater test wells.

In May 2012, the Company commenced an 18-hole program of condemnation drilling to either sterilize or establish the presence of significant mineralization in the area
surrounding  the  Money  Knob  deposit.  The  purpose  of  the  condemnation  drilling  program  was  to  determine  appropriate  areas  for  infrastructure  development.
Additionally, four of these holes are also being used for hydrological studies. The program was completed in July 2012 with 3,065 m in 19 holes.

Also  in  May  2012,  the  Company  commenced  multi-faceted  drill  programs  consisting  of  hydraulic  gradient,  infrastructure,  borrow  source  identification,  and  large-
diameter wells for pump tests. The hydraulic gradient and infrastructure drilling consisted of 5,826 m in 49 holes utilizing core drilling. The geotechnical and borrow
source information was obtained from 2,695 m drilled in 73 holes, utilizing core, sonic, and auger drilling methods. Seven large diameter wells have been drilled for a
total of 1,031 m.

The drill program from February through October 2012 totaled 15,731 m in 199 holes.

The Company has not completed any material exploration at the Project since 2012, but has focused on engineering, metallurgical studies, and environmental baseline
activities.

The Company relies upon consultants and contractors to carry on many of its activities and, in particular, to carry out drilling programs at the Livengood Gold Project
and in connection with metallurgical test work, engineering and the preparation of technical reports on the Project (including the TRS). If ITH expands its activities in the
future, it may choose to hire additional employees rather than relying on consultants.

Sample Preparation, Analyses and Security

The Company samples all holes from surface to total depth, using defined procedures. For RC samples, pulverized material is passed through a cyclone to separate solids
from  drilling  fluids,  then  over  a  spinning  conical  splitter.  The  splitter  is  set  to  collect  two  identical  splits  of  sample  weighing  2-5  kg  (4.4-11.0  pounds)  each.
Representative coarse material is collected and saved in chip trays for geological description. Samples are put in pre-numbered, bar-coded bags by the drill site crew. One
sample is submitted for analysis, and one sample is kept for reference. Samples are secured on site and transported to a sample preparation facility operated by ALS
Chemex in Fairbanks.

Core materials are collected at the drill site and placed in core boxes. Run blocks, orientation blocks and depths are placed in the boxes at site. The core is transported to a
sample management facility at the Project, where it is described, then sawn in half. Half of the core is collected for assaying and half remains for reference. Core samples
are weighed before shipping.

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Internal Controls

The Company’s geologic work program at Livengood was designed and was supervised by Chris Puchner, formerly Chief Geologist of the Company and a “qualified
person” as defined in subpart 1300 of Regulation S-K. Mr. Puchner was responsible for all aspects of the work, including the quality control/quality assurance program.
The quality assurance/quality control program implemented by the Company meets or exceeds industry standards. A quality assurance/quality control program includes
insertion  of  blanks  and  standards  (1/10  samples)  and  duplicates  (1/20  samples).  Blanks  help  assess  the  presence  of  any  contamination  introduced  during  sample
preparation and help calibrate the low end of the assay detection limits. Commercial standards are used to assess the accuracy of the analyses. Duplicates help assess the
homogeneity of the sample material and the overall sample variance. The Company has undertaken rigorous protocols to assure accurate and precise results. Among
other methods, weights are tracked throughout the various steps performed in the laboratory to minimize and track errors. A group of 2,096 metallic screen fire assays
performed in 2011 did not indicate any bias in the matching fire assays.

On-site Project personnel photograph the core from each individual borehole prior to preparing the split core. Duplicate RC drill samples are collected with one split sent
for analysis. Representative chips are retained for geological logging. On-site personnel at the Project log and track all samples prior to sealing and shipping. All sample
shipments are sealed and shipped to ALS Chemex in Fairbanks, Alaska, for preparation and then on to ALS Chemex in Reno, Nevada, or Vancouver, B.C., for assay.
ALS Chemex’s quality system complies with the requirements for the International Standards ISO 9001:2000 and ISO 17025:1999. Analytical accuracy and precision are
monitored  by  the  analysis  of  reagent  blanks,  reference  material  and  replicate  samples.  Quality  control  is  further  assured  by  the  use  of  international  and  in-house
standards. Finally, representative blind duplicate samples are forwarded to ALS Chemex and an ISO compliant third-party laboratory for additional quality control.

Data  entry  and  database  validation  procedures  have  been  checked  and  found  to  conform  to  industry  practices.  Procedures  are  in  place  to  minimize  data  entry  errors.
These  include  pre-numbered,  pre-tagged,  bar-coded  bags,  and  bar-coded  data  entry  methods  which  relate  all  information  to  sample  and  drill  interval  information.
Likewise, data validation checks are run on all information used in the geologic modeling and resource estimation process. Database entries for a random sample (10%)
of drill holes used for the resource estimate were checked against the original assay certificates by one of the independent authors of the April 2017 Report and the error
rate was found to be within acceptable limits.

Analysis of assay data from core and RC sampling has been performed to check for down hole contamination of RC and to compare the data distributions produced by
the two methods. Analysis of RC data has not indicated cyclic down hole contamination. Decay analysis conducted on both core drilling and RC drilling indicates similar
patterns of monotonic grade increase or decrease. Comparison of the grade distributions between core and RC data were conducted using Quantile-Quantile plots, and
simulation of population means for different numbers of samples. The comparison indicated that the mean of all core data was 4% lower than RC data. Comparison of
core and RC data below the water table showed similar population means, suggesting that down hole contamination was not occurring.

Core and RC check samples have been collected during each drilling campaign by independent third parties. Results from these samples, as well as blanks and standards
included, are consistent with the Company’s initial results. This includes a similar increase in variance for samples at higher grades, a pattern consistent with nugget
effect. No systematic high or low bias has been observed.

Environmental Studies, Permitting and Social and Community Impacts

The Livengood Gold Project is currently operating in compliance with all environmental regulations that apply during the development stage of major mineral projects.
The Company has received all necessary exploration permits for activities such as trenching, drill road building and drilling. These permits are also reviewed by related
state and federal agencies that can comment and require specific changes to the proposed work plans to minimize impacts on the environment. The permitting process for
major exploration projects generally requires 30-60 days for processing. The Company currently has all necessary permits with respect to its exploration activities in
Alaska. Although the Company has never had an issue with the timely processing of exploration permits there can be no assurances that delays in permit approval will
not occur. Reclamation of surface disturbance associated with exploration activities is conducted concurrently where required.

The  Company  has  been  conducting  extensive,  multi-disciplinary  environmental  baseline  studies  in  and  around  the  Project  area  since  2008  in  order  to  understand  the
current  environmental  conditions  and  to  allow  Project  design  to  be  optimized  to  minimize  potential  environmental  effects.  The  environmental  baseline  programs
conducted or currently underway at the Project include:

● surface water and hydrology;

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● groundwater hydrogeology;
● geohydrology;
● wetlands and vegetation;
● meteorology and air quality;
● aquatic life and resources;
● wildlife and habitat;
● cultural resources;
● rock characterization; and
● geochemical characteristics.

Based  on  review  of  the  studies  completed  to  date,  the  Company  believes  that  there  are  no  known  environmental  issues  that  are  anticipated  to  materially  impact  the
Company’s ability to conduct mining operations at the Project.

Looking  forward  to  potential  project  development,  a  site-specific  monitoring  plan  and  water  management  plan  for  both  operations  and  post  mine  closure  will  be
developed in conjunction with detailed engineering and project permit planning. Development of the Livengood Gold Project will require a number of state and federal
permits. Federal permits will be issued pursuant to the National Environmental Policy Act (NEPA) and Council of Environmental Quality (CEQ). In fulfillment of the
NEPA requirements, the Livengood Gold Project will be required to prepare an Environmental Impact Statement. Although at this time it is unknown which department
will become the lead federal agency, the State of Alaska is expected to take a cooperating role to coordinate the NEPA review with the State permit process. Actual
permitting timelines are controlled by the NEPA review and U.S. Federal and State agency decisions. There are no municipal or community agreements required for the
Livengood Gold Project.

2021 Pre-Feasibility Study

On January 12, 2021, the Company announced that the Board had approved a 2021 budget of $5.6 million, with the  key element of the 2021 work program being the
completion of an updated PFS on the Livengood Gold Project. The work program also advanced the baseline environmental data collection in critical areas of hydrology
and waste rock geochemical characterization as needed to support future permitting, as well as advanced community engagement.

On November 4, 2021, the Company announced the results of the PFS for its Livengood Gold Project, which are summarized in the TRS. The TRS detailed a project that
would process 65,000 tons per day and produce 6.4 million ounces of gold over 21 years from a gold resource estimated at 13.6 million ounces at 0.60 g/tonne. The PFS
utilized  a  third-party  review  by  Whittle  Consulting  and  BBA  Inc.  to  integrate  new  interpretations  based  on  an  expanded  geological  database,  improved  geological
modelling, new resource estimation methodology, an optimized mine plan and production schedule, additional detailed metallurgical work at various gold grades and
grind  sizes,  changes  in  the  target  grind  for  the  mill,  new  engineering  estimates,  and  updated  cost  inputs,  all  of  which  significantly  de-risked  the  Project.  The  TRS
estimated the capital costs of the Project at US$1.93 billion, the total cost per ton milled at US$13.12, the all-in sustaining costs at US$1,171 per ounce, and the net
present value (5%) at US$1,800/oz of US$400 million.

The Project configuration evaluated in the TRS is a conventional, owner-operated surface mine that would utilize large-scale mining equipment in a blast/load/haul
operation. Mill feed would be processed in a 65,000 tons per day comminution circuit consisting of primary and secondary crushing, wet grinding in a single semi-
autogenous (“SAG”) mill and single ball mill followed by a gravity gold circuit and a conventional carbon in leach (“CIL”) circuit.

December 2021 Report

In December 2021, the Company filed the December 2021 Report with respect to the Livengood Gold Project.  Readers are cautioned that the NI 43-101 reports filed on
SEDAR by the Company in September of 2013, October of 2016, and April 2017 are no longer considered current and should therefore no longer be relied upon by
investors.

Technical Report Summary

The TRS, current as of December 31, 2021, indicates that the Project generates a minimal positive return at a gold price of $1,680 per ounce. Readers are encouraged to
review the entire TRS Report on EDGAR, with particular emphasis on the sensitivity analyses contained therein.  The TRS for the Livengood Gold Project is filed as
Exhibit 96.1 to this Annual Report on Form 10-K.

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Mineral Resource and Reserve Estimates

Table 1: Livengood Gold Project mineral resources estimate (exclusive of reserves)

Classification
Measured
Indicated
Total Measured and Indicated
Inferred

Metric tons (Mmt)

Au (g/mt)

Contained Au (Koz)

 234.50  
 40.01  
 274.51  
 15.98  

 0.53  
 0.49  
 0.52  
 0.40  

 3,990.49
 629.61
 4,620.10
 206.98

1. The Qualified Person for the mineral resource estimate is Resource Development Associates.
2. The effective date of the estimate is August 20, 2021 and the estimate is current as of December 31, 2021.
3. Mineral resources for the Project are enumerated as per §229.1302(d)(1)(iii)(A) (Item 1302(d)(1)(iii)(A) of Regulation S-K).
4. Mineral resources are not mineral reserves and do not meet the threshold for reserve modifying factors, such as estimated economic viability, that would allow

for conversion to mineral reserves. There is no certainty that any part of the mineral resources estimated will be converted into mineral reserves.

5. Open pit resources stated as contained within a potentially economically minable open pit; pit optimization was based on gold price of US$1,650 per ounce,
which was 5% over the three year rolling average as of August, 2021, variable mining and recoveries as described in Table 1C, and general and administrative
cost of US$1.55 per tonne, and a pit slope of 45 degrees.

6. Numbers in the table have been rounded to reflect the accuracy of the estimate and may not sum due to rounding.
7. Mineral resources are reported exclusive of mineral reserves (for a presentation of resource inclusive of mineral resources, please refer to [Section 10] of the
TRS).    The  reserves  reported  in  Table  2  represent  measured  mineral  resources  and  indicated  mineral  resources  that  were  evaluated  with  modifying  factors
related to open pit mining.

Table 1C: Pit constraining parameters used for resource estimates

Parameter

Mining Cost
Au Cut-off
Processing Cost
Au Recovery
Administrative Cost
Royalty
Au Selling Price
Overall Slope Angle

Table 2: Livengood Project mineral reserves

Unit
$/total mt
g/mt
$/process mt
%  
$/process mt
%  
$/oz
Degrees

Rock 
Type 4

Rock
 Type 5

Rock
 Type 6

Rock
 Type 7

Rock
 Type 8

Rock
 Type 9

 1.76  
 0.21  
 9.27  
 84  
 1.55  
 3  
 1,650  
 45  

 1.74  
 0.20  
 9.15  
 80  
 1.55  
 3  
 1,650  
 45  

 1.74  
 0.25  
 9.17  
 71  
 1.55  
 3  
 1,650  
 45  

 1.68  
 0.25  
 9.50  
 67  
 1.55  
 3  
 1,650  
 45  

 1.76  
 0.33  
 9.71  
 55  
 1.55  
 3  
 1,650  
 45  

 1.76
 0.33
 9.71
 56
 1.55
 3
 1,650
 45

Classification

Ore 
Metric tons (Mmt)

Au Grade
  (g/mt)

Contained Au
  Koz

Proven Reserves
Rock Type 4
Rock Type 5
Rock Type 6
Rock Type 7
Rock Type 8
Rock Type 9

Probable Reserves

Rock Type 4
Rock Type 5
Rock Type 6
Rock Type 7
Rock Type 8
Rock Type 9

 75.4  
 110.5  
 91.7  
 61.0  
 2.4  
 70.5  
 411.5  

 2.5  
 4.0  
 3.0  
 4.8  
 0.3  
 3.9  
 18.5  
 430.1  

 0.54  
 0.55  
 0.65  
 0.70  
 0.73  
 0.82  
 0.64  

 0.48  
 0.47  
 0.99  
 0.98  
 0.76  
 1.26  
 0.86  
 0.65  

 1,314
 1,972
 1,922
 1,367
 56
 1,861
 8,492

 39
 62
 94
 152
 6
 159
 512
 9,004

Total Proven Reserves

Total Probable Reserves
Total Proven and Probable Reserves

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1. The Qualified Person for the Mineral Reserve Estimate is Jeffrey Cassoff, P. Eng., of BBA USA Inc.
2. The effective date of the estimate is October 22, 2021 and the estimate is current as of December 31, 2021.
3. Mineral reserves for the Project are enumerated as per added §229.1302(e)(2) (Item 1302(e)(2) of Regulation S-K).
4. Mineral reserves are estimated using a gold price of US$1,680 per ounce, which approximated the 2 year rolling average gold price during October 2021, and

consider a 3% royalty, US$1.80 per ounce for smelting, refining, and transportation costs, and a gold payable of 99.9%.

5. Metallurgical recovery curves were developed for each rock type (“RT”), with the Mineral Reserves having the following tonnage weighted averages: 83.3% for

RT4, 79.8% for RT5, 73.5% for RT6, 66.4% for RT7, 58.7% for RT8 and 57.1% for RT9, including 22% for massive stibnite mineralization.

6. As a result of the complex metallurgical recovery equations, it is difficult to determine specific cut-off grades. The following presents the lowest gold grades for
each rock type that are processed in the life of mine plan: 0.26 g/t for RT4, 0.28 g/t for RT5, 0.31 g/t for RT6, 0.31 g/t for RT7, 0.42 g/t for RT8 and 0.42 g/t for
RT9.

7. The strip ratio for the open pit is 1.15 to 1.
8. The mineral reserves are inclusive of mining dilution and ore loss.
9. The reference point for the mineral reserves is the primary crusher.
10. Totals may not add due to rounding.

Changes in Mineral Resource and Reserve Estimates from 2020 to 2021

This is the first reporting of resources and reserves under subpart 1300 of Regulation S-K. The changes to the resource and reserve estimates shown below were the result
of complete integration of all material technical information generated by the Company since the April 2017 Report, including new geologic interpretations based on an
expanded  geological  database,  improved  geological  modelling,  new  resource  estimation  methodology,  new  optimized  mine  plan  and  production  schedule,  additional
detailed metallurgical work at various gold grades and grind sizes, changes in the target grind for the mill, new engineering estimates, and updated cost and revenue
inputs. Details are provided in the TRS.

Classification

Contained Au (Koz)

2020

2021

     % Change

Resources (exclusive of reserves)

Measured
Indicated

Total Measured and Indicated Resources

Inferred

Resources (inclusive of reserves)

Measured
Indicated

Total Measured and Indicated Resources

Inferred
Reserves
Proven
Probable

Total Proven and Probable Reserves

ITEM 3.   LEGAL PROCEEDINGS

  Not reported  
  Not reported  
  Not reported  
  Not reported  

 10,841  
 620  
 11,461  
 1,127  

 8,620  
 353  
 8,973  

 3,990  
 630  
 4,620  
 207  

 12,842  
 1,142  
 13,984  
 207  

 8,492  
 512  
 9,004  

N/A
N/A
N/A
N/A

+18 %
+84 %
+22 %
-82%

-1%
+45 %
+0 %

We are periodically a party to or otherwise involved in legal proceedings arising in the normal course of business. Management does not believe that there is any pending
or threatened proceeding against us which, if determined adversely, would have a material adverse effect on our financial position, liquidity or results of operations.

ITEM 4.   MINE SAFETY DISCLOSURES

Pursuant to Section 1503(a) of the Dodd-Frank Act, issuers that are operators, or that have a subsidiary that is an operator, of a coal or other mine in the United States are
required  to  disclose  specified  information  about  mine  health  and  safety  in  their  periodic  reports.  These  reporting  requirements  are  based  on  the  safety  and  health
requirements applicable to mines under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) which is administered by the U.S. Department of Labor’s Mine
Safety and Health Administration

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(“MSHA”). During the fiscal year ended December 31, 2021, the Company and its subsidiaries were not subject to regulation by MSHA under the Mine Act and thus no
disclosure is required under Section 1503(a) of the Dodd-Frank Act.

PART II

ITEM  5.  MARKET  FOR  REGISTRANT’S  COMMON  EQUITY,  RELATED  STOCKHOLDER  MATTERS  AND  ISSUER  PURCHASES  OF  EQUITY
SECURITIES

Market Information

The common shares of the Company are listed and posted for trading on the TSX under the symbol “ITH”, on the NYSE American under the symbol “THM”, and on the
Frankfurt  Stock  Exchange  under  the  symbol  “-1I1-”.  As  at  March  1,  2022,  there  were  194,908,184  common  shares  issued  and  outstanding,  and  the  Company  had
approximately 100 shareholders of record.

Dividends

Since its inception, ITH has not paid any dividends. ITH has no present intention of paying any dividends, as it anticipates that all available funds will be invested to
finance the growth of its business. The Board will determine if and when dividends should be declared and paid in the future after taking into account many factors,
including ITH’s financial condition, operating results and anticipated cash needs at the relevant time. There are no restrictions which prevent ITH from paying dividends.

Recent Sales of Unregistered Equity Securities

None.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

None.

Exchange Controls

Canada has no system of exchange controls. There are no Canadian restrictions on the repatriation of capital or earnings of a Canadian public company to non-resident
investors.  There  are  no  laws  in  Canada  or  exchange  restrictions  affecting  the  remittance  of  dividends,  profits,  interest,  royalties  and  other  payments  to  non-resident
holders of the Company’s securities, except as discussed in “Certain Canadian Federal Income Tax Considerations for U.S. Resident Holders” below.

There are no limitations under the laws of Canada or in the organizing documents of the Company on the right of foreigners to hold or vote securities of the Company,
except  that  the  Investment  Canada  Act  (Canada)  may  require  review  and  approval  by  the  Minister  of  Industry  (Canada)  of  certain  acquisitions  of  “control”  of  the
Company by a “non-Canadian.” The threshold for acquisitions of control is generally defined as being one-third or more of the voting shares of the Company. “Non-
Canadian”  generally  means  an  individual  who  is  not  a  Canadian  citizen,  or  a  corporation,  partnership,  trust  or  joint  venture  that  is  ultimately  controlled  by  non-
Canadians.

Certain Canadian Federal Income Tax Considerations for U.S. Resident Holders

This summary is applicable to a holder of common shares of the Company who, for the purposes of the Canadian Tax Act and any applicable treaty and at all relevant
times, is not (and is not deemed to be) resident in Canada, deals at arm’s length and is not affiliated with the Company, does not (and is not deemed to) use or hold the
common shares in, or in the course of, carrying on a business in Canada, is not a “specified shareholder” (as defined in subsection 18(5) of the Canadian Tax Act) of the
Company, is not an insurer that carries on an insurance business in Canada and elsewhere, and holds the common shares as capital property (a “Non-Resident Holder”).

This summary is based on the current provisions of the Canada-U.S. Income Tax Convention (1980), as amended (the “Canada-U.S. Treaty”), the Canadian Tax Act, the
regulations thereunder, all specific proposals to amend the Canadian Tax Act and regulations publicly announced by or on behalf of the Minister of Finance (Canada)
prior to the date hereof and the Company’s understanding of the administrative policies and assessing practices published in writing by the Canada Revenue Agency prior
to the date hereof. This summary assumes that all specific proposals to amend the Canadian Tax Act and regulations will be enacted as currently proposed, does not
otherwise take into account any change in law or administrative policy or assessing practice, whether by judicial, governmental,

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legislative or administrative decision or action, and does not take into account other federal or provincial, territorial or foreign tax consequences, which may vary from
the Canadian federal income tax considerations described herein.

This summary is of a general nature only, is not exhaustive of all Canadian federal income tax considerations, and it is not intended to be, nor should it be
construed  to  be,  legal  or  tax  advice  to  any  Non-Resident  Holder  of  common  shares  and  no  representation  with  respect  to  Canadian  federal  income  tax
consequences to any Non-Resident Holder of common shares is made herein. Accordingly, Non-Resident Holders of common shares should consult their own
tax advisers with respect to their individual circumstances.

Dividends on Common Shares

Canadian  withholding  tax  at  a  rate  of  25%  (subject  to  reduction  under  the  provisions  of  any  applicable  tax  treaty)  will  be  payable  on  dividends  (or  amounts  paid  or
credited  on  account  or  in  lieu  of  payment  of,  or  in  satisfaction  of,  dividends)  paid  or  credited  or  deemed  to  have  been  paid  or  credited  to  a  Non-Resident  Holder  of
common shares. Under the Canada–U.S. Treaty, the withholding tax rate is generally reduced to 15% for a Non-Resident Holder entitled to the benefits of the Canada–
U.S. Treaty who is the beneficial owner of the dividends (or 5% if the holder is a company that owns at least 10% of the common shares of the Company at such time).

Certain  U.S.-resident  entities  that  are  fiscally  transparent  for  United  States  federal  income  tax  purposes  (including  limited  liability  companies)  may  not  in  all
circumstances be entitled to the benefits of the Canada–U.S. Treaty. Non-Resident Holders are urged to consult with their own tax advisors to determine their entitlement
to benefits under the Canada-U.S. Treaty based on their particular circumstances.

This summary does not deal with special situations such as the particular circumstances of traders or dealers or Non-Resident Holders who have entered into a “derivative
forward agreement” (as defined in the Canadian Tax Act) in respect of the common shares. Such Non-Resident Holder should consult their own tax advisors.

Capital Gains and Losses

Subject to the provisions of any relevant tax treaty, capital gains realized by a Non-Resident Holder on the disposition or deemed disposition of common shares held as
capital property will not be subject to Canadian tax unless the common shares are “taxable Canadian property” (as defined in the Canadian Tax Act), in which case the
capital gains will be subject to Canadian tax at rates which will approximate those payable by a Canadian resident.

Common shares of the Company generally will not be “taxable Canadian property” to a Non-Resident Holder provided that, at the time of the disposition or deemed
disposition, the common shares are listed on a designated stock exchange (which currently includes the TSX and NYSE American), unless at any time during the 60-
month period that ends at that time: (a) one or any combination of (i) such Non-Resident Holder, (ii) persons not dealing at arm’s length with such Non-Resident Holder
and (iii) partnerships in which such Non-Resident Holder or a person described in (ii) holds a membership interest directly or indirectly through one or more partnerships,
owned 25% or more of the issued shares of any class or series of the capital stock of the Company; and (b) more than 50% of the fair market value of the common shares
disposed of was derived directly or indirectly from one or any combination of real or immovable property situated in Canada, “Canadian resource properties” (as defined
in the Canadian Tax Act), “timber resource properties” (as defined in the Canadian Tax Act), and options in respect of, or interests in, or civil law rights in, any such
properties (whether or not such property exists). In certain circumstances set out in the Canadian Tax Act, the common shares may be deemed to be “taxable Canadian
property”.

Under  the  Canada–U.S.  Treaty,  a  Non-Resident  Holder  entitled  to  the  benefits  of  the  Canada–U.S.  Treaty  and  to  whom  the  common  shares  are  “taxable  Canadian
property” will not be subject to Canadian tax on the disposition or deemed disposition of the common shares unless at the time of disposition or deemed disposition, the
value  of  the  common  shares  is  derived  principally  from  real  property  situated  in  Canada.  Non-Resident  Holders  are  urged  to  consult  with  their  own  tax  advisors  to
determine their entitlement to benefits under the Canada-U.S. Treaty based on their particular circumstances.

Currency Conversion

Generally, for purposes of the Canadian Tax Act, all amounts relating to the acquisition, holding or disposition of common shares, including dividends, adjusted cost base
and proceeds of dispositions must be determined in Canadian dollars using the daily exchange rate of the Bank of Canada on the particular date the particular amount
arose or in certain situations, such other rate of exchange as acceptable to the Canada Revenue Agency.

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Certain U.S. Federal Income Tax Considerations for U.S. Holders

The following is a discussion of certain material U.S. federal income tax consequences to U.S. Holders (as defined below) of acquiring, owning, and disposing of our
common shares. This discussion does not purport to be a comprehensive description of all of the U.S. tax considerations that may be relevant to a particular investor’s
decision to acquire the common shares, including any state, local or non-U.S. tax consequences of acquiring, owning, and disposing of common shares. This discussion
applies only to those U.S. Holders that hold common shares as capital assets for U.S. tax purposes (generally, for investment and not in connection with the carrying on
of a trade or business) and does not address all aspects of U.S. federal income tax law that may be relevant to investors that are subject to special or different treatment
under U.S. federal income tax law (including, for example, a holder liable for the alternative minimum tax or a holder that actually or constructively owns 10% or more
by voting power or value of our common shares). This discussion is based on the U.S. Internal Revenue Code of 1986, as amended (the “Code”), its legislative history,
existing  and  proposed  U.S.  Treasury  regulations,  published  rulings  and  other  administrative  guidance  of  the  U.S.  Internal  Revenue  Service  (the  “IRS”)  and  court
decisions,  all  as  in  effect  on  the  date  hereof.  These  laws  are  subject  to  change  or  differing  interpretation  by  the  IRS  or  a  court,  possibly  on  a  retroactive  basis.  This
discussion also assumes that the Company is not, and will not become, a controlled foreign corporation (“CFC”) as defined for U.S. federal income tax purposes.

As used herein, the term “U.S. Holder” means a beneficial owner of our common shares that is:

● an individual citizen or resident of the United States;
● a corporation (or other entity treated as a corporation for U.S. federal income tax purposes) created or organized in the United States or under the laws of the

United States, any state or political subdivision thereof, or the District of Columbia;

● an estate, the income of which is subject to U.S. federal income tax regardless of its source; or
● a  trust  (i)  if  a  U.S.  court  is  able  to  exercise  primary  supervision  over  the  trust’s  administration  and  one  or  more  U.S.  persons  are  authorized  to  control  all

substantial decisions of the trust or (ii) that has a valid election in effect to be treated as a U.S. person under applicable U.S. Treasury regulations.

If a partnership (including any entity treated as a partnership for U.S. federal income tax purposes) is a beneficial owner of the common shares, the U.S. tax treatment of
a partner in the partnership generally will depend on the status of the partner and the activities of the partnership. A holder of the common shares that is a partnership and
partners  in  such  a  partnership  should  consult  their  own  tax  advisors  about  the  U.S.  federal  income  tax  consequences  of  acquiring,  owning,  or  disposing  of  common
shares, particularly in light of recent U.S. tax reform.

Distributions

Subject to the passive foreign investment company rules discussed below, should a distribution be made, a U.S. Holder must include in gross income as dividend income
the gross amount of any distribution paid on the common shares (including the amount of any non-U.S. taxes withheld from such amount), to the extent such distribution
is paid out of current or accumulated earnings and profits (as determined for U.S. federal income tax purposes). Distributions in excess of our current and accumulated
earnings and profits (as determined for U.S. federal income tax purposes) will first be treated as a non-taxable return of capital to the extent of the U.S. Holder’s basis in
the common shares and thereafter as gain from the sale or exchange of common shares. See “Sale, Exchange, or Other Disposition of Common Shares” below.

Dividends received by U.S. Holders that are individuals, estates, or trusts will be taxed at preferential rates if such dividends meet the requirements of “qualified dividend
income.” Dividends that fail to meet such requirements, and dividends received by corporate U.S. Holders, are taxed at ordinary income rates. In order for dividends to
qualify as “qualified dividend income,” an entity must be considered a “qualified foreign corporation” and certain other requirements must be met. While we believe the
Company is a qualified foreign corporation, a dividend received by a U.S. Holder will not be qualified dividend income if the Company is a passive foreign investment
company  for  the  taxable  year  during  which  the  dividend  is  paid  or  the  immediately  preceding  taxable  year.  See  the  discussion  below  regarding  our  passive  foreign
investment company status under “Passive Foreign Investment Company Rules.” In the case of a corporate U.S. Holder, dividends received generally will not be eligible
for the dividends-received deduction.

Dividends paid on the common shares will generally be treated as foreign source income for U.S. foreign tax credit purposes. Foreign tax credits are generally subject to
various  classifications  and  other  limitations.  The  rules  relating  to  computing  foreign  tax  credits  are  complex.  U.S.  Holders  should  consult  their  own  tax  advisors  to
determine the foreign tax credit implications of owning common shares.

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Sale, Exchange, or Other Disposition of Common Shares

Subject to the passive foreign investment company rules discussed below, a U.S. Holder that sells or otherwise disposes of the common shares will recognize capital gain
or loss for U.S. federal income tax purposes equal to the difference between (i) the U.S. dollar value of the amount realized on the sale or disposition and (ii) the tax
basis, determined in U.S. dollars, of such common shares. Such gain or loss will be treated as long-term capital gain or loss if the U.S. Holder’s holding period is greater
than  one  year  at  the  time  of  sale,  exchange,  or  other  disposition.  Long-term  capital  gains  of  individuals  are  generally  subject  to  preferential  maximum  U.S.  federal
income tax rates. A U.S. Holder’s ability to deduct capital losses is subject to certain limitations.

Passive Foreign Investment Company Rules

If  the  Company  is  considered  a  “passive  foreign  investment  company”  (a  “PFIC”)  for  U.S.  federal  income  tax  purposes  at  any  time  during  a  U.S.  Holder’s  holding
period, then certain potentially adverse tax consequences apply to such U.S. Holder’s acquisition, ownership, and disposition of common shares. In general, a non-U.S.
corporation  will  be  a  PFIC  in  any  taxable  year  in  which,  after  applying  certain  look-through  rules,  either  (1)  at  least  75%  of  its  gross  income  for  the  taxable  year  is
passive income; or (2) at least 50% of the average value (determined on a quarterly basis) of its assets is attributable to assets that produce or are held for the production
of passive income. Passive income generally includes dividends, interest, royalties, rents (other than certain rents and royalties derived in the active conduct of a trade or
business), and the excess of gains over losses from the disposition of certain assets that produce passive income. If a foreign corporation owns at least 25% by value of
the stock of another corporation, the foreign corporation is treated for purposes of the PFIC tests as owning its proportionate share of the assets of the other corporation,
and receiving directly its proportionate share of the other corporation’s income.

We believe that we likely were a PFIC for U.S. federal income tax purposes during the fiscal year ended December 31, 2021, and we expect that we will be a
PFIC in the current year and that we may be a PFIC in future years. The determination of whether or not the Company is a PFIC is a factual determination
dependent  on  a  number  of  factors  that  cannot  be  made  until  the  close  of  the  applicable  tax  year.  Accordingly,  no  assurances  can  be  given  regarding  the
Company’s  PFIC  status  for  the  current  year  or  any  future  year.  The  Company’s  status  as  a  PFIC  can  have  significant  adverse  tax  consequences  for  a  U.S.
Holder if we are a PFIC for any year during such U.S. Holder’s holding period.

A U.S. Holder that holds common shares while the Company is a PFIC may be subject to increased tax liability upon the sale, exchange, or other disposition of the
common shares or upon the receipt of certain distributions, regardless of whether the Company is a PFIC in the year in which such disposition or distribution occurs.
These adverse tax consequences include:

(a) “Excess  distributions”  by  the  Company  are  subject  to  the  following  special  rules.  An  excess  distribution  generally  is  the  excess  of  the  amount  a  PFIC
distributes to a shareholder during a taxable year over 125% of the average amount it distributed to the shareholder during the three preceding taxable years
or, if shorter, the part of the shareholder’s holding period before the taxable year. Distributions with respect to the common shares during the taxable year to
a U.S. Holder that are excess distributions must be allocated rateably to each day of the U.S. Holder’s holding period. The amounts allocated to the current
taxable year and to taxable years prior to the first year in which the Company was classified as a PFIC are included as ordinary income in a U.S. Holder’s
gross income for that year. The amount allocated to each other prior taxable year is taxed as ordinary income at the highest tax rate in effect for the U.S.
Holder  in  that  prior  year  (without  offset  by  any  net  operating  loss  for  such  year)  and  the  tax  is  subject  to  an  interest  charge  at  the  rate  applicable  to
deficiencies in income taxes (the “special interest charge”).

(b) The entire amount of any gain realized upon the sale or other disposition of the common shares will be treated as an excess distribution made in the year of
sale or other disposition and as a consequence will be treated as ordinary income and, to the extent allocated to years prior to the year of sale or disposition,
will be subject to the special interest charge described above.

Special rules apply for calculating the amount of the foreign tax credit with respect to excess distributions by a PFIC.

While there are certain U.S. federal income tax elections (described below) that can be made to mitigate the adverse tax consequences described above such elections are
only available in limited circumstances and must be made in a timely manner. These rules are very complex and U.S. Holders are urged to consult their own tax advisers
regarding the potential of making an election to mitigate the adverse consequences described above of the Company being classified as a PFIC.

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Qualifying Electing Fund (“QEF”) Election. A U.S. Holder of stock in a PFIC, including the Company, may make a QEF election with respect to such PFIC to elect out
of the tax treatment discussed above. Generally, a QEF election should be made with the filing of a U.S. Holder’s U.S. federal income tax return for the first taxable year
for which both (i) the U.S. Holder holds common shares, and (ii) the Company was a PFIC. A U.S. Holder that timely makes a valid QEF election with respect to a PFIC
will generally include in gross income for a taxable year (i) as ordinary income, such holder’s pro rata share of the Company’s ordinary earnings for the taxable year, and
(ii) as long-term capital gain, such holder’s pro rata share of the Company’s net capital gain for the taxable year. However, the QEF election is available only if such
PFIC provides such U.S. Holder with certain information regarding its earnings and profits as required under applicable U.S. Treasury regulations. There can be no
assurance that the Company will provide U.S. Holders with the information required for them to make a QEF election.

Deemed Sale Election. If the Company is a PFIC for any year during which a U.S. Holder holds common shares, but the Company ceases in a subsequent year to be a
PFIC,  then  a  U.S.  Holder  may  make  a  deemed  sale  election  for  such  subsequent  year  in  order  to  avoid  the  adverse  PFIC  tax  treatment  described  above  that  would
otherwise continue to apply because of the Company’s having previously been a PFIC. If such election is timely made, the U.S. Holder would be deemed to have sold the
common shares held by the holder at their fair market value, and any gain from such deemed sale would be taxed as an excess distribution (as described above). The basis
of the common shares would be increased by the gain recognized, and a new holding period would begin for the common shares for purposes of the PFIC rules. The U.S.
Holder would not recognize any loss incurred on the deemed sale, and such a loss would not result in a reduction in basis of the common shares. After the deemed sale
election,  the  U.S.  Holder’s  common  shares  with  respect  to  which  the  deemed  sale  election  was  made  would  not  be  treated  as  shares  in  a  PFIC,  unless  the  Company
subsequently becomes a PFIC.

Mark-to-Market Election. Alternatively, a U.S. Holder of “marketable stock” (as defined in the applicable Treasury regulations) in a PFIC may make a mark-to-market
election for such stock to elect out of the adverse PFIC tax treatment discussed above. If a U.S. Holder makes a mark-to-market election for shares of marketable stock,
the U.S. Holder will include in income each year an amount equal to the excess, if any, of the fair market value of the shares as of the close of the holder’s taxable year
over the holder’s adjusted basis in such shares. A U.S. Holder is allowed a deduction for the excess, if any, of the adjusted basis of the shares over their fair market value
as of the close of the taxable year. However, deductions are allowable only to the extent of any net mark-to-market gains on the shares included in the holder’s income for
prior taxable years. Amounts included in a U.S. Holder’s income under a mark-to-market election, as well as gain on the actual sale or other disposition of the shares, are
treated as ordinary income. Ordinary loss treatment also applies to the deductible portion of any mark-to-market loss on the shares, as well as to any loss realized on the
actual sale or disposition of the shares, to the extent that the amount of such loss does not exceed the net mark-to-market gains previously included for such shares. A
U.S. Holder’s basis in the shares will be adjusted to reflect any such income or loss amounts. However, the special interest charge and related adverse tax consequences
described  above  for  non-electing  holders  may  continue  to  apply  on  a  limited  basis  if  the  U.S.  Holder  makes  the  mark-to-market  election  after  such  holder’s  holding
period for the shares has begun.

Because  our  common  shares  are  regularly  traded  on  TSX,  the  NYSE  American,  and  the  Frankfurt  Stock  Exchange,  we  anticipate  that  our  common  shares  will  be
classified as “marketable stock.” No assurances can be given, however, that our common shares are or will be marketable stock.

Form 8621 (Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund). If we are a PFIC for any taxable year during
which a U.S. Holder holds common shares, such U.S. Holder will be required to file an annual information report with such U.S. Holder’s U.S. Federal income tax return
on IRS Form 8621.

The  PFIC  rules  are  complex,  and  U.S.  Holders  should  consult  their  own  tax  advisors  regarding  the  PFIC  rules  and  how  they  may  affect  the  U.S.  federal  income  tax
consequences  of  the  acquisition,  ownership,  and  disposition  of  common  shares  in  the  event  the  Company  is  a  PFIC  at  any  time  during  the  holding  period  for  such
common shares.

Medicare Tax

A U.S. Holder that is an individual or estate, or a trust that does not fall into a special class of trusts that is exempt from such tax, will be subject to a 3.8% tax on the
lesser of (1) the U.S. Holder’s “net investment income” for the relevant taxable year and (2) the excess of the U.S. Holder’s modified gross income for the taxable year
over  a  certain  threshold  (which  in  the  case  of  an  individual  will  be  $200,000  or  $250,000,  depending  on  the  individual’s  circumstances).  A  holder’s  net  investment
income  will  generally  include  dividend  income  and  net  gains  from  the  disposition  of  common  shares,  unless  such  dividends  or  net  gains  are  derived  in  the  ordinary
course of the conduct of a trade or business (other than a trade or business that consists of certain passive or trading activities). U.S. Holders are urged to consult their
own tax advisors regarding the applicability of the Medicare tax in respect of their investment in the common shares.

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Disclosure Requirements for Specified Foreign Financial Assets

U.S. Holders (including certain domestic corporations, partnerships, and trusts that are considered formed or availed of for the purpose of holding, directly or indirectly,
“specified foreign financial assets,” referred to as “specified domestic entities” in applicable United States Treasury regulations) that, during any taxable year, hold any
interest in any “specified foreign financial asset” generally will be required to file with their U.S. federal income tax returns certain information on IRS Form 8938 if the
aggregate value of all such assets exceeds certain specified amounts. The term “specified foreign financial asset” generally includes any financial account maintained
with a non-U.S. financial institution, which may include common shares if they are not held in an account maintained with a financial institution. Substantial penalties
may be imposed, and the period of limitations on assessment and collection of U.S. federal income taxes may be extended, in the event of a failure to comply with this
reporting and filing requirement. U.S. Holders should consult their own tax advisors as to the possible application to them of these requirements.

Foreign Currency Transactions

Generally, amounts received by a U.S. Holder in foreign currency (including distributions paid in foreign currency to a U.S. Holder in connection with the ownership of
common shares or on the sale, exchange, or other disposition of common shares) will be equal to the U.S. dollar value of such foreign currency based on the applicable
exchange rate on the date of receipt (regardless of whether such foreign currency is converted into U.S. dollars at that time). The subsequent disposition of any foreign
currency received (including an exchange for U.S. currency) will generally give rise to ordinary gain or loss in an amount equal to the difference between the U.S. dollar
value of the foreign currency on the date it was received and the date of the subsequent disposition. Each U.S. Holder should consult its own tax adviser regarding the
U.S. federal income tax consequences of receiving, owning, and disposing of foreign currency.

Information Reporting and Backup Withholding

Payments made within the United States or by a U.S. payor or U.S. middleman, of dividends on, and/or proceeds arising from the sale or other taxable disposition of,
common shares will generally be subject to information reporting and backup withholding tax (currently at a 24% rate) if a U.S. Holder (a) fails to furnish such U.S.
Holder’s correct U.S. taxpayer identification number (generally on Form W-9), (b) furnishes an incorrect U.S. taxpayer identification number, (c) is notified by the IRS
that such U.S. Holder has previously failed to properly report items subject to backup withholding tax, or (d) fails to certify, under penalty of perjury, that such U.S.
Holder has furnished its correct U.S. taxpayer identification number and that the IRS has not notified such U.S. Holder that it is subject to backup withholding tax.

Backup withholding is not an additional tax. Any amounts withheld under the U.S. backup withholding tax rules will be allowed as a credit against a U.S. Holder’s U.S.
federal income tax liability, if any, or will be refunded, if such U.S. Holder furnishes required information to the IRS in a timely manner. Each U.S. Holder should consult
its own tax advisor regarding the information reporting and backup withholding rules.

Acquiring, owning, or disposing of our common shares may have tax consequences under the laws of the United States and Canada that are not described in
this Annual Report on Form 10-K. Shareholders are solely responsible for determining the tax consequences applicable to their particular circumstances and
should consult their own tax advisors concerning an investment in the Company’s common shares.

ITEM 6.    [RESERVED]

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

Current Business Activities

General

2021

Livengood Gold Project Developments

During  the  year  ended  December  31,  2021,  the  Company  progressed  on  a  decision  to  embark  on  a  new  phase  for  the  Livengood  Gold  Project  as  a  result  of  the
strengthening macro-economic backdrop for gold.

On January 12, 2021, the Company announced that the Board had approved a 2021 budget of $5.6 million and endorsed the associated 2021 work program to advance
the Livengood Gold Project (the “Project”). The key element of the 2021 work program was the completion of the Pre-Feasibility Study (the “PFS”) for the Livengood
Gold Project. The work program also advanced the baseline environmental data collection in critical areas of hydrology and waste rock geochemical characterization
needed to support future permitting, as well as advance community engagement.

Livengood Gold Project Pre-Feasibility Study

On November 4, 2021, the Company announced the results of the PFS for the Project. The PFS detailed a project that would process 65,000 tons per day and produce 6.4
million ounces of gold over 21 years from a gold resource estimated at 13.6 million ounces at 0.60 g/tonne. The PFS utilized a third-party review by Whittle Consulting
and  BBA  Inc.  to  integrate  new  interpretations  based  on  an  expanded  geological  database,  improved  geological  modelling,  new  resource  estimation  methodology,  an
optimized mine plan and production schedule, additional detailed metallurgical work at various gold grades and grind sizes, changes in the target grind for the mill, new
engineering estimates, and updated cost inputs, all of which significantly de-risk the Project. The PFS has estimated the capital costs of the Project at US$1.93 billion, the
total cost per ton milled at US$13.12, the all-in sustaining costs at US$1,171 per ounce, and the net present value (5%) at US$1,800/oz of US$400 million.

The  Project  configuration  evaluated  in  the  PFS  is  a  conventional,  owner-operated  surface  mine  that  will  utilize  large-scale  mining  equipment  in  a  blast/load/haul
operation.  Mill  feed  would  be  processed  in  a  65,000  tons  per  day  comminution  circuit  consisting  of  primary  and  secondary  crushing,  wet  grinding  in  a  single  semi-
autogenous (“SAG”) mill and single ball mill followed by a gravity gold circuit and a conventional carbon in leach (“CIL”) circuit.

Whittle Enterprise Optimization

Prior to beginning the PFS, the Company retained Whittle Engineering and BBA Inc. to collaborate on an enterprise optimization study (the “Whittle and BBA Study”)
to review various technologies and project configurations and to recommend the optimum configuration for the PFS. The Whittle and BBA Study reviewed secondary
crushing with SAG and ball mill, tertiary crushing with ball mill, gravity/CIL at p80 of 90 micron to 250 micron, stand-alone and auxiliary heap leach configurations,
gravity only gold recovery, gravity/flotation with pressure oxidation and CIL of flotation concentrate. These configurations were evaluated at various combinations of
project  ramp  up  strategy,  annual  throughput,  primary,  secondary,  and  tertiary  grind  size,  as  well  as  mining  fleet  size  and  stockpile  management  strategies.  Tailings
technologies reviewed included conventional tailings and pressure filtered tailings.

The Whittle and BBA Study determined that the gravity/CIL plant at p80 250 micron with conventional tailings provided the highest net present value, which is the
configuration detailed in the PFS.

The PFS was prepared by independent third-party consultants.

The Company cautions that the PFS is preliminary in nature, and is based on technical and economic assumptions which will be further refined and evaluated in a full
feasibility study. The PFS is based on an updated Project mineral resource estimate effective as of August 20, 2021 using a different mineral resource model than used in
the April 2017 Report.

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COVID-19 Pandemic

In  March  2020,  the  World  Health  Organization  declared  the  novel  coronavirus  2019  (“COVID-19”)  a  global  pandemic.  This  contagious  disease  outbreak,  which  has
continued  to  spread,  and  any  related  adverse  public  health  developments,  has  adversely  affected  workforces,  economies,  and  financial  markets  globally,  potentially
leading to an economic downturn. While it is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak, including as a
result of the emergence of variant strains of the virus and ongoing vaccination efforts, and its ultimate effects on the Company’s business, results of operations or ability
to raise funds at this time, as of the date of this Annual Report on Form 10-K, the COVID-19 pandemic has not had any material adverse effects on the Company.

2022

Outlook

On March 9, 2022, the Company announced that the Board had approved a 2022 budget of $3.2 million and endorsed the associated 2022 work program to advance the
Livengood  Gold  Project.  The  2022  work  will  advance  the  baseline  environmental  data  collection  in  critical  areas  of  hydrology  and  waste  rock  geochemical
characterization needed to support future permitting, as well as advance community engagement.

The Company remains open to a strategic alliance to help support the future development of the Project while considering all other appropriate financing options. The
size of the gold resource, the Project’s favorable location, and the Company’s proven team are some of the reasons the Company would potentially attract a strategic
partner with a long-term development horizon who understands the Project is highly leveraged to gold prices.

Results of Operations

Summary of Quarterly Results

Net loss
Basic and diluted net loss per common share

Description

Net income (loss)
Basic and diluted net income (loss) per common share

Description

December 31,
2021

 (1,015,489)
 (0.01)

December 31,
2020

 (1,995,576)
 (0.01)

$
$

$
$

September 30,
2021

 (1,648,913)
 (0.01)

September 30,
2020

 (1,101,763)
 (0.01)

$
$

$
$

$
$

$
$

June 30,
2021

 (2,178,014)
 (0.01)

June 30,
2020

 (1,486,464)
 (0.01)

March 31,
2021

 (1,137,872)
 (0.01)

March 31,
2020

 65,085
 0.00

$
$

$
$

Significant fluctuations in the Company’s quarterly net income (loss) have mainly been the result of operating cost changes.

Year ended December 31, 2021 compared to Year ended December 31, 2020

The Company had cash and cash equivalents of $7,780,671 at December 31, 2021 compared to $13,049,293 at December 31, 2020. The Company incurred a net loss of
$5,980,288 for the year ended December 31, 2021, compared to a net loss of $4,518,718 for the year ended December 31, 2020. The following discussion highlights
certain selected financial information and changes in operations between the year ended December 31, 2021 and the year ended December 31, 2020.

Mineral property exploration expenditures were $3,517,540 for the year ended December 31, 2021 compared to $2,364,899 for the year ended December 31, 2020. The
increase  of  $1,152,641  is  due  to  expenditures  for  metallurgical  studies  and  engineering  to  complete  the  PFS  on  the  Livengood  Gold  Project,  partially  offset  by  the
Company limiting field activities to the continuation of critical environmental baseline work while moving forward with a multi-phase metallurgical test work program.

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Share-based payment charges were $535,117 during the year ended December 31, 2021 compared to $385,531 during the year ended December 31, 2020. The $149,586
increase  in  share-based  payment  charges  during  the  period  was  mainly  the  result  of  equity  compensation  issued  or  granted  to  certain  officers  and  employees  of  the
Company at a higher issue price during the year ended December 31, 2021 as compared to the year ended December 31, 2020. The Company granted 316,795 deferred
share units (“DSUs”) of C$1.31 per DSU and 240,000 incentive stock options at an issue price of C$1.31 per option during the year ended December 31, 2021 compared
to 451,085 DSUs of C$0.92 per DSU and 255,000 incentive stock options at an issue price of C$0.92 per option during the year ended December 31, 2020. All DSUs
granted in each of these periods were fully vested upon issuance and all options vest one-third on the grant date, one-third on the first anniversary, and one-third on the
second anniversary. At December 31, 2021, there was $98,577 of unrecognized compensation expense related to non-vested options outstanding.

Share-based payment charges were allocated as follows:

Expense category:
Consulting
Investor relations
Wages and benefits

Year ended
December 31,
2021
 380,878
 10,282
 143,957
 535,117

$

$

Year ended
December 31,
2020
 304,205
 6,456
 74,870
 385,531

$

$

Excluding  share-based  payment  charges  of  $380,878  and  $304,205,  respectively,  consulting  fees  increased  to  $231,509  for  the  year  ended  December  31,  2021  from
$168,208 for the year ended December 31, 2020. The increase of $63,300 is primarily due to increased investor relations services.

Excluding share-based payment charges of $143,957 and $74,870, respectively, wages and benefits increased to $791,116 for the year ended December 31, 2021 from
$733,967 for the year ended December 31, 2020. The increase of $57,149 is primarily due to increased healthcare expenses of $12,782 and increased payroll and payroll-
related benefit accruals of $44,367 as at December 31, 2021.

Regulatory expenses were $178,264 for the year ended December 31, 2021 compared to $138,191 for the year ended December 31, 2020. The increase of $40,073 is
primarily due to costs for TSX listing fees and increased filing fees due to the Company’s increased market valuation.

Insurance costs were $179,659 for the year ended December 31, 2021 compared to $144,837 for the year ended December 31, 2020. The increase of $34,822 is primarily
due to premium increases to maintain coverage.

Excluding share-based payment charges of $10,282 and $6,456, respectively, investor relations costs were $66,974 for the year ended December 31, 2021 compared to
$50,750 for the year ended December 31, 2020. The increase of $16,224 was primarily due to contracted investor relations services of $10,072 and conference expenses
of $6,152.

Excluding share-based payments, all other operating expense categories reflected only moderate changes period over period.

Other items amounted to an expense of $64,839 during the year ended December 31, 2021 compared to an expense of $103,889 in the year ended December 31, 2020.
The Company had a foreign exchange loss of $101,818 during the year ended December 31, 2021 compared to a foreign exchange loss of $191,071 during the year
ended December 31, 2020 as a result of the impact of exchange rates on certain of the Company’s U.S. dollar cash balances. The average exchange rate during the year
ended December 31, 2021 was C$1 to US$0.7994 compared to C$1 to US$0.7461 for the year ended December 31, 2020.

Liquidity and Capital Resources

The Company has no revenue generating operations from which it can internally generate funds. To date, the Company’s ongoing operations have been predominantly
financed through sale of its equity securities by way of public offerings, private placements and the subsequent exercise of share purchase and broker warrants issued in
connection with such private placements. There are currently no warrants outstanding.

As  at  December  31,  2021,  the  Company  reported  cash  and  cash  equivalents  of  $7,780,671  compared  to  $13,049,293  at  December  31,  2020.  The  decrease  of
approximately $5.3 million resulted mainly from operating expenditures on the Livengood Gold Project of approximately $5.3 million.

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Our anticipated expenditures for year 2022 are approximately $3.2 million, including $426,972 for mineral property leases and $205,720 for mining claim government
fees. Total commitments for years 2022 through 2027 for mineral property leases and mining claim government fees are $3,050,441 and $1,234,320, respectively.

As at March 8, 2022, management believes that the Company has sufficient financial resources to maintain its operations for the next twelve months.

The Company had no cash flows from financing activities during the year ended December 31, 2021.

Financing activities during the year ended December 31, 2020 included an “at-the-market”  offering pursuant to which the Company issued a total of 7,334,513 common
shares at an average price of $1.40 for gross proceeds of $10.3 million. Share issuance costs included $0.5 million related to the Offering.

The Company had no cash flows from investing activities during the years ended December 31, 2021 and December 31, 2020.

As at December 31, 2021, the Company had working capital of $7,342,470 compared to working capital of $12,718,381 at December 31, 2020. The Company expects
that it will operate at a loss for the foreseeable future, but believes the current cash and cash equivalents will be sufficient for it to complete its anticipated 2022 work plan
at the Livengood Gold Project and satisfy its currently anticipated general and administrative costs through the 2023 fiscal year.

The  Company  will  require  significant  additional  financing  to  continue  its  operations  (including  general  and  administrative  expenses)  in  connection  with  advancing
activities at the Livengood Gold Project and the development of any mine that may be determined to be built at the Livengood Gold Project, and there is no assurance
that the Company will be able to obtain the additional financing required on acceptable terms, if at all. In addition, any significant delays in the issuance of required
permits for the ongoing work at the Livengood Gold Project, or unexpected results in connection with the ongoing work, could result in the Company being required to
raise  additional  funds  to  advance  permitting  efforts.  The  Company’s  review  of  its  financing  options  includes  pursuing  a  future  strategic  alliance  to  assist  in  further
development, permitting and future construction costs, although there can be no assurance that any such strategic alliance will, in fact, be realized.

Despite  the  Company’s  success  to  date  in  raising  significant  equity  financing  to  fund  its  operations,  there  is  significant  uncertainty  that  the  Company  will  be  able  to
secure any additional financing in the current or future equity markets. See “Risk Factors – We will require additional financing to fund exploration and, if warranted,
development and production. Failure to obtain additional financing could have a material adverse effect on our financial condition and results of operation and could
cast uncertainty on our ability to continue as a going concern.” The quantity of funds to be raised and the terms of any proposed equity financing that may be undertaken
will be negotiated by management as opportunities to raise funds arise. Specific plans related to the use of proceeds will be devised once financing has been completed
and  management  knows  what  funds  will  be  available  for  these  purposes.  Due  to  this  uncertainty,  if  the  Company  is  unable  to  secure  additional  financing,  it  may  be
required to reduce all discretionary activities at the Project to preserve its working capital to fund anticipated non-discretionary expenditures beyond the 2023 fiscal year.

Other than cash held by its subsidiaries for their immediate operating needs in the United States, all of the Company’s cash reserves are on deposit with a major Canadian
chartered bank. The Company does not believe that the credit, liquidity or market risks with respect thereto have increased as a result of the current market conditions.

Critical Accounting Estimates

Mineral properties and exploration and evaluation expenditures

The Company’s mineral project is currently in the exploration and evaluation phase. Mineral property acquisition costs are capitalized when incurred. Mineral property
exploration  costs  are  expensed  as  incurred.  At  such  time  that  the  Company  determines  that  a  mineral  property  can  be  economically  developed,  subsequent  mineral
property expenses will be capitalized during the development of such property.

The  Company  assesses  interests  in  exploration  properties  for  impairment  when  facts  and  circumstances  suggest  that  the  carrying  amount  of  an  asset  may  exceed  its
recoverable amount. Impairment analysis includes assessment of the following circumstances: a significant decrease in the market price of a long-lived asset or asset
group; a significant adverse change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition; a significant adverse
change in legal factors or in the business climate

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that could affect the value of a long-lived asset or asset group, including an adverse action or assessment by a regulator; an accumulation of costs significantly in excess
of the amount originally expected for the acquisition or construction of a long-lived asset or asset group; a current-period operating or cash flow loss combined with a
history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group; or a
current  expectation  that,  more  likely  than  not,  a  long-lived  asset  or  asset  group  will  be  sold  or  otherwise  disposed  of  significantly  before  the  end  of  its  previously
estimated useful life. The term more likely than not refers to a level of likelihood that is more than 50%.

Stock-based compensation

The  Company  follows  the  provisions  of  Financial  Accounting  Standards  Board  (“FASB”)  Accounting  Standards  Codification  Section  718  “Compensation  -  Stock
Compensation”,  which  establishes  accounting  for  equity-based  compensation  awards  to  be  accounted  for  using  the  fair  value  method.  The  Company  uses  the  Black-
Scholes option pricing model to determine the grant date fair value of the awards. Compensation expense is measured at the grant date and recognized over the requisite
service period, which is generally the vesting period.

Recently Adopted Accounting Policies

For a description of recently adopted accounting policies, please see Note 2 – Summary of Significant Accounting Policies within our Notes to Consolidated Financial
Statements in Item 8 of this Annual Report on Form 10-K.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

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ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Directors of
International Tower Hill Mines Ltd.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of International Tower Hill Mines Ltd. (the “Company”) as of December 31, 2021 and 2020, and the
related consolidated statements of operations and comprehensive loss, changes in shareholders’ equity, and cash flows for each of the years ended December 31, 2021
and 2020, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the
financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the years ended December 31, 2021
and 2020, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these 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 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 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 entity’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  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 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
financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be
communicated  to  the  audit  committee  and  that:  (1)  relate  to  accounts  or  disclosures  that  are  material  to  the  financial  statements  and  (2)  involved  our  especially
challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a
whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to
which they relate.

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Assessment of impairment indicators of mineral property

As  described  in  Note  4  to  the  consolidated  financial  statements,  the  carrying  amount  of  the  Company’s  mineral  property  was  $55,375,124  as  at  December  31,  2021.
Management  applies  judgment  to  assess  the  mineral  property  for  impairment  indicators  that  could  give  rise  to  the  requirement  to  conduct  a  formal  impairment  test.
Internal and external factors such as (i) significant decrease in the market price of the asset, (ii) current period cash flow or operating losses combined with a history of
losses  or  a  forecast  of  continuing  losses  associated  with  the  use  of  the  asset,  (iii)  significant  changes  in  expected  capital  and  operating  costs,  and  reclamation  costs,
(iv) significant adverse changes in the business climate or legal factors including changes in gold prices, and (v) current expectation that the asset will more likely than
not  be  sold  or  disposed  of  significantly  before  the  end  of  its  estimated  useful  life,  are  evaluated  by  management  in  determining  whether  there  are  any  indicators  of
impairment.

The  principal  considerations  for  our  determination  that  the  assessment  of  impairment  indicators  of  the  mineral  property  is  a  critical  audit  matter  are  that  there  was
judgment by management when assessing whether there were indicators of impairment for the mineral property. This in turn led to a high degree of auditor judgment,
subjectivity  and  effort  in  performing  procedures  to  evaluate  audit  evidence  relating  to  the  judgments  made  by  management  in  their  assessment  of  indicators  of
impairment that could give rise to the requirement to conduct a formal impairment test.

Addressing  the  matter  involved  performing  procedures  and  evaluating  audit  evidence  in  connection  with  forming  our  overall  opinion  on  the  consolidated  financial
statements. These procedures include, among others, evaluating management’s assessment of indicators of impairment; and assessing whether there has been a significant
decrease in the market price of the asset, significant changes in the expected capital costs, operating costs, reclamation costs, and current period cash flow or operating
losses  combined  with  a  history  of  losses  or  forecasted  continued  losses  associated  with  the  use  of  the  asset,  by  considering  the  current  and  past  performance  of  the
mineral  property  including  other  third-party  information  and  evidence  obtained  in  other  areas  of  the  audit,  as  applicable.  The  procedures  performed  also  included
(i) evaluating whether there were significant adverse changes in the business climate or legal factors including changes in gold prices by considering external market data
and industry data; and (ii) assessing the completeness of external and internal factors that could be considered as indicators of impairment of the Company’s mineral
property, including consideration of evidence obtained in other areas of the audit.

We have served as the Company’s auditor since 2017.

Vancouver, Canada

March 8, 2022

/s/ DAVIDSON & COMPANY LLP

Chartered Professional Accountants

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INTERNATIONAL TOWER HILL MINES LTD.
CONSOLIDATED BALANCE SHEETS
As at December 31, 2021 and 2020
(Expressed in U.S. Dollars)

ASSETS

Current assets

Cash and cash equivalents
Prepaid expenses and other

Total current assets
Property and equipment
Mineral property

Total assets

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current liabilities
Accounts payable
Accrued liabilities

Total liabilities

Shareholders’ equity

Share capital, no par value; unlimited number of authorized shares; 194,908,184 shares issued and
outstanding at December 31, 2021 and 2020
Contributed surplus
Accumulated other comprehensive income
Deficit

Total shareholders’ equity
Total liabilities and shareholders’ equity

Nature of operations (Note 1)
Commitments (Note 9)

Note

December 31, 
2021

December 31, 
2020

$

$

$

4

5

7

$

7,780,671
141,680
7,922,351
7,465
55,375,124

13,049,293
162,079
13,211,372
7,832
55,375,124

63,304,940

$

68,594,328

$

259,648
320,233
579,881

199,026
293,965
492,991

288,032,132
35,989,922
1,828,121
(263,125,116)

288,032,132
35,454,805
1,759,228
(257,144,828)

62,725,059
63,304,940

$

68,101,337
68,594,328

$

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

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INTERNATIONAL TOWER HILL MINES LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
For the Years Ended December 31, 2021 and 2020
(Expressed in U.S. Dollars)

Operating Expenses

Consulting fees
Depreciation
Insurance
Investor relations
Mineral property exploration
Office
Other
Professional fees
Regulatory
Rent
Travel
Wages and benefits

Total operating expenses

Other income (expense)

Loss on foreign exchange
Interest income
Other income

Total other income (expense)

Net loss for the year

Other comprehensive income

Exchange difference on translating foreign operations

Total other comprehensive income for the year

Comprehensive loss for the year

Basic and diluted net loss per share

Note

December 31, 
2021

December 31, 
2020

$

7

7
4

11

7

$

612,387
367
179,659
77,256
3,517,540
33,292
17,181
210,594
178,264
135,372
18,464
935,073
(5,915,449)

(101,818)
20,260
16,719

(64,839)

472,413
7,602
144,837
57,206
2,364,899
27,590
17,774
219,268
138,191
135,762
20,450
808,837
(4,414,829)

(191,071)
76,361
10,821

(103,889)

(5,980,288)

(4,518,718)

68,893
68,893

$

$

(5,911,395)

(0.03)

$

$

185,217
185,217

(4,333,501)

(0.02)

Weighted average number of shares outstanding - basic and diluted

194,908,184

189,870,444

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

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INTERNATIONAL TOWER HILL MINES LTD.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
For the Years Ended December 31, 2021 and 2020
(Expressed in U.S. Dollars)

Balance, December 31, 2019

Stock based compensation-option
Stock based compensation-DSU
Exchange difference on translating foreign operations
At-The-Market offering
Share issuance costs
Net loss

Balance, December 31, 2020

Stock based compensation-option
Stock based compensation-DSU
Exchange difference on translating foreign operations
Net loss

Balance, December 31, 2021

Number of
shares
187,573,671  
—  
—  
—  

7,334,513
—
—
194,908,184
—
—
—
—
194,908,184

$

$

Share capital

Contributed
surplus

278,213,801  
—  
—  
—  

10,299,277
(480,946)
—  

288,032,132
—
—
—
—
288,032,132

$

$

35,069,274  
90,914  
294,617  
—  
—
—
—  

35,454,805
167,267
367,850
—
—
35,989,922

$

$

Accumulated
other
comprehensive
income

1,574,011  
—  
—  
185,217  

—
—
—  

1,759,228
—
—
68,893
—
1,828,121

$

$

Deficit
(252,626,110) 
—  
—  
—  
—
—

(4,518,718) 
(257,144,828)
—
—
—
(5,980,288)
(263,125,116)

$

$

Total
62,230,976
90,914
294,617
185,217
10,299,277
(480,946)
(4,518,718)
68,101,337
167,267
367,850
68,893
(5,980,288)
62,725,059

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

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INTERNATIONAL TOWER HILL MINES LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2021 and 2020
(Expressed in U.S. Dollars)

Operating Activities
Loss for the year
Add items not affecting cash:

Depreciation
Stock-based compensation-option
Stock-based compensation-DSU

Changes in non-cash working capital items:

Accounts receivable
Prepaid expenses
Accounts payable and accrued liabilities

Cash used in operating activities

Financing Activities

Issuance of common shares
Share issuance costs

Cash provided by financing activities

December 31, 
2021

December 31, 
2020

$

(5,980,288)

$

(4,518,718)

367
167,267
367,850

18,770
1,555
86,964
(5,337,515)

—
—
—

7,602
90,914
294,617

94,795
(14,447)
156,302
(3,888,935)

10,299,277
(480,946)
9,818,331

182,276
6,111,672
6,937,621
13,049,293

Effect of foreign exchange on cash and cash equivalents
Increase/(decrease) in cash and cash equivalents
Cash and cash equivalents, beginning of year
Cash and cash equivalents, end of year

68,893
(5,268,622)
13,049,293
7,780,671

$

$

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

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INTERNATIONAL TOWER HILL MINES LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in U.S. Dollars)

1.           GENERAL INFORMATION, NATURE OF OPERATIONS

International Tower Hill Mines Ltd. (“ITH” or the "Company") is incorporated under the laws of British Columbia, Canada. The Company’s head office address
is 2710-200 Granville Street, Vancouver, British Columbia, Canada.

International Tower Hill Mines Ltd. consists of ITH and its wholly owned subsidiaries Tower Hill Mines, Inc. (“TH Alaska”) (an Alaska corporation), Tower
Hill Mines (US) LLC (“TH US”) (a Colorado limited liability company), and Livengood Placers, Inc. (“LPI”) (a Nevada corporation). The Company is in the
business of acquiring, exploring and evaluating mineral properties, and either joint venturing or developing these properties further or disposing of them when
the evaluation is completed. At December 31, 2021, the Company was in the exploration stage and controls a 100% interest in its Livengood Gold Project in
Alaska, U.S.A.

These consolidated financial statements have been prepared on a going-concern basis, which presumes the realization of assets and discharge of liabilities in the
normal course of business for the foreseeable future.

The Company will require significant additional financing to continue its operations in connection with advancing activities at the Livengood Gold Project and
for the development of any mine that may be determined to be built at the Livengood Gold Project. There is no assurance that the Company will be able to
obtain the additional financing required on acceptable terms, if at all.

In addition, any significant delays in the issuance of required permits for the ongoing work at the Livengood Gold Project, or unexpected results in connection
with  the  ongoing  work,  could  result  in  the  Company  being  required  to  raise  additional  funds  to  advance  permitting  efforts.  The  Company’s  review  of  its
financing options includes pursuing a future strategic alliance to assist in further development, permitting and future construction costs.

Despite the Company’s success to date in raising significant equity financing to fund its operations, there is significant uncertainty that the Company will be able
to secure any additional financing in the current or future equity markets. The amount of funds to be raised and the terms of any proposed equity financing that
may be undertaken will be negotiated by management as opportunities to raise funds arise. Specific plans related to the use of proceeds will be devised once
financing has been completed and management knows what funds will be available for these purposes. Due to this uncertainty, if the Company is unable to
secure  additional  financing,  it  may  be  required  to  reduce  all  discretionary  activities  at  the  Project  to  preserve  its  working  capital  to  fund  anticipated  non-
discretionary  expenditures  beyond  the  2022  fiscal  year.  As  at  March  8,  2022,  management  believes  that  the  Company  has  sufficient  financial  resources  to
maintain its operations for the next twelve months.

In March 2020, the World Health Organization declared the novel coronavirus 2019 (“COVID-19”) a global pandemic. This contagious disease outbreak, which
has  continued  to  spread,  and  any  related  adverse  public  health  developments,  has  adversely  affected  workforces,  economies,  and  financial  markets  globally,
potentially leading to an economic downturn. While it is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak
and its ultimate effects on the Company’s business, results of operations or ability to raise funds at this time, the COVID-19 pandemic has not had any material
adverse effects on the Company.

2.           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

These consolidated financial statements are presented in United States dollars and have been prepared in accordance with U.S. generally accepted accounting
principles (“U.S. GAAP”). On March 8, 2022, the Board approved the consolidated financial statements dated December 31, 2021.

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Basis of consolidation

These  consolidated  financial  statements  include  the  accounts  of  ITH  and  its  wholly  owned  subsidiaries  TH  Alaska,  TH  US,  and  LPI.  All  intercompany
transactions and balances have been eliminated.

Significant judgments, estimates and assumptions

The  preparation  of  financial  statements  in  accordance  with  U.S.  GAAP  requires  management  to  make  judgments,  estimates  and  assumptions  that  affect  the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of
revenues and expenses during the period. These judgments, estimates and assumptions are regularly evaluated and are based on management’s experience and
knowledge of the relevant facts and circumstances. While management believes the estimates to be reasonable, actual results could differ from those estimates
and could impact future results of operations and cash flows.

The areas which require significant judgment and estimates that management has made at the financial reporting date, that could result in a material change to
the carrying amounts of assets and liabilities, in the event actual results differ from the assumptions made, relate to, but are not limited to the following:

Significant judgments

●the determination of functional currencies;
●quantitative and qualitative factors used in the assessment of impairment of the Company’s mineral property; and
●the analysis of resource calculations, drill results, labwork, etc. which can impact the Company’s assessment of impairment, and provisions, if any, for

environmental rehabilitation and restoration.

Cash and cash equivalents

Cash equivalents include highly liquid investments with original maturities of twelve months or less, and which are subject to an insignificant risk of change in
value. Cash equivalents are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes.

Property and equipment

On initial recognition, property and equipment are valued at cost. Property and equipment is subsequently measured at cost less accumulated depreciation, less
any accumulated impairment losses, with the exception of land which is not depreciated. Depreciation is recorded over the estimated useful life of the assets at
the following annual rates:

Computer equipment - 30% declining balance;
Computer software - 3 years straight line;
Furniture and equipment -20% declining balance; and
Leasehold improvements - straight-line over the lease term.

Additions during the year are depreciated at one-half the annual rates. Depreciation methods, useful lives and residual values are reviewed at each financial year-
end and adjusted if appropriate.

Mineral properties and exploration and evaluation expenditures

The Company’s mineral project is currently in the exploration and evaluation phase. Mineral property acquisition costs are capitalized when incurred. Mineral
property  exploration  costs  are  expensed  as  incurred.  At  such  time  that  the  Company  determines  that  a  mineral  property  can  be  economically  developed,
subsequent mineral property expenses will be capitalized during the development of such property.

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The Company assesses interests in exploration properties for impairment when facts and circumstances suggest that the carrying amount of an asset may exceed
its recoverable amount. Impairment analysis includes assessment of the following circumstances: a significant decrease in the market price of a long-lived asset
or  asset  group;  a  significant  adverse  change  in  the  extent  or  manner  in  which  a  long-lived  asset  or  asset  group  is  being  used  or  in  its  physical  condition;  a
significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset or asset group, including an adverse action
or assessment by a regulator; an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-
lived asset or asset group; a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that
demonstrates continuing losses associated with the use of a long-lived asset or asset group; a current expectation that, more likely than not, a long-lived asset or
asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The term more likely than not refers to a
level of likelihood that is more than 50%.

Asset retirement obligations

The  Company  records  a  liability  based  on  the  best  estimate  of  costs  for  site  closure  and  reclamation  activities  that  the  Company  is  legally  or  contractually
required  to  remediate.  The  provision  for  closure  and  reclamation  liabilities  is  estimated  using  expected  cash  flows  based  on  engineering  and  environmental
reports  and  accreted  to  full  value  over  time  through  periodic  charges  to  income.  The  Company  does  not  have  any  material  provisions  for  environmental
rehabilitation as of December 31, 2021.

Impairment of long-lived assets and long-lived assets to be disposed of

Long-lived  assets  are  reviewed  for  impairment  whenever  events  or  changes  in  circumstances  indicate  that  the  carrying  amount  of  an  asset  may  not  be
recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be
generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of
the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount and the fair value less costs to sell.

Income taxes

The Company accounts for income taxes under the asset and liability method. Current income taxes are the expected taxes payable or receivable on the taxable
income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to taxes payable in respect of previous
years.  Deferred  tax  assets  and  liabilities  are  recognized  for  the  future  tax  consequences  attributable  to  differences  between  the  financial  statement  carrying
amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply
to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under the asset and liability method, the effect on
deferred  tax  assets  and  liabilities  of  a  change  in  tax  rates  is  recognized  in  income  in  the  period  that  includes  the  enactment  date.  A  valuation  allowance  is
recognized if it is more likely than not that some portion or the entire deferred tax asset will not be recognized.

Net loss per share

Basic  loss  per  share  is  calculated  using  the  weighted  average  number  of  common  shares  outstanding  during  the  period.  Diluted  loss  per  share  reflects  the
potential dilution that could occur if securities or contracts that may require the issuance of common shares in the future were converted, unless the impact is
anti-dilutive.  For  the  year  ended  December  31,  2021,  this  calculation  proved  to  be  anti-dilutive,  and  therefore  the  Company’s  2,947,049  stock  options  and
2,151,276 deferred share units (“DSUs”) outstanding at year-end have been excluded from the calculation.

Stock-based compensation

The  Company  follows  the  provisions  of  Financial  Accounting  Standards  Board  (“FASB”)  Accounting  Standards  Codification  Section  718  “Compensation  -
Stock Compensation”, which establishes accounting for equity-based compensation awards to be accounted for using the fair value method. Equity-settled share-
based payment arrangements are initially measured at fair value at the date of grant and recorded within shareholders’ equity. Arrangements considered to be
cash-settled  are  initially  recorded  at  fair  value  and  classified  as  accrued  liabilities,  and  subsequently  re-measured  at  fair  value  at  each  reporting  date.  The
Company’s  stock  option  plan  is  an  equity-settled  arrangement  and  the  Company’s  deferred  share  unit  plan  can  be  an  equity  or  cash  settled  arrangement
depending on the grant date term.

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The fair value at grant date of all share-based payments is recognized as compensation expense over the period for which benefits of services are expected to be
derived, with a corresponding credit to shareholders’ equity or accrued liabilities depending on whether they are equity-settled or cash-settled. The Company
estimates the fair value of stock options granted using the Black-Scholes option pricing model and estimate the expected forfeiture rate at the date of grant. The
value of DSUs is estimated based on the quoted market price of the Company’s common shares. When awards are forfeited because non-market based vesting
conditions are not satisfied, the expense previously recognized is proportionately reversed.

Functional currency

The Company’s consolidated financial statements are presented in U.S. dollars, which is the Company’s reporting currency. The functional currency of ITH is
the Canadian (“CAD” or “C”) dollar and the functional currency of ITH Alaska, TH US and LPI is the U.S. dollar.

In accordance with ASC 830, Foreign Currency Matters, the Company translates the assets and liabilities into U.S. dollars using the rate of exchange prevailing
at the balance sheet date and the statements of operations and comprehensive loss and cash flows are translated at an average rate during the reporting period.
Adjustments resulting from the translation from CAD into U.S. dollars are recorded in shareholders’ equity as part of accumulated other comprehensive income.

Foreign currency transactions are translated into the functional currency of the respective currency of the entity or division, using the exchange rates prevailing
at  the  dates  of  the  transactions  (spot  exchange  rate).  Foreign  exchange  gains  and  losses  resulting  from  the  settlement  of  such  transactions  and  from  the  re-
measurement of monetary items denominated in foreign currency at period-end exchange rates are recognized in profit or loss. Non-monetary items that are not
re-translated at period end are measured at historical cost (translated using the exchange rates at the transaction date), except for non-monetary items measured
at fair value, which are translated using the exchange rates as at the date when fair value was determined. Gains and losses are recorded in the statement of
operations and comprehensive loss.

Recently adopted accounting pronouncements

Accounting  Standards  Update  No.  2019-12—Income  Taxes  (Topic  740).  In  December  2019,  the  FASB  issued  guidance  intended  to  simplify  various  aspects
related  to  accounting  for  income  taxes  and  removes  certain  exceptions  to  the  general  principles  and  also  clarifies  and  amends  existing  guidance  to  improve
consistent application. The Company adopted the standard on January 1, 2021 and adoption had no impact on the Company’s financial statements.

Recently issued accounting pronouncements

Accounting  Standards  Update  No.  2016-13—Measurement  of  Credit  Losses  on  Financial  Instruments.  In  June  2016,  the  FASB  issued  guidance  intended  to
change how companies account for credit losses for most financial assets and certain other instruments. For trade receivables, loans and held-to-maturity debt
securities, companies will be required to estimate lifetime expected credit losses and recognize an allowance against the related instruments. For available for
sale debt securities, companies will be required to recognize an allowance for credit losses rather than reducing the carrying value of the asset. The adoption of
this update, if applicable, will result in earlier recognition of losses and impairments.

Accounting  Standards  Update  No.  2018-19—Codification  Improvements  to  ASC  326,  Financial  Instruments—Credit  Losses.  In  November  2018,  the  FASB
introduced guidance on an expected credit loss methodology for the impairment of financial assets measured at amortized cost basis. That methodology replaces
the  probable,  incurred  loss  model  for  those  assets.  ASU  2018-19  is  the  final  version  of  Proposed  Accounting  Standards  Update  2018-270,  which  has  been
deleted. Additionally, the amendments clarify that receivables arising from operating leases are not within the scope of Subtopic 326-20. Instead, impairment of
receivables arising from operating leases should be accounted for in accordance with ASC 842, Leases.

These updates are effective beginning January 1, 2023, and the Company is currently evaluating ASU 2016-13 and ASU 2018-19 and the potential impact of
adopting this guidance on its financial reporting.

3.           FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying values of cash and cash equivalents, accounts payable and accrued liabilities approximate their fair values due to the short-term maturity of these
financial instruments.

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Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the significance of the inputs used in
making the measurement. The three levels of the fair value hierarchy are as follows:

● Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities;
● Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and,
● Level 3 – Inputs that are not based on observable market data.

There were no financial instruments measured at fair value.

4.           MINERAL PROPERTY

The Company had the following activity related to the mineral property:

Capitalized acquisition costs
Balance, December 31, 2019
Additions
Balance, December 31, 2020
Additions
Balance, December 31, 2021

Amount
55,375,124
—
55,375,124
—
55,375,124

$

$

$

The following table presents costs incurred for exploration and evaluation activities for the years ended December 31, 2021 and 2020:

Exploration costs:
Aircraft services
Environmental
Equipment and facilities rental
Field costs
Geological/geophysical
Land maintenance & tenure
Legal
Transportation and travel
Total expenditures for the year

Properties acquired from AngloGold, Alaska

Year ended
December 31, 2021

Year ended
December 31, 2020

$

$

8,400
185,330
61,409
327,075
2,121,323
709,922
90,542
13,539
3,517,540

$

$

—
169,704
54,945
70,254
1,437,530
563,243
54,982
14,241
2,364,899

Pursuant to an Asset Purchase and Sale and Indemnity Agreement dated June 30, 2006, as amended on July 26, 2007 (the “AngloGold Agreement”), among the
Company,  AngloGold  Ashanti  (U.S.A.)  Exploration  Inc.  (“AngloGold”)  and  TH  Alaska,  the  Company  acquired  all  of  AngloGold’s  interest  in  a  portfolio  of
seven mineral exploration projects in Alaska and referred to as the Livengood, Chisna, Gilles, Coffee Dome, West Pogo, Blackshell, and Caribou properties (the
“Sale Properties”) in exchange for a cash payment of $50,000 on August 4, 2006, and the issuance of 5,997,295 common shares, representing approximately
19.99% of the Company’s issued shares following the closing of the acquisition and two private placement financings raising an aggregate of C$11,479,348.

As  further  consideration  for  the  transfer  of  the  Sale  Properties,  the  Company  granted  to  AngloGold  a  90-day  right  of  first  offer  with  respect  to  the  Sale
Properties and any additional mineral properties in Alaska in which the Company acquires an interest and which interest the Company proposes to farm out or
otherwise dispose of. Upon AngloGold’s equity interest in the Company being reduced to less than 10%, this right of first offer would then terminate.

On December 11, 2014, the Company closed a private placement financing in which AngloGold elected not to participate. As a result of the shares issued in this
private placement, AngloGold’s ownership in the Company was reduced to less than 10% and thus both AngloGold’s right to maintain its ownership percentage
interest and its right of first offer on the Company’s Alaskan properties terminated upon the closing of the December 2014 private placement.

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Details of the Livengood Property (being the only Sale Property still held by the Company) are as follows:

Livengood Property:

The Livengood property is located in the Tintina gold belt approximately 113 kilometers (70 miles) north of Fairbanks, Alaska. The property consists of
land leased from the Alaska Mental Health Trust, a number of smaller private mineral leases, Alaska state mining claims purchased or located by the
Company and patented ground held by the Company.

Details of the leases are as follows:

a)

b)

c)

d)

a lease of the Alaska Mental Health Trust mineral rights having a term commencing July 1, 2004 and extending 19 years until June 30, 2023, subject to
further extensions beyond June 30, 2023 by either commercial production or payment of an advance minimum royalty equal to 125% of the amount
paid in year 19  and  diligent  pursuit  of  development.  The  lease  requires  minimum  work  expenditures  and  advance  minimum  royalties  (all  of  which
minimum royalties are recoverable from production royalties) which escalate annually with inflation. A net smelter return (“NSR”) production royalty
of between 2.5% and 5.0% (depending upon the price of gold) is payable to the lessor with respect to the lands subject to this lease. In addition, an
NSR production royalty of l% is payable to the lessor with respect to the unpatented federal mining claims subject to the lease described in b) below
and  an  NSR  production  royalty  of  between  0.5%  and  1.0%  (depending  upon  the  price  of  gold)  is  payable  to  the  lessor  with  respect  to  the  lands
acquired by the Company as a result of the purchase of Livengood Placers, Inc. in December 2011. As of December 31, 2021, the Company has paid
$3,993,856 from the inception of this lease.

a  lease  of  federal  unpatented  lode  mining  claims  having  an  initial  term  of  ten  years  commencing  on  April  21,  2003  and  continuing  for  so  long
thereafter  as  advance  minimum  royalties  are  paid  and  mining  related  activities,  including  exploration,  continue  on  the  property  or  on  adjacent
properties controlled by the Company. The lease requires an advance minimum royalty of $50,000 on or before each anniversary date for the duration
of  the  lease  (all  of  which  minimum  royalties  are  recoverable  from  production  royalties).  An  NSR  production  royalty  of  between  2%  and  3%
(depending on the price of gold) is payable to the lessors. The Company may purchase 1% of the royalty for $1,000,000. As of December 31, 2021, the
Company has paid $880,000 from the inception of this lease.

a lease of patented lode claims having an initial term of ten years commencing January 18, 2007, and continuing for so long thereafter as advance
minimum royalties are paid. The lease requires an advance minimum royalty of $20,000 on or before each anniversary date through January 18, 2017
and $25,000 on or before each subsequent anniversary (all of which minimum royalties are recoverable from production royalties). An NSR production
royalty of 3% is payable to the lessors. The Company may purchase all interests of the lessors in the leased property (including the production royalty)
for  $1,000,000  (less  all  minimum  and  production  royalties  paid  to  the  date  of  purchase),  of  which  $500,000  is  payable  in  cash  over  four  years
following the closing of the purchase and the balance of $500,000 is payable by way of the 3% NSR production royalty. The Company has acquired a
40%  interest  in  the  mining  claims  subject  to  the  lease,  providing  the  Company  with  a  40%  interest  in  the  lease.  As  of  December  31,  2021,  the
Company has paid $265,000 from the inception of this lease.

a lease of unpatented federal lode mining and federal unpatented placer claims having an initial term of ten years commencing on March 28, 2007, and
continuing for so long thereafter as advance minimum royalties are paid and mining related activities, including exploration, continue on the property
or on adjacent properties controlled by the Company. The lease requires an advance minimum royalty of $15,000 on or before each anniversary date
for the duration of the lease (all of which minimum royalties are recoverable from production royalties). The Company is required to pay the lessor the
additional sum of $250,000 upon making a positive production decision, of which $125,000 is payable within 120 days of the decision and $125,000 is
payable within a year of the decision (all of which are recoverable from production royalties). An NSR production royalty of 2%  is  payable  to  the
lessor.  The  Company  may  purchase  all  of  the  interest  of  the  lessor  in  the  leased  property  (including  the  production  royalty)  for  $1,000,000.  As  of
December 31, 2021, the Company has paid $188,000 from the inception of this lease.

Title to mineral properties

The  acquisition  of  title  to  mineral  properties  is  a  detailed  and  time-consuming  process.  The  Company  has  taken  steps  to  verify  title  to  mineral  properties  in
which it has an interest. Although the Company has taken every reasonable precaution to ensure

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that legal title to its properties is properly recorded in the name of the Company, there can be no assurance that such title will ultimately be secured.

5.           ACCRUED LIABILITIES

The following table presents the accrued liabilities balances at December 31, 2021 and 2020.

Accrued liabilities
Accrued salaries and benefits
Total accrued liabilities

     December 31, 

     December 31, 

2021
202,982
117,251
320,233

$

$

2020
227,459
66,506
293,965

$

$

Accrued liabilities at December 31, 2021 include accruals for general corporate costs and project costs of $34,912 and $168,070, respectively. Accrued liabilities
at December 31, 2020 include accruals for general corporate costs and project costs of $51,151 and $176,308, respectively.

6.           INCOME TAXES

A reconciliation of income taxes at statutory rates with the reported taxes is as follows for the years ended December 31, 2021 and 2020:

Loss before income taxes
Statutory Canadian corporate tax rate

Expected income tax (recovery)
Effect of change in tax rate
Share-based payments
Unrecognized items for tax purposes
Difference in tax rates in other jurisdictions
Adjustment to prior years provision versus statutory tax returns
Change in valuation allowance
Total income tax expense (recovery)

The significant components of the Company’s deferred tax assets are as follows:

Deferred income tax assets (liabilities):

Mineral properties
Property and equipment
Share issue costs
Net operating losses available for future periods

Valuation allowance
Net deferred tax asset

54

$

$

$

$

$

     December 31, 

2021
(5,980,288)

$
27.00 %  

$

(1,614,678)
3,455,247
123,866
(340,304)
(85,531)
(7,996)
(1,530,604)

— $

December 31, 
2020
(4,518,718)

27.00 %

(1,220,054)
—
104,093
(129,854)
(115,057)
(7,789)
1,368,661
—

December 31, 
2021

December 31, 
2020

$

16,711,128
10,464
83,928
55,506,072
72,311,592
(72,311,592)

— $

18,750,505
10,365
118,756
55,302,874
74,182,500
(74,182,500)
—

 
 
    
 
 
 
  
 
 
 
 
    
    
 
   
  
 
 
 
 
 
 
 
 
 
 
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At  December  31,  2021,  the  Company  has  available  net  operating  losses  for  Canadian  income  tax  purposes  of  approximately  $23,013,000  and  net  operating
losses for US income tax purposes of approximately $161,982,000 available for carry-forward to reduce future years’ taxable income, if not utilized, expiring as
follows:

2040
2039
2038
2037
2036
2035
2034
2033
2032
2031
2030
2029
2028
2027
2026

Canada
1,033,000
938,000
388,000
1,394,000
1,383,000
406,000
1,694,000
1,827,000
2,629,000
4,180,000
2,829,000
2,074,000
1,253,000
907,000
78,000
23,013,000

United States

8,449,000
7,743,000
8,638,000
8,800,000
8,798,000
10,703,000
12,587,000
14,208,000
16,797,000
40,825,000
18,765,000
2,973,000
1,412,000
1,284,000
—
161,982,000

$

$

$

$

The  Company  also  has  available  mineral  resource  expenses  that  are  related  to  the  Company’s  exploration  activities  in  the  United  States  of  approximately
$117,054,000 which may be deductible for U.S. tax purposes. Future tax benefits, which may arise as a result of applying these deductions to taxable income,
have not been recognized in these accounts due to the uncertainty of future taxable income.

7.            SHARE CAPITAL

Authorized

The Company’s share capital consists of an unlimited number of authorized common shares without par value. At December 31, 2020 and 2021, there were
194,908,184 shares issued and outstanding.

Share issuances

There were no share issuances during the year ended December 31, 2021.

On August 31, 2020, the Company entered into an At Market Issuance ("ATM") Sales Agreement with B. Riley Securities, Inc. ("B. Riley"), pursuant to which
the  Company  was  entitled,  at  its  discretion  and  from  time-to-time  during  the  term  of  the  sales  agreement,  to  sell  through  B.  Riley  such  number  of  common
shares of the Company as would result in aggregate gross proceeds to the Company of up to $10,300,000 (the "Offering"). The Company would pay B. Riley a
commission of up to 3% of the gross proceeds from the sale of common shares pursuant to the ATM Sales Agreement.

During the year ended December 31, 2020, the Company issued 7,334,513 common shares pursuant to the Offering for gross proceeds of $10,299,277. Share
issuance costs were $480,946 resulting in net proceeds of $9,818,331 from the Offering.

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Stock options

The Company adopted an incentive stock option plan in 2006, as amended September 19, 2012 and re-approved by the Company’s shareholders on May 28,
2015,  May  30,  2018,  and  May  25,  2021  (the  “Stock  Option  Plan”).  The  essential  elements  of  the  Stock  Option  Plan  provide  that  the  aggregate  number  of
common  shares  of  the  Company  that  may  be  issued  pursuant  to  options  granted  under  the  Stock  Option  Plan  and  any  other  share-based  compensation
arrangements  may  not  exceed  10%  of  the  number  of  issued  shares  of  the  Company  at  the  time  of  the  granting  of  options.  Options  granted  under  the  Stock
Option Plan will have a maximum term of ten years. The exercise price of options granted under the Stock Option Plan shall be fixed in compliance with the
applicable provisions of the Toronto Stock Exchange (“TSX”) Company Manual in force at the time of grant and, in any event, shall not be less than the closing
price of the Company’s common shares on the TSX on the trading day immediately preceding the day on which the option is granted, or such other price as may
be agreed to by the Company and accepted by the TSX. Options granted under the Stock Option Plan vest immediately, unless otherwise determined by the
directors at the date of grant.

During the year ended December 31, 2021, the Company granted a total of 240,000 incentive stock options to certain officers and employees of the Company to
purchase common shares in the capital stock of the Company at an issue price of C$1.31 per share. Of the total 240,000 stock options granted, 150,000 were
granted to Mr. Karl Hanneman, Chief Executive Officer. All of the options vest one-third on the grant date, one-third on May 25, 2022, one-third on May 25,
2023 and expire on May 25, 2027.  

During the year ended December 31, 2020, the Company granted a total of 255,000 incentive stock options to employees of the Company to purchase common
shares in the capital stock of the Company at an issue price of C$0.92 per share. Of the total 255,000 stock options granted, 150,000 were granted to Mr. Karl
Hanneman, Chief Executive Officer. All of the options vest one-third on the grant date, one-third on May 27, 2021, one-third on May 27, 2022 and expire on
May 27, 2026.

A summary of the status of the stock option plan as of December 31, 2021 and 2020 and changes during the fiscal years is presented below:

Balance, beginning of the year

Granted
Exercised
Cancelled

Balance, end of the year

Year Ended
December 31, 2021
     Weighted 
Average 
Exercise 
Price (C$)

Number of
Options

2,707,049
240,000
—
—
2,947,049

$
$

$

0.94  
1.31  
—  
—  

0.97

Aggregate
 Intrinsic 
Value (C$)

Number of
Options

Year Ended
December 31, 2020
     Weighted 
Average 
Exercise 
Price (C$)

Aggregate 
Intrinsic 
Value (C$)

2,452,049
255,000
—
—
2,707,049

$
$

$

0.94  
0.92  
—  
—  

0.94

$

2,287,262

$

235,200

The weighted average remaining life of options outstanding at December 31, 2021 was 1.9 years.

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Stock options outstanding are as follows:

Expiry Date
March 25, 2022*
March 25, 2022*

March 10, 2022
March 16, 2023
March 16, 2023
June 9, 2023
March 21, 2024
February 1, 2025
August 8, 2025
May 27, 2026
May 25, 2027

     Exercise     
Price (C$)
$
$
$
$
$
$
$
$
$
$
$

1.11  
0.73  
1.11  
1.00  
0.50  
1.00  
0.61  
1.35  
0.85
0.92
1.31

December 31, 2021

Number of 
Options

Exercisable

Exercise 
Price (C$)

Number of 
Options

Exercisable

December 31, 2020

510,000  
270,000  
120,000  
580,000  
130,000  
30,000  
374,817  
250,000  
187,232
255,000
240,000
2,947,049  

510,000 $
270,000 $
120,000 $
580,000 $
130,000 $
30,000 $
374,817 $
250,000 $
187,232 $
170,000 $
80,000
2,702,049  

1.11  
0.73  
1.11  
1.00  
0.50  
1.00  
0.61  
1.35  
0.85
0.92
—

510,000  
270,000  
120,000  
580,000  
130,000  
30,000  
374,817  
250,000  
187,232
255,000
—

2,707,049  

510,000
270,000
120,000
580,000
130,000
30,000
374,817
250,000
187,232
85,000
—
2,537,049

● Expiry dates revised to March 25, 2022

A summary of the non-vested options as of December 31, 2021 and 2020 and changes during the fiscal years ended December 31, 2021 and 2020 is as follows:

Non-vested options:
Outstanding at December 31, 2019

Granted
Vested

Outstanding at December 31, 2020

Granted
Vested

Outstanding at December 31, 2021

     Weighted average 

Number of options
—
255,000
$
(85,000) $
$
170,000
240,000
$
(165,000) $
$
245,000

grant-date fair 
value (C$)

—
0.76
0.76
0.76
0.98
0.87
0.91

At December 31, 2021, there was C$98,577 of unrecognized compensation expense related to non-vested options outstanding.

Deferred Share Unit Incentive Plan

On April 4, 2017, the Company adopted a Deferred Share Unit Plan (the “DSU Plan”).  The DSU Plan was approved by the Company’s shareholders on May
24, 2017 and re-approved by the Company’s shareholders on May 27, 2020 and May 25, 2021. As at December 31, 2021, the maximum aggregate number of
common shares that could be issued under the DSU Plan and the Stock Option Plan was 19,490,818, representing 10% of the number of issued and outstanding
common shares on that date (on a non-diluted basis). As at December 31, 2021, the Company had stock options to potentially acquire 2,947,049 common shares
outstanding  under  the  Stock  Option  Plan  (representing  approximately  1.51%  of  the  outstanding  common  shares),  leaving  up  to  16,543,769  common  shares
available for future grants under the DSU Plan and under the Stock Option Plan (combined) based on the number of outstanding common shares as at that date
on a non-diluted basis (representing an aggregate of approximately 8.49% of the outstanding common shares).

During the year ended December 31, 2021, in accordance with the DSU Plan, the Company granted each of the members of the Company’s Board of Directors
(other than those directors nominated for election by Paulson & Co., Inc.) 63,359 DSUs for a total of 316,795 DSUs with a grant date fair value (defined as the
weighted average of the prices at which the common shares traded on the exchange with the most volume for the five trading days immediately preceding the
grant) of C$1.31 per DSU, representing C$83,000 per director or C$415,000 in the aggregate.

During the year ended December 31, 2020, in accordance with the DSU Plan, the Company granted each of the members of the Company’s Board of Directors
(other than those directors nominated for election by Paulson & Co., Inc.) 90,217 DSUs for a total of 451,085 DSUs with a grant date fair value (defined as the
weighted average of the prices at which the common shares

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traded on the exchange with the most volume for the five trading days immediately preceding the grant) of C$0.92 per DSU, representing C$83,000 per director
or C$415,000 in the aggregate.

The DSUs entitle the holders to receive common shares of the Company’s stock without the payment of any consideration. The DSUs vested immediately upon
being granted, but the common shares of stock underlying the DSUs are not deliverable to the grantee until the grantee is no longer serving on the Company’s
Board of Directors.

DSUs outstanding are as follows:

Balance, beginning of the year

Issued
Delivered

Balance, end of the year

Share-based payments

Year Ended
December 31, 2021

Year Ended
December 31, 2020

Number of 
DSUs

1,834,481
316,795
—
2,151,276

     Weighted average

grant-date fair
value (C$)

$
$

$

0.81
1.31
—
0.88

Number of 
DSUs
1,383,396
451,085
—
1,834,481

     Weighted average

grant-date fair
value (C$)

$
$

$

0.77
0.92
—
0.81

During the year ended December 31, 2021, the Company granted 240,000 stock options and 316,795 DSUs. Share-based payment compensation for the year
ended  December  31,  2021  total  $535,117  ($167,267  related  to  stock  options  and  $367,850  related  to  DSUs).  Of  the  total  expense  for  the  year  ended
December 31, 2021, $380,878 was included in consulting fees, $143,957 was included in wages and benefits, and $10,282 was included in investor relations in
the statement of operations and comprehensive loss.

During the year ended December 31, 2020, the Company granted 255,000 stock options and 451,085 DSUs. Share-based payment compensation for the year
ended  December  31,  2020  totaled  $385,531  ($90,914  related  to  stock  options  and  $294,617  related  to  DSUs).  Of  the  total  expense  for  the  year  ended
December 31, 2020, $304,205 was included in consulting fees, $74,870 was included in wages and benefits, and $6,456 was included in investor relations in the
statement of operations and comprehensive loss.

The following weighted average assumptions were used for the Black-Scholes option pricing model of the stock options:

Expected life of options
Risk-free interest rate
Expected volatility
Dividend rate
Exercise price (C$)

Year ended
December 31, 
2021

Year ended
December 31, 
2020

6 years  

6 years

0.99 %
81.22 %
0.00 %
1.31

$

0.40 %
80.92 %
0.00 %
0.92

$

The expected volatility used in the Black-Scholes option pricing model is based on the historical volatility of the Company’s shares.

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8.           SEGMENT AND GEOGRAPHIC INFORMATION

The  Company  operates  in  a  single  reportable  operating  segment,  being  the  exploration  and  development  of  mineral  properties.  The  following  tables  present
selected financial information by geographic location:

December 31, 2021
Mineral property
Property and equipment
Current assets
Total assets

December 31, 2020
Mineral property
Property and equipment
Current assets
Total assets

Net loss for the year - Canada
Net loss for the year - United States
Net loss for the year

9.         COMMITMENTS

Canada

United States

Total

— $

7,465
7,439,101
7,446,566

$

55,375,124

$
—  

483,250
55,858,374

$

55,375,124
7,465
7,922,351
63,304,940

— $

7,832
12,862,068
12,869,900

$

55,375,124

$
—  

349,304
55,724,428

$

55,375,124
7,832
13,211,372
68,594,328

$

$

$

$

Year ended
December 31, 
2021

Year ended
December 31, 
2020

$

$

(1,363,483) $
(4,616,805)
(5,980,288) $

(1,134,685)
(3,384,033)
(4,518,718)

The  following  table  discloses,  as  of  December  31,  2021,  the  Company’s  contractual  obligations  including  anticipated  mineral  property  payments  and  work
commitments. Under the terms of the Company’s mineral property purchase agreements, mineral leases and the terms of the unpatented mineral claims held by
it, the Company is required to make certain scheduled acquisition payments, incur certain levels of expenditures, make lease or advance royalty payments, make
payments to government authorities and incur assessment work expenditures as summarized in the table below in order to maintain and preserve the Company’s
interests in the related mineral properties. If the Company is unable or unwilling to make any such payments or incur any such expenditures, it is likely that the
Company would lose or forfeit its rights to acquire or hold the related mineral properties. The following table assumes that the Company retains the rights to all
of its current mineral properties, but does not exercise any lease purchase or royalty buyout options:

Mineral Property
Leases(1)
Mining Claim
Government Fees
Total

$

$

2022

2023

2024

2025

2026

2027 and 
beyond

Total

Payments Due by Year

426,972

$

513,715

$

519,136

$

524,625

$

530,183

$

535,810

$

3,050,441

205,720
632,692

$

205,720
719,435

$

205,720
724,856

$

205,720
730,345

$

205,720
735,903

$

205,720
741,530

$

1,234,320
4,284,761

1. Does not include required work expenditures, as it is assumed that the required expenditure level is significantly below the work for which will actually be

carried out by the Company. Does not include potential royalties that may be payable (other than annual minimum royalty payments). See Note 4.

10.         RELATED PARTY TRANSACTIONS

On August 31, 2020, the Company entered into an At Market Issuance (“ATM”) Sales Agreement with B. Riley Securities, Inc. (“B. Riley”), pursuant to which
the Company was entitled, at its discretion and from time-to-time during the term of the

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sales agreement, to sell through B. Riley such number of common shares of the Company as would result in aggregate gross proceeds to the Company of up to
$10,300,000  (the  “Offering”).  No  offers  or  sales  of  common  shares  were  made  in  Canada  through  the  facilities  of  the  TSX  or  other  trading  markets.  On
September  2,  2020,  the  Company  announced  that  its  existing  three  largest  shareholders  had  each  taken  their  pro-rata  share  of  the  Offering,  resulting  in  the
issuance of 4,490,997 common shares (representing 2% of the 187,573,671 shares previously issued and outstanding) at the September 1, 2020 closing market
price of $1.40 per share for aggregate gross proceeds of $6,287,396.

11.        LEASES

On December 12, 2019, the Company entered into a one-year operating lease agreement (for the lease period of January 1, 2020 through December 31, 2020) of
the Fairbanks office. After the initial one-year lease period, the agreement has continued on a month-to-month basis. Therefore, the Company has elected the
short-term  lease  recognition  exemption  for  the  office  lease.  Accordingly,  office  lease  costs  will  continue  to  be  reported  as  rent  expense  on  the  Consolidated
Statements  of  Operations  and  Comprehensive  Loss  and  the  Company  will  not  recognize  a  right-of-use  (ROU)  asset  and  lease  liability  on  the  Consolidated
Balance Sheets.

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ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As  of  December  31,  2021,  an  evaluation  was  carried  out  under  the  supervision  of  and  with  the  participation  of  the  Company’s  management,  including  the  Chief
Executive  Officer  and  Chief  Financial  Officer,  of  the  effectiveness  of  the  design  and  operation  of  the  Company’s  disclosure  controls  and  procedures  (as  defined  in
Rules 13a-15(e) and 15d-15(e) of the Exchange Act). Based on the evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that, as of
December 31, 2021, the Company’s disclosure controls and procedures were effective in ensuring that information required to be disclosed in reports filed or submitted
to  the  SEC  under  the  Exchange  Act  is  (i)  recorded,  processed,  summarized  and  reported  within  the  time  periods  specified  in  applicable  rules  and  forms  and
(ii)  accumulated  and  communicated  to  management,  including  the  Chief  Executive  Officer  and  Chief  Financial  Officer,  in  a  manner  that  allows  for  timely  decisions
regarding required disclosures.

The  effectiveness  of  our  or  any  system  of  disclosure  controls  and  procedures,  however  well  designed  and  operated,  can  provide  only  reasonable  assurance  that  the
objectives  of  the  system  will  be  met  and  is  subject  to  certain  limitations,  including  the  exercise  of  judgment  in  designing,  implementing  and  evaluating  controls  and
procedures and the assumptions used in identifying the likelihood of future events.

Management’s Annual Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rule 13a-15(f). Management
evaluated,  with  the  participation  of  our  Chief  Executive  Officer  and  Chief  Financial  Officer,  the  effectiveness  of  internal  control  over  financial  reporting  as  of
December  31,  2021.  In  conducting  this  evaluation,  management  used  the  framework  established  by  the  Committee  of  Sponsoring  Organizations  of  the  Treadway
Commission as set forth in Internal Control – Integrated Framework (2013). Based on this evaluation under the framework in Internal Control – Integrated Framework
(2013), management concluded that internal control over financial reporting was effective as of December 31, 2021.

Because of its inherent limitations, a system of internal control over financial reporting may not prevent or detect misstatements. A control system, no matter how well
designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Further, the design of a control system must
reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. The design of any system of
controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will achieve its stated objectives
under all future conditions.

This Annual Report on Form 10-K does not include an attestation report of the Company’s independent public accounting firm regarding internal control over financial
reporting. Management’s report was not subject to attestation by the Company’s independent public accounting firm pursuant to rules of the Securities and Exchange
Commission that permit the Company to provide only management’s report in this Annual Report on Form 10-K.

Changes in Internal Control over Financial Reporting

There were no changes in internal controls over financial reporting during the fourth quarter ended December 31, 2021 that have materially, or are reasonably likely to
materially affect, the Company’s internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

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ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

ITEM 10.  DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

PART III

The information required by Items 401, 405, 406, 407(c)(3), (d)(4) and (d)(5) of Regulation S-K will be included in the Company’s Proxy Statement for its 2022 Annual
Meeting  of  Shareholders  to  be  filed  with  the  SEC  within  120  days  after  December  31,  2021  (the  “2022  Proxy  Statement”),  and  is  incorporated  by  reference  in  this
Annual Report on Form 10-K.

The Company’s Code of Business Conduct and Ethics is available on the Company’s website at www.ithmines.com. We intend to post on our website any amendments
to, or waivers from our Code of Business Conduct and Ethics applicable to senior financial executives.

ITEM 11.  EXECUTIVE COMPENSATION

The information required by Item 402 and paragraph (e)(4) and (e)(5) of Item 407 of Regulation S-K will be contained in the Company’s 2022 Proxy Statement, and is
incorporated by reference in this Annual Report on Form 10-K.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required by Item 201(d) and Item 403 of Regulation S-K will be contained in the Company’s 2022 Proxy Statement, and is incorporated by reference in
this Annual Report on Form 10-K.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required by Item 404 and Item 407(a) of Regulation S-K will be contained in the Company’s 2022 Proxy Statement, and is incorporated by reference in
this Annual Report on Form 10-K.

ITEM 14.  PRINCIPAL ACCOUNTING FEES AND SERVICES

The information required by Item 9(e) of Schedule 14A will be filed in the Company’s 2022 Proxy Statement, and is incorporated by reference in this Annual Report on
Form 10-K.

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ITEM 15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)            Documents filed as part of this report

(1)            All financial statements

PART IV

The report of independent registered public accounting firm (Davidson & Company LLP, Vancouver, British Columbia, Canada, PCAOB ID 731)

The consolidated statements of operations and comprehensive loss, cash flows, and changes in shareholders’ equity, and the consolidated balance sheets are included as
part of Part II, Item 8, Financial Statements and Supplementary Data.

(2)            Financial statement schedules

All financial statement schedules have been omitted, since the information is either not applicable or required, or because the information required is included in the
consolidated financial statements and notes thereto included in this Form 10-K.

(3)            Exhibits required by Item 601 of Regulation S-K

Exhibit Number

Description

3.1

4.1

4.2

4.3+

10.1

10.2**

10.3

10.4

Amended and Restated Articles of the Company, as amended on June 21, 2021 (filed as Exhibit 3.1 to the Company’s Quarterly Report on
Form 10-Q on August 6, 2021 and incorporated herein by reference)

Form of Common Share Certificate (filed as Exhibit 1 to the Company’s Form 8-A on August 2, 2007 and incorporated herein by reference)

Investor  Rights  Agreement,  dated  December  28,  2016,  between  International  Tower  Hill  Mines  Ltd.  and  Paulson  &  Co.  Inc.  (filed  as
Exhibit 4.1 to the Company’s Form 8-K filed on January 5, 2017 and incorporated herein by reference)

Description of Securities

Mining  Lease  with  Option  to  Purchase,  dated  January  18,  2007,  between  Talon  Gold  Alaska  Inc.  and  Bernard  E.  Griffin,  Donna  Griffin,
Larry  Kilgore,  Sherry  Gerbi,  Jerry  Griffin,  Tim  Miller,  Lynne  Miller,  Robert  and  Marcia  Miller  (filed  as  Exhibit  11  to  the  Company’s
Form 20-F on December 3, 2007 and incorporated herein by reference)

Upland Mining Lease, effective July 1, 2004, between the Alaska Mental Health Trust Authority and Tower Hill Mines, Inc. (as successor to
AngloGold (U.S.A.)) (filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q/A on December 10, 2013 and incorporated
herein by reference)

Addendum No. 2 to Upland Mining Lease, effective July 1, 2007, between the State of Alaska, Department of Natural Resources, Mental
Health Trust Land Office and Tower Hill Mines, Inc. (formerly Talon Gold Alaska, Inc.) (filed as Exhibit 10.2 to the Company’s Quarterly
Report on Form 10-Q on November 6, 2013 and incorporated herein by reference)

Addendum No. 3 to Upland Mining Lease, effective January 1, 2010, between the State of Alaska, Department of Natural Resources, Mental
Health Trust Land Office and Tower Hill Mines, Inc. (formerly Talon Gold Alaska, Inc.) (filed as Exhibit 10.3 to the Company’s Quarterly
Report on Form 10-Q on November 6, 2013 and incorporated herein by reference)

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Table of Contents

10.5

10.6**

10.7*

10.8*

10.9*

10.10*

10.11*

10.12*

10.13

10.14

10.15

21.1

23.1+

23.2+

23.3+

23.4+

23.5+

24+

31.1+

Addendum No. 4 to Upland Mining Lease, effective June 27, 2013, between the State of Alaska, Department of Natural Resources, Mental
Health  Trust  Land  Office  and  Tower  Hill  Mines,  Inc.  (filed  as  Exhibit  10.4  to  the  Company’s  Quarterly  Report  on  Form  10-Q  on
November 6, 2013 and incorporated herein by reference)

Addendum No. 5 to Upland Mining Lease, effective June 30, 2013, between the State of Alaska, Department of Natural Resources, Mental
Health  Trust  Land  Office  and  Tower  Hill  Mines,  Inc.  (filed  as  Exhibit  10.5  to  the  Company’s  Quarterly  Report  on  Form  10-Q  on
November 6, 2013 and incorporated herein by reference)

2006  Stock  Option  Plan,  as  amended  September  19,  2012  (filed  as  Exhibit  10.9  to  the  Company’s  Form  10-K  on  March  13,  2013  and
incorporated herein by reference)

Form  of  Stock  Option  Agreement  for  use  under  the  2006  Stock  Option  Plan  (filed  as  Exhibit  10.10  to  the  Company’s  Form  10-K  on
March 13, 2013 and incorporated herein by reference)

2017 Deferred Share Unit Incentive Plan (filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q on August 11, 2017 and
incorporated herein by reference)

Consulting Agreement, dated May 11, 2015, between David A. Cross and International Tower Hill Mines Ltd. (filed as Exhibit 10.1 to the
Company’s Form 8-K filed on May 12, 2015 and incorporated herein by reference)

Financial  and  Accounting  Consulting  Agreement,  dated  May  11,  2015,  between  Cross  Davis  &  Company  LLP,  Certified  General
Accountants  and  International  Tower  Hill  Mines  Ltd.  (filed  as  Exhibit  10.2  to  the  Company’s  Form  8-K  filed  on  May  12,  2015  and
incorporated herein by reference)

Amended and Restated Employment Agreement, dated March 12, 2018, between Karl Hanneman and Tower Hill Mines (US) LLC (filed as
Exhibit 10.16 to the Company’s Form 10-K on March 16, 2018 and is incorporated herein by reference)

Amended and Restated Mining Lease, dated November 22, 2017, between Kasey Leigh Tucker and Tower Hill Mines, Inc. to amend and
restate  Mining  Lease  effective  as  of  March  28,  2017,  between  Ronald  Tucker  and  Talon  Gold  Alaska,  Inc.  (filed  as  Exhibit  10.16  to  the
Company’s Form 10-K on March 15, w18 and incorporated herein by reference)

Subscription  Agreement,  dated  March  13,  2018,  between  the  Company  and  Electrum  Strategic  Opportunities  Fund  II,  L.P.  (filed  as
Exhibit 10.1 to the Company’s Form 8-K filed on March 16, 2018 and incorporated herein by reference)

Subscription  Agreement,  dated  March  13,  2018,  between  the  Company  and  Paulson  &  Co.  Inc.  (filed  as  Exhibit  10.2  to  the  Company’s
Form 8-K filed on March 16, 2018 and incorporated herein by reference)

Subsidiaries of the Company (filed as Exhibit 21.1 to the Company’s Annual Report on Form 10-K on March 10, 2021 and incorporated
herein by reference)

Consent of Davidson & Company LLC

Consent of BBA USA Inc.

Consent of NewFields Mining Design & Technical Services, LLC

Consent of JDS Energy & Mining Inc.

Consent of Resource Development Associates Inc.

Power of Attorney (see signature page)

Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002

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Table of Contents

31.2+

32.1+

32.2+

96.1+

101

104+

*
**

+

Certification of Principal Financial and Accounting Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002

Certification  of  the  Principal  Executive  Officer  pursuant  to  18  U.S.C.  Section  1350,  as  adopted  pursuant  to  Section  906  of  the  Sarbanes-
Oxley Act of 2002

Certification of the Principal Financial and Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002

Technical Report Summary for the Livengood Gold Project

Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Consolidated Balance Sheets at December 31, 2021 and 2020, (ii) the
Consolidated Statements of Operations and Comprehensive Loss for the Years Ended December 31, 2021 and 2020, (iii) the Consolidated
Statements of Changes in Shareholders’ Equity for the Years Ended December 31, 2021 and 2020, (iv) the Consolidated Statements of Cash
Flows for the Years Ended December 31, 2021 and 2020, and (v) the Notes to the Consolidated Financial Statements

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Management contract or compensatory plan or arrangement
Certain portions of this exhibit have been omitted by redacting a portion of the text (indicated by asterisks in the text). This exhibit has been filed separately with
the Securities and Exchange Commission pursuant to a request for confidential treatment.
Filed or furnished herewith

The information required by Section (a)(3) of Item 15 is set forth on the Exhibit Index that follows the signatures page of this Form 10-K.

ITEM 16. FORM 10-K SUMMARY

Not applicable.

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Table of Contents

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

SIGNATURES

International Tower Hill Mines Ltd.

By:

/s/ Karl L. Hanneman
Karl L. Hanneman
Chief Executive Officer

Date: March 9, 2022

Power of Attorney

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Karl. L. Hanneman as his attorney-in-fact,
with the power of substitution, for him in any and all capacities, to sign any amendments to this Annual Report on Form 10-K, and to file the same, with exhibits thereto
and  other  documents  in  connection  therewith,  with  the  Securities  and  Exchange  Commission,  hereby  ratifying  and  confirming  all  that  said  attorney-in-fact,  or  his
substitute or substitutes, may do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

By:

/s/ Karl L. Hanneman
Karl L. Hanneman
Chief Executive Officer and Director
(Principal Executive Officer)

Date: March 9, 2022

By:

/s/ David Cross
David Cross
Chief Financial Officer
(Principal Financial and Accounting Officer)

Date: March 9, 2022

By:

/s/ Anton J. Drescher
Anton J. Drescher
Director

Date: March 9, 2022

By:

/s/ Stuart A. Harshaw
Stuart A. Harshaw
Director

Date: March 9, 2022

By:

/s/ Marcelo Kim
Marcelo Kim
Director

Date: March 9, 2022

By:

/s/ Stephen A. Lang
Stephen A. Lang
Director

Date: March 9, 2022

By:

/s/ Christopher Papagianis
Christopher Papagianis
Director

Date: March 9, 2022

By:

/s/ Thomas S. Weng
Thomas S. Weng
Director

Date: March 9, 2022

66

 
 
 
 
 
    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EXHIBIT 4.3

DESCRIPTION OF INTERNATIONAL TOWER HILL MINES COMMON SHARES

The common shares, no par value (the “common shares”), of International Tower Hill Mines Ltd. (the “Company”) are the Company’s only class of securities registered
under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

The  following  description  of  our  common  shares  is  a  summary  and  does  not  purport  to  be  complete.  It  is  subject  to  and  qualified  in  its  entirety  by  reference  to  our
Articles of the Company, as amended and restated (the “Articles”), which are filed as Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q on August 6, 2021
and  incorporated  herein  by  reference.  We  are  incorporated  in  the  Province  of  British  Columbia,  Canada  and  are  subject  to  the  Business  Corporations  Act  (British
Columbia).

Authorized Capital Shares

The Company’s share capital consists of an unlimited number of authorized common shares of which 194,908,184 are issued and outstanding as of March 1, 2022. The
outstanding common shares are fully paid and nonassessable. No other classes of shares are currently authorized.

Voting Rights

Holders of common shares are entitled to receive notice of and to attend any meetings of shareholders of the Company and at any meetings of shareholders to cast one
vote for each common share held. Holders of common shares do not have cumulative voting rights. A simple majority of votes cast on a resolution is required to pass an
ordinary resolution; however, if the resolution is a special resolution two-thirds of the votes cast on the special resolution are required to pass it.

Dividend Rights and Liquidation Rights

Holders of common shares are entitled to receive dividends as and when declared by the board of directors of the Company at its discretion from funds legally available
therefor and to receive a pro rata share of the assets of the Company available for distribution to the shareholders in the event of the liquidation, dissolution or winding-
up of the Company after payment of debts and other liabilities, in each case subject to the rights, privileges, restrictions and conditions attached to any other series or
class of shares ranking senior in priority to or on a pro-rata basis with the holders of common shares with respect to dividends or liquidation.

Other Rights and Preferences

There are no pre-emptive, subscription, conversion or redemption rights attached to the common shares nor do they contain any sinking or purchase fund provisions.

Considerations for Non-Resident Holders

There are no limitations under the laws of Canada or in the organizing documents of the Company on the right of foreigners to hold or vote securities of the Company or
affecting the remittance of dividends, interest and other payments to non-residents, except that the Investment Canada Act (Canada) may require review and approval by
the Minister of Industry (Canada) of certain acquisitions of “control” of the Company by a “non-Canadian.” See “Certain Canadian Federal Income Tax Considerations
for  U.S.  Holders”  and  “Certain  U.S.  Federal  Income  Tax  Considerations”  in  the  Form  10-K  under  Part  II.  Item  5.  Market  For  Registrant’s  Common  Equity,  Related
Stockholder Matters And Issuer Purchases Of Equity Securities for additional information.

EXHIBIT 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-240276) and Forms S-8 (No. 333-174617,
333-158533 and 333-141353) of International Tower Hill Mines Ltd. of our report dated March 8, 2022, relating to the consolidated financial statements
of International Tower Hill Mines Ltd., which appears in Form 10-K of International Tower Hill Mines Ltd. dated March 8, 2022.

Vancouver, British Columbia

March 8, 2022

(Signed) DAVIDSON & COMPANY LLP

Chartered Professional Accountants

CONSENT – BBA USA INC.

EXHIBIT 23.2

In connection with the International Tower Hill Mines Ltd. Annual Report on Form 10-K for the year ended December 31, 2021 and any amendments or supplements
and/or exhibits thereto (collectively, the “Form 10-K”), the undersigned consents to:

(i)

(ii)

(iii)

(iv)

the filing and use of  Chapters 2, 3, 10 (except Section 10.5.16.7), 12 (except Section 12.3.3.1), 13, 14, 15 (except Sections 15.14, and 15.19), 16, 17, 
18, 19, 21, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the technical report summary titled “Pre-feasibility Study of the Livengood 
Gold Project, Alaska, USA” (the “TRS”), with an effective date of October 29, 2021, as an exhibit to and referenced in the Form 10-K;

the incorporation by reference of Chapters 2, 3, 10 (except Section 10.5.16.7), 12 (except Section 12.3.3.1), 13, 14, 15 (except Sections 15.14, and
15.19), 16, 17, 18, 19, 21, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS in the Registration Statements of International Tower
Hill Mines Ltd. on Form S-3 (No. 333-240276) and Form S-8 (Nos. 333-174617, 333-158533, and 333-141353) (the “Registration Statements”);

the use of and references to our name, including our status as an expert or “qualified person” (as defined in Subpart 1300 of Regulation S-K
promulgated by the Securities and Exchange Commission), in connection with Chapters 2, 3, 10 (except Section 10.5.16.7), 12 (except Section
12.3.3.1), 13, 14, 15 (except Sections 15.14, and 15.19), 16, 17, 18, 19, 21, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS,
Form 10-K and the Registration Statements; and

any extracts or summaries of Chapters 2, 3, 10 (except Section 10.5.16.7), 12 (except Section 12.3.3.1), 13, 14, 15 (except Sections 15.14, and 15.19),
16, 17, 18, 19, 21, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS included or incorporated by reference in the Form 10-K and
the Registration Statements, and the use of any information derived, summarized, quoted or referenced from the Chapters 2, 3, 10 (except Section
10.5.16.7), 12 (except Section 12.3.3.1), 13, 14, 15 (except Sections 15.14, and 15.19), 16, 17, 18, 19, 21, and the relevant portions of Chapters 1, 22,
23, 24 and 25 of the TRS, or portions thereof, that were prepared by us, that we supervised the preparation of, and/or that were reviewed and
approved by us, that is included or incorporated by reference in the Form 10-K and the Registration Statements.

Dated: February 23, 2022
By: /s/ Signed “BBA USA Inc.”
Name: BBA USA Inc.

CONSENT – NEWFIELDS MINING DESIGN & TECHNICAL SERVICES, LLC

In connection with the International Tower Hill Mines Ltd. Annual Report on Form 10-K for the year ended December 31, 2021 and any amendments or supplements
and/or exhibits thereto (collectively, the “Form 10-K”), the undersigned consents to:

EXHIBIT 23.3

(i)

(ii)

(iii)

(iv)

the filing and use of Sections 10.5.16.7, 15.14, 15.19, and the relevant portions of Chapters 1, 18, 22, 23, 24 and 25 of the technical report summary
titled “Pre-feasibility Study of the Livengood Gold Project, Alaska, USA” (the “TRS”), with an effective date of October 29, 2021, as an exhibit to
and referenced in the Form 10-K;

the incorporation by reference of Sections 10.5.16.7, 15.14, 15.19, and the relevant portions of Chapters 1, 18, 22, 23, 24 and 25 of the TRS in the
Registration Statements of International Tower Hill Mines Ltd. on Form S-3 (No. 333-240276) and Form S-8 (Nos. 333-174617, 333-158533, and
333-141353) (the “Registration Statements”);

the use of and references to our name, including our status as an expert or “qualified person” (as defined in Subpart 1300 of Regulation S-K
promulgated by the Securities and Exchange Commission), in connection with Sections 10.5.16.7, 15.14, 15.19, and the relevant portions of Chapters
1, 18, 22, 23, 24 and 25 of the TRS, Form 10-K and the Registration Statements; and

any extracts or summaries of Sections 10.5.16.7, 15.14, 15.19, and the relevant portions of Chapters 1, 18, 22, 23, 24 and 25 of the TRS included or
incorporated by reference in the Form 10-K and the Registration Statements, and the use of any information derived, summarized, quoted or
referenced from the Sections 10.5.16.7, 15.14, 15.19, and the relevant portions of Chapters 1, 18, 22, 23, 24 and 25 of the TRS, or portions thereof,
that were prepared by us, that we supervised the preparation of, and/or that were reviewed and approved by us, that is included or incorporated by
reference in the Form 10-K and the Registration Statements.

Dated: February 23, 2022
By: /s/ Signed “NewFields Mining Design & Technical Services, LLC”
Name: NewFields Mining Design & Technical Services, LLC

CONSENT – JDS ENERGY & MINING INC.

EXHIBIT 23.4

In connection with the International Tower Hill Mines Ltd. Annual Report on Form 10-K for the year ended December 31, 2021 and any amendments or supplements
and/or exhibits thereto (collectively, the “Form 10-K”), the undersigned consents to:

(i)

(ii)

(iii)

(iv)

the filing and use of Section 12.3.3.1, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the technical report summary titled “Pre-feasibility
Study of the Livengood Gold Project, Alaska, USA” (the “TRS”), with an effective date of October 29, 2021, as an exhibit to and referenced in the
Form 10-K;

the incorporation by reference of Section 12.3.3.1, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS in the Registration
Statements of International Tower Hill Mines Ltd. on Form S-3 (No. 333-240276) and Form S-8 (Nos. 333-174617, 333-158533, and 333-141353)
(the “Registration Statements”);

the use of and references to our name, including our status as an expert or “qualified person” (as defined in Subpart 1300 of Regulation S-K
promulgated by the Securities and Exchange Commission), in connection with Section 12.3.3.1, and the relevant portions of Chapters 1, 22, 23, 24
and 25 of the TRS, Form 10-K and the Registration Statements; and

any extracts or summaries of Section 12.3.3.1, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS included or incorporated by
reference in the Form 10-K and the Registration Statements, and the use of any information derived, summarized, quoted or referenced from the
Section 12.3.3.1, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS, or portions thereof, that were prepared by us, that we
supervised the preparation of, and/or that were reviewed and approved by us, that is included or incorporated by reference in the Form 10-K and the
Registration Statements.

Dated: February 23, 2022
By: /s/ Signed “JDS Energy & Mining Inc.”
Name: JDS Energy & Mining Inc.

CONSENT – RESOURCE DEVELOPMENT ASSOCIATES INC.

EXHIBIT 23.5

In connection with the International Tower Hill Mines Ltd. Annual Report on Form 10-K for the year ended December 31, 2021 and any amendments or supplements
and/or exhibits thereto (collectively, the “Form 10-K”), the undersigned consents to:

(i)

(ii)

(iii)

(iv)

the filing and use of Chapters 4, 5, 6 ,7 ,8, 9, 11 and 20, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the technical report summary
titled “Pre-feasibility Study of the Livengood Gold Project, Alaska, USA” (the “TRS”), with an effective date of October 29, 2021, as an exhibit to
and referenced in the Form 10-K;

the incorporation by reference of Chapters 4, 5, 6 ,7 ,8, 9, 11 and 20, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS in the
Registration Statements of International Tower Hill Mines Ltd. on Form S-3 (No. 333-240276) and Form S-8 (Nos. 333-174617, 333-158533, and
333-141353) (the “Registration Statements”);

the use of and references to our name, including our status as an expert or “qualified person” (as defined in Subpart 1300 of Regulation S-K
promulgated by the Securities and Exchange Commission), in connection with Chapters 4, 5, 6 ,7 ,8, 9, 11 and 20, and the relevant portions of
Chapters 1, 22, 23, 24 and 25 of the TRS, Form 10-K and the Registration Statements; and

any extracts or summaries of Chapters 4, 5, 6 ,7 ,8, 9, 11 and 20, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS included or
incorporated by reference in the Form 10-K and the Registration Statements, and the use of any information derived, summarized, quoted or
referenced from the Chapters 4, 5, 6 ,7 ,8, 9, 11 and 20, and the relevant portions of Chapters 1, 22, 23, 24 and 25 of the TRS, or portions thereof, that
were prepared by us, that we supervised the preparation of, and/or that were reviewed and approved by us, that is included or incorporated by
reference in the Form 10-K and the Registration Statements.

Dated: February 23, 2022
By: /s/ Signed “Resource Development Associates Inc.”
Name: Resource Development Associates Inc.

I, Karl L. Hanneman, certify that:

1. I have reviewed this Annual Report on Form 10-K of International Tower Hill Mines Ltd.;

CERTIFICATION

EXHIBIT 31.1

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange
Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant
and have:

(a)  Designed  such  disclosure  controls  and  procedures,  or  caused  such  disclosure  controls  and  procedures  to  be  designed  under  our  supervision,  to
ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;

(b)  Designed  such  internal  control  over  financial  reporting,  or  caused  such  internal  control  over  financial  reporting  to  be  designed  under  our
supervision,  to  provide  reasonable  assurance  regarding  the  reliability  of  financial  reporting  and  the  preparation  of  financial  statements  for  external
purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness
of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal
quarter  (the  registrant’s  fourth  fiscal  quarter  in  the  case  of  an  annual  report)  that  has  materially  affected,  or  is  reasonably  likely  to  materially
affect, the registrant's internal control over financial reporting; and

5.  The  registrant’s  other  certifying  officer(s)  and  I  have  disclosed,  based  on  our  most  recent  evaluation  of  internal  control  over  financial  reporting,
to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)  All  significant  deficiencies  and  material  weaknesses  in  the  design  or  operation  of  internal  control  over  financial  reporting  which  are  reasonably
likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control
over financial reporting.

Date: March 9, 2022

By:

/s/ Karl L. Hanneman
Karl L. Hanneman
Chief Executive Officer
(Principal Executive Officer)

I, David Cross, certify that:

1. I have reviewed this Annual Report on Form 10-K of International Tower Hill Mines Ltd.;

CERTIFICATIONS

XHIBIT 31.2

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange
Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant
and have:

(a)  Designed  such  disclosure  controls  and  procedures,  or  caused  such  disclosure  controls  and  procedures  to  be  designed  under  our  supervision,  to
ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;

(b)  Designed  such  internal  control  over  financial  reporting,  or  caused  such  internal  control  over  financial  reporting  to  be  designed  under  our
supervision,  to  provide  reasonable  assurance  regarding  the  reliability  of  financial  reporting  and  the  preparation  of  financial  statements  for  external
purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness
of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal
quarter  (the  registrant’s  fourth  fiscal  quarter  in  the  case  of  an  annual  report)  that  has  materially  affected,  or  is  reasonably  likely  to  materially
affect, the registrant's internal control over financial reporting; and

5.  The  registrant’s  other  certifying  officer(s)  and  I  have  disclosed,  based  on  our  most  recent  evaluation  of  internal  control  over  financial  reporting,
to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)  All  significant  deficiencies  and  material  weaknesses  in  the  design  or  operation  of  internal  control  over  financial  reporting  which  are  reasonably
likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control
over financial reporting.

Date: March 9, 2022

By:

/s/ David Cross
David Cross
Chief Financial Officer
(Principal Financial and Accounting Officer)

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

EXHIBIT 32.1

In connection with the Annual Report on Form 10-K of International Tower Hill Mines Ltd. (the “Company”), for the period ended December 31, 2021, as filed
with the Securities and Exchange Commission on the date hereof (the “Report”), I, Karl L. Hanneman, Chief Executive Officer of the Company, hereby certify pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

Date: March 9, 2022

By:

/s/ Karl L. Hanneman
Karl L. Hanneman
Chief Executive Officer
(Principal Executive Officer)

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

EXHIBIT 32.2

In connection with the Annual Report on Form 10-K of International Tower Hill Mines Ltd. (the “Company”), for the period ended December 31, 2021, as filed
with the Securities and Exchange Commission on the date hereof (the “Report”), I, David Cross, Chief Financial Officer for the Company, hereby certify pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

Date: March 9, 2022

By:

/s/ David Cross
David Cross
Chief Financial Officer
(Principal Financial and Accounting Officer)

Exhibit 96.1

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

DATE AND SIGNATURE PAGE

This report is effective as of the 29th day of October 2021 and is current as of December 31, 2021 for S-K 1300 purposes:

“Original signed on file”

BBA USA Inc.

“Original signed on file”

NewFields Mining & Design & Technical Services, LLC

“Original signed on file”

JDS Energy & Mining Inc.

“Original signed on file”

Resource Development Associates Inc.

February 23, 2022

Date

February 23, 2022

Date

February 23, 2022

Date

February 23, 2022

Date

FEBRUARY 2022

BBA Document No.: 3661012-000000-40-ERA-0002-R00

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

TABLE OF CONTENTS

1.

Executive Summary

1.1       Introduction

1.2       Contributors

1.3       Key Project Outcomes

1.4       Property Description, Location and Access

1.5       Land Tenure

1.6       Property History

1.7       Mineralization

1.8       Mineral Processing and Metallurgical Testing

1.9       Mineral Resource Estimate

1.10     Mineral Reserve Estimate

1.11     Mining Methods

1.12     Recovery Methods

1.13     Local Resources and Project Infrastructure

1.13.1    Local Resources

1.13.2    Project Infrastructure

1.14     Environmental and Permitting

1.15     Socioeconomic Conditions

1.16     Capital Cost and Operating Cost Estimates

1.16.1    Capital Costs

1.16.2    Operating Costs

1.17     Project Economics

1.18     Project Schedule

1.19     Interpretations and Conclusions

1.20     Recommendations

2.

Introduction

2.1       Overview

2.2       Basis of the Technical Report Summary

2.3       Study Contributors

2.4       Report Responsibility

2.5       Personal Inspection of the Livengood Property

2.6       Effective Dates and Declaration

2.7       Sources of Information

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2.7.1    General

2.7.2    BBA

2.7.3    JDS

2.7.4    NewFields

2.8       Currency, Units of Measure, and Calculations

2.9       Important Notice

2.10     Acknowledgements

3.

Property Description and Location

3.1       Property Description

3.1.1    100% Owned Patented Mining Claims

3.1.2    100% Owned State of Alaska Mining Claims

3.1.3    100% Owned Federal Unpatented Placer Mining Claims

3.1.4    100% Owned by Livengood Placers, Inc.

3.1.5    Leased Property

3.1.6    Patented Mining Claims (Undivided Interests Less Than 100%)

3.1.7    Other Land Obligations

3.1.8    Permits

3.1.9    Environmental Liabilities

3.2       Location

4.

Accessibility, Climate, Local Resources, Infrastructure and Physiography

4.1       Accessibility

4.2       Climate

4.3       Local Resources and Infrastructure

4.3.1    Local Resources

4.3.2    Infrastructure

4.4       Project Area

4.5       Physiography

History

5.1       General History

Geological Setting and Mineralization and Deposit

6.1       Geological Setting and Mineralization

6.1.1    Regional Geology

6.1.2    Mineralization and Alteration

6.1.3    Massive Stibnite Veins

6.1.4    Antimony Mineralization Halo

5.

6.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

6.2       Deposit

7.

Exploration

7.1       Exploration History

7.2       Drilling

7.2.1    Reverse Circulation vs Core Drilling

7.2.2    Resource Verification Drilling

8.

Sample Preparation, Assaying and Security

8.1       Sample Collection, Procedures and Security

8.2       Lab Procedures

8.3       QA/QC Procedures and Results

8.4       Data Collection, Entry and Maintenance

9.

Data Verification

10. Mineral Processing and Metallurgical Testing

10.1     Introduction

10.2     FS – Sample Selection and Preparation

10.3     FS – Mineralogy and Gold Deportment Study

10.4     Comminution Testing

10.4.1    FS – Comminution Testing

10.4.2    2017 PFS – Comminution Testing

10.4.3    Testwork Summary for Crushing and Grinding Circuit Design

10.4.4    Project Throughput Estimation

10.4.5    Comminution Circuit Simulations and Design Summary

10.5     Metallurgical Testwork

10.5.1    FS – Metallurgical Testwork

10.5.2    FS – Optimization Test Program

10.5.3    FS – Variability Test Program

10.5.4    FS – Solid / Liquid Separation Testwork

10.5.5    FS – Cyanide Detoxification Tests

10.5.6    2017 PFS – Metallurgical Testwork

10.5.7    2017 PFS – Continuous Testwork

10.5.8    2017 PFS – Phase 7 - Assay Procedures and Water Source Testing

10.5.9    2017 PFS – Phase 8 - Grind, Recovery, Gravity, Flotation Testing

10.5.10  2017 PFS – Phase 9 - SGS and FLS-Curtin University Test Program

10.5.11  2017 PFS – Phase 10 - Stirred Tank Reactor (STR) Leach Tests

10.5.12  2021 PFS – Metallurgical Testwork

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

10.5.13  2021 PFS – Phase 9a - Cyanide Leach Testing

10.5.14  2021 PFS – Phase 9b - Gravity, Grind, Leaching, STR and Flotation Testing

10.5.15  2021 PFS – Phase 11

10.5.16  2021 PFS – Phase 12

10.5.17  2021 PFS – Phase 13

10.6     Recovery Equations

10.6.1   2017 PFS Recovery Equations – Grind Sizes of 90 µm and 180 µm

10.6.2   2021 PFS Recovery Equations – Grind Size of 50-250 µm

10.7     Flowsheet Development

10.7.1   2017 PFS Comparative Studies

10.7.2   2021 PFS Comparative Study

10.7.3   Flowsheet Development Summary

10.8     Opportunities for Further Investigation

11. Mineral Resource Estimates

11.1     Mineral Resource Estimation Methodology

11.2     Data Used

11.3     Data Analysis

11.4     Grade Capping – Handling of Outliers

11.5     Compositing

11.6     Declustering

11.7     Contact Profile Analysis

11.8     Anisotropy

11.9     Block Model

11.10   Grade Estimation

11.11   Model Validation

11.12   Resource Classification

11.13   Qualified Person Opinion – Further Work

11.14   Mineral Resource Summary

11.15   Grade Sensitivity Analysis

11.16   Sensitivity of Mineralization to Gold Price

12. Mineral Reserve Estimates

12.1     Introduction

12.2     General Parameters Used to Estimate the Mineral Reserves

12.2.1   Topographical Data

12.2.2   Mineral Resource Block Model

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12.2.3   Bulk Density

12.2.4   Moisture Content

12.2.5   Swell Factor

12.3     Modifying Factors That Affect the Mineral Reserves

12.3.1   Mine Dilution

12.3.2   Open Pit Optimization

12.3.3   Open Pit Design

13. Mining Methods

13.1     Introduction

13.1.1   Geotechnical Pit Slope Parameters

13.1.2   Hydrogeology

13.2     Phase Designs

13.2.1   Starter Pit

13.2.2   Phase Design Results

13.3     Waste Rock Storage Facility and Stockpile Designs

13.3.1   Growth Media Stockpiles

13.3.2   Overburden Stockpile

13.3.3   Waste Rock Storage Facility

13.3.4   Low Grade Ore Stockpile

13.3.5   Emergency Ore Stockpile

13.3.6   Acid Rock Drainage

13.4     Mine Production Plan

13.5     Mine Equipment Fleet

13.5.1   Operating Schedule

13.5.2   Equipment Utilization Model

13.5.3   Drilling and Blasting

13.5.4   Loading

13.5.5   Hauling

13.5.6   Auxiliary Equipment

13.5.7   Mine Dispatch System

13.5.8   Mine Dewatering

13.6     Mine Workforce

14. Recovery Methods

14.1     Introduction

14.2     Process Plant Production Schedule

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

14.3     Conceptual Process Flow Diagram

14.4     Plant Operating Design Parameters

14.5     Process Plant Facilities Description

14.5.1   Primary Crushing

14.5.2   Crushed Ore Stockpile

14.5.3   Secondary Crushing (Pre-Crushing)

14.5.4   Grinding and Pebble Crushing

14.5.5   Gravity and Intensive Leaching

14.5.6   Carbon in Leach

14.5.7   Adsorption, Desorption and Recovery (ADR)

14.5.8   Pre-Detox Thickening and Cyanide Detoxification

14.6     Consumables

14.7     Ancillary Facilities

14.8     Process Plant Controls

14.9     Process Water

14.10   Energy Requirements

14.11   Process Plant Arrangement

14.12   Process Plant Personnel

15. Project Infrastructure

15.1     Introduction

15.2     General Site Arrangement

15.3     Power Demand

15.4     Power Supply

15.4.1   O’Connor Creek Substation

15.4.2   GVEA Transmission System Upgrades

15.4.3   230 kV Transmission Line

15.5     Site Electrical Distribution

15.5.1   Emergency Power

15.6     Site Access

15.7     Site Roads

15.7.1   Light Vehicle Roads

15.7.2   Mine Haul Roads

15.8     Explosives Storage Facilities

15.9     Process Plant

15.10   Administration and Mine Services Facility

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

15.10.1  Lube Storage and Distribution

15.10.2  Warehouse and Storage

15.10.3  Mechanical Workshop

15.10.4  Administration Offices

15.10.5  Employee Dry

15.11     Other Structures

15.12     Communications / Information Technology (IT)

15.13     Fire Protection

15.14     Fresh Water

15.15     Construction Camp

15.16     Personnel Transportation

15.17     Fairbanks Infrastructure

15.17.1  Integrated Remote Operation Centre (IROC)

15.18     Waste Rock Storage Facility (WRSF) and Stockpiles

15.18.1  Growth Media Stockpiles

15.18.2  Overburden Stockpile

15.18.3  Waste Rock Storage Facility (WRSF)

15.18.4  Low Grade Ore Stockpile

15.18.5  Emergency Ore Stockpile

15.19     TMF and Water Management

15.19.1  Tailings Management Facility

15.19.2  Water Management

16. Market Studies and Contracts

16.1     Introduction

16.2     Market Studies

16.3     Gold Price Projections

16.4     Contracts

17. Environmental Studies, Permitting, and Plans, Negotiations, or Agreements with Local Individuals or Groups

17.1     Environmental

17.1.1   Historical Project Activities and Permitting

17.1.2   Baseline Studies

17.1.3   Environmental Management Strategies

17.2     Closure Plan

17.2.1   Closure Activities

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

17.2.2   Post Closure Activities

17.3     Permitting

17.3.1   Project Permitting Requirements

17.3.2   Status of Permit Applications

17.4     Requirements for Performance or Reclamation Bonds

17.5     Mine Closure Requirements and Costs

17.6     Socioeconomic Conditions

17.6.1   Regional Economy

17.6.2   Recreational and Subsistence Resources

17.6.3   Socioeconomic and Project Consequences

17.6.4   Support Services

17.6.5   Employment and Training

18. Capital and Operating Costs

18.1     Capital Cost Summary and Basis

18.1.1   Accuracy

18.1.2   Assumptions

18.1.3   Exclusions

18.2     Initial Capital Costs

18.2.1   Open Pit Mine

18.2.2   Mine Development

18.2.3   Mining Equipment

18.2.4   Power Supply

18.2.5   Process Plant

18.2.6   Infrastructure Facilities

18.2.7   Indirect and Owner’s Costs

18.2.8   Contingency

18.3     Sustaining Capital Costs

18.4     Operating Cost Summary and Basis

18.4.1   Electricity, Diesel and LNG

18.4.2   Project Personnel

18.4.3   Open Pit Mine

18.4.4   Process Plant

18.4.5   General and Administration (G&A)

18.5     Royalties

18.6     Transportation and Refining

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Livengood Gold Project Pre-feasibility Study

19. Economic Analysis

19.1     Introduction

19.2     Assumptions and Basis

19.3     Royalties

19.4     Third Party Smelting, Refining and Transportation

19.5     Taxes

19.6     Closure Costs

19.7     Working Capital

19.8     Gold Production

19.9     Operating, All-in Sustaining, and All-in Costs

19.10   Financial Analysis

19.11   Sensitivity Analysis

20. Adjacent Properties

20.1     Producing Properties

20.2     Exploration Projects

21. Other Relevant Data and Information

21.1     Execution Plan and Schedule

21.2     Logistics and Transportation

21.2.1   Introduction

21.2.2   Freight Options Considered

21.2.3   Recommended Base Routes

22.

Interpretation and Conclusions

22.1     Overview

22.2     PFS Improvements

22.3     Key Outcomes

22.4     Indicative Economics

22.5     Project Risks and Opportunities

23. Recommendations

23.1     Summary

23.2     Sampling Program to Obtain Fresh Core

23.3     Metallurgical Testwork

23.4     Feasibility Study

23.5     Environment

24. References

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

24.1     General Project

24.2     Geology and Resources

24.3     Mining

24.4     Mineral Processing and Metallurgy

24.5     Infrastructure

24.6     TMF and Water Management

25. Reliance on Information Provided by Registrant

APPENDICES

Appendix A:  Properties and Claims

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

LIST OF TABLES

Table 1-1: PFS contributors

Table 1-2: Average gold recovery (Gravity+CIL) estimated for each rock type

Table 1-3: Constraining parameters used for the Livengood Gold Project

Table 1-4: Livengood Gold Project mineral resource estimate (exclusive of mineral reserves)

Table 1-5: Livengood Gold Project mineral resource estimate (inclusive of mineral reserves)

Table 1-6: Livengood Gold Project Mineral Reserves, October 22, 2021 – BBA USA Inc.

Table 1-7: Environmental baseline studies (2008-2021)

Table 1-8: Initial capital and sustaining capital costs by major area

Table 1-9: Total operating cost breakdown (LOM average)

Table 1-10: Financial model inputs

Table 1-11: Summary of pre-feasibility study results

Table 1-12: Key project activities (preliminary)

Table 2-1: Primary PFS contributors

Table 2-2: Chapter/Section responsibility by Consulting Firm

Table 7-1: Comparison of modeled gold grades between core and RC drilling by stratigraphic unit

Table 7-2: Calculated resources for Area 50 by drill sample type

Table 7-3: Calculated resources for the Core Cross, Sunshine Cross and Area 50

Table 10-1: Livengood gold ore sample selection weights (kg) used in the FS test programs

Table 10-2: Definition of Livengood rock types (FS)

Table 10-3: Comminution data (FS)

Table 10-4: Average JK drop weight parameters by rock type (FS)

Table 10-5: SMC testwork statistical analysis (2017 PFS)

Table 10-6: Comminution test statistical analysis by rock type

Table 10-7: Comminution test statistics using all FS and 2017 PFS testwork data

Table 10-8: Grinding circuit design values

Table 10-9: SAG and ball mill design criteria for simulations

Table 10-10: Throughput estimations for each scenario in metric tons per day (mt/d)

Table 10-11: Specific energy calculations for each scenario at design (80th percentile) A×b

Table 10-12: Comminution simulations summary

Table 10-13: Optimization composites used for testwork

Table 10-14: Comparison of gravity test results

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Table 10-15: Gold recovery resulting from the combination of gravity, flotation and CIL (FS)

Table 10-16: Gold recovery resulting from whole ore leaching (FS)

Table 10-17: Overall gold recovery of optimization samples for both process options (FS)

Table 10-18: Variability sample gold recovery (FS)

Table 10-19: Gold head assay

Table 10-20: Composite naming and weights for Phase 9 (2017 PFS) test program.

Table 10-21: ICP Analysis of the CIL feed from the continuous testwork for each rock type

Table 10-22: Comparison of cyanide addition in Phase 9 versus Continuous

Table 10-23: Intensive leach results

Table 10-24: Kinetic results from Phase 9

Table 10-25: Phase 10 results (2017 PFS)

Table 10-26: Reproducibility of cyanidation tests on the Livengood Gold Project

Table 10-27: Test conditions (2021 PFS – Phase 9a)

Table 10-28: Test results for all Rock Types (2021 PFS – Phase 9a)

Table 10-29: Average gold gravity recovery results for each rock type

Table 10-30: Phase 9 and Phase 9b recovery results comparison

Table 10-31: Result summary of the second pass gravity test at 180 µm

Table 10-32: Result summary of the second pass gravity test at 135 µm

Table 10-33: Result summary of the second pass gravity test at 90 µm

Table 10-34: Flotation testwork results

Table 10-35: Overall recovery comparison

Table 10-36: Composition of blend composites

Table 10-37: Effect of ore blend on CIL recovery, leach residue, flotation recovery and mass pull

Table 10-38: STR leach matrix conditions

Table 10-39: Average STR testwork results

Table 10-40: Knelson concentrate intensive leach results

Table 10-41: Knelson tailings CIL results

Table 10-42: Composites characteristics

Table 10-43: Gravity separation results

Table 10-44: 10kg Bulk results from Phase 11

Table 10-45: Composites characteristics

Table 10-46: Gravity separation results

Table 10-47: Average CIL testwork results

Table 10-48: Flotation testwork results

FEBRUARY 2022

10-25

10-28

10-28

10-30

10-38

10-38

10-40

10-40

10-45

10-48

10-51

10-52

10-55

10-55

10-63

10-63

10-67

10-67

10-68

10-69

10-69

10-70

10-70

10-73

10-74

10-75

10-76

10-77

10-79

10-86

10-87

10-88

10-95

10-96

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Table 10-49: Flotation concentrate leach results

Table 10-50: Overall recovery comparison when using POX

Table 10-51: Enhanced gravity followed by POX/CIL results

Table 10-52: Index and Strength testing results (all samples)

Table 10-53: Permeability testing (select samples)

Table 10-54: Massive Stibnite shell recovery estimation

Table 10-55: Average gold recovery estimated for each rock type

Table 10-56: Average gold recovery estimated for each rock type (2021 PFS)

Table 10-57: Summary of recovery results from different testwork programs

Table 10-58: Simulated gold recoveries for the WOL vs Flotation trade-off

Table 10-59: Annual operating cost comparison

Table 11-1: Historical drilling and sampling

Table 11-2: THM resource drilling and sampling

Table 11-3: Density determinations

Table 11-4: Au assay statistics for Livengood

Table 11-5: Capping statistics

Table 11-6: Model extents

Table 11-7: ID3 Estimation Parameters

Table 11-8: Livengood deposit massive stibnite grade estimates

Table 11-9: Comparison of ID3 to NN estimates to evaluate for biases in the 2021 MRE

Table 11-10 Sources and Degree of Uncertainty

Table 11-11: Pit constraining parameters used for the Livengood Gold Project

Table 11-12: Livengood Gold Project mineral resource estimate (exclusive of mineral reserves)

Table 11-13: Livengood Gold Project mineral resource estimate (inclusive of mineral reserves)

Table 11-14: Sensitivity of block model to cut-off grade

Table 11-15: Sensitivity of mineralization inventory contained in pit shells

Table 12-1: Livengood Project mineral reserves (October 22, 2021- BBA USA Inc.)

Table 12-2: Lowest grades processed

Table 12-3: Block model specifications

Table 12-4: Block model item list

Table 12-5: Rock type numbering

Table 12-6: Bulk dry densities

Table 12-7: Processing throughput capacities by rock type

Table 12-8: Fixed costs by area

FEBRUARY 2022

10-97

10-98

10-98

10-100

10-101

10-104

10-105

10-111

10-115

10-115

10-118

11-2

11-3

11-3

11-4

11-5

11-12

11-16

11-17

11-18

11-22

11-24

11-25

11-26

11-27

11-28

12-2

12-3

12-4

12-4

12-5

12-6

12-7

12-8

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Table 12-9: Pit optimization cost inputs ($/mt)

Table 12-10: Revenue parameters

Table 12-11: Mill recoveries (OSX = 1)

Table 12-12: Mill recoveries (OSX = 2)

Table 12-13: Mill recoveries (OSX = 3)

Table 12-14: Average mill recoveries by rock type (%) (1)

Table 12-15: Pit optimization results

Table 12-16: Distributions of RMR (Bienawski, 1989) per engineering unit

Table 12-17: Distributions of UCS per engineering unit

Table 12-18: Overall slope stability analysis results for the ultimate pit

Table 12-19: Pit slope design recommendations for ultimate pit

Table 12-20: Pit wall configuration

Table 13-1: Mineral reserves by phase

Table 13-2: WRSF slope configuration

Table 13-3: Mine production schedule

Table 13-4: Mill feed by rock type

Table 13-5: Mine equipment fleet

Table 13-6: Mine equipment KPIs

Table 13-7: Fixed drilling time per hole

Table 13-8: Blast patterns (ore)

Table 13-9: Blast patterns (waste)

Table 13-10: Mine workforce

Table 14-1: General process design criteria

Table 14-2: Reagents and area of use

Table 14-3: Grinding media and area of use

Table 14-4: Process plant power demand by area

Table 14-5: Process plant salaried manpower

Table 14-6: Process plant hourly manpower

Table 15-1: Estimated total project power demand

Table 16-1: Refining and pricing assumptions

Table 17-1: Environmental baseline studies (2008-2016)

Table 17-2: Summary of environmental baseline studies

Table 17-3: Project permit requirements

Table 18-1: Capital cost estimate contributors

FEBRUARY 2022

12-8

12-9

12-10

12-10

12-10

12-11

12-13

12-16

12-16

12-18

12-18

12-20

13-2

13-8

13-11

13-12

13-18

13-20

13-21

13-22

13-22

13-25

14-3

14-10

14-11

14-13

14-15

14-16

15-3

16-2

17-1

17-2

17-7

18-1

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Table 18-2: Initial capital and sustaining capital costs by major area

Table 18-3: Open pit mine initial capital costs

Table 18-4: Mining equipment initial capital costs

Table 18-5: Power supply capital costs by major area

Table 18-6: Process plant capital costs by major area

Table 18-7: Infrastructure capital costs by area

Table 18-8: Indirect and Owner’s costs by area

Table 18-9: Contingency by major area

Table 18-10: Sustaining capital costs by major area

Table 18-11: Operating cost estimate contributors

Table 18-12: Total operating cost breakdown (LOM average)

Table 18-13: Project peak personnel (Year 6)

Table 18-14: Average annual and life of mine operating costs – by activity

Table 18-15: Average annual and life of mine operating costs – by consumable

Table 18-16: Average annual and life of mine operating costs – process plant

Table 18-17: Average LOM media wear and consumption rates

Table 18-18: Average annual and life of mine operating costs – general and administration

Table 18-19: G&A employee list

Table 19-1: Financial model criteria

Table 19-2: Operating, All-in Sustaining, and All-in costs (pre-tax)

Table 19-3: Financial analysis summary (pre-tax and after-tax)

Table 19-4: Simplified cash flow table

Table 19-5: Project sensitivity analysis – after-tax IRR and NPV

Table 21-1: Key project activities (preliminary)

Table 21-2: Preferred base route legs and distances

Table 22-1: Project risks (preliminary risk assessment)

Table 22-2: Project opportunities (preliminary opportunity assessment)

Table 23-1: Cost estimate for feasibility study recommendations

FEBRUARY 2022

18-2

18-3

18-4

18-5

18-5

18-7

18-8

18-9

18-9

18-10

18-11

18-13

18-14

18-14

18-16

18-16

18-19

18-20

19-2

19-6

19-7

19-8

19-10

21-1

21-5

22-4

22-7

23-1

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LIST OF FIGURES

Figure 1-1: Project location map

Figure 1-2: Map illustrating the company’s Livengood Gold Project land holdings

Figure 1-3: Simplified process flow diagram

Figure 1-4: Gold production schedule (oz/year)

Figure 1-5 After-tax sensitivity analysis for project net present value (NPV @ 5% discount rate)

Figure 1-6 After-tax sensitivity analysis for project internal rate of return (IRR %)

Figure 3-1: Map illustrating the company’s Livengood Gold Project land holdings

Figure 3-2: Project location map

Figure 6-1: Terrane map of Alaska showing Livengood Terrane (LG: red arrow)

Figure 6-2: Generalized geologic map of the Money Knob area based on geologic work by THM

Figure 6-3: Cross section through the deposit

Figure 6-4: Caption 3D view of MSV and >2,500 ppm Sb assays

Figure 6-5: Caption 3D view of MSV and >2,500 ppm Sb assays

Figure 6-6: 3D view of the Sb_100ppm grade shell generated from preferential linear alignments

Figure 6-7: 3D view of the Sb_100 ppm grade shell

Figure 6-8: Cross section view of the Sb_100 ppm grade shell (meshed solid)

Figure 7-1: Plot of gold values in soil samples

Figure 7-2: Distribution of resource / delineation drill holes in Money Knob area over time

Figure 7-3: Map showing location of areas of detailed drilling

Figure 7-4: Models for RC, Whole PQ, and Sawn HQ from Area 50

Figure 10-1: FS Design comminution sample preparation flowsheet (SGS report)

Figure 10-2: FS Variability comminution sample preparation flowsheet

Figure 10-3: Cumulative A × b (DWT + SMC) results for the Livengood Gold Project

Figure 10-4: Cumulative BWi results for the Livengood Gold Project

Figure 10-5: SABC with pre-crushing (secondary crusher) circuit configuration

Figure 10-6: Gold gravity concentration grind-recovery relationships

Figure 10-7: Effect of primary grind on gold rougher flotation test Kinetics

Figure 10-8: Flotation concentrates CIL test gold leach kinetics for different rock types (FS)

Figure 10-9: Effect of grind on gold extraction kinetics for RT4, RT5, RT6 and RT9 (FS)

Figure 10-10: Mozley gravity tailings CIL test kinetics for different rock types (FS)

Figure 10-11: Gold gravity recovery box plots (FS)

FEBRUARY 2022

1-5

1-6

1-17

1-18

1-28

1-28

3-3

3-7

6-2

6-3

6-4

6-5

6-5

6-6

6-7

6-8

7-1

7-2

7-5

7-6

10-4

10-4

10-11

10-11

10-12

10-21

10-23

10-24

10-26

10-27

10-31

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Figure 10-12: Gold in Residues from CIL testwork vs P80 for each rock type (FS)

Figure 10-13: 2017 PFS (Phase 9) testwork outline

Figure 10-14: 2017 PFS (Phase 9) gravity recovery for all tock types

Figure 10-15: Livengood GRG results vs FLS/Curtin database (source Curtin report)

Figure 10-16: Livengood GRG results vs FLS/Curtin database (source Curtin report)

Figure 10-17: Livengood GRG results vs FLS/Curtin database (source Curtin report)

Figure 10-18: Livengood GRG results vs FLS/Curtin database (source Curtin report)

Figure 10-19: Livengood GRG results vs FLS/Curtin database (source Curtin report)

Figure 10-20: Intensive leach of Mozley concentrate

Figure 10-21: 2017 PFS (Phase 9) - Leach kinetics analyses according to rock type

Figure 10-22: 2021 PFS (Phase 9a) testwork outline

Figure 10-23: RT4 Average CIL and CIP residue grades at a P80 of 112 µm

Figure 10-24: RT5 Average CIL and CIP residue grades at a P80 of 111 µm

Figure 10-25: RT6 Average CIL and CIP residue grades at a P80 of 99 µm

Figure 10-26: RT7 Average CIL and CIP residue grades at a P80 of 120 µm

Figure 10-27: RT9 Average CIL and CIP residue grades at a P80 of 113 µm

Figure 10-28: Leach kinetics results for RT4, RT5, RT6, RT7 and RT9

Figure 10-29: % Au gain preg-robbing level

Figure 10-30: 2021 PFS (Phase 9b) testwork outline

Figure 10-31: Leach kinetics of the Knelson concentrate

Figure 10-32: CIL residue grade according to grind size

Figure 10-33: Deportment of gold by leach form and carrier

Figure 10-34: Diagnostic leach result distribution

Figure 10-35: Leach kinetics 16 vs 24 hours

Figure 10-36: 2021 PFS (Phase 11) testwork outline

Figure 10-37: Gravity recovery vs calculated head by rock type

Figure 10-38: Overall gold recovery according to location inside or outside the 100 ppm Sb shell

Figure 10-39: Overall gold recovery according to grind size

Figure 10-40: Gravity recovery vs calculated head by rock type

Figure 10-41: Overall gold recovery according to location inside or outside the 100 ppm Sb shell

Figure 10-42: Overall gold recovery according to calculated head grade

Figure 10-43: 2021 PFS (Phase 13) testwork outline

Figure 10-44: Overall recovery related to the antimony concentration

Figure 10-45: 2017 PFS (Phase 9) - RT7 gold recovery vs head grade

FEBRUARY 2022

10-32

10-39

10-41

10-42

10-43

10-43

10-44

10-44

10-46

10-49

10-54

10-56

10-57

10-57

10-58

10-58

10-59

10-60

10-62

10-64

10-66

10-71

10-72

10-75

10-78

10-80

10-83

10-85

10-89

10-92

10-94

10-103

10-104

10-106

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Figure 10-46:2017 PFS (Phase 9) - RT9 gold recovery vs head grade

Figure 10-47: 3D representation of the overall Au recovery versus Au grade and P80 (2021 PFS)

Figure 11-1: Uncapped gold grade distribution by stratigraphic unit

Figure 11-2: Capped quartile statistics

Figure 11-3: Capped composite statistics

Figure 11-4: Cell declustering chart demonstrates sample clustering is not a factor for the deposit

Figure 11-5: Contact profile of RT6 and RT7. Grades converge at the contact. Soft boundary

Figure 11-6: RT6 and RT9. Grades converge at contact. Soft boundary

Figure 11-7: RT7 and RT9 Grades converge at the contact. Soft boundary

Figure 11-8: Cambrian stratigraphy search ellipse

Figure 11-9: Upper Sediments North search ellipse

Figure 11-10: Type 679 search ellipse

Figure 11-11: Section A-B looking west. Geologic models used to flag the Livengood block model

Figure 11-12: Intersection of massive stibnite veins on cross section A-B

Figure 11-13: Cross section A-B showing the 100 ppm antimony halo for Livengood

Figure 11-14: Visual comparison of composite database with estimated Au grades for Section A-B

Figure 11-15: Scattergram comparing global estimated Au grade to composite database Au values

Figure 11-16: Swath plot through Section A-B

Figure 11-17: Livengood grade vs tonnage relationship

Figure 12-1: Pit optimization results

Figure 12-2: Location of geotechnical drill holes

Figure 12-3: Critical slope stability sections for the (2013) ultimate pit

Figure 12-4: Pit Slope Design Sectors for the Ultimate Pit

Figure 12-5: Haul road configuration

Figure 12-6: Final bench access

Figure 12-7: Open pit design

Figure 13-1: Phase designs

Figure 13-2: Phase 1 design

Figure 13-3: Phase 2 design

Figure 13-4: Phase 3 design

Figure 13-5: Phase 4 design

Figure 13-6: Phase 5 design

Figure 13-7: Phase 6 design

Figure 13-8: Gold production

FEBRUARY 2022

10-107

10-111

11-4

11-6

11-7

11-8

11-9

11-9

11-10

11-11

11-11

11-12

11-13

11-14

11-15

11-19

11-20

11-21

11-28

12-12

12-15

12-17

12-19

12-21

12-22

12-23

13-3

13-4

13-4

13-5

13-5

13-6

13-6

13-13

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Figure 13-9: Mill feed

Figure 13-10: Material mined (ROM)

Figure 13-11: Low grade ore stockpile balance

Figure 13-12: Massive stibnite tonnages milled

Figure 13-13: End of preproduction

Figure 13-14: End of Year 05

Figure 13-15: End of Year 10

Figure 13-16: End of Year 15

Figure 13-17: Equipment utilization model

Figure 14-1: Conceptual process block flow diagram

Figure 14-2: Conceptual process flowsheet

Figure 14-3: Process plant general arrangement

Figure 15-1: Livengood property – conceptual infrastructure arrangement drawing

Figure 16-1: Gold spot price on a monthly basis since November 2018

Figure 18-1: Annual operating cash costs ($/oz)

Figure 18-2: Operations Personnel

Figure 19-1: Annual gold production schedule

Figure 19-2: Life-of-mine cash flow projection (pre-tax and after-tax, discount rate: 5%)

Figure 19-3: After-tax sensitivity analysis for project net present value (NPV @ 5% discount rate)

Figure 19-4: After-tax sensitivity analysis for project internal rate of return (IRR %)

Figure 21-1: Summary project execution schedule

Figure 21-2: Primary route, Livengood logistics plan (Google Earth)

FEBRUARY 2022

13-13

13-14

13-14

13-15

13-16

13-16

13-17

13-17

13-19

14-2

14-6

14-14

15-1

16-2

18-11

18-12

19-5

19-9

19-10

19-10

21-3

21-6

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Abbreviation

Description

TABLE OF ABBREVIATIONS

AARL

ADR

Ag

AGA

Ai

AISC

AMHT

amsl

ANFO

Anglo American Research Laboratories

Adsorption, desorption and reactivation

Silver

AngloGold Ashanti

Abrasion index

all-in sustaining costs

Alaska Mental Health Trust

above mean sea level

Ammonium Nitrate Fuel Oil

APDES

Alaska Pollution Discharge Elimination System

APR

ARD

Au

B

BBA

BWi

C

CaO

CCTV

CEQ

CIL

CIM

CIP

CN

CND

CNT

CNWAD

CSS

Cu

CuSO4

CWi

DEF

DOT

DTH

DWT

EC

EIS

Annual Percentage Rate

Acid Rock Drainage

Gold

Billion

BBA Inc.

Bond Work index

Carbon

Calcium oxide (quicklime)

closed-circuit television

Council of Environmental Quality

Carbon in leach

Canadian Institute of Mining

Carbon in pulp

Cyanide

Cyanide detoxification

Cyanide (total)

Cyanide (weak acid dissociable)

Contact Support Services

Copper

Copper sulphate

Crusher Work index

Diesel exhaust fluid

Department of Transportation

down-the-hole

JK Drop Weight Test

Engineer’s compliance

Environmental Impact Study

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Abbreviation

Description

TABLE OF ABBREVIATIONS

EO

EPA

EPCM

EPS

et al.

FNSB

FOB

FS

G&A

GCL

GOH

GRG

GVEA

HCI

Hg

ICP

ID2

ID3

IDW

ILR

IROC

IRR

IT

ITH

JDS

K

KPI(s)

LLC

LLDPE

LNG

LOM

LPI

M

MACRS

ML

MMBTU

MPSO

Enterprise Optimization

United States Environmental Protection Agency

Engineering, Procurement, Construction Management

Electric Power Systems, Inc.

and others

Fairbanks North Star Borough

Freight on board

Feasibility Study

General and Administration

Geosynthetic clay liner

Gross operating hours

Gravity recoverable gold

Golden Valley Electrical Association

Hydrochloric acid

mercury

Inductively coupled plasma

Inverse Distance square

Inverse Distance cube

Inverse Distance Weighting

Intensive Leach Reactor

Integrated remote operating center

Internal Rate of Return

Information Technology

International Tower Hill Mines, Ltd.

JDS Energy and Mining Inc.

Thousand

Key performance indictors

Limited Liability Company

Linear low density polyethylene

Liquefied natural gas

Life of mine

Livengood Placers, Inc.

Million

Modified Accelerated Cost Recovery System

Metal leaching

Metric Million British thermal units

MinePlan Schedule Optimizer

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Abbreviation

Description

TABLE OF ABBREVIATIONS

MS

MSV

MWMP

Na2S2O5

NaCN

NAD

NaOH

NEPA

NewFields

NHPA

NN

no.

NOH

NPI

NPV

NSR

O2

OCS

OK

PAG

PbNO3

PEP

PFS

PLT(s)

POF

QA/QC

QP(s)

QSV

RC

RCM

RCRA

RDA

RMR

ROM

ROW

RT

RWi

Mineral survey

massive stibnite veins

Meteoric Water Mobility Potential

Sodium Metabisulfite

Sodium cyanide

North American Datum (Topographical Surveying)

Sodium hydroxide

National Environmental Policy Act

NewFields Mining Design & Technical Services, LLC

National Historic Preservation Act

Nearest neighbor

Number

Net operating hours

Net Profits Interest

Net Present Value

Net Smelter Return

Oxygen

O’Connor Creek Substation

Ordinary Kriging

Potentially Acid Generating

Lead nitrate

Project execution plan

Pre-feasibility Study

Point load test(s)

Probability of failure

Quality Assurance/Quality Control

Qualified Person(s)

Quartz-stibnite-vein

Reverse Circulation

Reliability-Centred Maintenance

Resource Conservation and Recovery Act

Resource Development Associates Inc.

Rock Mass Rating

Run of mine

Right of way

Rock type

Rod Work index

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Abbreviation

Description

TABLE OF ABBREVIATIONS

S

SABC

SAG

Sb

sg

SHPO

SMC

SO2

SPCC

SPI

SRIL

SRK

SVC

SWPPP

TAPS

TBC

THM

TMF

TRS

TSF

UCS

US

USD

USGS

UTM

VPSA

WOL

WRSF

XRF

YT

Sulfur

Comminution circuit consisting of a SAG mill, ball mill and pebble crusher

Semi-Autogenous Grinding

Antimony

Specific gravity

State Historic Preservation Office

SAG Mill Comminution

Sulfur dioxide

Spill Prevention, Control and Countermeasure Plan

SAG Power Index

SR International Logistics

SRK Consulting (Canada and US) Inc.

Static VAR Compensator

Storm Water Pollution Protection Plan

Trans-Alaska Pipeline

To be confirmed

Tower Hill Mines, Inc.

Tailings management facility

Technical Report Summary

Tailing storage facility

Uniaxial Compressive Strength

United States

United States dollars

United States Geological Survey

Universal Transverse Mercator Coordinate System

Vacuum pressure swing adsorption

Whole ore leach

Waste rock storage facility

X-ray Fluorescence

Yukon-Tanana

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TABLE OF ABBREVIATIONS – UNITS OF MEASUREMENT

Unit

$ or USD

$/mt

$/t

%

a

A

˚C

˚F

µm

cm

cm3

d

deg or o

F80

ft

ft2

g

g/g

g/L

g/mt

gal

gpm

h

ha

hp

Hz

in

k

kg

kg/m2

kg/mt

km

km/h

kW

kWh/mt

kWh/t

Description

United States dollar

Dollars per metric ton

Dollars per ton

Percent

Annum (year)

Ampere

Degrees Celsius

Degrees Fahrenheit

micron

centimeter

cubic centimeter

day (24 hours)

angular degree

80% passing - Feed

feet (12 inches)

square feet

gram

grams per gram

gram per Liter

grams per metric ton

gallon

(US) gallons per minute

hour (60 minutes)

hectare

horsepower

Hertz

inch

kips (1,000 pounds)

kilogram

kilograms per square meter

kilograms per metric ton

kilometer

kilometers per hour

kilowatt

kilowatt hour per metric ton

kilowatt hour per ton

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TABLE OF ABBREVIATIONS – UNITS OF MEASUREMENT

Unit

L

L/m

lb

lb/ft

lb/t

m

m2

m3

m3

m3/h

mesh

mi

mil

min

mm

mm

Mmt

mph

mt

Mt

mt/d

mt/h

MW

oz

oz/y

P100

P80

ppm

t

t/d

t/h

V

wt%

y

yd

yd3

Description

liter

liters per minute

pound

pounds per foot

pounds per ton

meter

square meter

cubic meter

cubic meter

cubic meters per hour

US Mesh

mile

one thousandth of an inch

minute (60 seconds)

millimeter

millimeter

Million metric ton

miles per hour

metric ton (1,000 kg)

Million ton

metric ton per day

metric ton per hour

Megawatt

Troy ounce

Troy ounces per year

100% passing - Product

80% passing - Product

parts per million

ton (2,000 lbs)

(short) ton per day

(short) ton per hour

Volt

weight percent

year (365 days)

yard (36 inches)

cubic yard

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1.

EXECUTIVE SUMMARY

1.1

Introduction

The Livengood Gold Project (herein also referred to as “the Project”) is a gold exploration project located 70 mi (113 km) northwest of Fairbanks, Alaska,
USA. The Project is in an active mining district that has been mined for gold since 1914.

This  Technical  Report  Summary  (the  “TRS”)  was  prepared  and  compiled  by  BBA  USA  Inc.  at  the  request  of  International  Tower  Hill  Mines  Ltd.  (ITH)
through its wholly owned subsidiary Tower Hill Mines, Inc. (THM). The purpose of the TRS is to summarize the results of the Pre-feasibility Study (PFS)
for the Livengood gold deposit on the THM property. This TRS has been prepared in accordance with §§229.1300 through 229.1305 (subpart 229.1300 of
Regulation S-K). The TRS supports the ITH November 4, 2021 news release “International Tower Hill Mines Announces Pre-Feasibility Study Results on
13.6  Million  Ounce  Gold  Resource”  announcing  the  results  of  the  study.  This  TRS  also  supports  the  mineral  resource,  mineral  reserve  and  property
disclosures in ITH’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, in addition to the November 4, 2021 release.

The  PFS  and  this  TRS  are  based  on  an  updated  resource  estimate,  effective  as  of  August  20,  2021,  and  has  an  optimized  Project  configuration  of
65,000 t/d. The Project configuration in this TRS remains a conventional, owner-operated surface mine that will utilize large-scale mining equipment in a
blast/load/haul operation. Mill feed would be processed in a 65,000 t/d (59,000 mt/d) comminution circuit consisting of primary and secondary crushing,
wet grinding in a single semi-autogenous (SAG) mill and single ball mill, followed by a gravity gold circuit and a conventional carbon in leach (CIL) circuit.
As a result of the changes to the Project as summarized in this TRS, including differences in the mineral resource estimation methodology and changes to
the economic parameters applied to the geologic block model (gold price, recovery, CAPEX, and OPEX), all of which resulted in a change in the mineral
resources, the Project as evaluated in the 2017 PFS is no longer considered current and the 2017 PFS should therefore not be relied upon by investors.

This TRS assumes that the Livengood Gold Project will be constructed using imperial units. Therefore, to the maximum extent practicable, all design work
and equipment descriptions were completed and reported in imperial units, with metric units shown in parentheses. Every effort has been made to clearly
display the appropriate units being used throughout this TRS. However, it is important to note that both the Livengood Gold Project drill hole database and
the block model were originally created in metric units and have been consistently maintained in metric units. Therefore, some tables and figures in this
TRS may be presented in metric units only to minimize the risk of data unit conversion errors.

For financial modeling, ore tonnage is reported in short tons (t), with all costs reported in $/t.

Certain other testwork, such as comminution results and unconfined compressive strength tests, are reported in metric units.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

All monetary units are in United States dollars ($), unless otherwise specified. Costs are based on third quarter (Q3) 2021 dollars.

1.2

Contributors

The independent PFS was prepared through the collaboration of a number of industry-recognized consulting firms “Contributors”, including BBA USA Inc.
(“BBA”,  Montreal,  Quebec,  Canada),  NewFields  Mining  Design  &  Technical  Services,  LLC  (“NewFields”,  Lone  Tree,  Colorado,  USA),  JDS  Energy  and
Mining Inc. (“JDS”, Denver, Colorado, USA), and Resource Development Associates Inc. (“RDA”, Highlands Ranch, Colorado, USA). Qualified Persons
as  defined  in  S-K  1300  guidelines  from  these  firms  provided  resource  estimates,  design  parameters  and  cost  estimates  for  mine  operations,  process
facilities, major equipment selection, waste and tailings storage, reclamation, permitting, operating and capital expenditures. A summary of contributors to
the PFS is included in Table 1-1.

Table 1-1: PFS contributors

Consulting Firm

BBA USA Inc.

NewFields Mining Design & Technical Services, LLC

JDS Energy and Mining Inc.

Resource Development Associates Inc.

1.3

Key Project Outcomes

General overview of responsibilities

■    Mineral reserve estimation
■    Mine engineering
■    Mine CAPEX and OPEX
■    Mineral processing and metallurgical testing
■    Process engineering and process plant OPEX
■    Process plant and infrastructure CAPEX
■    G&A OPEX
■    Environmental Studies and Permitting
■    Financial model
■    Overall PFS TRS integration

■    Geotechnical engineering
■    Waste rock and water management
■    Tailings Management Facility (TMF) engineering and CAPEX

■    Mine pit wall slope stability

■    Geology
■    Drilling
■    Resource estimation.

The reader is advised that the results of the PFS summarized in this TRS are intended to provide an initial, high-level review of the proposed optimized
project configuration and revised design options. The PFS mine plan, execution plan and economic model include numerous assumptions. There is no
guarantee that the Project economics described herein will be achieved.

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Livengood Gold Project Pre-feasibility Study

The key outcomes of this PFS are the following:

■ The Livengood Gold Project Mineral Resource (exclusive of reserves) is estimated at 234.5 M Measured metric tons at an average grade of 0.53 g/mt
(3.99 Moz) and 40.01 M Indicated metric tons at an average grade of 0.49 g/mt (0.63 Moz), for a total (Measured and Indicated) of 274.5 M metric
tons at an average grade of 0.52 g/mt (4.62 Moz). Inferred Mineral resources total 16.0 M metric tons at an average grade of 0.40 g/mt (0.21 Moz).

■ The Livengood Gold Project Mineral Resource (inclusive of reserves) is estimated at 646.0 M Measured metric tons at an average grade of 0.60 g/mt
(12.48 Moz) and 58.5 M Indicated metric tons at an average grade of 0.61 g/mt (1.14 Moz), for a total (Measured and Indicated) of 704.5 M metric
tons at an average grade of 0.60 g/mt. Inferred Mineral resources total 16.0 M metric tons at an average grade of 0.40 g/mt (0.21 Moz).

■ Defined and estimated Proven Mineral Reserves of 411.5 M metric tons at an average grade of 0.64 g/mt (8.5 Moz contained) and Probable Mineral
Reserves  of  18.5  M  metric  tons  at  an  average  grade  of  0.86  g/mt  (0.5  Moz  contained),  for  a  total  of  430.1  M  metric  tons  at  an  average  grade  of
0.65 g/mt (9.0 Moz contained). To access these mineral reserves, 496.1 M metric tons of overburden and waste rock must be mined, resulting in a
strip ratio of 1.15:1

■ The mine plan developed for the PFS provides sufficient ore to support an annual production rate of approximately 317,000 oz/y over an estimated

20.3-year mine life, producing a total of approximately 6.4 Moz of gold.

■ The material mined from the open pit peaks at 66 Mt (60 Mmt) per year and averages 57 Mt (52 Mmt). A total of 105 Mt (95 Mmt) of ore is sent to the
low-grade ore stockpile over the life of the mine, with an average gold grade of 0.38 g/mt. The maximum size of the low-grade ore stockpile is 88 Mt
(88 Mmt).

■ The  peak  mine  fleet  requirements  have  been  estimated  at  18  x  320  t  haul  trucks,  2  x  40  yd3  hydraulic  shovels,  2  x  40  yd3  wheel  loaders  and  5-

production drills.

■ Metallurgical testwork has confirmed the preferred flowsheet consisting of primary crushing, secondary crushing, and a comminution circuit (SABC
configuration)  producing  a  final  grind  size  of  250  µm  (P80),  with  gravity  recovery  followed  by  whole  ore  leaching  of  the  gravity  tailings.  LOM  gold
recovery is estimated to be 71.4% based on the rock types tested and mine plan.

■ The initial capital cost (-20% / +25% accuracy) of the open pit mine, 65,000 t/d (59,000 mt/d) process plant and general site infrastructure is estimated

at $1.93B, including a contingency of $220M.

■ LOM project sustaining capital costs total $658M, excluding reclamation costs of $317M.

■ The mining cost is estimated at $2.05/t mined, process plant operating cost is estimated at an average of $7.72/t ore processed, and general and

administrative costs of $1.35/t ore processed.

■ All-in  sustaining  cost  of  production  of  1,171  $/oz  over  LOM,  including  sustaining  capital  and  before  reclamation  expenses,  royalties,  mining,  and

income taxes.

■ Base case ($1,680/oz) positive Project NPV of $45M at a 5% discount rate and an IRR of 5.3% after mining and income taxes. Payback period is

10.4 years.

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1.4

Property Description, Location and Access

The Livengood property is located approximately 70 mi (113 km) by road (47 mi (75 km) by air) northwest of Fairbanks, Alaska in the Tolovana Mining
District within the Tintina Gold Belt. The deposit area is centered near Money Knob, a local topographic high point. This feature and the adjoining ridge
lines are the probable lode gold source for the Livengood placer deposits that lie in the adjacent valleys. These placer deposits have been actively mined
since 1914 and have produced more than 500,000 oz of gold.

The property lies in numerous sections of Fairbanks Meridian Township 8N and Ranges 4W and 5W. Money Knob, the principal geographic feature within
the known deposit, is located at 65 ̊30’16’’N, 148 ̊31’33’’W.

The property straddles Highway 2 (also known as the Elliott Highway), a paved, all-weather highway linking the North Slope oil fields to Fairbanks, and
adjoins  the  Trans-Alaska  Pipeline  (TAPS)  corridor,  which  transports  crude  oil  from  the  North  Slope  south  and  contains  the  fiber  optic  communications
cable that may be used at the Project site (see Figure 1-1). Locally, a number of unpaved roads lead from the Elliott Highway into and across the deposit.
A 3,000 ft (914 m) runway is located 3.73 mi (6 km) to the southwest of the Project and is suitable for light aircraft.

The site is approximately 40 mi (64 km) south of the Arctic Circle. The climate in this part of Alaska is continental with temperate and mild conditions in
summer with average lows and highs in the range of 44°F to 72°F (7°C to 22°C). Winter is cold with average lows and highs for December through March
in the range of -17°F to 23°F (-27°C to -5°C). The lowest temperatures are about – 40°F (-40°C). Annual precipitation is approximately 15.7 in (400 mm)
water equivalent. Winter snow pack depth is approximately 26 in (66 cm).

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1.5

Land Tenure

Figure 1-1: Project location map

The Livengood Gold Project property covers approximately 48,300  acres  (19,546  hectares), all of which is controlled by  ITH  through  its  wholly-owned
subsidiaries, THM and Livengood Placers, Inc. (LPI). The Livengood Gold Project is comprised  of  multiple land parcels: 100% owned  patented  mining
claims, 100% owned State of Alaska mining claims, and 100% owned federal unpatented placer claims, land leased from the Alaska Mental Health Trust
(AMHT), land leased from holders of state and federal patented and unpatented lode and placer mining claims, and undivided interests in patented mining
claims. The property and claims controlled through ownership, leases or agreements are shown in Figure 1-2.

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Figure 1-2: Map illustrating the company’s Livengood Gold Project land holdings
(As at September 30, 2021, by tenure type, referenced to the Fairbanks Meridian Township, range and section grid.)

1.6

Property History

Gold was first discovered in the gravels of Livengood Creek in 1914 (Brooks, 1916) and led to the founding of the Town of Livengood. Subsequently, more
than  500,000  oz  of  placer  gold  has  been  produced.  From  1914  through  the  1970s,  the  primary  focus  of  prospecting  activity  was  placer  deposits.
Historically, prospectors considered Money Knob and the associated ridgeline the source of the placer gold. Prospecting, primarily in the 1950s and in the
form of dozer trenches, was carried out for lode type mineralization in the vicinity of Money Knob. However, no significant lode production has occurred to
date.

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Since the 1970s, the property has been prospected and explored by several companies. Geochemical surveys by Cambior Inc. in 2000 and AngloGold
Ashanti (U.S.A.) Exploration Inc. (AGA) in 2003 and 2004, outlined a 1.0 × 0.5 mi2 (1.6 × 0.8 km2) area with anomalous gold in soil. Scattered anomalous
samples continue along strike for an additional 1.2 mi (2 km) to the northeast and 1 mi (1.6 km) to the southwest. Eight reverse circulation (RC) holes
were  drilled  by  AGA  in  2003  and  a  further  four  diamond  core  holes  were  drilled  in  2004  to  evaluate  this  anomaly.  Favorable  results  from  these  holes
revealed wide intervals of gold mineralization (BAF-7: 455 ft (138.7 m) @ 1.07 g/mt Au; MK-04-03: 181.4 ft (55.3 m) @ 0.51 g/mt Au) along with lesser
intervals over a broad area. In 2006, AGA sold the Livengood Gold Project to ITH. In the same year, THM drilled a 4,026 ft (1,227 m), seven-hole core
program. The success of that program led to the drilling of an additional 14,432 ft (4,400 m) in 15 diamond core holes in 2007 to test surface anomalies,
expand the area of previously intersected mineralization, and advance geologic and structural understanding of the deposit. Subsequent programs have
continued  to  expand  the  resource,  leading  to  consideration  of  development  of  the  deposit.  Concomitant  programs  have  included  geotechnical,
engineering,  and  metallurgical  work,  along  with  the  collection  of  environmental  baseline  data.  As  of  the  end  of  2014,  completed  exploration  and
delineation drilling totals 574,599 ft (175,138 m) in 621 RC holes and 140.854 ft (42,932 m) in 151 core drill holes.

Beginning in 2009, technical studies were performed to generate preliminary surface mine designs, to generate metallurgical data for process definition,
and to develop pre-conceptual information on the location and capacities of potential tailings management, overburden management, water reservoir and
mill process facilities. A pre-feasibility study was begun in 2011, but was not completed, as advancing technical studies indicated major changes to the
flowsheet and project configuration warranted a shift to the feasibility study, which was completed in August 2013.

From 2013 through 2016, additional metallurgical testwork was performed, along with various techno-economic trade-off studies, to form the basis for the
project configuration that was presented in the 2017 PFS.

The 2017 PFS work indicated that the project economics are sensitive to recovery, grind size, reagent consumption and test conditions. Further testwork
was  executed  from  2017  through  2021,  along  with  an  Enterprise  Optimization  (EO)  study  (the  “Whittle  and  BBA  Study’’)  to  confirm  the  project
configuration as well as the process conditions that are presented in this PFS.

1.7

Mineralization

Gold mineralization is associated with disseminated arsenopyrite and pyrite in volcanic, sedimentary, and intrusive rocks, and in quartz veins cutting the
more  competent  lithologies,  primarily  volcanic  rocks,  sandstones,  and  to  a  lesser  degree,  ultramafic  rocks.  Three  principal  stages  of  alteration  are
currently  recognized.  In  order  from  oldest  to  youngest,  these  are  characterized  by  biotite,  albite,  and  sericite.  Carbonate  was  introduced  with  and
subsequent to these stages. Arsenopyrite and pyrite were introduced primarily during the albite and sericite stages. Gold correlates strongly with arsenic
and occurs primarily within and on the margins of arsenopyrite and pyrite.

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Mineralization is interpreted to be intrusion-related, consistent with other gold deposits of the Tintina Gold Belt and has a similar arsenic-antimony (As-Sb)
geochemical association. Mineralization is controlled partly by stratigraphic units, but thrust-fold architecture is apparently key to providing pathways for
magma (dikes and sills) and hydrothermal fluid.

1.8

Mineral Processing and Metallurgical Testing

Several phases of testwork, along with an enterprise optimization study (the “Whittle and BBA Study’’), have been completed since the 2017 PFS was
issued.

A new round of simulations was completed at different grind sizes to determine the maximum achievable throughput using the recommended 2017 PFS
configuration, which is a single line SABC circuit with pre-crushing, generating data that was used in the Whittle and BBA Study. The result of the work
was a maximum throughput of 65,000 t/d (59,000 mt/d), operating to a target grind size of 250 µm (P80). The design relies upon an optimized drill & blast
strategy to achieve the rated throughput with a SAG mill (D × L) 36 ft × 20 ft with 15 MW of installed power and a ball mill (26 ft × 40.5 ft) with 15 MW of
installed power. The SAG mill is operated in closed circuit with a pebble crusher and the ball mill is operated in closed circuit with hydrocyclones.

The back end of the plant, all that follows comminution, was optimized as a result of this PFS work, which included a detailed analysis of previous work,
completed  by  BBA,  as  well  as  the  completion  of  five  new  rounds  of  testwork,  completed  since  the  issue  of  the  2017  PFS.  The  various  test  programs
(Phases 9a, 9b, 11-13) were conducted to expand on knowledge developed through the course of the FS optimization, FS variability and 2017 PFS test
programs. In the process of completing the five rounds of this PFS testwork, several key conclusions were drawn:

■ Carbon in leach (CIL) methodology was retained over the carbon in pulp (CIP) of whole gravity tails (WOL). This decision was based on the 2017
PFS  comparative  study  and  on  testwork  results  from  this  PFS,  showing  that  better  recoveries  were  obtained  on  RT6  and  RT7  with  CIL,  while  the
other rock types appeared insensitive to CIL vs CIP.

■ There are no significant adverse recovery issues introduced by mixing the chemical and physical properties of the ore types.

■ Increasing the target particle size from a P80 of 180 to 250 µm resulted in a decrease in gold recovery of between 1% and 7%, depending upon rock
type and head grades. The benefit of the coarser grind, which outweighs the recovery loss, is the higher throughput that facilitates a higher daily gold
production.

■ The effectiveness of gravity recovery was further confirmed because of this PFS testwork, using samples generated from both drill core and RC rig

drill chips.

■ Depending upon rock type, gold recovery is slightly related to location, either inside or outside the 100 ppm antimony shell.

■ The overall gold recovery does not appear to be highly sensitive to either lead nitrate (0-200 ppm) or cyanide (0.4-0.8 kg/t) concentration.

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After the 2017 PFS, a focused effort was made to better understand the gold recovery implications of antimony concentration in the orebody. The data
collected  during  Phases  11,  12  and  13  were  used  to  develop  linear  recovery  equations  for  each  of  the  five  rock  types,  both  inside  and  outside  the
100  ppm  antimony  shell,  and  as  a  function  of  antimony  concentration,  grind  size  and  gold  grade.  A  linear  equation  was  developed  for  the  composites
having an antimony grade above 200 ppm, regardless of whether they were in or out of the 100 ppm antimony shell. Gold recoveries (Gravity+CIL) were
established for each of the Livengood ore rock types at a grind size of 250 µm (P80) and are presented in Table 1-2.

Table 1-2: Average gold recovery (Gravity+CIL) estimated for each rock type

Rock Type

Au Recovery
(%)

RT4

RT5

RT6

RT7

RT9

83.3

79.8

73.5

66.4

57.1

The Whittle and BBA Study reviewed various technologies and project configurations with the objective of recommending an optimum configuration for
this PFS. This study determined that the gravity/CIL plant at a grind size of 250 µm (P80) with conventional tailings provided the highest NPV.

1.9

Mineral Resource Estimate

The  Livengood  mineral  resource  (Effective  date  August  20,  2021)  was  estimated  using  Inverse  Distance  Weighting  (IDW)  interpolation  techniques.  A
database  comprising  776  drill  holes  containing  125,450  assays  was  the  basis  of  the  estimate.  Assays  were  composited  to  nominal  10-meter  lengths,
yielding 20,806 individual samples that were used for the estimation of mineralization.

Three sources of volumetric determination were used for the resource model. One was a three-dimensional (3D) stratigraphic model used to assign rock
type codes to the block model. The second was an implicit model that interpolated a 100-ppm antimony halo or “shell” for the mineral deposit, with blocks
flagged  as  either  inside  or  outside  this  halo.  The  third  was  54  individually  interpreted  massive  stibnite  veins  that  were  used  to  determine  the  volume
percentage and grade of veins within each model block that is intersected by the veins. Gold contained within each block was estimated using Inverse
Distance cubed (ID3) parameters.

Mineral  resources  must  demonstrate  reasonable  prospects  for  eventual  economic  extraction.  The  deposit  gold  is  amenable  for  open  pit  extraction.  To
determine the quantities of material meeting the “reasonable prospects” test by an open pit, the author used the Lerchs-Grossman © economic algorithm
to determine economic pit limits.

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Economic  parameters  used  in  the  analysis  are  based  on  the  average  gold  price  ($1,650/oz)  at  effective  date  of  August  20,  2021.  Pit  optimization
parameters are shown in Table 1-3. Gold recoveries are tonnage-weighted and include the recovery from massive stibnite of 22%.

Parameter

Mining Cost

Gold Cut-off

Processing Cost

Gold Recovery

Administrative Cost

Royalty

Gold Selling Price

Overall Slope Angle

Table 1-3: Constraining parameters used for the Livengood Gold Project

Unit

$/total mt

g/mt

$/process mt

%

$/process mt

%

$/oz

Degrees

Rock
type 4

1.76

0.21

9.27

84

1.55

3

1,650

45

Rock
type 5

1.74

0.20

9.15

80

1.55

3

1,650

45

Rock
type 6

1.74

0.25

9.17

71

1.55

3

1,650

45

Rock
type 7

1.68

0.25

9.50

67

1.55

3

1,650

45

Rock
Type 8

1.76

0.33

9.71

55

1.55

3

1,650

45

Rock
Type 9

1.76

0.33

9.71

56

1.55

3

1,650

45

The mineral resource estimate for the Livengood Gold project is shown in Table 1-4 (Exclusive of Reserves) and Table 1-5 (Inclusive of Reserves).

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Table 1-4: Livengood Gold Project mineral resource estimate (exclusive of mineral reserves)
(2021 MRE), August 20, 2021 – Resource Development Associates Inc.

Classification

Measured

Indicated

Inferred

Total Measured and Indicated (M & I)

Ore
Metric tons (Mmt)

Au Grade
(g/mt)

Contained Au
(Koz)

234.50

40.01

274.51

15.98

0.53

0.49

0.52

0.40

3,990.49

629.61

4,620.10

206.98

1. The effective date of the estimate is August 20, 2021.

2. Mineral resources for the Project are enumerated as per §229.1302(d)(1)(iii)(A) (Item 1302(d)(1)(iii)(A) of Regulation S-K).

3. Mineral resources are not mineral reserves and do not meet the threshold for reserve modifying factors, such as economic viability, that would allow for conversion to

mineral reserves. There is no certainty that any part of the mineral resources estimated will be converted into mineral reserves.

4. Open pit resources stated as contained within a potentially economically mineable open pit; pit optimization was based on an assumed price for gold of US$1,650/oz.,

variable mining and recoveries, general and administrative costs of US$1.55/t and a pit slope angle of 45 degrees.

5. Numbers in the table have been rounded to reflect the accuracy of the estimate and may not sum due to rounding.

6. Mineral  resources  are  reported  exclusive  of  mineral  reserves.  The  reserves  disclosed  in  the  TRS  represent  measured  mineral  resources  and  indicated  mineral

resources that were evaluated with modifying factors related to open pit mining.

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Table 1-5: Livengood Gold Project mineral resource estimate (inclusive of mineral reserves)
(2021 MRE), August 20, 2021 – Resource Development Associates Inc.

Classification

Measured

Indicated

Inferred

Total Measured and Indicated (M & I)

Ore
Metric tons (Mmt)

Au Grade
(g/mt)

646.00

58.51

704.51

15.98

0.60

0.61

0.60

0.40

Contained Au
(Koz)

12,482.49

1,141.61

13,624.10

206.98

1. The effective date of the estimate is August 20, 2021.

2. Mineral resources for the Project are enumerated as per §229.1302(d)(1)(iii)(A) (Item 1302(d)(1)(iii)(A) of Regulation S-K).

3. Mineral resources are not mineral reserves and do not meet the threshold for reserve modifying factors, such as economic viability, that would allow for conversion to

mineral reserves. There is no certainty that any part of the mineral resources estimated will be converted into mineral reserves.

4. Open pit resources stated as contained within a potentially economically mineable open pit; pit optimization was based on an assumed price for gold of US$1,650/oz.,

variable mining and recoveries, general and administrative costs of US$1.55/t and a pit slope angle of 45 degrees.

5. Numbers in the table have been rounded to reflect the accuracy of the estimate and may not sum due to rounding.

6. Mineral  resources  are  reported  inclusive  of  mineral  reserves.  The  reserves  disclosed  in  the  TRS  represent  measured  mineral  resources  and  indicated  mineral

resources that were evaluated with modifying factors related to open pit mining.

1.10 Mineral Reserve Estimate

Mineral reserves have been estimated for the Project by BBA USA Inc., using a gold price of $1,680/oz. The mine design and mineral reserve estimate
have been completed to a level appropriate for a PFS. The mineral reserve estimate stated herein is consistent with the S-K 1300 requirements and is
suitable for public reporting. As such, the mineral reserves are based on Measured and Indicated Mineral Resources, and do not include any Inferred
Mineral Resources.

Development of the mine production plan included pit optimization, pit and phase designs, mine scheduling and the application of modifying factors to the
Measured  and  Indicated  Mineral  Resources.  The  Qualified  Person  is  not  aware  of  any  legal,  political,  or  other  risks  that  could  materially  affect  the
development of the mineral reserve.

Table 1-6 presents the mineral reserves for the Project, which include 411.5 Mmt of Proven Mineral Reserves at an average gold grade of 0.64 g/mt, and
18.5 Mmt of Probable Mineral Reserves at an average gold grade of 0.86 g/mt for a total of 430.1 Mmt of Proven and Probable Mineral Reserves at an
average gold grade of 0.65 g/mt. To access these mineral reserves, 496.1 Mmt of overburden and waste rock must be mined, resulting in a strip ratio of
1.15:1.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 1-6: Livengood Gold Project Mineral Reserves, October 22, 2021 – BBA USA Inc.

Classification

Proven

Probable

1. The effective date of the estimate is October 22, 2021.

Proven and Probable Totals

Ore
Metric tons (Mmt)

411.5

18.5

430.1

Au Grade
(g/mt)

0.64

0.86

0.65

Contained Au 
Koz

8,492

512

9,004

2. Mineral reserves are estimated using a gold price of US$1,680 per ounce, and consider a 3% royalty, 1.80/oz for smelting, refining, and transportation costs, and a

gold payable of 99.9%.

3. Metallurgical recovery curves were developed for each rock type, with the Mineral Reserves having the following tonnage weighted averages: 83.3% for RT4, 79.8%

for RT5, 73.5% for RT6, 66.4% for RT7, 58.7% for RT8 and 57.1% for RT9, including 22% for massive stibnite mineralization.

4. As a result of the complex metallurgical recovery equations, it is difficult to determine specific cut-off grades. The following presents the lowest gold grades for each

rock type that are processed in the life of mine plan: 0.26 g/t for RT4, 0.28 g/t for RT5, 0.31 g/t for RT6, 0.31 g/t for RT7, 0.42 g/t for RT8 and 0.42 g/t for RT9.

5. The strip ratio for the open pit is 1.15 to 1.

6. The mineral reserves are inclusive of mining dilution and ore loss.

7. The reference point for the mineral reserves is the primary crusher.

8. Totals may not add due to rounding.

1.11 Mining Methods

The  Livengood  deposit  will  be  mined  using  conventional  open  pit  mining  methods  consisting  of  drilling,  blasting,  loading,  and  hauling  with  large-scale
mining equipment. Vegetation, topsoil, and overburden will be stripped and stockpiled for future reclamation use. The ore and waste rock will be drilled
and blasted with 32.8 ft (10 m) high benches and loaded into haul trucks with a fleet of diesel-powered hydraulic excavators and front-end wheel loaders.

The processing flowsheet consists of primary crushing, secondary crushing, and a comminution circuit (SABC configuration) producing a final grind size
of 250 μm (P80), with gravity recovery followed by whole ore leaching (CIL) of the gravity tailings. The mill has been designed with a nominal throughput of
65,000 t/d (59,000 mt/d). Tailings will be stored in a conventional slurry tailings facility.

Material mined from the open pit that is not directly hauled to the primary crusher will be placed in several storage facilities across the Livengood site.
These facilities include growth media stockpiles, an overburden stockpile, a waste rock storage facility (WRSF), and a low-grade ore stockpile. Waste rock
will also be used as construction material both during preproduction and to raise the height of the TMF dike as the mine life progresses.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

To maximize the NPV of the Project, a total of six mining phases (pushbacks) have been designed and incorporated into the mining sequence to bring
higher  grade  material  forward  and  to  defer  waste  rock  stripping.  The  mining  phases  include  a  starter  pit  that  will  be  mined  during  the  three  years  of
preproduction, during which a total of 89 Mt (81 Mmt) of waste rock has been estimated to be required for the construction of certain infrastructure such
as  the  TMF  starter  dike,  mine  haul  roads,  site  access  roads,  and  platforms  for  the  processing  facilities  and  other  buildings.  Ore  mined  during
preproduction will be stockpiled and processed after mill start-up.

A mine production plan has been prepared using the MinePlan Schedule Optimizer (MPSO) tool in the Hexagon MinePlan 3D software. Provided with
economic  input  parameters  and  operational  constraints  such  as  phase  sequencing,  maximum  bench  sink  rates,  and  mining  and  milling  capacities,  the
software  determines  the  optimal  mining  sequence  and  low-grade  ore  stockpiling  strategy,  which  maximizes  the  NPV  of  the  mine  production  plan.  The
mine plan has been prepared quarterly for the first two years of production and annually thereafter.

The mine production plan resulted in a 20.3-year mine life plus 3 years of preproduction development. A contractor will operate the pit during the first year
of preproduction to develop the first benches in the Phase 1 starter pit and construct the network of mine haul roads. By the second year, the owner’s fleet
of equipment will be on-site and assembled and will take over from the contractor.

The total material mined from the open pit peaks at 66 Mt (60 Mmt) from Year 2 to Year 5 and averages 55 Mt/y (50 Mmt/y) between Year 1 and Year 17.
A total of 105 Mt (95 Mmt) of ore is sent to the low-grade ore stockpile over the life of the mine, with an average gold grade of 0.38 g/mt. A total of 84% of
the low-grade ore is rehandled and sent to the mill during the final five years of production, with smaller amounts rehandled in earlier years.

During the life of mine (LOM), a total of 271 Mt (246 Mmt) is hauled to the TMF for dike construction, representing 52% of the total waste rock.  

The average gold grade for ore to the mill is fairly consistent on a year to year basis, ranging from 0.58 g/mt to 0.93 g/mt when the open pit is in operation,
and drops to 0.36 g/mt during stockpile rehandling at the end of the mine life.

A peak gold production of 482 koz is achieved in Year 3, when higher grades will be fed to mill, which also coincides with higher mill recoveries. Gold
production averages 342 koz per year between Year 1 and Year 17 and 154 koz per year during stockpile rehandling.

The mine will be operated with an owner fleet, 365 days per year, 24 hours per day, running two 12-hour shifts per day. For equipment calculations, a total
of five days of lost production time has been considered for poor weather conditions.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Production drilling will be done with a fleet of autonomous diesel-powered down-the-hole (DTH) drills that will drill 9.8 inch (251 mm) diameter holes on
32.8 ft (10 m) high benches with drill patterns varying for ore and waste and by rock type. Blasting will be done using primarily Ammonium Nitrate Fuel Oil
(ANFO) and with bulk emulsion during wet conditions. A total of five production drills and one secondary drill for pre-splitting and secondary blasting are
required during most of the mine life.

Loading will be done using a mix of diesel-powered hydraulic shovels and frontend wheel loaders, both equipped with 40 yd3 (31 m3)  buckets.  During
peak production, the fleet will include two shovels and two wheel loaders.

Hauling will be done with 320 t (291 mt) rigid frame haul trucks and the fleet requirements were estimated for each period of the mine production plan
using a haulage network developed and loaded into the MS Haulage tool of MinePlan 3D. The truck fleet peaks at a total of 18 trucks.

The  mine  workforce  has  been  estimated  for  each  period  of  the  mine  plan,  which  includes  management  and  supervisory  personnel,  mine  technical
services, mine operations, and mine maintenance personnel. The mine workforce peaks at 221 employees.

1.12 Recovery Methods

The  recovery  methods  for  the  Project  were  established  based  on  previously  noted  laboratory-scale  testwork  programs,  information  from  equipment
suppliers  and  on  BBA’s  experience  on  similar  projects.  Many  of  the  significant  process  plant  configuration  changes  implemented  within  the  2017  PFS
were retained, including the addition of secondary crushing ahead of the SAG mill for more efficient use of power, inclusion of a single line SAG/ball mill
configuration, and simplification of the mill foundation and pebble re-grind circuit. Recent metallurgical testwork completed has also resulted in the grind
size  being  further  coarsened  from  180  to  250  µm  (P80)  with  a  design  leach  retention  time  of  24  hours.  With  relatively  minor  changes  to  equipment
selection, this has permitted a significant increase in the nominal throughput.

The nominal Livengood process plant capacity at 93% is 65,000 t/d (59,000 mt/d) resulting in an annual capacity of 23.7 Mt/y (21.5 Mmt/y). Run of mine
ore is transported to the primary gyratory (60×89) crusher, where it is crushed and stockpiled in a covered pile, then conveyed to the secondary crushing
(1,250 hp) building. Crushed product (1.65 in (42 mm)) will then be conveyed and processed in a comminution circuit (SABC) consisting of wet grinding in
a single semi-autogenous (SAG) mill ((D×L) 36 ft × 20 ft /20,115 hp) in closed circuit with a pebble crusher (932 hp) and a single ball mill (25.4 ft × 40 ft /
20,115 hp). The ball mill is in closed circuit with hydrocyclones. A pulp stream will be bled from a portion of the ball mill discharge and treated with a bank
of eight centrifugal gravity gold separators. The gravity tails will be pre-treated with oxygen and lead nitrate, and then leached in a conventional CIL circuit
(2 rows of 7 tanks). The gravity gold will be intensively leached from the gravity concentrate with two intensive leach reactor (ILR) systems.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Gold from the leach circuit will be recovered by an adsorption-desorption-recovery (ADR) circuit, where the final product will be doré. Two thickeners (213
ft / 65 m diameter) (Pre-leach and Pre-Detox) will be used to maximize water and cyanide recovery. The Inco SO2/air cyanide detoxification method will
be used to reduce the cyanide content of the process tailings to acceptable concentrations prior to being discharged to the tailings management facility
(TMF). A preliminary water balance indicates that approximately 233 gpm (53 m3/hr) of fresh water will be required during operations.

The gyratory crushing, secondary crushing and main process plant will operate 24 hours per day and 7 days per week. The operating teams will work on
a schedule of two 12-hour shifts. The main process plant will be stopped periodically to perform preventive maintenance on equipment for which there is
no standby unit. The process plant is designed to operate with an availability of 93%.

Process  plant  reagents,  including  cyanide,  lime,  elemental  sulfur,  hydrochloric  acid,  lead  nitrate,  carbon,  and  flocculants,  will  be  delivered  to  site  by
transport truck as required and stored in the process facility.

Figure 1-3, a simplified process flow diagram, describes the conceptual process flow from the ore delivery to the crusher through to doré production and
tailings management. The average gold head grade for plant feed will be 0.65 g/mt with an overall gold recovery of 71.4% based on the LOM plan.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

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Figure 1-3: Simplified process flow diagram

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

The  following  Figure  1-4  shows  the  process  plant  feed  grade  and  gold  production  per  year  based  on  the  LOM  mine  plan.  Annual  gold  production  will
average 317,000 oz/y over the LOM.

The process plant facilities include a wet laboratory, mill offices, a mill dry and maintenance shops. A total of 140 employees are required in the process
plant, including 26 salaried staff and 114 hourly workers.

Figure 1-4: Gold production schedule (oz/year)

1.13

Local Resources and Project Infrastructure

1.13.1 Local Resources

The  Fairbanks  North  Star  Borough  (FNSB),  which  has  a  population  of  approximately  100,000  people,  has  a  hospital,  government  offices,  businesses,
military  bases  and  the  University  of  Alaska,  Fairbanks.  Fairbanks  is  linked  to  southern  Alaska  by  a  north-south  transportation  and  utility  corridor  that
includes two paved highways, a railroad, an interlinked electrical grid and communications infrastructure. The city has an international airport serviced by
up to three major airlines and has demonstrated capacity to serve as the primary employment and service base for the Project.

The paved, all weather State Highway 2 (Elliott Highway) runs north from Fairbanks to the North Slope oilfields at Prudhoe Bay, and passes within one
mile of the Money Knob deposit. Communications infrastructure (fiber optic) has been extended to the North Slope along the TAPS, which parallels the
Elliott Highway and passes just west of the Livengood Project site.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

1.13.2 Project Infrastructure

To the extent practicable, the infrastructure facilities for the Project have been designed for optimum construction access and operational efficiency as
well as to take advantage of the existing roads and infrastructure.

Surface Infrastructure

The Project envisions construction of the following key infrastructure facilities:

■ O’Connor Creek substation and 50 miles (80 km) of new 230 kV transmission line;

■ Access light vehicle and mine haulage roads;

■ Process plant and ancillary buildings;

■ Administration, dry, maintenance, and warehouse complex;

■ Mine truck wash and fueling facilities;

■ Bulk fuel storage and delivery system;

■ Water and sewage treatment;

■ Fresh water pumping and distribution system;

■ Waste rock, ore and growth media stockpiles;

■ Surface water management diversion ditches;

■ Tailings and Waste Rock Management Facilities;

■ Temporary construction camp;

■ Fairbanks Integrated Remote Operations Center (IROC);

■ Fairbanks employee parking area.

Site Power

The  total  power  demand  of  the  Project  (LOM  average)  is  estimated  to  be  approximately  57.8  MW,  including  network  losses  of  3%  and  represents  the
LOM average. An electrical load list was created based on a detailed mechanical equipment list that included the major power draw contributors. Minor
power consumers and power for auxiliary systems were benchmarked based on BBA’s past project experience. The projected annual electrical energy
use is estimated to be approximately 450.9 GWh including the network losses.

A study completed by Electric Power Systems has determined that the local utility in Fairbanks (Golden Valley Electric Association) can provide the power
required  for  the  Project.  The  Project  would  be  connected  to  the  local  grid  by  building  a  50-mi  (80  km)  230-kVa  transmission  line  along  the  pipeline
corridor. A new 138/230 kV substation at O’Connor Creek (OCS) will be required to connect the transmission line to the GVEA system.

Emergency power systems (4.16 kV and 600 V) are planned for the purpose of supplying the critical installations when the main power is lost. Critical
loads will be grouped into different categories, where some will be attended to automatically and others controlled manually.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Communications and IT

A site-wide telecommunication infrastructure will be installed to provide internet access, an IP phone system, a security access system, interconnection of
the fire detection system, surveillance and process video cameras, as well as a mobile radio system for personnel and site vehicles.

Tailings, Mine Waste Rock and Water Management Facility

The tailings management facility (TMF) has been designed to provide safe and secure storage of approximately 486 Mt (441 Mmt) of mill tailings along
with  a  supernatant  pond.  The  TMF  has  sufficient  area  to  expand  up  to  529  Mt  (480  Mmt)  capacity,  dependent  on  future  modifications  that  would  be
required at the freshwater reservoir.

The TMF is situated within Livengood Valley and is formed by two cross-valley embankments, the west embankment and the east embankment. Both
TMF embankments and the impoundment area in between are geomembrane-lined and designed to be constructed in phases. The TMF embankments
require the removal of some native materials within the embankment footprints to improve stability characteristics of the foundation. These materials will
be excavated and transported to growth media stockpiles in the general area, for use during reclamation of the Project site. The impoundment area will be
covered with a layer of mine waste rock to provide a stable foundation for the installation of the geomembrane.

Solution management systems at the TMF include a groundwater drainage system and a tailings underdrain system. The groundwater drainage system
will be located below the impoundment geomembrane and positioned within the main drainages. This drain system will capture near surface groundwater
flow and convey it to sumps located downstream of the TMF west embankment.  The collected water will be pumped into the TMF impoundment and
used  in  the  processing  of  ore  at  the  mill.  The  tailings  underdrain  system  is  located  above  the  impoundment  geomembrane  and  will  collect  process
solutions draining from the deposited tailings mass. This system will return the collected solutions to the supernatant pond for recycling back to the mill.

The TMF east embankment will also form an embankment for the fresh water reservoir.  This reservoir will be used as a make-up water supply for the
project. Excess water captured by the reservoir will be conveyed, via gravity through a flow-through drain, to Livengood Creek downstream of the TMF
west embankment. The flow-through drain consists of multiple large diameter pipes positioned below the impoundment geomembrane and near the main
groundwater drainage system.

Non-economic mine waste rock, produced by mining activities at the Livengood site, will either be incorporated into the construction of site facilities, such
as  the  TMF,  or  hauled  and  stockpiled  in  Gertrude  Creek  valley.  The  current  design  of  the  waste  rock  storage  facility  is  for  105  Myd3  (80  Mm3).  An
embankment  constructed  at  the  mouth  of  the  Gertrude  Creek  valley  will  serve  as  a  buttress  for  the  waste  rock  storage  facility  in  addition  to  providing
containment for tailings within the TMF.

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Livengood Gold Project Pre-feasibility Study

Low  grade  ore  will  also  be  stockpiled  within  the  upper  reaches  of  the  Gertrude  Creek  valley.  The  current  design  of  the  stockpile  is  sufficient  to  store
45 Myd3 (34 Mm3) of material. The stockpile can be expanded, as needed, by modifying the design of the waste rock storage facility.

The surface water management structures required to support the project primarily include minor stormwater diversion channels and roadside ditches.

1.14 Environmental and Permitting

THM has been conducting environmental baseline studies at the Project since 2008, as part of their overall goal of providing environmentally relevant and
supportable data for environmental permitting, engineering design and a basis for permit-required monitoring during construction, mining and closure of
the  Project.  These  studies  include  surface  water,  hydrology,  hydrogeology,  wetlands  &  vegetation,  meteorology  &  air  quality,  aquatic  resources,  rock
characterization, wildlife, cultural resources and noise studies.

Baseline Study 

Surface Water

Surface Water Quality

Sediment Quality

Hydrology

Surface Water Flow and Snow

Hydrogeology

Groundwater Quality

Hydrogeological Modeling

Permafrost Studies

Wetlands & Vegetation
Wetlands Delineations

Meteorology & Air Quality

Meteorological Data

Precipitation

Ambient Air

Aquatic Resources
Bio-monitoring

Resident Fish Surveys

Rock Characterization

Static ML/ARD Testing

Kinetic ML/ARD Testing

On-Site Kinetic Testing

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Table 1-7: Environmental baseline studies (2008-2021)

2008 

2009 

2010 

2011 

2012 

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Baseline Study 

Wildlife Studies

Habitat Mapping

Mammal Surveys

Avian Surveys

Cultural Resources

Cultural Site Surveys
Socioeconomics (Section 17.6)

Noise Studies

Noise Surveys

2008 

2009 

2010 

2011 

2012 

2013 

2014 

2015 

2016 

2017-
2021 

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In early 2011, project engineers identified a 50 mi (80 km) power transmission corridor with a terminus at Livengood. Baseline investigations along this
corridor  have  included:  surface  water  quality,  wetlands  &  vegetation,  wildlife,  aquatic  resources,  and  cultural  resources.  The  results  of  these  programs
have been used, in part, to select the transmission alignment.

Based on a review of the studies completed to date, there are no known environmental issues that are anticipated to materially impact the Project’s ability
to extract the gold resource.

Since development of the Project will require several federal permits, the National Environmental Policy Act (NEPA) and Council of Environmental Quality
(CEQ)  Regulations  will  govern  the  federal  permitting  portion  of  the  Project.  The  NEPA  process  requires  that  all  elements  of  a  project  and  their  direct,
indirect  and  cumulative  impacts  be  considered.  A  reasonable  range  of  alternatives  are  evaluated  to  assess  their  comparative  environmental  impacts,
including consideration of feasibility and practicality. In fulfillment of the NEPA requirements, it is anticipated that the Project will be required to prepare an
Environmental Impact Statement (EIS). Upon completion of the EIS and the associated Record of Decision by the lead federal agency, the federal and
state agencies will then complete their own permitting actions and decisions. The State of Alaska is expected to take a cooperating role to coordinate the
NEPA  review  with  the  state  permitting  process.  Actual  permitting  timelines  are  controlled  by  the  federal  NEPA  review  and  federal  and  state  agency
decisions.  

Actual permitting timelines are controlled by the Federal NEPA review and federal and state agency decisions. There have been no permit applications
submitted for project construction.

1.15 Socioeconomic Conditions

Livengood lies within the Yukon-Koyukuk Census Area, which encompasses a nearly 150,000 square mile (mi2) (388,000 km2) swath of Interior Alaska
from  the  Canadian  border  to  the  lower  Yukon  River.  In  2020,  the  Census  Area  held  a  total  population  of  5,343  widely  dispersed  residents  in  38
communities,  of  which  approximately  70%  were  Alaska  Natives.  Both  Minto,  which  is  approximately  40  mi  (64  km)  from  Livengood,  and  Manley  Hot
Springs, approximately 80 mi (129 km) away from the Project, have road access to Fairbanks.

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The Fairbanks area is the service and supply hub for Interior and Northern Alaska. Construction of the Trans-Alaska Pipeline System (TAPS) resulted in
an economic boom in Fairbanks from 1975 to 1977. The oil industry remains an important part of the local economy, with Fairbanks providing logistical
support  for  the  North  Slope  activity,  operation  of  a  local  refinery  and  the  operation  and  maintenance  of  TAPS.  Today,  the  University  of  Alaska,  the
Fairbanks  Memorial  Hospital,  and  the  Fort  Knox  and  Pogo  gold  mines  are  some  of  the  Fairbanks  area’s  largest  employers.  The  Fairbanks  North  Star
Borough (FNSB) economy included 37,400 non-agricultural wage and salary jobs in 2019, accounting for $2.24B in annual payroll.

Most of the small communities in rural interior Alaska are largely dependent on subsistence. Seventy-five percent (75%) of the Native families in Alaska’s
smaller villages acquire 50% of their food through subsistence activities (Federal Subsistence Board, 1992). For families that do not participate in a cash
economy, subsistence can be the primary direct means of support; for others, it contributes indirectly to income by replacing household food purchases.

The PFS estimates a total of 3.8 M man-hours during Project construction at Livengood, with a peak construction workforce of 800. The average wage of
those  workers  is  estimated  at  $50.00/hr.  During  the  three  years  of  preproduction  mine  development,  the  Owner’s  crew  will  be  approximately  170
employees  on  average.  During  operations,  the  average  number  of  employees  is  estimated  at  331  peaking  in  year  6  at  430.  Total  annual  wages  paid
during operations is estimated to be $38M based on an annual average wage of approximately $115,000/y.

The labor force in the communities nearest the mine is very small. The total population of Minto, Manley Hot Springs and Livengood combined is 312
residents in 2020. Skilled and unskilled labor to support mine development and operations will come primarily from the Fairbanks area, with a total labor
force of nearly 40,000 workers. The training plan for the Project will be designed to promote safety, environmental stewardship, efficient production, and
local hire.

1.16 Capital Cost and Operating Cost Estimates

1.16.1 Capital Costs

The total estimated preproduction capital cost (-20% / +25%) to design, procure, construct and commission the Livengood Gold Project facilities, including
funding of reclamation activities, is estimated to be $1.93B. The estimated sustaining capital cost required by the Project is $658M. This estimate includes
the addition of certain contingencies and indirect costs. The cumulative LOM capital expenditure (preproduction and sustaining capital) is estimated to be
$2.852B. Table 1-8 summarizes the initial capital and sustaining capital costs by major area.

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Table 1-8 summarizes the initial capital and sustaining capital costs by major area.

Table 1-8: Initial capital and sustaining capital costs by major area
($ Millions)

Initial ($M) 

Sustaining ($M) 

Cost Item/Area 

Mine Equipment 

Mine Development 

Process Facilities 

Infrastructure Facilities 

Power Supply 

Owners Costs 

Contingency 

Sub-total before Reclamation 

Spare parts, consumables, and initial fills (1)

Funding of Reclamation Trust Fund (2)

200 

230 

433 

459 

87 

296 

220 

1,925 

40 

23 

Total 

$1,989M

139 

514 

5 

658 

245 

$903M

Note: Rounding of some figures may lead to minor discrepancies in totals. 

(1) The $40M spent on spare parts, consumables and initial fills in preproduction are recaptured in the final year of operations (Year 21). 

(2)

Includes initial funding, total $317M estimated costs. The difference of $49M is projected trust fund earnings.

1.16.2 Operating Costs

The operating cost estimate for the Livengood Gold Project includes all expenses incurred to operate the mine and process plant from the start of Year 1
through Year 21 at a daily average production rate of 65,000 t/d (59,000 mt/d). The expected accuracy for the operating cost estimate is that of a pre-
feasibility  study  level  (+/-  20%)  and  does  not  contain  any  allowances  for  contingency  or  escalation  beyond  Q3  2021.  Any  ore  excavated  during  the
preproduction period is considered as a capital expense. The average operating cost including royalties and smelting/refining fees over the life of mine is
estimated to be $13.82/t ($15.23/mt). The average total number of personnel over the LOM will be approximately 331.

The  total  and  unit  operating  cost  estimate  summaries  are  shown  below  in  Table  1-9  for  the  three  major  operating  cost  areas:  mining,  processing,  and
general  and  administrative  (G&A).  The  unit  costs  areas  are  shown  in  terms  of  total  cost  LOM  per  ore  ton  milled  and  total  cost  per  troy  ounce  of  gold
produced.

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S-K 1300 – Technical Report Summary

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Table 1-9: Total operating cost breakdown (LOM average)

Cost Item / Area

Mining (including stockpile reclaim)

Processing

General and Administration

On-site Mine Operating Costs

Royalties

Smelting, Refining and Transport

Sub-total before Reclamation

Funding of Reclamation Trust Fund

Total
($M)

1,910

3,659

639

6,208

323

22

6,553

317

Total

$6,893M

Average
($/t mined)

2.05

-

-

-

-

-

-

-

-

Average
($/t milled)

Average
($/oz)

OPEX
(%)

4.03

7.72

1.35

13.09

0.68

0.05

13.82

0.67

297

569

99

965

50

3

1,019

49

29

56

10

95

5

0.3

100

0

$14.50$/t

$1,068/oz

100%

1.17 Project Economics

A  financial  analysis  for  the  Project  was  carried  out  using  a  discounted  cash  flow  approach.  The  internal  rate  of  return  (IRR)  on  total  investment  was
calculated based on 100% equity financing even though THM may decide in the future to finance part of the Project using alternative sources of capital.
The net present value (NPV) was calculated from the cash flow generated by the Project based on a discount rate of 5%. The payback period based on
the undiscounted annual cash flow of the Project was also indicated as a financial measure.

No inflation or escalation exists in the economic model. THM compiled the taxation calculations for the Project with assistance from third-party taxation
experts. The Livengood Gold Project is subject to three levels of taxation, including federal income tax, Alaska State income tax, and an Alaska State
mining license tax. The model calculates pre-tax and after-tax returns, and is based on the current US tax system applicable to mineral resource income.
The model applies 3% royalties on net smelter returns over the life of the Project, based on an average royalty calculation. The model includes provisions
for doré transportation, insurance, refining and payable charges. The major inputs and assumptions used for the development of the financial model are
listed in Table 1-10.

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Table 1-10: Financial model inputs

Execution Plan

Construction Period

Mine Life (after preproduction)

LOM Ore Tons (millions)

LOM Gold Grade (g/mt Au)

Average Annual Process Gold Production Rate (oz)

Metal Pricing

Gold Price ($/oz)

Cost and Tax Criteria

Estimate Basis

Inflation/Currency Fluctuation

Leverage

Income Tax

Royalties

Royalty on Net Smelter Return (NSR)

Gold Transportation and Insurance, Refining, and Payable Charges

Gold ($/oz)

Payable Terms

Gold

36 months

20.3 years

430.1

0.65

317,000

1,680

Q3 2021

None

100% Equity

AK State, Federal

3%

3.48

99.90%

Table 1-11 below presents the results of the pre-feasibility study.

Table 1-11: Summary of pre-feasibility study results

Production Metrics

Mill Throughput

Head Grade – LOM

Gold Recovery

Mine Life

Total oz Produced

Average Annual Production – LOM

Total Ore Processed

Total Waste Rock (not including preproduction)

Annual Mining Rate

Low grade stockpile size (maximum)

Value

65,000

0.65

71.4

20.3

6,430,178

317,000

474

463

52

88

Unit

Dry tons/day

g/mt

%

Years

oz

oz

Million tons

Million tons

Million tons

Million tons

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Capital and Operating Costs

CAPEX – Initial

CAPEX – Sustaining

Reclamation & Closure

OPEX – Mining - LOM

OPEX – Processing - LOM

OPEX – G&A - LOM

OPEX – Operating Cost – LOM

All-In Cost Pre-Tax (CAPEX+OPEX) – LOM

Pre-Tax Financial Metrics

Pre-Tax NPV (@ 5%)

Pre-Tax IRR

Pre-Tax Payback

After-Tax Financial Metrics

After-Tax NPV (@ 5%)

After-Tax IRR

After-Tax Payback

Value

1.93

658

317

2.05

7.72

1.35

1,068

1,512

168

6.1

9.8

45

5.3

10.4

Unit

$Billion

$Million

$Million

$/t mined

$/t ore

$/t ore

$/oz

$/oz

$M

%

Years

$M

%

Years

The pre-tax internal rate of return (IRR) is 6.1% and the pre-tax net present value (NPV) using a 5% discount rate over the life of mine is $168M. The
after-tax IRR is 5.3% and the pre-tax NPV using a 5% discount rate over the life of mine is $45M.

The results of the after-tax sensitivity analysis performed are summarized in Figure 1-5 and Figure 1-6. This sensitivity analysis shows that both gold price
and recovery variations cause the greatest and almost equivalent impact on project value. A 30% increase in the gold price to $2,184/oz would yield an
IRR of 14.1% and a NPV of $1,493M. A 30% decrease in the gold price to $1,176/oz would yield a reduced IRR of -22.5% and NPV of $-1,647M. The
impact of variations in operating and capital cost on both financial metrics is similar with the operating cost changes resulting in marginally larger project
returns  than  capital  cost  changes,  meaning  reducing  operating  expenses  would  benefit  the  Project  more  than  reducing  capital  costs  by  the  same
percentage.

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Figure 1-5 After-tax sensitivity analysis for project net present value (NPV @ 5% discount rate)

Figure 1-6 After-tax sensitivity analysis for project internal rate of return (IRR %)

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1.18 Project Schedule

A  hypothetical  execution  schedule  for  permitting,  engineering,  pre-development  and  construction  of  the  Project  was  developed  as  part  of  the  pre-
feasibility study. The plan is conceptual in nature and contingent on the eventual completion of the positive feasibility study, during which it will be adjusted
and refined. The major project activity milestones are presented in Table 1-12.

Table 1-12: Key project activities (preliminary)

Activity 

Environmental Impact Statement and Permitting 

Engineering Studies in Support of Permitting 

Process Plant Detailed Engineering 

Project Authorization 

Pit Pre-Stripping / Waste Rock Supply for Construction 

Tailings Management Embankment Construction 

Process Plant Construction 

Process Plant Dry Commissioning Completed 

Start Process Plant Ramp-up to Commercial Production 

1.19

Interpretations and Conclusions

Start date 

Q1 Year -7 

Q1 Year -7 

Q1 Year -3 

Q3 Year -3 

Q3 Year -3 

Q4 Year -3 

Q1 Year 1 

Completion
date 

Q3 Year -3 

Q3 Year -3 

Q3 Year -2 

Q3 Year -3 

Q4 Year -1 

Q4 Year -1 

Q4 Year -1 

Q1 Year 1 

Duration
(months) 

48 

48 

21 

30 

30 

27 

This TRS was prepared to demonstrate the economic viability of an open pit mine and process plant complex based on the reserves estimated for the
Livengood Gold Project. The process plant capacity is planned to be 65,000 t/d (59,000 mt/d).

This TRS provides a summary of the results and findings from each major area of investigation to a level that is equivalent and normally expected for a
PFS of a resource development project. Standard industry practices, equipment and processes were used in this study. The Project contributors, on the
date of publication, are not aware of any unusual or significant risks or uncertainties that could materially affect the reliability or confidence in the Project
or development of the mineral reserves based on the information available.

The  results  of  the  PFS  indicate  that  the  proposed  Project  is  technically  feasible  and  marginally  viable  at  the  base  case  gold  price  of  $1,680/oz.  It  is
recommended to advance the Project to the feasibility study level including the completion of additional metallurgical testwork and various confirmatory
studies to improve the Project’s economics, study potential opportunities and reduce overall implementation risk. The decision and timeline to pursue the
feasibility study is at the discretion of THM.

An analysis of the results of the investigations has identified a series of risks and opportunities associated with each of the technical aspects considered
for the development of the Project.

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The key risks include:

■ Large earthwork quantities required to construct the Project;

■ Management of waste rock could be more expensive than assumed;

■ Impact of climate change on project design,

■ Evolving ESG practices and governmental regulations.

The key opportunities include:

■ Conducting grind/recovery metallurgical testing at coarser than 250 µm (P80).

1.20 Recommendations

Based on the full list of recommendations presented in Chapter 23, it is estimated that the full feasibility study, including the recommended field activities,
metallurgical testwork and environmental studies, would cost approximately $10.2M, including a 20% contingency.

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2.

INTRODUCTION

2.1

Overview

This Technical Report Summary (the “TRS”) was prepared and compiled by BBA USA Inc. in cooperation with a number of consulting firms at the request
of International Tower Hill Mines Ltd. (ITH) through its wholly owned subsidiary Tower Hill Mines, Inc. (THM). BBA USA Inc. is an independent engineering
consulting firm headquartered in Montreal, Quebec, Canada.

The purpose of the TRS is to summarize the results of the Pre-feasibility Study (PFS) for the Livengood gold deposit on the THM property. This TRS has
been prepared in accordance with §§229.1300 through 229.1305 (subpart 229.1300 of Regulation S-K).

The  TRS  supports  the  ITH  November  4,  2021  news  release  “International  Tower  Hill  Mines  Announces  Pre-Feasibility  Study  Results  on  13.6  million
ounce Gold Resource”. This TRS also supports the mineral resource, mineral reserve and property disclosures in ITH’s Annual Report on Form 10-K for
the fiscal year ended December 31, 2021, in addition to the November 4, 2021 release.

This TRS was prepared based on contributions from BBA USA Inc., JDS Energy and Mining Inc., NewFields Mining Design & Technical Services, LLC,
and Resource Development Associates Inc.

The  Livengood  property  (65  ̊30’16’’N,  148  ̊31’33’’W)  is  located  approximately  70  mi  (113  km)  northwest  of  Fairbanks,  Alaska  in  the  Tolovana  Mining
District within the Tintina Gold Belt. The property straddles Highway 2 (also known as the Elliott Highway), a paved, all-weather highway linking the North
Slope oil fields to Fairbanks, and adjoins the Trans-Alaska Pipeline System (TAPS) corridor, which transports crude oil from the North Slope south.

2.2

Basis of the Technical Report Summary

This TRS is based on an updated resource estimate effective, as of August 20, 2021, and has an optimized Project configuration of 65,000 t/d (59,000
mt/d).

This TRS presents a summary of the results of the PFS for the development of the Livengood Gold Project. THM requested engineering consulting group
BBA  USA  Inc.  (BBA)  to  lead  and  perform  the  PFS,  including  contributions  from  a  number  of  independent  consulting  firms  including  JDS  Energy  and
Mining Inc. (JDS), NewFields Mining Design & Technical Services, LLC (NewFields), and Resource Development Associates Inc. (RDA).

This  TRS  was  prepared  at  the  request  of  Mr.  Karl  Hanneman,  Chief  Executive  Officer  of  Tower  Hill  Mines,  Inc.   As  of  the  date  of  this  TRS,  ITH  is  an
exploration and development company trading on the Toronto

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Stock Exchange (TSX) under the trading symbol (ITH) and the New York Stock Exchange (NYSE.MKT) under the trading symbol (THM).

The THM corporate office is situated at:

Address:      506 Gaffney Road, Suite 200
Fairbanks, AK, USA  99701 

Telephone:  (907) 328-2800
Fax:             (907) 328-2832

2.3

Study Contributors

A summary of the PFS contributors and their general areas of input are presented in Table 1-1.

Consulting Firm

BBA USA Inc.

Table 2-1: Primary PFS contributors

Scope of Services

■    Mine engineering
■    Mine capital and operating costs
■    Mineral reserve estimation
■    Surface infrastructure design and capital costs
■    Metallurgical testwork analysis and process plant design
■    Process plant capital and operating costs
■    Environmental studies and permitting
■    General and administration operating costs
■    Financial analysis
■    Overall TRS integration

JDS Energy & Mining Inc.

■    Rock mechanics and open pit slope stability

NewFields Mining Design & Technical Services, LLC

Resource Development Associates Inc.

2.4

Report Responsibility

■    Geotechnical engineering
■    Waste rock and water management
■    Tailings management facility (TMF) design and capital costs
■    Closure plan and costs

■    Geological modeling and mineral resource estimation
■    Mineral resource classification

The  consulting  firms  listed  in  Table  2-2,  are  responsible  for  the  TRS  and  are  independent  of  ITH  and  THM.  These  firms  have  employees  which  are
considered  to  be  Qualified  Persons  (QPs)  by  virtue  of  their  employee’s  education,  experience  and  memberships  in  good  standing  with  professional
associations.

The  consulting  firms  have  supervised  the  preparation  of  this  TRS  and  take  responsibility  for  the  contents  of  the  TRS  as  set  out  in  Table  2-2.  Each
consulting firm has also contributed relevant figures, tables and

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portions  of  Chapters  1  (Summary),  22  (Interpretation  and  Conclusions),  23  (Recommendations),  24  (References)  and  25  (Reliance  on  Information
provided by the Registrant).  

Table 2-2: Chapter/Section responsibility by Consulting Firm

Consulting Firm

Site Visit

Chapter/Section Responsibility

BBA USA Inc.

August 15, 2016

Chapters 2, 3, 10 (except Section 10.5.16.7), 12 (except Section
12.3.3.1), 13, 14, 15 (except Sections 15.14, and 15.19), 16, 17, 18,
19, 21, and the relevant portions of Chapters 1, 22, 23, 24 and 25.

NewFields Mining Design &
Technical Services, LLC

JDS Energy & Mining Inc.

March 1-2, 2012

Sections 10.5.16.7, 15.14, 15.19, and the relevant portions of
Chapters 1, 18, 22, 23, 24 and 25.

June 20-22, 2012

Section 12.3.3.1, and the relevant portions of Chapters 1, 22, 23, 24
and 25.

Resource Development Associates
Inc.

August 2, 2011

Chapters 4, 5, 6 ,7 ,8, 9, 11 and 20, and the relevant portions of
Chapters 1, 22, 23, 24 and 25.

2.5

Personal Inspection of the Livengood Property

The Consulting firm’s QPs inspected the Livengood Property on the dates shown in Table 2-2 above.

2.6

Effective Dates and Declaration

This TRS supports the ITH news release “International Tower Hill Mines Announces Pre-Feasibility Study Results on 13.6 million ounce Gold Resource”
dated November 4, 2021 announcing the results of the PFS. This TRS also supports the mineral resource, mineral reserve and property disclosures in
ITH’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, in addition to the November 4, 2021 release. The TRS has a number of
effective dates as follows:

■ Date of metallurgical testwork completion: April 15, 2021;

■ Date of the Mineral Resource Estimate: August 20, 2021;

■ Date of the Mineral Reserve Estimate: October 21, 2021;

■ Date of Financial Analysis: October 29, 2021.

The overall effective date of the TRS is taken to be the date of the financial analysis and is October 29, 2021.

As  of  the  effective  date  of  this  TRS,  the  Consulting  firms  are  not  aware  of  any  known  litigation  potentially  affecting  the  Livengood  Gold  Project.  The
Consulting firms did not verify the legality or terms of any

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underlying agreement(s) that may exist concerning the permits, royalties or other agreement(s) between third parties.

The  results  of  this  TRS  are  not  dependent  upon  any  prior  agreements  concerning  the  conclusions  to  be  reached,  nor  are  there  any  undisclosed
understandings concerning any future business dealings between THM and the consulting firms. The consulting firms are being paid a fee for their work in
accordance with the normal professional consulting practice.

The opinions contained herein are based on information collected throughout the course of the investigations by the consulting firms, which in turn reflect
various technical and economic conditions at the time of writing. Given the nature of the mining business, these conditions can change significantly over
relatively short periods of time. Consequently, actual results can be significantly more or less favorable.

2.7

Sources of Information

The reports and documentation listed in Chapter 24 (References) and Chapter 25 (Reliance on Information Provided by Registrant) of this TRS were used
to support the preparation of this TRS. Additional information was sought from THM personnel where required. Sections from reports authored by other
consultants may have been directly quoted or summarized in this TRS and are so indicated, where appropriate.

2.7.1 General

This  TRS  has  been  completed  using  the  aforementioned  sources  of  information,  as  well  as  available  information  contained  in,  but  not  limited  to,  the
following reports, documents and discussions:

■ Technical discussions with THM personnel;

■ QPs’ personal inspections of the Livengood gold property;

■ Reports detailing mineralogical, metallurgical and grindability characteristics of the Livengood deposit, conducted by industry recognized metallurgical

testing laboratories on behalf of THM;

■ Geological block model received on June 4, 2021 with the file name: 210526_rda_model.bmf;

■ A conceptual process flowsheet developed by BBA based on the specific Project testwork and similar operations;

■ Internal and commercially available databases and cost models;

■ Various reports covering site hydrology, hydrogeology, geotechnical and geochemistry;

■ Internal unpublished reports received from THM; and

■ Additional information from public domain sources.

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2.7.2 BBA

The following individuals provided specialist input to BBA:

■ Jorge  Torrealba,  PhD  (BBA),  André  Allaire,  PhD,  P.  Eng.  (BBA)  and  Derek  Blais  (BBA)  provided  input  to  the  comminution  and  metallurgical  data

interpretations as summarized in the TRS (Chapters 10 and 14).

■ Denise Herzog, ITH Manager of Environmental Affairs provided input on recent environmental activities and current permitting status as summarized

in the TRS (Chapter 17).

■ Christopher Chung (BBA) provided input to the civil and geotechnical design of the general site infrastructure (Chapter 15).

■ Guillaume Richer-Rochon (BBA) provided electrical designs for the site and process plant (Chapters 14 and 15).

■ Bertrand Fortin (BBA) and Steven Perron (BBA) provided the designs for the process plant (Chapter 14).

■ Jean-Francois  Beaulieu  and  Laura  Mottola  (BBA)  provided  the  operating  philosophies,  designs  and  costs  for  the  Integrated  Remote  Operations

Centre (IROC) as described in Chapter 15.

■ Jocelyn Marcoux (BBA) provided input on the process plant and infrastructure capital costs (Chapter 18) as well as input on the Project construction

strategies as summarized in the TRS (Chapter 21).

■ Claude Catudal (BBA) provided input on the Project execution strategy and schedule as summarized in the TRS (Chapter 21).

These specialists are not considered as QPs for the purposes of this S-K 1300 TRS.

2.7.3 JDS

The following specialist reports were used by JDS:

■ Knight Piesold Consulting, Technical Memorandum No. 3: Preliminary Seismic Hazard Assessment, May 5, 2011.

■ SRK Consulting Inc., 2010 and 2012 Hydrogeological Investigations and Modeling Results, Livengood Project dated February 2011 and April 2013,

respectively.

■ Carew, T.J, Pennstrom, M.A., Bell, R.J., Klerk, Q., November 2010 Summary Report on the Livengood Project, Tolovana District, Alaska. November 1,

2010 provided geologic background information for the site.

These specialists are not considered as QPs for the purposes of this S-K 1300 TRS.

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2.7.4 NewFields

The following individuals provided specialist input to NewFields:

■ Joseph Compton (NewFields) provided input to the civil and geotechnical design of the TMF as well as input on the capital costs (Chapter 18).  

■ Joseph Hickey (NewFields) provided input on the TMF capital costs (Chapter 18).

■ Troy Thompson (Ecological Resource Consultants) provided input to the water balance and water management design (Chapter 15).

These specialists are not considered as QPs for the purposes of this S-K 1300 TRS.

2.8

Currency, Units of Measure, and Calculations

This TRS assumes that the Livengood Gold Project will be constructed using imperial units. Therefore, to the maximum extent practicable, all design work
and equipment descriptions were completed and reported in imperial units, with metric units shown in parentheses. Every effort has been made to clearly
display the appropriate units being used throughout this TRS.

However, it is important to note that both the Livengood Gold Project drill hole database and the block model were originally created in metric units and
have been consistently maintained in metric units. Therefore, some tables and figures in this TRS may be presented in metric units only to minimize the
risk of data unit conversion errors.

Unless otherwise specified or noted, this TRS uses the following assumptions and units:

■ Currency is in US dollars (USD or $);

■ All ounce units are reported in troy ounces, unless otherwise stated: 1 oz (troy) = 31.1 g;

■ All metal prices are expressed in US dollars (USD or $);

■ For financial modeling, ore tonnage is reported in short tons (t), with all costs reported in $/t;

■ All cost estimates have a base date of the third quarter (Q3) of 2021.

This  TRS  includes  technical  information  that  required  subsequent  calculations  to  derive  subtotals,  totals  and  weighted  averages.  Such  calculations
inherently involve a degree of rounding and consequently introduce a margin of error. Where these occur, the QPs consider them immaterial.

2.9

Important Notice

This TRS is intended to be used by International Tower Hill Mines Ltd. subject to the terms and conditions of its agreements with BBA USA Inc. and the
relevant consulting firms. Such agreements permit International Tower Hill Mines Ltd. to file this TRS as a Technical Report Summary with the SEC’s new
mining rules under subpart 1300 and item 601 (96)(B)(iii) of the Regulation S-K (SK-1300). Any other use of this TRS by any third party is at that party’s
sole risk. The user of this document should ensure that this is the most recent TRS for the property as it is not valid if a new TRS has been issued.

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2.10 Acknowledgements

The  authors  would  like  to  acknowledge  the  general  support  provided  by  the  THM  management  and  Alaska  development  team  personnel  during  this
assignment. The TRS benefitted from the knowledge and specific input of the following individuals:

■ Karl L. Hanneman – Chief Executive Officer

■ Debbie L. Evans – Corporate Controller

■ Denise A. Herzog – Environmental Affairs Manager

Their commitment, contributions and teamwork are gratefully acknowledged and appreciated.

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3.

PROPERTY DESCRIPTION AND LOCATION

3.1

Property Description

The  Livengood  Gold  Project  covers  approximately  48,300  acres  (19,546  hectares),  all  of  which  is  controlled  by  the  Company  through  its  wholly-owned
subsidiary, Tower Hill Mines, Inc. (THM) (Figure 3-1). The Livengood Gold Project is comprised of multiple land parcels: 100% owned patented mining
claims, 100% owned State of Alaska mining claims, 100% owned federal unpatented placer mining claims; land leased from the Alaska Mental Health
Trust  (AMHT);  land  leased  from  holders  of  State  of  Alaska  mining  claims,  patented  claims,  federal  unpatented  lode  and  placer  mining  claims,  and
undivided interests in patented mining claims. The property and claims controlled through ownership, leases or agreements are summarized below. All of
the agreements are in good standing and are transferable. THM has taken reasonable steps to verify title to mineral properties in which it has an interest.
Except  for  the  patented  mining  claims  and  the  federal  unpatented  mining  claims  of  the  Hudson/Geraghty  lease,  none  of  the  properties  have  been
surveyed.

3.1.1 100% Owned Patented Mining Claims

■ U.S. Mineral Survey 2447, located on lower Livengood Creek, subject to an agreement to allow Larry Nelson, as agent for Nelson Mining Company,

to operate a placer mine on MS 2447 through February 2, 2023.

■ U.S. Mineral Survey 1956, located on lower Gertrude Creek, subject to a reserved royalty of 5% of gross value held by Key Trust Company on behalf

of the Luther Hess Trust. With respect to portions of U.S. Mineral Survey 1626, located on lower Amy Creek:

-

-

-

100% of No. 2 Above Discovery Amy Creek,

100% of No. 3 Above Discovery Amy Creek, and

100% of Up Grade Association Bench.

3.1.2 100% Owned State of Alaska Mining Claims

■ 169 State of Alaska mining claims acquired by purchase. (Appendix A, Table A1);

■ 153 State of Alaska mining claims acquired by location. (Appendix A, Table A2).

3.1.3 100% Owned Federal Unpatented Placer Mining Claims

■ 29 federal unpatented placer mining claims. (Appendix A, Table A3).

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3.1.4 100% Owned by Livengood Placers, Inc.

Livengood Placers, Inc. (LPI), a private Nevada corporation that is 100% owned by THM, is the record owner of the following:

■ 29 patented mining claims. (Appendix A, Table A4);

■ 108 federal unpatented placer mining claims. (Appendix A, Table A5);

■ 24 State of Alaska mining claims. (Appendix A, Table A6).

3.1.5 Leased Property

Alaska Mental Health Trust Lease. A lease of the AMHT mineral rights having a term commencing July 1, 2004, and extending 19 years until June 30,
2023, subject to further extensions beyond June 30, 2023, by either commercial production or payment of an advance minimum royalty equal to 125% of
the amount paid in Year 19 and diligent pursuit of development. The lease requires minimum work expenditures and advance minimum royalties, which
escalate annually with inflation. A net smelter return (NSR) production royalty of between 2.5% and 5.0% (depending upon the price of gold) is payable to
the  lessor  with  respect  to  the  lands  subject  to  this  lease.  In  addition,  an  NSR  production  royalty  of  1%  is  payable  to  the  lessor  with  respect  to  the
unpatented federal mining claims subject to the lease described in the Hudson/Geraghty Lease below and an NSR production royalty of between 0.5%
and 1.0% (depending upon the price of gold) is payable to the lessor with respect to the lands acquired by THM as a result of the purchase of LPI. in
December 2011. As of December 31, 2020, there were 9,970 acres (4.035 hectares) included in the AMHT lease.

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Figure 3-1: Map illustrating the company’s Livengood Gold Project land holdings
(As at September 30, 2021, by tenure type, referenced to the Fairbanks Meridian Township, range and section grid.)

■ Hudson/Geraghty Lease. A lease of 20 federal unpatented lode mining claims having an initial term of ten years commencing on April 21, 2003, and
continuing for so long thereafter as advance minimum royalties are paid and mining-related activities, including exploration, continue on the property
or on adjacent properties controlled by THM. The lease requires an advance minimum royalty of $50,000 on or before each anniversary date (all of
which minimum royalties are recoverable from production royalties). An NSR production royalty of between 2% and 3% (depending on the price of
gold) is payable to the lessors. THM may purchase 1% of the royalty for $1,000,000. (Appendix A, Table A7).

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■ Griffin Lease.  A  lease of  U.S.  Mineral  Survey  1990  having an initial term  of  ten  years  commencing  January  18,  2007,  and  continuing  for  so  long
thereafter as advance minimum royalties are paid.  The lease requires an advance minimum royalty of $20,000 on or before each anniversary date
through January 18, 2017, and $25,000 on or before each subsequent anniversary (all of which minimum royalties are recoverable from production
royalties).  An NSR production royalty of 3% is payable to the lessors. THM may purchase all interests of the lessors in the leased property (including
the production royalty) for $1,000,000 (less all minimum and production royalties paid to the date of purchase), of which $500,000 is payable in cash
over four years following the closing of the purchase and the balance of $500,000 is payable by way of the 3% NSR production royalty.

■ Tucker Lease. A lease of  two  unpatented federal lode mining claims  and  four federal unpatented placer  mining  claims  having  an  initial  term  of  10
years commencing on March 28, 2007, and continuing for so long thereafter  as  advance minimum  royalties  are  paid  and  mining-related  activities,
including  exploration,  continue  on  the  property  or  on  adjacent  properties  controlled  by  THM.  The  lease  requires  an  advance  minimum  royalty  of
$15,000 on or before each anniversary date (all of which minimum royalties are recoverable from production royalties). THM is required  to  pay  the
lessor the sum of $250,000 upon making a positive production decision, $125,000 payable within 120 days of the decision and $125,000 within a year
of the decision (all of which are recoverable from production royalties).  An NSR production royalty of 2% is payable to the lessor. THM may purchase
all of the interest of the lessor in the leased property (including the production royalty) for $1,000,000. (Appendix A, Table A8).

3.1.6 Patented Mining Claims (Undivided Interests Less Than 100%)

■ An undivided 5/6th interest in that certain patented placer mining claim known as the “Kinney Bench” claim, included within U.S. Mineral Survey No.

1626  on lower Amy Creek.

■ An undivided 5/9th interest in that certain patented placer mining claim known as the “Union Bench Association” claim, included within  U.S.  Mineral

Survey No. 1626 on lower Amy Creek.

■ An undivided 1/6th interest in that certain patented placer mining claim known as the “Bessie Bench” claim, included within U.S. Mineral Survey No.

1626 on lower Amy Creek.

■ An undivided 1/3rd interest in those certain patented placer mining claims known as the “War Association” claim, the “Mutual Association” claim, and

the “O.K. Fraction” claim, all included within U.S. Mineral Survey No. 2033 on lower Amy Creek.

■ An undivided 2/5th interest in those certain patented lode mining claims known as the “Yukon” claim, the “Mastodon” claim, and the “Piedmont” claim,

all included within U.S. Mineral Survey No. 1990.

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3.1.7 Other Land Obligations

State of Alaska Mining Claims

On  State  of  Alaska  lands,  the  state  holds  both  the  surface  and  the  subsurface  rights.  State  of  Alaska  40-acre  mining  claims  require  an  annual  rental
payment  of  $40  per  claim  to  be  paid  to  the  state  (by  November  30th  of  each  year)  for  the  first  five  years,  $85  per  year  for  the  second  five  years,  and
$205  per  year  thereafter.  These  rental  rates  are  multiplied  by  four  for  each  160-acre  claim.  As  a  consequence  of  the  annual  rentals  due,  all  State  of
Alaska mining claims have an expiry date of November 30th each year. In addition, there is a minimum annual work expenditure requirement of $100 per
40-acre claim and $400 per 160-acre claim (due on or before noon on September 1st each year) or cash in lieu of labor. An affidavit evidencing that such
work has been performed is required to be filed on or before November 30th each year. Excess work can be carried forward for up to four years. If the
rental is paid and the work requirements are met, the mining claims can be held indefinitely. The work completed by THM during the 2021 field season
was filed as assessment work, and the value of that work is sufficient to meet the assessment work requirements through September 1, 2025, on all State
of Alaska mining claims.

Holders  of  State  of  Alaska  mining  claims  are  also  required  to  pay  a  production  royalty  on  all  revenue  received  from  minerals  produced  on  state  land
during each calendar year. The production royalty rate is 3% of net income.

Federal Unpatented Mining Claims

Holders of federal unpatented mining claims are required to pay an annual claim maintenance fee of $165 per 20 acres payable in advance on or before
August 31 of each year.

Water and Land Use Considerations

Holders  of  State  of  Alaska  and  federal  unpatented  mining  claims  have  the  right  to  use  the  land  and  water  included  within  mining  claims  only  when
necessary for mineral prospecting, development, extraction, or basic processing, or for storage of mining equipment. However, the exercise of such rights
is subject to the appropriate permits being obtained.

3.1.8 Permits

THM has all of the necessary permits for exploration, geotechnical, and baseline data collection activities at the Project. These permits are active and
include Alaska Department of Natural Resources (hard rock exploration, temporary water use), U.S. Bureau of Land Management (plan of operations),
U.S.  Corps  of  Engineers  (Section  404  and  nationwide  wetlands),  Alaska  Department  of  Environmental  Conservation  (Section  401,  storm  water),  and
Alaska Department of Fish and Game (fish habitat) authorizations. Permits required to support project development are discussed in Chapter 17.

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3.1.9 Environmental Liabilities

With  over  100  years  of  placer  mining  activity  and  sporadic  prospecting  and  exploration  in  the  region,  there  is  moderate  to  considerable  historic
disturbance  on  the  property.  Some  of  the  historic  placer  workings  are  now  overgrown  with  willow  and  alder.  The  old  mining  town  of  Livengood  is  now
abandoned except for more modern road maintenance buildings at the town site. THM does not anticipate any significant obligations for recovery and
reclamation of historic disturbance and there are no known significant existing environmental liabilities.

3.2

Location

The Livengood property is located approximately 70 mi (113 km) northwest of Fairbanks, Alaska in the Tolovana Mining District within the Tintina Gold
Belt. The deposit area is centered near Money Knob, a local topographic high point. This feature and the adjoining ridge lines are the probable lode gold
source for the Livengood placer deposits that lie in the adjacent valleys that have been actively mined since 1914 and produced more than 500,000 oz of
gold.

The property lies in numerous sections of Fairbanks Meridian Township 8N and Ranges 4W and 5W. Money Knob, the principal geographic feature within
the known deposit, is located at 65 ̊30’16’’N, 148 ̊31’33’’W.

The property straddles Highway 2 (also known as the Elliott Highway), a paved, all-weather highway linking the North Slope oil fields to Fairbanks, and
adjoins the TAPS corridor, which transports crude oil from the North Slope south and contains the fiber-optic communications cable that may be used at
the Livengood site (see Figure 3-2).

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Figure 3-2: Project location map

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4.

ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY

4.1

Accessibility

The Livengood property is located approximately 70 mi (113 km) northwest of Fairbanks, Alaska in the Tolovana Mining District, within the Tintina Gold
Belt.  The  property  straddles  Highway  2,  a  paved,  all-weather  highway  linking  the  North  Slope  oil  fields  to  Fairbanks,  and  adjoins  the  TAPS  corridor.
Locally,  a  number  of  unpaved  roads  lead  from  the  highway  into  and  across  the  deposit.  A  3,000-ft  (914  m)  runway  is  located  3.7  mi  (6  km)  to  the
southwest near the former TAPS Livengood Camp and is suitable for light aircraft.

4.2

Climate

The site is approximately 40 mi (64 km) south of the Arctic Circle. The climate in this part of Alaska is continental with temperate and mild conditions in
summer with average lows and highs in the range of 44°F to 72°F (7°C to 22°C). Winter is cold with average lows and highs for December through March
in the range of -17°F to 23°F (-27°C to -5°C). The lowest lows are in the -40°F (-40°C) range. Annual precipitation is in the order of 15.7 in (400 mm)
water equivalent. Winter snowpack depth is approximately 26 in (660 mm).

4.3

Local Resources and Infrastructure

4.3.1 Local Resources

The community of Minto (2012 population 223) is approximately 40 mi (64 km) southwest of the Project, and Manley Hot Springs (2012 population 116) is
approximately  80  mi  (129  km)  southwest  of  the  Project  area  at  the  western  terminus  of  the  Elliott  Highway.  The  Fairbanks  North  Star  Borough  has  a
population  of  approximately  100,000  people,  and  comprises  the  regional  center  with  hospitals,  government  offices,  businesses,  and  the  University  of
Alaska - Fairbanks. The city is linked to southern Alaska by a north-south transportation and utility corridor that includes two paved highways, a railroad,
an interlinked electrical grid, and communications infrastructures. The city has an international airport serviced by major airlines. Fairbanks services both
the  Fort  Knox  and  Pogo  gold  mines,  which  operate  year  round.  Skilled  and  unskilled  labor  to  support  mine  development  and  operations  will  come
primarily from the Fairbanks area, with a total labor force of over 40,000 workers.

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4.3.2 Infrastructure

A  study  completed  by  Electric  Power  Systems  has  determined  that  the  local  utility  in  Fairbanks  (Golden  Valley  Electric  Association)  can  provide  the
55 MW of power required for the Project. The Project would be connected to the local grid by building a 50-mi (80 km) 230 kVa transmission line along the
pipeline corridor.

SRK Consulting completed a regional hydrology study and determined that the average annual precipitation at the Livengood site, at project elevation of
1,400 ft (427 m) amsl, is 15.7 in (400 mm). A water balance study was completed by Ecological Resource Consultants (ERC) based on available and
collected data. The study indicates that the site has an adequate water supply for the Project as designed.

Two independent fiber optic communication cables currently extend from Fairbanks to the North Slope, one along the TAPS, the other parallel to the Elliott Highway,
both of which pass less than 2 mi (3.2 km) west of the Project.

4.4

Project Area

The 48,300 acres (19,500 hectares) of the Livengood Gold Project property has sufficient area to support the required Project facilities, including tailings,
waste rock storage facilities and processing plant sites.

4.5

Physiography

The Project area consists of rolling terrain of the Yukon-Tanana Uplands with a maximum elevation of 2,622 ft (800 m) at Livengood Dome. Upper and
mid  slopes  are  occupied  by  mature  black  spruce  (Picea  mariana),  white  spruce  (P.  glauca),  paper  birch  (Betula  neoalaskana),  and  quaking  aspen
(Populus tremuloides)  forests.  Low-lying  areas  and  floodplains  are  dominated  by  poorly  drained  shrub  and  black  spruce  woodland  communities  often
underlain  by  permafrost.  Few  lakes  or  ponds  occur  in  the  Project  area.  Land  disturbance  from  previous  mining  activity  is  conspicuous,  particularly  in
Livengood Creek and lower Goldstream Creek.

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5.

HISTORY

5.1

General History

Gold was first discovered in the gravels of Livengood Creek in 1914 (Brooks, 1916) and led to the founding of the town of Livengood. Subsequently, over
500,000  oz  of  placer  gold  were  produced.  From  1914  through  the  1970s,  the  primary  focus  of  prospecting  activity  was  placer  deposits.  Historically,
prospectors considered Money Knob, a topographic high within the currently known gold deposit, and the associated ridgeline to be the source of placer
gold. Prospecting, primarily in the 1950s and in the form of dozer trenches, was carried out for lode mineralization in the vicinity of Money Knob. However,
no significant lode production has occurred to date.

Modern corporate exploration for lode gold mineralization in the vicinity of Money Knob and the Livengood placer deposits was initiated in 1976, continued
intermittently though 1999, and included extensive soil sampling, trenching and 25 shallow drill holes. The most recent round of exploration of the Money
Knob area began when AngloGold Ashanti (AGA) acquired property in 2003 and undertook an 8-hole RC program. The results from this program were
encouraging and AGA followed up with an expanded soil geochemical survey, which identified gold-anomalous zones in the Money Knob area. Based on
these results, prior soil surveys, and geological concepts, four diamond core holes were drilled in late 2004. The two drill programs intersected broad and
extensive zones of gold mineralization, but no further work was executed due to financial constraints and a shift in corporate strategy. In 2006, AGA sold
the Livengood Gold Project to ITH. In the same year, THM drilled a 4,026 ft (1,227 m), 7-hole core program. The success of that program led to the drilling
of  an  additional  14,436  ft  (4,400  m)  in  15  core  holes  in  2007  to  test  surface  anomalies,  expand  the  area  of  previously  intersected  mineralization,  and
advance geologic and structural understanding of the deposit. Subsequent programs have continued to expand the resource, leading to consideration of
development  of  the  deposit.  Concomitant  programs  have  included  geotechnical,  engineering  and  metallurgical  work,  along  with  the  collection  of
environmental baseline data. As of the end of 2014, AGA and THM completed exploration and delineation drilling totaling 575,078 ft (175,284 m) in 604
RC holes and 138,726 ft (42,284 m) in 149 core drill holes.

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6.

GEOLOGICAL SETTING AND MINERALIZATION AND DEPOSIT

6.1

Geological Setting and Mineralization

6.1.1 Regional Geology

The Livengood deposit is hosted by rocks of the Livengood Terrane (Figure 6-1), an east–west belt, approximately 150 mi (240 km) long, consisting of
tectonically  interleaved  assemblages,  which  include:  i)  the  Amy  Creek  assemblage,  a  sequence  of  latest  Proterozoic  and/or  early  Paleozoic  basalt,
mudstone,  chert,  dolomite,  and  limestone;  ii)  a  Cambrian  ophiolite  sequence  of  mafic  and  ultramafic  sea  floor  rocks  thrust  over  the  Amy  Creek
Assemblage, in turn overthrust by; iii) a sequence of Devonian clastic sedimentary, volcanic, and volcaniclastic rocks (Athey et al., 2004). The Devonian
rocks  are  the  dominant  host  to  the  mineralization  at  Livengood  and  have  been  informally  subdivided  into  “Upper  Sediments”  and  “Lower  Sediments”
stratigraphic  units,  separated  by  volcanic  rocks  (“Volcanics”  or  “Main  Volcanics”,  Figure  6-2).  The  Devonian  assemblage  was  overthrust  by  a  second
klippe of Cambrian ophiolite and structurally intercalated cherty sedimentary rocks (“Money Knob”, Figure 6-2). All of these rocks are intruded by post-
thrusting,  Cretaceous  (91.7-93.2  My;  Athey,  Layer,  and  Drake,  2004)  multiphase  monzonitic  and  syenitic  dikes;  gold  mineralization  is  spatially  and
temporally associated with these intrusive rocks.

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Figure 6-1: Terrane map of Alaska showing Livengood Terrane (LG: red arrow)
The heavy black line north of the Livengood Terrane is the Tintina Fault. The heavy black line to the south of the Livengood and Yukon-Tanana Terrane (YT) is the Denali
Fault. The Tintina Gold Belt lies between these two faults (after Goldfarb, 1997)

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6.1.2 Mineralization and Alteration

Gold mineralization is associated with disseminated arsenopyrite and pyrite in volcanic, sedimentary and intrusive rocks, and in quartz veins cutting the
more competent lithologies, primarily volcanic rocks, sandstones, and to a lesser degree, ultramafic rocks. Mineralization appears to be contiguous over a
map area approximately 2.5 km2 (Figure 6-2); a 0.1 g/mt grade shell averages 920 ft (280 m) thick and drilling has not closed off the deposit at depth. The
stronger  zones  of  mineralization  are  associated  with  areas  of  more  abundant  dikes.  South  of  the  Lillian  Fault  (Figure  6-2  and  Figure  6-3)  individual
mineralized envelopes are tabular and follow stratigraphic units, particularly the Devonian volcanics, or lie in envelopes that dip up to 45° to the south,
mimicking the structural architecture and attitude of the diking. On the north side of the Lillian fault, mineralization is similar in style and orientation and
hosted primarily in steeply dipping Upper Sediments. Three principal stages of alteration are currently recognized; in order from oldest to youngest, these
are characterized by biotite, albite, and sericite. Arsenopyrite and pyrite were introduced primarily during the albite and sericite stages. Gold correlates
strongly with arsenic and occurs primarily within and on the margins of arsenopyrite and pyrite grains. Carbonate was introduced with and subsequent to
these stages. Dating of the sericite alteration (Athey, Layer, and Drake, 2004) indicates that mineralization and alteration were contemporaneous with the
emplacement of the dikes.

Figure 6-2: Generalized geologic map of the Money Knob area based on geologic work by THM
(Red outline is the surface projection of the gold deposit)

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Figure 6-3: Cross section through the deposit
(Blue numbers indicate possible sequence of structural events: 1) Fold thrust development in the Permian (?); 2) NE-trending cross faults; 3) Thrust emplacement of
Cambrian sheet; 4) Extensional collapse, all of which pre-date dike emplacement and coeval mineralization.)

6.1.3 Massive Stibnite Veins

Interpretations of the occurrence of massive stibnite veins (MSV) was interpreted using Leapfrog software. MSV host high concentrations of the element
antimony (Sb). Sb is known to have an inverse relationship to Au metallurgical recoveries. Fifty-four individual occurrences of MSV have been identified
within a corridor of Sb mineralization within the Livengood deposit. Figure 6-4 and Figure 6-5 display oblique view of the interpreted veins in relation to
drill holes. Drilling shows other high grade Sb intercepts in the deposit.

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Figure 64: Caption 3D view of MSV and >2,500 ppm Sb assays-

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Figure 65: Caption 3D view of MSV and >2,500 ppm Sb assays-

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6.1.4 Antimony Mineralization Halo

Model iterations were evaluated to estimate the Sb distribution within the Livengood deposit.

Implicit models of the Sb distribution were generated in late 2017 using the overall Sb assay data available. The implicit contouring was conditioned by
“vectors”, reflecting visual trends of continuity, and detected preferential alignments that guided the construction of the resulting Sb grade shells at a cut-
off grade of 100 ppm.

The  100  ppm  Sb  shell  volumetrics  approximately  reflect  the  proportion  of  Sb  material  reported  to  be  above  100  ppm  in  the  assay  database,  which
suggests that about 20% of the overall mineral resources at Livengood are appreciably tainted by Sb.

It is to be noted that the modeling of the overall Sb distribution was not constrained by any of the rock units/ solids stratigraphic interpretation. Instead, the
Sb distribution appears to be linked to structurally controlled domains, either some massive stibnite vein occurrences or zones of quartz-stibine veinlets
reflecting, it is thought, some preferential vectors of continuity that could be related to post-mineralization structural features.

Figure 6-6: 3D view of the Sb_100ppm grade shell generated from preferential linear alignments
and chosen metallurgical composite samples spatial distribution
Note the green RT8 volcanic cross-cutting unit, for reference

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Detailed review of the structural data and measurements specifically related to the Quartz-Stibnite-Vein (QSV) domain, as recorded over time, suggest
the prevalence of structural trends within that particular QSV domain, which were modeled as structural form interpolants using Leapfrog.

The  so-called  “form  interpolants”,  shown  as  flowing  sheets/ribbons  (Figure  6-7),  in  return  were  used  to  guide  the  construction  of  grade  shells  while
implicitly interpolating the Sb distribution. The resulting 100 ppm Sb shell appears as the meshed blue solid, truncated in Figure 6-8.

Figure 67: 3D view of the Sb_100 ppm grade shell-
derived from structurally controlled “form interpolant/sheets” guiding the implicit modeling with Leapfrog
Note the green RT8 volcanic dike unit, for reference

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Figure 6-8:  Cross section view of the Sb_100 ppm grade shell (meshed solid)
derived from structurally controlled “form interpolant/sheets” shown as ribbons
To the right, note the green RT8 volcanic cross-cutting unit, for reference

6.2

Deposit

Among  gold  deposits  of  the  Tintina  Gold  Belt,  Livengood  mineralization  is  most  similar  to  the  dike  and  sill-hosted  mineralization  of  the  Donlin  Creek
deposit, where gold occurs in narrow quartz veins associated with dikes of similar composition (Ebert, et al., 2000). The age of the intrusions and the
coincidence of mineralization and intrusive rocks are typical of those of other nearby gold deposits of the Tintina Gold Belt, which have been characterized
as intrusion-related gold systems (Newberry et al., 1995; McCoy et. al., 1997). For these reasons Livengood is best classified with these deposits.

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7.

EXPLORATION

7.1

Exploration History

Multiple  companies  have  explored  the  Livengood  area  as  outlined  in  Chapter  6.  Among  them,  Cambior  Inc.  was  chiefly  responsible  for  outlining  the
sizeable  area  of  anomalous  gold  in  soil  samples,  which  THM  expanded  between  2006  and  2010  (Figure  7-1)  by  collecting  an  additional  843  surface
samples.  These  samples  helped  improve  definition  of  anomalous  gold  in  soil  on  the  southwest  side  of  Money  Knob  and  to  the  northeast  from  Money
Knob. The THM and Cambior samples were collected where C horizon material was available; the -80 mesh fraction was analyzed for gold and a multi-
element package. The currently known deposit is defined by the most coherent and strongest gold anomaly, but represents detailed evaluation of only
about 25% of the total gold-anomalous area.

During  2011,  THM  completed  an  IP/Resistivity  survey  covering  the  deposit  and  gold-anomalous  soil  geochemistry  to  the  northeast,  where  loess  and
frozen ground have prevented complete geochemical coverage. The objective of the survey was to establish the geophysical signature of the deposit and
identify similar signatures elsewhere in the district to prioritize exploration drilling.

Figure 7-1: Plot of gold values in soil samples
(The surface projection of the known deposit is outlined in blue in the lower left corner of the figure)

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7.2

Drilling

THM conducted drilling programs on the Livengood property from 2006 through 2012 (Figure 7-2) utilizing both core and reverse circulation (RC) drilling.
These programs initially outlined mineralization in the Core Zone south of the Lillian fault in 2006 and subsequently in the Sunshine Zone area north of the
fault,  beginning  in  2009,  through  step-out  drilling  and  drill  testing  of  areas  with  anomalous  values  in  surface  soil  samples.  Through  completion  of  the
delineation drilling at the end of the 2012 season, THM and others have completed a total of 717,435 ft (218,674 m) of exploration and delineation drilling,
of which 574,599 ft (175,138 m) was RC drilling and 140,854 ft (42,932 m) was core drilling.

Figure 7-2: Distribution of resource / delineation drill holes in Money Knob area over time
(All holes completed after 2004 were drilled by THM. Drilling illustrated through 2011 dedicated to exploration and delineation; 2012 holes shown are geotechnical.)

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Nearly all resource drill holes at Livengood have been drilled in a northerly direction at an inclination of -50° (RC) and -60° (core), to best intercept the
south-dipping  structures  and  mineralized  zones  as  close  to  perpendicular  as  possible.  A  few  holes  have  been  drilled  in  other  directions  to  test  other
features and aspects of mineralization. Initial grid drill holes were spaced at 246 ft (75 m) along lines and 246 ft (75 m) apart; subsequent infill drilling in
the center of the 246 ft (75 m) square brings the nominal drill spacing to 164 ft (50 m) for a significant portion of the deposit.

Reverse circulation holes are bored and cased for the upper 0-100 ft (0-30 m) to prevent downhole contamination and to help keep the hole open for ease
of  drilling  at  greater  depths.  Recovery  of  sample  material  from  RC  holes  is  done  via  a  cyclone  and  a  dry  or  wet  splitter,  according  to  conditions.  Drill
cuttings are collected over the course of each 5 ft (1.52 m) interval and captured for a primary sample, an equivalent secondary sample (“met” sample)
and a third batch of chips for logging purposes.

Diamond core holes represent 24% of the footage (meterage) drilled. Core is recovered using triple tube techniques to ensure good recovery (>92%) and
confidence in core orientation. The core is oriented using either the ACTTM or the EZMarkTM tools.

Below the surface, drill hole locations are determined by sub-meter differential GPS surveys at the drill collar. The initial azimuth of drill holes is measured
using a tripod mounted transit compass in conjunction with a laser alignment device mounted on the hole of the collar. Downhole surveys of RC drill holes
and  most  core  holes  are  completed  using  a  gyroscopic  survey  instrument  manufactured  by  Icefield  Tools  Corporation.  Some  core  holes  have  been
surveyed  using  the  Reflex  EZ  ShotTM  system.  Results  of  surveys  and  duplicate  tests  show  normal  minor  deviation  in  azimuth  and  inclination  for  drill
holes (Brechtel, et al., 2011).

7.2.1 Reverse Circulation vs Core Drilling

On  other  projects,  the  use  of  reverse  circulation  (RC)  drilling  beneath  the  water  table  has  resulted  in  inaccurate  assay  data,  due  to  cyclicity  and/or
downhole contamination. As THM has used both RC and core drilling above and below the water table, THM has conducted a detailed evaluation of the
RC data and comparison of the gold data for the two drilling techniques to check the accuracy of the RC data and evaluate any potential bias between the
two drilling methods.

During RC drilling, cyclic contamination can occur if the driller fails to clean the drill hole prior to the addition of drill rods, which can be detected by grade
spikes that occur with the addition of rods. Examination of the RC database indicated potential cyclic contamination in portions of six holes and one entire
drill hole (Brechtel et al., 2011). The data for the affected intervals have been removed from the database used for resource calculation.

Detectable migration of mineralized material downhole, when drilling beneath the water table, can occur following penetration of a high-grade intersection
and  is  manifested  by  a  monotonic  grade  decrease  for  samples  below  the  intersection.  The  frequency  of  monotonic  decreases  beneath  high-grade
intersections in both core and RC drill holes is statistically comparable; significant downhole contamination is not indicated for the RC drilling (Brechtel, et
al., 2011).

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Early  in  2011,  THM  modeled  the  distribution  and  mean  of  gold  grades  for  both  types  of  drilling  (Brechtel,  et  al.,  2011).  Table  7-1  compares  the  mean
values  by  stratigraphic  unit.  The  data  suggests  that,  on  average  for  the  deposit,  core  gold  grades  (split  HQ)  are  4%  lower  than  RC  grades.  The  most
notable contrast occurs in the Sunshine Zone above the water table, where the core grade is 20% lower than the RC grade.

Table 7-1: Comparison of modeled gold grades between core and RC drilling by stratigraphic unit

Unit

Core vs RC Difference

Kint (dikes)

Cambrian

Main Volcanics

Sunshine Zone Upper Sediments above water table

Sunshine Zone Upper Sediments below water table

All Data

-6%

-3%

-3%

-20%

+6%

-4%

Based on this work, an area in the Sunshine Zone (Area 50, Figure 7-3) and above the water table was selected for detailed drilling to further evaluate the
relationship between core and RC results, where the discrepancy was the greatest. Area 50 was drilled out to nominal 123 ft (37.5 m) spacing to the
water table (approximately 492 ft (150 m) below surface). The drilling included a mix of HQ core (7 drill holes sawn in half for sampling), PQ core (23
holes sampled whole), and RC drilling (28 holes), providing the opportunity to re-examine the difference between core and RC samples. All Area 50
samples were composited to 16.4 ft (5 m) lengths and grades modeled. The results are illustrated in Figure 7-4. For Area 50, the modeled mean PQ
grade is 92% of that calculated for RC drilling, and the modeled HQ grade is 71% of the RC grade and 77% of the PQ grade, indicating that sawn HQ
core recovers significantly less gold than either whole PQ core or RC sampling; PQ sampling is closer to RC sampling, but still lower. Ordinary kriging of
the resource within the Area 50 volume by sample type bears out this relative relationship (contained gold based on PQ core is 94% of that based on RC;
for HQ the contained gold is 80% of that calculated using RC) (Table 7-2).

Because  the  gold  at  Livengood  is  relatively  coarse,  the  relative  sample  volume  (e.g.  RC  with  a  5-in  (127  mm)  diameter,  whole  PQ  core  with  a  3.3  in
(83 mm) diameter, and HQ core with a 2.4-in (61 mm) diameter that has been halved) is likely the root cause of the grade discrepancies between core
and  RC,  due  to  the  nugget  effect.  Split  HQ  core  comprised  13%  of  the  composites  used  to  calculate  the  August  2011  resource.  Based  on  the  results
above, it can be concluded that the resource is not significantly overstated and may be slightly understated.

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Figure 7-3: Map showing location of areas of detailed drilling
(Area 50, Sunshine Cross and Core Cross)

In  addition,  the  mineralization  in  the  Sunshine  Zone  (Area  50)  is  characterized  by  quartz-carbonate-sulfide  veinlets  that  have  a  significantly  higher
proportion  of  associated  coarse  gold  relative  to  the  remainder  of  the  deposit.  Where  the  mineralized  material  is  partially  oxidized,  the  carbonate  and
sulfide  are  leached  out,  rendering  the  veinlets  friable  with  the  core  often  breaking  along  them.  The  most  probable  explanations  for  the  greater
discrepancies  in  grade  in  the  Sunshine  Zone  above  the  water  table  are:  i)  loss  of  gold  due  to  less  than  100%  core  recovery  (average  92%),  and
ii)  progressive  loss  of  gold  with  increased  handling  of  the  sample  material,  e.g.  the  HQ  core  was  boxed,  then  taken  from  the  boxes  and  sawn  in  half
lengthwise then bagged (most handling), the PQ core was boxed, then transferred whole directly into sample bags (less handling), and the RC samples
were bagged directly on the rig (no handling). This effect would be most pronounced in oxidized zones of the deposit, but could also occur in unoxidized
rocks if they are badly broken and core recovery is less than 100%.

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Table 7-2: Calculated resources for Area 50 by drill sample type
(Ordinary kriging of 32.8 ft (10 m) composites, 0.25 g/mt cut-off)

Drill Sample Type

RC drilling

PQ drilling, PQ/RC ratios

HQ drilling, HQ/RC ratios

HQ/PQ ratios

Metric Tons
(Mmt)

Tonnage
Ratio

Au
Grade (g/mt)

16.73

15.95

15.14

0.575

0.566

0.510

0.953

0.905

0.949

Grade
Ratio

0.984

0.887

0.901

Au
(oz)

309,114

289,981

248,061

Au
Ratio

0.938

0.802

0.855

Figure 7-4: Models for RC, Whole PQ, and Sawn HQ from Area 50
(Based on 869 RC Composites, 753 PQ Core Composites, and 203 HQ Core Composites (all composited to 16.4 ft (5 m)). The modeled grade means for the RC, PQ and
HQ composites in Area 50 are 0.597, 0.549 and 0.424 g/mt gold, respectively.)

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7.2.2 Resource Verification Drilling

Two areas of the deposit, the Core and Sunshine crosses, were selected for 49 ft (15 m) spaced reverse circulation (RC) in-fill drilling on crosses with
north-south and east-west legs 492 ft (150 m) in length (Table 7-3) to demonstrate continuity of grade and, thereby, confidence in the resource based on
the wider spaced grid drilling defining the resource. A third area, Area 50, measuring 640 ft (195 m) by 787 ft (240 m) at the surface, was drilled on a
123 ft (37.5 m) grid with alternating core and RC drilling. Two resources were generated for each volume using ordinary kriging on samples composited to
33 ft (10 m) lengths: the first including those portions of the 164 ft (50 m) grid drilling (May 2011 resource) within the volume; and a second using both the
grid and close-spaced drilling within the same volume. On average, the effect of the increased drilling density on tonnage, grade, and contained ounces of
gold is negligible (less than 1%; see Table 123), indicating that current grid spacing adequately defines the resource.

Table 7-3: Calculated resources for the Core Cross, Sunshine Cross and Area 50
(Ordinary kriging, 0.25 g/mt cut-off)

Area, Drill Hole Spacing (1)

Core Cross, 50 m grid & 15 m infill

Core Cross, 50 m grid drilling only

Sunshine Cross, 50 m grid & 15 m infill

Sunshine Cross, 50 m grid drilling only

Area 50, all drilling (37.5 m)

Area 50, 50 m grid drilling only

All areas (averages)

Note: 1 m = 3.28 ft

Metric
Tons
(Mmt)

15.67

15.37

9.82

9.81

16.04

16.13

Tonnage
Ratio
(all/grid)

1.020

1.001

0.994

1.005

Au
Grade
(g/mt)

0.481

0.477

0.553

0.566

0.562

0.550

Grade
Ratio

1.008

0.977

1.022

1.002

Au
(oz)

242,401

235,715

174,647

178,556

289,685

285,136

Au Ratio
(all/grid)

1.028

0.978

1.016

1.007

The author is unaware of any sampling or recovery factors that could materially impact the accuracy and reliability of the drilling results for the Livengood
Gold Project.

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8.

SAMPLE PREPARATION, ASSAYING AND SECURITY

8.1

Sample Collection, Procedures and Security

THM samples all holes from surface to total depth. Since 2009, core from the deposit is quick-logged in the split tube at the drill site, then boxed and
transported  by  the  geologist  to  the  core  logging  facility  in  camp  for  detailed  logging  and  sample  markup.  Samples  lengths,  based  on  geologic  criteria,
range  from  1  ft  (0.3  m)  to  5  ft  (1.52  m).  After  logging,  the  core  is  sawn  in  half  longitudinally  and  sampled  on  the  specified  intervals  into  bags.  Past
procedures, largely similar, are documented in Brechtel et al. (2011).

RC samples (an “original” and a duplicate) are collected at the rig, as described in Chapter 10, directly into bar-coded bags, which are printed and coded
with the hole number and sample interval. The samples are transported by project personnel from the drill site to camp, where they are logged in using a
bar code reader slaved to a portable Thermo Fisher Scientific NITONTM XRF analyzer (used to collect geochemical data on all the RC samples).

When all samples for a drill hole are accounted for, a sample shipment is assembled by adding control samples for quality assurance and quality control
(QA/QC). One standard (certified gold content) purchased from RockLabs or Geostats and one blank (below detection limit for gold) are added for every
18 drill samples in the shipment. Shipment paperwork is prepared for the lab and includes instructions for the preparation of prep duplicates (1 per 20 drill
samples). All core samples are weighed and the weights recorded. The shipment is bagged in sealed containers and the seal numbers are recorded on
the sample submittal form. The shipments are picked up at the Project site by ALS USA, Inc. (ALS) lab personnel, who acknowledge receipt and custody
of the samples by signing a copy of the submittal form, which is retained in the Project files.

8.2

Lab Procedures

Drill samples were weighed upon receipt at the ALS prep lab in Fairbanks. RC samples are then dried and re-weighed. The samples are crushed (-10
mesh) and a 1 kg fraction is pulverized. Aliquots for analysis and the coarse rejects are also weighed. The tracking of weights from the field through the
sample preparation process permits the detection of sample switches and/or number transcription errors. ALS forwards pulps from the Fairbanks prep lab
to Vancouver or Nevada for analysis. Samples are analyzed by standard 50 g fire assay/AA finish for the gold determinations. All core samples and select
RC  drilling  samples  are  also  submitted  for  multi-element  ICP-MS  analyses  using  a  4-acid  digestion  technique.  These  are  standard  analyses  for  the
exploration industry and are performed to a high standard. ALS is accredited by the Standards Council of Canada, NATA (Australia) and also has ISO
17025 and 9001 accreditations.

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8.3

QA/QC Procedures and Results

ALS analytical reports are reviewed when received to: i) verify shipped vs received weights for core and dry weights against coarse rejects plus sample
aliquots for all samples to check for weight loss or gain that indicates sample mixing, switches or transcription errors; and ii) blanks and standards with
“out-of-range” values (±10% for standards and 3x detection limit for blanks). Errors are flagged and reported to ALS for resolution. If required, samples
with questioned results and the surrounding 10 samples are re-analyzed. Upon satisfactory resolution of any discrepancies, new analytical certificates are
issued by ALS.

In  addition,  duplicate  gold  pulp  analyses  and  check  assays  with  a  second  lab  are  requested  on  an  annual  basis.  These  analyses,  and  those  for  field
duplicates and prep duplicates, are examined to evaluate the laboratory prep and analytical process. These data indicate no systematic bias introduced in
the sample prep or gold assaying procedures, but do show scatter in the gold data, particularly at higher grades, which is interpreted as the product of
nugget  effect,  typical  for  deposits  with  free  gold.  Results  and  detailed  analysis  of  the  data  for  5,466  prep  duplicates,  5,173  pulp  duplicates,  standard
materials, and check assays are reported in Brechtel, et al., 2011.

As a further check on the integrity of gold assaying, 2,096 samples were selected for 1 kg screen fire assays for comparison to the standard 50 g fire
assay/AA  finish  results  routinely  used  by  THM  (Brechtel,  et  al.,  2011).  The  mean  gold  grade  for  the  samples  is  very  similar  for  both  data  sets  (within
0.1%). In detail, the data suggest that the standard fire assays are lower or equal to the screen fires at gold grades up to 9 g/mt. At grades over 9 g/mt,
the  50  g  assays  may  over-represent  the  gold  grade,  but  at  Livengood  the  number  of  samples  at  these  grades  is  very  small  (<0.2%  of  the  sample
population).

8.4

Data Collection, Entry and Maintenance

Two master Project databases are maintained in Microsoft™ Access by THM: i) a drill hole database containing all the data collected in the field, including
drill  hole  locations,  downhole  surveys,  geologic  logging,  NITON™XRF  geochemistry  and  sample  interval  data;  and  ii)  an  assay  database  that  is  the
repository of all laboratory generated analytical data.

Data  gathered  electronically  in  the  field  is  uploaded  daily  to  the  drill  hole  database  utilizing  custom  queries.  These  data  include  RC  drill  logs  and
NITON™XRF geochemistry, collar locations and gyroscopic downhole survey data. Core logging and sampling information is collected on paper and hand
entered. Once data is entered, database internal subroutines check the data for errors (i.e. gaps and overlaps in logging or sampling intervals) and data
format consistency. Analytical data from ALS is received electronically, uploaded to the assay database and merged with the sample interval data read
from the drill hole database. Customized queries check blank and standard analyses and flag out of range values.

The  databases  and  all  raw  data  are  stored  on  a  hard  drive  in  the  field  office,  which  is  copied  automatically  daily  to  the  server  in  the  Fairbanks  office,
where tape backup of the server is conducted nightly with rotation of tapes into offsite storage.

In the opinion of the author, the sample preparation, sample security and analytical procedures are adequate for the Livengood Gold Project.

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9.

DATA VERIFICATION

When the QP from RDA visited the Project, they were given unfettered access to the core logging facility and witnessed firsthand the procedures that
were in place. No limitations were placed on the QP for any reason. In the opinion of the QP, the data at Livengood is adequate for the purposes of grade
estimation for the Project.

The QP examined core during the site visit. Observations were that drill logs, cross sections and maps were done to a high quality. From 2006 through
2009,  Dr.  Paul  Klipfel  annually,  and  independently,  collected  a  total  of  80  samples  from  outcrops  (2006),  and  both  RC  and  core  drill  holes  for  gold
analysis. Comparison of the results to THM’s original gold assays indicates a scatter due to the nugget effect, but no systematic bias in the data (detailed
discussion in Brechtel, et al., 2011). The QP reviewed the results of the 2009 verification sampling and agrees with the conclusions regarding accuracy,
precision and lack of bias. Additionally, in 2010, 39 drill samples were collected for verification. The 2010 samples show a good overall correlation with the
results  reported  by  THM,  with  precision  similar  to  or  better  than  the  analyses  reported  by  the  author  in  2011  (Brechtel,  et  al.,  2011).  The  QP  has  not
verified  all  sample  types  or  material  reported,  but  to  the  best  of  their  knowledge,  THM  has  been  diligent  in  their  sampling  procedures  and  efforts  to
maintain accurate and reliable results.

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10.

MINERAL PROCESSING AND METALLURGICAL TESTING

10.1

Introduction

This  chapter  presents  the  pertinent  results  from  the  testwork  leading  up  to  the  2013  feasibility  study  (FS),  the  post-FS  test  results  that  were  obtained
leading up to the 2017 pre-feasibility study (2017 PFS), as well as the post-2017 PFS test results that were obtained leading up to the 2021 PFS. The
chapter  begins  with  an  outline  of  sample  selection  and  preparation  for  the  FS  test  programs  (Section  10.2).  This  is  followed  by  a  discussion  on  the
mineralogy  and  gold  deportment  of  the  Livengood  gold  ore  rock  types  (Section  10.3),  work  that  had  been  completed  for  the  FS.  Design  work  and
equipment  descriptions  in  this  Chapter  are  reported  in  imperial  units,  with  metric  units  shown  in  parentheses.  Every  effort  has  been  made  to  clearly
display the appropriate units being used throughout this TRS, certain tables show results in metric units only.

Comminution testing and the results of grinding simulations as they relate to mill circuit design and throughput estimation are covered in Section 10.4.
Comminution testing was conducted in the following test programs:

■ FS – Design Comminution Test Program;

■ FS – Variability Comminution Test Program;

■ PFS – SMC Testwork (2015-2016).

Metallurgical testing results and how these relate to back-end (post-comminution) plant design are discussed in Section 10.5. Metallurgical testing was
performed in the following test programs:

■ FS – Optimization Test Program;

■ FS – Variability Test Program;

■ 2017 PFS – Continuous Test Program;

■ 2017 PFS Phase 7 – Assay procedures and water source testing;

■ 2017 PFS Phase 8 – Grind, leach recovery, gravity, flotation testing;

■ 2017 PFS Phase 9 – SGS and FLS / Curtin University test program, grind, leach recovery, gravity testing;

■ 2017 PFS Phase 10 – Stirred tank reactor (STR) testing of rock types RT7 and RT9.

■ 2021 PFS Phase 9a – Cyanide leach testing;

■ 2021 PFS Phase 9b – Gravity recovery, stirred tank reactor (STR), gold deportment, diagnostic leach and flotation testing;

■ 2021 PFS Phases 11 and 12 – Gold grade/recovery and grind size/recovery relationships both inside and outside the 100 ppm antimony shell.

■ 2021 PFS Phase 13 – antimony concentration/gold recovery relationships.

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The  metallurgical  testwork  chapter  includes  discussion  on  gravity  recovery,  flotation,  leach  pre-conditioning,  CIL,  intensive  leach  (IL)  testing,  settling,
cyanide detoxification and other topics as they relate to plant design. Phases 9, 9a, 9b and 11 and portions of Phase 13 represent the test programs that
used RC rig duplicate rock chips in composite samples. All other test programs were based on drill core composite samples.

The chapter closes with a discussion on recovery equations (Section 10.6) and consolidates all testwork conclusions and a number of trade-offs as they
relate to process flowsheet development (Section 10.7); potential opportunities for future testwork are then given (Section 10.8).

10.2

FS – Sample Selection and Preparation

As part of the work leading up to the FS, samples were selected by THM and RPA (Altman, K. 2013) and submitted to SGS for design and variability
comminution composite preparation (Tajadod, J. and Lang, J., 2013).

Sample  selection  focused  on  the  preparation  of  large  bulk  composite  samples,  which  were  used  for  flowsheet  optimization  testing  and  comminution
testing. A number of variability samples were selected to test the variation in the orebody and to examine how the metallurgical response changes based
on the feed grade for each of the rock types.

A  mine  production  schedule  that  was  developed  prior  to  the  2013  FS  was  used  to  establish  average  gold  grade  targets  to  help  guide  the  sample
selection.

SGS Vancouver received two shipments in February and March 2012, originating from the Livengood property and submitted by THM. The material that
was shipped was composed of approximately 3,000 individual samples, which were used for the optimization, design comminution and variability testing
(Table 10-1).

Table 10-1: Livengood gold ore sample selection weights (kg) used in the FS test programs

FS Test Program

Optimization

Design comminution

Variability

Sample weight (kg)

4,800

2,700

3,000

The  Livengood  rock  types  were  identified  on  the  basis  of  their  lithology.  The  six  rock  types  identified  in  Table  10-2  below  accounted  for  100%  of  the
reserve at that time.

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Table 10-2: Definition of Livengood rock types (FS)

Rock Type

Description

RT4

RT5

RT6

RT7
Bleached

RT8

RT9

Cambrian

Upper Sediments – Sunshine Zone

Upper Sediments

Lower Sediments – South of Lillian Fault

Volcanics – North of Lillian Fault

Volcanics – South of Lillian Fault

(1) Proven & Probable

% Ounces
(of P&P) (1)

% Tons

13.1

23.5

19.5

13.5

1.9

28.5

13.9

28.2

18.4

12.1

2.0

25.4

During  the  FS,  rock  type  RT7  was  further  designated  as  “bleached”  or  “unbleached”  material  to  account  for  the  differences  in  the  alteration  and  other
factors of the samples. RT7 unbleached was not included in potential ore. The sample compositing instructions did contain some errors, so some of the
RT7 samples were mixed up and in other cases bleached and unbleached material was combined.

For  the  design  comminution  test  program,  each  sample  interval  was  selected  and  added  to  the  composite,  blended,  and  homogenized.  From  each
composite, 20 rocks (-3 /+2 in) were selected for the Bond low-energy impact (CWi) test. Each composite was then crushed to 100% minus 2½ in and
65 kg was split for the JK Drop Weight (DWT) test. The remaining sample was crushed to nominal 1¼ in and 5 kg was split for the Bond abrasion (Ai)
test. The remaining sample was stage-crushed to ½ in and 15 kg was split for the Bond rod mill grindability (RWi) test. Finally, the remaining sample was
stage-crushed to 6 mesh and 10 kg was split for the Bond ball mill grindability (BWi) test. The FS Design comminution sample preparation flowsheet is
illustrated in Figure 10-1.

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Figure 10-1: FS Design comminution sample preparation flowsheet (SGS report)

For  the  comminution  portion  of  variability  testing,  each  sample  interval  was  selected  and  added  to  the  composite,  blended  and  homogenized.  Every
sample was crushed to nominal 2½ in and 10 kg was split for the SPI test. The remaining sample was stage-crushed to nominal 6 mesh, blended, and a
10 kg portion was split for the BWi test. The comminution variability sample preparation flowsheet is illustrated in Figure 10-2.

Figure 10-2: FS Variability comminution sample preparation flowsheet

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Both the design comminution and variability samples were selected from the major rock types (RT4, RT5, RT6 and RT9). Rock types RT7-Bleached, RT7-
Unbleached and Stibnite were also tested in the comminution variability test program. RT8 was not tested in any of the test programs. RT7-Bleached and
RT7-Unbleached labels were later removed and sample results were combined and renamed RT7.

10.3

FS – Mineralogy and Gold Deportment Study

SGS  (Wang,  Z.  and  Prout,  S.,  (2013))  undertook  a  high  definition  mineralogical  examination  of  the  Livengood  samples  that  were  used  for  the  FS
metallurgical testwork. Examination of four samples, which were identified as RT4, RT5, RT6, and RT9, was carried out using X-ray diffraction (XRD),
QEMSCAN,  Electron  Microprobe  Analysis  (EMPA),  optical  microscopy,  and  chemical  analysis.  The  purpose  of  this  test  program  was  to  determine  the
overall  mineral  assemblage,  the  liberation/association  of  the  iron  sulfides  and  gold-bearing  minerals,  as  well  as  to  complete  a  mass  balance  of
microscopic gold.

The  RT4  sample  consisted  of  carbonates  (22.5%),  talc  (18.6%),  quartz  (16.0%),  feldspars  (13.1%),  chlorite  (11.0%),  micas  (6.4%),  and  other  silicates
(mainly amphibole, pyroxene, garnet and epidote) (4.7%), clays (2.5%), oxides (1.8%), along with trace (<1%) apatite and other minerals. Arsenopyrite
accounted for 1.9% and pyrite for 0.9%. Gold minerals were tentatively quantified in the sample at less than 0.001%.

The RT5, RT6 and RT9 samples consisted of quartz (33.0-40.2%), micas (11.8-16.9%) feldspars (21.7%-27.7%), carbonates (3.7-7.2%), and oxides (1.5-
2.1%), along with trace (<1%) talc, apatite and other minerals. Pyrite accounted for 2.9-10.5%, arsenopyrite (1.0-1.4%). Gold minerals were tentatively
quantified in the samples at less than 0.001%.

In  the  four  samples,  gold  occurred  mainly  in  its  native  form  (defined  as  Au  75-100%),  and  carried  an  average  of  90.8-93.5  wt%  Au,  while  all  other
elements were less than 1.0 wt%.

The results of the gold deportment characterization demonstrated that RT5, RT6 and RT9 all exhibited broadly similar characteristics. Rock types RT6
and RT9 demonstrated poor correlation with chemical assays, suggesting that the contribution of finer gold populations may be more significant in these
ore domains. Rock type RT4 showed significant variation in both mineralogical composition and identified gold populations. It would be anticipated that
RT4 may cause difficulties in recovery for a process tailored to the other ore domains.

Rock types RT5 and RT6 had pyrite as the dominant sulfide mineral over arsenopyrite. Rock type RT9 maintained this trend, but with <10% arsenopyrite
(relative to pyrite) present. Generally, solid solution gold could be expected to be hosted with arsenopyrite and consequently the potential contribution of
solid solution gold to the overall gold balance should not be expected to be significant in these rock types.

Rock type RT4 showed arsenopyrite to be the dominant sulfide mineral. However, the abundance of sulfide minerals was generally lower in this rock type,
once again suggesting that solid solution gold should not be a major factor in process development.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Comparison of the four rock types examined for the Project demonstrated a consistent trend for the majority of gold to be present as free gold within the
gravity concentration size range. The majority of gold grains that were not within the gravity recoverable range were identified as fine exposed gold grains
and should be readily amenable to recovery by CIL leaching of the gravity tailings.

10.4 Comminution Testing

Comminution testwork programs were completed as part of the 2013 FS and the 2017 PFS. In both cases, the objective was to generate the information
needed to size the crushing and grinding circuits for the Project.

10.4.1 FS – Comminution Testing

Comminution  testing  was  performed  on  samples  that  comprised  part  of  the  optimization  samples,  as  well  as  the  variability  samples.  Samples  were
selected based on the potential mill supplier’s recommendations

Design comminution samples were prepared in accordance with Figure 10-1. A total of 12 DWTs were performed on rock types RT4, RT5, RT6, RT7-
Bleached, RT7-Unbleached and RT9. Priority was given to the DWT, due to limitations in the availability of PQ core.

A total of 36 samples were prepared for comminution testing, including: Bond Work index (BWi), Rod Work index (RWi), Crusher Work index (CWi) and
Abrasion index (Ai). These indexes were applied in the crusher and mill sizing calculations as well as for determination of consumables, such as balls and
liners.

Additional SAG power index (SPI) and BWi tests were completed using variability samples. The total number of BWi tests was 136.

The average BWi, RWi, CWi and Ai for each of the above rock types are presented in Table 10-3.

Rock Type

RT4

RT5

RT6

RT7

RT9

Total Number of tests

Table 10-3: Comminution data (FS)

Work Index Metric (kWh/mt)

BWi

12.3

11.9

14.4

14.1

14.3

136

RWi

13.1

15.7

17.3

14.5

16.3

26

CWi

13.3

14.1

14.4

7.7

7.4

48

Ai

0.14

0.15

0.12

0.17

0.35

48

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JK Drop Weight (DWT) tests were performed on selected rock type samples. The data obtained was analyzed to determine the JKSimMet comminution
parameters.  These  parameters  were  combined  with  equipment  details  and  operating  conditions  to  analyze  and/or  predict  grinding  circuit  performance.
While the A and b values of the DWT are not independent and cannot be used for direct comparison between ore types, their product (A×b) provides a
good parameter for comparison. Lower A×b values indicate a higher resistance to abrasion breakage and also a greater resistance to impact breakage.
Table 10-4 below, shows the average A and b values for each rock type. The results indicated that RT4 and RT7 would require less comminution energy
than the other rock types. The numbers are indicative of a medium hard rock type.

Table 10-4: Average JK drop weight parameters by rock type (FS)

Rock Type

Number of Tests

RT4

RT5

RT6

RT7

RT9

Total tests

2

2

2

4

2

12

A

62.1

67.6

50.7

55.4

60.5

b

0.83

0.50

0.64

0.89

0.58

A×b

51.5

33.8

32.5

49.3

35.4

10.4.1.1 FS – JKSimMet Simulations

Analysis  of  the  JK  Drop  Weight  parameters  was  performed  by  Mark  Richardson  of  CSS  using  JKSimMet,  a  software  package  used  to  analyze  the
grinding circuit, which was comprised of a single (D×L) 40 ft × 25 ft SAG mill, followed by two (D×L) 28 ft × 45 ft ball mills, with a pebble crusher operated
in closed circuit with the SAG mill. Following optimization, the JKSimMet results led to the conclusion that the selected circuit would process about 92,600
t/d (84,000 mt/d).

It should be noted that one vendor recommended the use of a (D) 42 ft. SAG mill to achieve the target throughput. Consideration was given to this size of
mill, but it was decided that a “first of its kind” (D) 42 ft SAG was not warranted, due to a lack of reference sites with proven track record in the industry at
the time of the FS.

After further consultation, the JKSimMet model was rerun using the following new parameters:

■ Circuit target grind of 90 µm (P80);

■ Daily throughput of 100,000 t/d (90,718 mt/d);

■ BWi (14.3 kWh/mt) corresponding to the 75th percentile of LOM hardness.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

The simulation resulted in a circulating load of 15% through the pebble crusher and a circulating load of 350% running through the ball mill circuit. The
proposed circuit used a single (D × L) 40 ft × 26 ft SAG mill with 27 MW of installed power and two 28 ft × 46 ft ball mills with 29.5 MW of installed power
each.

The decision was made to accept the vendor recommendation, but to also install a bypass after the pebble crusher, to allow the option to shift some of the
SAG load downstream to the ball mill circuit as a way to balance the power draw in the circuits.

10.4.2 2017 PFS – Comminution Testing

BBA completed a review of the FS comminution testwork (“Comminution testing of samples from the Livengood Property”. SGS report 50223-001-Phase
III, com Report 3. February 26, 2013). Based on the review, BBA made the recommendation to carry out additional comminution testwork (SMC testing) to
increase the level of confidence in the parameters used to design the grinding circuit and gain further insights into the variability of the Livengood gold
ore’s comminution properties.

10.4.2.1 2017 PFS – SMC Testwork Program (2015-2016)

SMC testwork was performed in January 2016 at SGS Vancouver to increase understanding of the ore variability by rock type in support of the grinding
circuit development.

Ten composites were prepared for each rock type. Each composite was made up of several drill core intervals. The composite weights ranged from 12 to
26 kg. The samples making up a composite were all properly bagged and labeled according to the rock type (e.g. RT4) and composite number (1-10), i.e.
RT4-1, RT4-2, up to RT4-10. The samples that made up the composites were bagged and labelled according to drill hole number and sample number. All
samples within a composite came from a single drill hole.

BBA requested that Stephen Morrell (SMC Testing®) be engaged to assist in calibrating the SMC test results using the DWT data from the 2013 FS. This
procedure is a required step in BBA’s practices to ensure that the calibration of the SMC results is performed using data from DWT tests from the same
deposit and ore types as opposed to using generic databases available through JKTech (owners of JKSimMet). The calibration of the SMC results for
each of the rock types (RT4, RT5, RT6, RT7, and RT9) was completed using the DWT data that corresponded to each specific rock type.

Table 10-5 shows the average as well as the 50th and 80th percentile results of the SMC testwork. Based on BBA’s experience and internal database, the
RT5 and RT9 ore could be classified as hard, as the 50th percentile (50th) of the A×b data is in the low 30s. On this same basis, rock types RT6 and RT7
would be considered medium hard (50th in the 40s), and RT4 would be considered the softest of the rock types present in the Livengood deposit (50th =
73).

It is important to note that for most of the rock types there is only a small difference between the 50th and 80th A×b values. With the exception of RT4, the
results suggest that there will not be significant grinding

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Livengood Gold Project Pre-feasibility Study

throughput variability from one rock type to another. In the case of RT4, ore blending with other rock types should be considered to moderate this issue.

When comparing the comminution results from the 2017 PFS to the 2013 FS, the 50th A×b results for the RT4 rock type was lower (the ore was softer)
than the average of the DWT results from the FS. The 50th A×b results for rock types RT5, RT6, and RT9 were of the same order as the average of the
DWT results from the FS. In the case of RT7, the 50th was slightly harder than the average of the DWT results from the FS.

Table 10-5: SMC testwork statistical analysis (2017 PFS)

Number of
tests

Samples ID

A×b average

A×b
50th percentile

A×b
80th percentile

10

10

10

10

10

50

RT4-1 to 10

RT5-1 to 10

RT6-1 to 10

RT7-1 to 10

RT9-1 to 10

75.0

36.7

44.4

47.9

37.9

73.1

33.4

38.5

40.1

36.7

57.1

29.3

31.3

33.8

31.8

RT

4

5

6

7

9

Total

10.4.3 Testwork Summary for Crushing and Grinding Circuit Design

A database was prepared with all available results from both the FS and 2017 PFS comminution testwork. Table 10-6 and Table 10-7 present the results
of a statistical analysis by rock type using the results from the FS and 2017 PFS programs.

Table 10-6: Comminution test statistical analysis by rock type

Percentile

Rock Type

RT4

RT5

RT6

RT7

RT9

ALL

50th

80th

SG
(g/cm3)

2.73

2.68

2.73

2.71

2.74

2.77

JK Drop Weight Parameters
(DWT and SMC test)

A × b

65.2

33.4

36.7

42.7

36.0

32.0

ta

0.72

0.36

0.41

0.41

0.38

0.61

CWi

RWi

BWi

kWh/
mt

kWh/
mt

kWh/
mt

14.5

14.2

15.1

7.9

6.9

15.5

13.4

15.7

17.6

14.2

16.3

17.1

12.0

12.0

13.0

12.1

13.7

13.7

Ai

g

0.13

0.15

0.10

0.15

0.29

0.25

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Table 10-7: Comminution test statistics using all FS and 2017 PFS testwork data

Statistic

SG
(g/cm3)

Max

90%

80%

75%

50%

25%

10%

Min

Average

2.87

2.79

2.77

2.76

2.71

2.66

2.57

2.39

2.70

JK Drop Weight Parameters

CWi

RWi

BWi

A × b

23.8

28.9

32.0

33.0

41.0

52.9

78.6

121.0

47.1

ta

1.26

0.79

0.61

0.58

0.41

0.32

0.28

0.23

0.49

kWh/mt

kWh/mt

kWh/mt

19.7

17.0

15.5

14.3

9.4

7.2

5.8

4.8

10.8

19.1

17.9

17.1

16.4

14.9

13.1

11.6

11.2

14.8

14.9

14.3

13.7

13.4

12.6

11.7

11.1

10.2

12.6

Ai

g

0.59

0.33

0.25

0.20

0.16

0.10

0.08

0.05

0.18

Crushing circuit simulations used the 80th percentile of the Crusher Work index (CWi) (Table 10-7)

Originally, the 80th percentiles of the DWT and BWi of the hardest ores (RT5 and RT9) were used by BBA to estimate the initial grinding circuit design
parameters. This was because SMC data was not available at the time. The final grinding circuit design parameters (Table 10-8) were taken from the data
point (RT6 sample ID DC5) that was closest to the 80th percentile of the A×b values of rock types RT5 and RT9. For design purposes, those results were
considered the 80th percentile. Note that this same test sample’s BWi value was also used for design purposes (13.1 kWh/mt).

Figure  10-3  (A×b  for  DWT  and  SMC)  and  Figure  10-4  (BWi)  show  the  cumulative  distributions  from  the  comminution  testwork  programs.  Figure  10-3
indicates  the  preliminary  A×b  design  point  as  (Design_RT5&RT9_DWT).  Similarly,  Figure  10-4  indicates  the  preliminary  BWi  design  point  as
(Design_RT5&RT9_DWT).

Table 10-6 shows the 50th percentile of the Abrasion index (Ai) for each rock type. The Ai values are classified as medium-low in abrasiveness and were
used to calculate media consumption

Table 10-8: Grinding circuit design values

Percentile

Rock Type

A × b

80th

Design Value DWT

RT5+RT9

RT6

29.6

29.3

ta

-

0.58

RWi

BWi

kWh/mt

17.1

11.9

13.1

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 10-3: Cumulative A × b (DWT + SMC) results for the Livengood Gold Project

Figure 10-4: Cumulative BWi results for the Livengood Gold Project

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

10.4.4 Project Throughput Estimation

Three scenarios were simulated for the 2017 PFS:

1. Scenario  A  was  a  circuit  based  on  two  lines  (SABC,  Figure  10-5)  with  pre-crushing  and  a  final  product  of  90  µm  (P80).  SABC  stands  for  a

comminution circuit consisting of a semi-autogenous grinding mill (SAG), ball mill and pebble crusher.

2. Scenario B was a circuit based on one line of the same configuration as Scenario A, but with a final product of 180 µm (P80).

3. Scenario C was based on the same circuit configuration as Scenario B, but with optimized blasting, resulting in a finer (F80) feed.

The grind of 90 µm (P80) that was used in Scenario A was based on the FS design criteria. The selection of 180 µm (P80) in Scenarios B and C was the
result of integrating the gold leaching results, which indicated at most a 2% difference in leaching recovery between 90 µm and 180 µm.

The grindability results from historical testwork contained in the BBA database were used to benchmark grinding circuit configurations. Crusher and mill
specifications were extracted from recent projects from the BBA database.

Bruno (version 3.62) modeling software was used for the crushing simulations and JKSimMet (version 5.3) was used for the grinding simulations.

Figure 10-5: SABC with pre-crushing (secondary crusher) circuit configuration

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

10.4.4.1 Specific Energy and Throughput Estimations

Preliminary power calculations were completed using Moly-Cop Tools (Moly-Cop v3) and JKMRC Estimator (Power Draw Estimation Spreadsheet tools
for JKSimMet V5.3). The input parameters used by the two software packages are presented in Table 10-9.

Table 10-9: SAG and ball mill design criteria for simulations

Nominal Dimensions (D×L)

Effective Diameter

Effective Length

Mill Critical Speed

Charge Filling

Balls Filling

Percent Solids in Mill

Ore Density

Losses

Ball Density

Feed Cone Angle

Discharge Cone Angle

Trunnion diameter

Units

ft × ft

SAG Mill

36 × 20

Ball Mill

26 × 40.5

ft

ft

%

%

%

%

mt/m3

%

mt/m3

(°)

(°)

ft

35.3

17.5

74.5

28

15

75

2.72

5

7.75

15

15

8.2

25.5

39.5

74.8

30

30

76.4

2.72

5

7.75

24.3

24.3

6.6

The design tonnage is estimated by an iterative process using Excel’s “goal and seek” function, where the installed power is the target of the function and
is based on known mill specifications. The mill tonnage is varied until the estimated power consumption matches the installed power. The result is the
design tonnage of the grinding circuit.

Table  10-10  presents  the  results  of  the  simulations,  completed  using  the  80th  percentile  of  the  grindability  results,  which  are  used  for  calculating  the
grinding  equipment  design  throughput.  The  table  also  presents  the  50th  percentile  of  the  grindability  results  for  each  rock  type,  which  is  used  for
calculating the average throughput used to design the back end (post-comminution) portion of the plant. The average plant throughput was calculated as
a weighted average of the throughput for each rock type multiplied by the percentage of each rock type in the deposit, based on the latest LOM summary
by rock type, reference “160614 LVG 355k Prod 45M TPA Max Unlimited Stockpile RT9 67%.xlsx”.

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Livengood Gold Project Pre-feasibility Study

Table 10-10: Throughput estimations for each scenario in metric tons per day (mt/d)

50th Percentile

80th Percentile

Throughput, mt/d

Scenario A – SABC × 2 + Pre-crusher 90 µm (P80)

RT4

RT5

RT6

RT7

RT9

Weighted average of each rock type

All rock types combined

Scenario B – SABC × 1 + Pre-crusher 180 µm (P80)

RT4

RT5

RT6

RT7

RT9

Weighted average of each rock type

All rock types combined

Scenario C – SABC × 1 + Pre-crusher (Optimized Blasting)180 µm (P80)

RT4

RT5

RT6

RT7

RT9

Weighted average of each rock type

All rock types combined

78,163

72,952

69,331

74,189

66,814

71,801

-

47,914

46,059

43,498

46,721

41,510

44,877

-

51,181

49,128

46,081

49,570

44,160

47,745

-

-

-

-

-

-

-

66,284

-

-

-

-

-

-

41,577

-

-

-

-

-

-

44,756

The estimated throughputs highlighted in bold were the values used for trade-off analysis and for design purposes for the 2017 PFS. The 80th percentile
A×b parameter taken from the cumulative plot of all rock types (combined) was used to generate the 80th percentile throughput. This value represents the
achievable  throughput  when  the  feed  to  the  mill  ranks  in  the  80th  percentile  (A×b)  of  all  rock  types.  The  80th  throughput  value  is  used  to  design  the
comminution circuit.

The 50th percentile throughputs for each scenario are based on a weighted average throughput of the estimated throughputs for each rock type, which
were generated through simulation using the 50th percentile A×b values that are associated with each rock type. The weighted average (50th) value is
used to design the back end of the plant, which encompasses all elements of the process that follow comminution.

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Livengood Gold Project Pre-feasibility Study

Table 10-11: Specific energy calculations for each scenario at design (80th percentile) A×b

Series

Parameter

Units

Scenario A (90 µm)

Scenario B (180 µm)

Scenario C (180 µm + Opt. D&B)

SAG Mill

Ball Mill

SAG Mill

Ball Mill

SAG Mill

Ball Mill

Number of grinding lines / Number of units per line

2/1

2/1

1/1

1/1

1/1

1/1

Nominal dimension (D × L)

ft × ft

36.0 × 20.0

26.0 × 40.5

36.0 × 20.0

26.0 × 40.5

36.0 × 20.0

26.0 × 40.5

Inside liner dimension (D × L)

m × m

10.77 × 5.33

7.77 × 12.04

10.77 × 5.33

7.77 × 12.04

10.77 × 5.33

7.77 × 12.04

Mill Characteristics

% of critical speed

Cone angle

Grinding Steel

Ball charge

Mill Power per Line

Total Circuit Power

Required power

Installed power

Required power

Installed power

Specific Energy

Motor output

74.5

15.0

15.0

13,846

18,568

14,000

18,774

27,797

37,276

28,000

37,549

8.4

%

degree

% volume

kW

HP

kW

HP

kW

HP

kW

HP

kWh/t

Total
kWh/mt

74.7

24.3

30.0

14,960

20,061

15,000

20,115

29,446

39,488

30,000

40,231

9.5

75

15

14.7

13,846

18,568

14,000

18,774

13,846

18,568

14,000

18,774

6.7

74.6

24.3

30

14,949

20,046

15,000

20,115

14,949

20,046

15,000

20,115

7.6

75

15

14.7

13,846

18,568

14,000

18,774

13,846

18,568

14,000

18,774

6.2

74.6

24.3

30

14,950

20,048

15,000

20,115

14,950

20,048

15,000

20,115

7.0

17.9

14.3

13.2

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

10.4.5 Comminution Circuit Simulations and Design Summary

10.4.5.1 2017 PFS Simulations

The simulations for Scenarios A, B and C were completed by BBA using the same SAG and ball mill design criteria described in Table 10-9. The SAG and
ball mill specifications are based on an operation with a slightly higher ore hardness, where BBA has previously conducted design, commissioning, as
well as technical support over the course of several years.

As part of BBA best practices, simulations were performed to balance the power draw in the SAG and ball mills to avoid mill throughput bottlenecks. The
estimated power consumptions in Table 10-11 include adjustments for motor/drive efficiency (96%) and also ore variability factors, for which a value of
90% was assumed for the SAG mill and 95% for the ball mill.

Scenario A simulations concluded that the selected circuit (two lines SABC + pre-crusher) would process approximately 79,145 t/d (71,800 mt/d), which is
based on each line having a throughput of 39,573 t/d (35,900 mt/d) (P80 of 90 µm).

New  leaching  results  became  available  at  the  time  that  the  comminution  work  was  being  conducted.  The  new  results  indicated  that  approximately  an
average  2%  improvement  in  leaching  recovery  was  realized  at  (P80)  90  versus  180  µm.  A  new  scenario  was  modeled  (Scenario  B)  to  explore  the
throughput gain by relaxing the grind size. The Scenario B simulations led BBA to conclude that the selected circuit, based on a single line, would have a
weighted average throughput of 49,470 t/d (44,877 mt/d) at the coarser target grind size of 180 µm.

The final optimization simulations were run by BBA using the following parameters:

■ Circuit target grind of 180 µm (P80);

■ Finer feed (F80) assumed as a result of optimized blasting.

The simulation resulted in a 27% circulating load through the pebble crusher and the ball mill circuit running at 250% circulating load, generating a 180 µm
(P80) product.

10.4.5.2 2017 PFS Design Recommendations

■ The recommended configuration for the Project is a single line SABC circuit with pre-crushing, and considers that the crushing and grinding plant will
be fed by ore that has been treated with optimized blasting techniques. The conclusion is based on analysis of simulation results as well as CAPEX
and OPEX calculations. The circuit that was selected was the configuration with the lowest specific energy consumption.

■ The proposed circuit uses a single (D × L) 36 ft × 20 ft SAG mill with 14 MW of installed power and one 26 ft × 40.5 ft ball mill with 15 MW of installed

power.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

■ Based on the information analyzed, the grinding circuit is designed to process 49,334 t/d (44,756 mt/d) when the ore is at the 80th percentile of all

grindability results.

■ Based  on  the  information  analyzed,  the  grinding  circuit  is  designed  to  process  52,630  t/d  (47,745  mt/d)  when  a  weighted  average  of  the  50th

percentile grindability results for each rock type are assumed as the mill feed. This is the throughput used for sizing the back-end circuit.

■ Coarsening of the grind from 90 to 180 µm (P80), coupled with optimized blasting, which generates a finer (F80) feed material, explains the increase in
per line throughput between Scenarios A and C. For a single line, Scenario C is 33% higher (52,630 t/d (47,745 mt/d) vs 39,572 t/d (35,900 mt/d)),
which has a direct impact on daily gold production.

■ Similarly, the coarser grind and optimized blasting are also the basis for the reduction in specific energy between Scenarios A and C. Scenario C is

26% lower (13.2 vs 17.9 kWh/t), which translates into a lower per metric ton operating cost for electricity.

10.4.5.3 2021 PFS Simulations and design recommendations

Five simulations using the 2017 PFS recommended configuration, which is a single line SABC circuit with pre-crushing, were modeled by BBA. The Bruno
simulation software (crushing) and the JKSimMet (SAG and ball milling) were used applying the SAG and ball mill design criteria shown in Table 10-9 to
determine the maximum achievable throughput at different grind sizes including 50, 90, 180, 215 and 250 µm (P80). The simulations were performed to
balance the power draw in the SAG and ball mills to avoid mill throughput bottlenecks. The results of these simulations were used to support the Whittle
optimization study that is discussed in Section 10.7.2.1.

A summary of the simulations is presented in Table 10-12. The weighted averages were calculated by multiplying the throughput by the percentage of
each rock type in the deposit, based on the latest mine production plan. The following are the major conclusions:

■ Coarsening the grind from 180 to 250 µm (P80) allowed to achieve a higher throughput (64,265 t/d (58,300 mt/d) vs 59,360 t/d (53,850 mt/d)).

■ The finer grinds, 50 and 90 µm (P80), required more milling capacity such as ball mills.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Table 10-12: Comminution simulations summary
(2021 PFS)

Rock Type

Grind size
- P80
(µm)

Throughput
(mt/d)

Primary
crusher power
demand
(kW)

Secondary
crusher power
demand
(kW)

Pebble crusher
power demand
(Kw)

SAG mill power
demand
(kW)

Ball mill power
demand
(kW)

Total power
demand
(MW)

RT4

RT5

RT6

RT9

RT7

Weighted average

RT4

RT5

RT6

RT9

RT7

Weighted average

RT4

RT5

RT6

RT9

RT7

Weighted average

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250

215

180

64,253

57,408

57,850

57,408

54,979

58,300

57,960

54,096

52,109

55,752

49,901

53,848

52,550

50,232

47,141

50,563

45,816

49,224

432

378

405

209

176

320

390

357

365

203

160

295

354

331

330

184

147

269

1,160

1,023

1,071

739

664

918

1,069

985

987

733

616

859

1,104

1,041

1,016

756

643

885

400

477

500

447

486

513

330

437

436

426

432

451

304

412

401

387

438

381

12,828

14,059

14,036

14,038

14,028

14,019

13,300

14,037

13,944

14,024

13,879

14,048

12,377

13,084

12,939

13,200

12,162

13,755

14,709

13,707

14,796

13,823

14,813

14,782

14,875

14,238

14,815

14,818

14,860

14,824

14,835

14,814

14,807

14,867

14,754

14,795

29.5

29.6

30.8

29.3

30.2

30.6

30.0

30.1

30.5

30.2

29.9

30.5

29.0

29.7

29.5

29.4

28.1

30.1

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Rock Type

Grind size
- P80
(µm)

Throughput
(mt/d)

Primary
crusher power
demand
(kW)

Secondary
crusher power
demand
(kW)

Pebble crusher
power demand
(Kw)

SAG mill power
demand
(kW)

Ball mill power
demand
(kW)

Total power
demand
(MW)

90

50

52,550

50,232

47,141

50,563

45,816

49,224

52,550

50,232

47,141

50,563

45,816

49,224

354

331

330

184

147

269

354

331

330

184

147

269

1,104

1,041

1,016

756

643

885

1,104

1,041

1,016

756

643

885

304

412

401

387

438

381

304

412

401

387

438

381

12,377

13,084

12,939

13,200

12,162

13,755

12,377

13,084

12,939

13,200

12,162

13,755

22,610

22,610

22,610

22,610

22,610

22,610

31,986

31,986

31,986

31,986

31,986

31,986

RT4

RT5

RT6

RT9

RT7

Weighted average

RT4

RT5

RT6

RT9

RT7

Weighted average

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36.7

37.5

37.3

37.1

36.0

37.9

46.1

46.9

46.7

46.5

45.4

47.3

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

10.5 Metallurgical Testwork

10.5.1 FS – Metallurgical Testwork

As part of the FS, metallurgical testwork was completed to evaluate the appropriate gold recovery process. Standard recovery trade-offs, such as; whole
ore  leach  vs  flotation  and  CIL  vs  CIP  were  explored.  The  initial  work  was  carried  out  to  establish  reagent  consumption,  leach  residence  time,  and  to
determine the optimum leach feed particle size (P80). The phases of testwork are outlined as follows:

■ Optimization testing to establish preliminary ore design parameters;

■ Variability testing to assess leaching response on selected gold grades and rock types;

The nature of the testwork and resulting conclusions are presented in the sections below.

10.5.2 FS – Optimization Test Program

Feasibility study optimization composites of the major rock types were prepared as indicated in Table 10-13. The assayed direct gold head grades for
each of these samples are also summarized.

Table 10-13: Optimization composites used for testwork

Rock Type

Composite

Au (g/mt)

RT4

RT5

RT6

RT9

RT7

Optimization Composite 2 (RT4)

Optimization Composite 1 (RT5)

Optimization Composite 3 (RT6)

Optimization Composite 4 (RT9)

Mini optimization composite (RT7)

1.21

0.89

0.98

1.09

1.43

10.5.2.1 Gravity Recovery

Various grinds, from 100 to 225 µm (F80), were tested to optimize the grind for gravity recovery from each ore type (Figure 10-6). Analysis of the results
indicated  that  a  primary  grind  of  180  µm  (P80)  was  suitable  for  all  of  the  ore  types  tested.  Figure  10-6  also  presents  the  results  of  GRG  testwork
conducted  for  each  rock  type.  The  GRG  results  are  greater  than  60%  for  RT4,  RT5  and  RT6  and  greater  than  55%  for  RT9.  Typical  gold  operations
recover 50% to 65% of the gold associated as GRG. It is observed in Figure 10-6 that the results of the batch gravity tests are in all cases greater than
50% of the GRG.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Figure 10-6: Gold gravity concentration grind-recovery relationships
for RT4, RT5, RT6 and RT9 (FS)

Note from Figure 10-6, “Grav Rec_MC” is the gravity recovery to Mozley concentrate and GRG refers to the gravity recoverable gold of the optimization
testwork.

Table 10-14: Comparison of gravity test results
for different rock types (FS)

Test

Rock Type

Optimization
Composite

Product

G 1
10 kg

G 4
10 kg

RT5
Sunshine
Upper
Sediments

RT9
Volcanics

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Opt Comp 1

Opt Comp 4

Mozley Concentrate
Final Tails

Calculated Head
Direct Head

Mozley Concentrate
Final Tails

Calculated Head
Direct Head

Mass

%

0.04
99.96

-

0.04
99.96

-

Grade
g/mt

Au

860
0.48

0.86
0.89

1816
0.61

1.36
1.09

Rec.
%

Au

44.1
55.9

-

55.3
44.7

-

Gravity
Tail K80

µm

193

190

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Test

Rock Type

Optimization
Composite

Product

G 7
10 kg

G 10
10 kg

RT6
Upper
Sediments

RT4
Cambrian

10.5.2.2 Flotation Option

Opt Comp 3

Opt Comp 2

Mozley Concentrate
Final Tails

Calculated Head
Direct Head

Mozley Concentrate
Final Tails

Calculated Head
Direct Head

Mass

%

0.06
99.94

-

0.06
99.94

-

Grade
g/mt

Au

710
0.52

0.92
0.98

745
0.46

0.90
1.21

Rec.
%

Au

43.5
56.5

-

49.0
51.0

-

Gravity
Tail K80

µm

202

185

One of the options tested was to generate a flotation concentrate from the gravity tailings and leach only the concentrate. This would be compared to a
second option of direct leaching of the gravity tailings.

Flotation testing examined the effect of grind, reagent dosage, and reagent selection. Optimization of the cyanidation of the flotation concentrate and of
the gravity tailings required that the effects of grind, cyanide concentration, and residence time be considered.

The RT4 rock type contained significant quantities of talc, which was difficult to separate and would increase the bulk of the potential flotation concentrate.
Talc  flotation  cells  were  considered  as  a  process  option,  but  the  decision  to  go  to  direct  cyanidation  leaching  of  the  gravity  tails,  on  the  basis  of  the
complete test results for the other three rock types, rendered this option moot.

Various  grinds  were  tested  to  optimize  the  grind  for  rougher  recovery  from  each  ore  type.  The  grind  recovery  data,  represented  below  in  Figure  10-7,
indicated  that  a  grind  of  90  µm  (P80)  was  suitable  for  all  of  the  ore  types  tested.  The  RT4  rock  type  did  not  respond  well  to  flotation.  At  12%  rougher
flotation mass pull, the projected rougher gold recoveries were 78%, 74%, 75% and 50% for RT5, RT9, RT6 and RT4, respectively.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Figure 10-7: Effect of primary grind on gold rougher flotation test Kinetics
for RT4, RT5, RT6 and RT9 (FS)

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Flotation concentrates from RT5, RT6 and RT9 were subsequently leached (CIL) to determine recoveries. Figure 10-8 shows the gold recovery relative to
time for these three rock types. Based on an analysis of the results, it became evident that the recovery of gold would be higher by applying CIL on the
entirety  of  the  gravity  tails.  Therefore,  it  was  decided  not  to  conduct  any  further  flotation  testing  and  CIL  tests  on  flotation  concentrate  for  RT4  were
dropped.

Figure 10-8: Flotation concentrates CIL test gold leach kinetics for different rock types (FS)

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

10.5.2.3 Flotation Option Recovery Summary

The results derived for each rock type in this test series are summarized in Table 10-15.

Table 10-15: Gold recovery resulting from the combination of gravity, flotation and CIL (FS)

Au Recovery (%)

Rock Type

RT4

RT5

RT6

RT9

Arithmetic AVG

Gravity

49.0%

44.1%

43.5%

55.3%

47.7%

Flotation

50%

78.3%

75.0%

74.0%

69.8%

CIL

-

73.0%

56.3%

57.8%

62.4%

Total

-

76.1%

67.4%

74.4%

70.5%

10.5.2.4 Whole Ore Leach (WOL) Option

The WOL option was also investigated, in which the Livengood process would consist of gravity and CIL leach of the gravity tails. Various grinds were
tested to optimize the grind for the CIL leach recovery from each ore type. The grind recovery data, represented below in Figure 10-9, indicated that a
grind of 90-100 µm (P80) was suitable for CIL leaching of all of the rock types.

The observations regarding Figure 10-9 are as follows:

■ The incremental gold recovery at 72 hours (vs 24 hours) for RT5 and RT6 is less than 2.5%. For RT4 and RT9, it is less than 1%;

■ There were no samples collected between 5 and 24 hours;

■ The gold recovery variation (for each rock type) at the particle size range from 60 to 180 µm (P80) was inconclusive given the single test at each grind

size.

These observations were taken into consideration in the course of developing the optimized leaching conditions during the PFS.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Figure 10-9: Effect of grind on gold extraction kinetics for RT4, RT5, RT6 and RT9 (FS)

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 10-10: Mozley gravity tailings CIL test kinetics for different rock types (FS)

The above graph illustrates the very flat leach recovery curves for the gravity tail leach, indicating little (if any) increased extraction beyond 24 hours of
leach time. Similar to the observation made for Figure 10-9, the leaching rate after 24 hours was very slow and it was decided to explore shorter leaching
retention times in future testwork.

10.5.2.5 WOL Option Recovery Summary

The  analysis  that  was  completed  with  the  optimization  samples  led  to  the  conclusion  that  the  preferred  flowsheet  was  gravity  followed  by  CIL  of  the
gravity  tails.  The  gravity  plus  CIL  leaching  of  the  gravity  tails  produced  a  9-12%  improved  gold  recovery  for  all  rock  types  compared  to  gravity  plus
flotation with CIL of flotation concentrate. The overall results of whole ore leaching can be seen below in Table 10-16.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 10-16: Gold recovery resulting from whole ore leaching (FS)

Rock Type

RT4

RT5

RT6

RT9

Arth. AVG (RT4 to RT9 only)

RT7 (bleached) (1)

Au Recovery (%)

Gravity

49.0%

44.1%

43.5%

55.3%

48.0%

24.3%

CIL

69.0%

78.0%

58.7%

66.0%

67.9%

44.8%

Total

84.2%

87.7%

76.7%

84.8%

83.3%

58.2%

(1) RT7 (bleached) was tested in a mini-program after the other rock types.

The CIL testwork demonstrated that cyanide consumption is not overly sensitive to grind. On a weighted average basis by rock type over the life of mine,
the ore required 5.75 lb/t (2.88 kg/mt) of lime and 1.74 lb/t (0.87kg/mt) of sodium cyanide in the gold leach.

10.5.2.6 WOL vs Flotation

The overall gold recoveries achieved by both process options are summarized in Table 10-17 below.

Table 10-17: Overall gold recovery of optimization samples for both process options (FS)

Rock Type

Gravity + CIL

Gravity + Flotation + CIL

RT4

RT5

RT6

RT9

RT7

84.2%

87.7%

76.7%

84.8%

58.2%

-

76.1%

67.4%

74.4%

-

The important conclusions that are drawn from the FS optimization testing include:

■ All  rock  types  responded  well  to  gravity  separation,  with  44  to  55%  of  the  gold  recoverable  in  the  gravity  circuit.  At  a  grind  of  approximately  (P80)

180 µm, these gravity recoveries were achieved at a 1% mass pull;

■ Rougher flotation works reasonably well for RT5, RT6 and RT9, although the mass recovery was variable. Rougher flotation does not work well for

RT4, due to the noted significant presence of talc;

■ Rock type RT4 is quite different from the other rock types. It is softer, contains significantly more talc than the other samples, and contains more total

carbon, Total Organic Carbon (TOC), and carbonate;

■ Overall gold extraction was increased 9 to 12% by the leaching the gravity tails as compared to the leaching flotation concentrate.

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A  detailed  analysis  of  the  testwork  results  post  FS  by  BBA  indicated  that  there  were  additional  opportunities  to  explore,  such  as  reducing  the  leach
retention time and targeting a coarser grind.

10.5.3 FS – Variability Test Program

Following on the optimization testing, the FS test program moved into a variability testing phase. The goal was to determine the variation that existed in
the ore and to test the geological extremes of each rock type. In addition to the samples tested in the optimization phase, rock type RT7 and a rock type
known as Stibnite was included in the variability testing program. The RT7 rock type, which contains varying levels of antimony (Sb) in the form of stibnite
and  jamesonite,  was  not  evaluated  in  the  initial  optimization  testing  as  it  did  not  have  a  large  presence  in  the  early  period  of  the  mine  life  and  only
represented  12.1%  by  weight  of  the  LOM  reserve.  The  RT7  rock  type  was  originally  split  into  two  sub-types,  RT7-Bleached  and  RT7-Unbleached,  as
these sub-types exhibited different metallurgical responses. The Stibnite rock type represented a very small fraction of the mine’s ore, but had multiple
g/mt head grades.

The most favorable process conditions that were established in the optimization phase were used for variability testing. The variability test results showed
an overall lower average gold recovery than what was achieved in the optimization phase, which is reflective of the extremes of the deposit, rather than
the more representative optimization samples. The average overall gold recovery resulting from multiple tests for each rock type is summarized below in
Table 10-18.

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Livengood Gold Project Pre-feasibility Study

Table 10-18: Variability sample gold recovery (FS)

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S-K 1300 – Technical Report Summary
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Figure 10-11: Gold gravity recovery box plots (FS)

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 10-12: Gold in Residues from CIL testwork vs P80 for each rock type (FS)

The columns in Figure 10-12 represent the gold grade ranges in g/mt and the rows correspond to the different rock types.

Analysis of the results suggested that the RT4, RT5 and RT6 rock types did not show a correlation with grade, RT9 showed a weak correlation with grade,
while RT7 presented a strong correlation to stibnite content and grade.

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A post FS analysis led to the conclusion that the RT5 results suggested opportunities to increase gold recovery with finer grind. The red boxes associated
with RT5 in Figure 10-12 highlight the lower gold in residues at the finer P80(s). Similar observations have been made for RT4 and RT6. This was not
observed for RT7 and RT9. BBA analyzed the information on testwork methodology that was available and a lack of consistency was observed in the
residence time as well as the level of monitoring of dissolved oxygen (DO) levels during testwork preconditioning and leaching. This result was critical,
because  low  dissolved  oxygen  levels  during  the  initial  hours  of  a  leaching  test  will  have  an  important  and  detrimental  effect  on  the  gold  leaching
performance.  This  observation  was  used  during  Phase  9  PFS  testwork  to  standardize  the  O2  preconditioning  (4  hours)  as  well  as  monitoring  and
maintaining the DO levels (8 ppm).

Important follow-up observations from the analysis of the variability testwork include:

■ The opportunity to lower the gold in residues by using finer grind (P80) (RT5, Figure 10-11).

■ The need to more closely monitor and control preconditioning and DO levels as these will have an impact on CN consumption

10.5.4 FS – Solid / Liquid Separation Testwork

As part of the FS, Livengood gold ore samples were submitted to Pocock Industrial, Inc. for solid liquid separation (SLS) testing. Pre-leached and leached
samples from the optimized testwork were submitted to Pocock for each of the primary rock types (RT4, RT5, RT6, RT7 Bleached, and RT9). The current
flowsheet contains a total of two thickeners; one pre-leach thickener, and one tailings (pre-detox) thickener.

The Project design criteria use a high rate thickening rise rate of 1.64 gpm/ft² (4.0 m3/m²h) for both the pre-leach thickener and the tailings thickener at a
design P80  of  90  µm.  Additional  savings  on  reagents  (flocculant)  are  expected  for  the  present  scenario,  where  the  P80  is  180  µm,  but  further  settling
testwork will be required for confirmation.

10.5.5 FS – Cyanide Detoxification Tests

10.5.5.1 FS – Cyanide Detoxification Testwork

The CIL tailings generated from the leaching testwork was used for cyanide detoxification testing. The INCO SO2/air process was used to remove cyanide
and  base  metal  complexes  from  the  CIL  tailings  generated  from  each  rock  type.  The  objective  of  this  phase  of  testing  was  to  optimize  cyanide
detoxification (CND) of the CIL tailings. The “Interim Test Program” used a 10 kg sample of each rock type (RT4, RT5, RT6, RT7 and RT9).

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Livengood Gold Project Pre-feasibility Study

The feed pulp density to cyanide detoxification was between 31-39%. The results showed that it was possible to treat the CIL tailings using the INCO
process to bring both weak acid dissociable cyanide (CNWAD) and total cyanide (CNT) levels below 1 mg/L. The test conditions indicate that a pH of 8.5-
8.6 coupled with a retention time of 94-147 minutes is ideal. The reagent consumptions from the Phase 1 testing are 8.2-14.7 g/g CNWAD of equivalent
SO2, 4.9-8.9 g/g CNWAD of lime, and 0.27-0.57 g/g CNWAD of Cu.

The design application rates were assumed to be:

■ Lime = 0.82 lb/t;

■ Copper sulfate = 0.08 lb/t;

■ Sodium metabisulfite = 1.65 lb/t.

10.5.5.2 Observations Made Regarding Cyanide detoxification

In the lead-up to the PFS, BBA reviewed the design of the cyanide detoxification system that was presented in the FS. The objective was to look for gaps
and opportunities. The following are the major conclusions:

■ The use of a sulfur burner to generate SO2 instead of sodium metabisulfite was identified as an opportunity to lower the OPEX. Details are presented

in the flowsheet development in Section 10.7.

■ A model was developed to estimate the amount of cyanide that is recirculated to the leaching process via the pre-detox thickener. The result is less

cyanide reporting to cyanide detoxification.

10.5.6 2017 PFS – Metallurgical Testwork

Five  additional  phases  (Continuous,  7,  8,  9  and  10)  of  testwork  were  completed  after  the  FS  for  the  2017  PFS.  Testwork  was  conducted  to  explore
possible  opportunities  established  through  BBA’s  analysis  of  the  FS  testwork  and/or  to  clarify  certain  questions  regarding  gold  leach  performance  and
reagent consumptions. The phases of testwork are outlined as follows:

■ Continuous: Processing FS Optimization composites using recycled process solutions;

■ Phase 7: Assay procedures and water source testing;

■ Phase 8: Exploratory testing on selected rock types;

■ Phase 9: SGS / FLS Curtin University testwork: Exploratory testing on selected rock types using reverse circulation (RC) drill chip composites;

■ Phase 10: Stirred tank reactor (STR) controlled leach testwork, with focus on two problematic rock types (RT7 and RT9).

The nature of the testwork and resulting conclusions are discussed below.

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10.5.7 2017 PFS – Continuous Testwork

Continuous testwork was conducted using 60 kg composites taken from the optimization master composites prepared for the FS. The objective of the
continuous testwork was to evaluate the impact of recirculating streams as well as generating leach residues (CIL tailings) for the cyanide detoxification
testwork. The continuous testwork conditions were developed from the optimization and variability testwork.

One  of  the  important  conclusions  to  be  drawn  from  the  continuous  testwork  is  that  the  results  indicated  that  using  lower  CN  additions  had  a  minimal
impact on gold leaching performance, except on RT9, where cyanide starvation conditions were observed. The continuous results were used to estimate
the addition of lead nitrate and cyanide for the Phase 9 test program (see Section 10.5.10).

10.5.8 2017 PFS – Phase 7 - Assay Procedures and Water Source Testing

The  Phase  7  testwork  was  conducted  on  20  kg  composites  of  RT4,  RT5,  and  RT9.  The  objective  of  the  Phase  7  testwork  was  to  remove  uncertainty
related to the water source used for testing: SGS Vancouver water versus water that was sourced from the mine and to confirm the procedures necessary
for improving assay repeatability. To improve assay repeatability, all samples had gravity recoverable gold removed prior to leaching by a combination of a
centrifugal concentrator followed by gravity table, leaching was performed in triplicate, and all pulps were fire screen assayed in triplicate.

CIL testing with air sparging using both Vancouver and mine-sourced water was performed on Mozley gravity tails to compare the extractable gold using
similar reagent conditions.

Gravity tail leach recoveries for duplicate samples were within 2% of each other for all three rock types using Vancouver and mine-sourced water and
likely within the precision of the testwork. Cyanide consumption increased 0.3% with mine water and lime consumption decreased 8%.

Important conclusions from the Phase 7 testwork include:

■ The results indicated that the gold recovery was not particularly sensitive to water source;

■ Phase 7 results confirmed that performing triplicate screen metallic assays on gravity tail leach residue was the protocol required for precise work.

10.5.9 2017 PFS – Phase 8 - Grind, Recovery, Gravity, Flotation Testing

The Phase 8 testwork program was comprised of several sub-phases and all work was conducted on 75 kg core samples. The objectives of the program
were to explore CIL gold recovery sensitivity to particle size.

The sub-phases are described as follows:

■ Gravity testing on 180 and 250 µm (P80) samples;

■ CIL sensitivity testwork on 90, 180 and 250 µm (P80) samples;

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

■ At 90 µm (P80), CIL of gravity tails was compared to CIL of only a flotation concentrate generated from the gravity tails.

Phase 8a

■ CIL testing was extended down to 60 and 75 µm (P80):

-

Knelson and Mozley tails 250 µm (P80) samples from the Phase 8 testwork program were combined and reground to 60 and 75 µm (P80).

■ Carbon handling protocols were compared:

-

The carbon handling protocol was explored. No significant difference was found between adding new carbon and retaining the original carbon for
the duration of the testwork.

■ Dissolved oxygen (DO) and CN consumption were evaluated:

-

Phase 8a was the first attempt to normalize the DO levels and CN additions between different tests. There had been indications of inconsistent
preconditioning in previous testwork.

Phase 8b

■ Evaluated gravity and leach sensitivity at 90, 180 and 250 µm (P80);

■ At 90 µm (P80), CIL of gravity tails was compared to CIL leaching of only a flotation concentrate generated from the gravity tails.

Phase 8c

■ Completed intensive leach (IL) of flotation concentrate.

Phase 8d

■ Tested flotation with sulfidization at 180 µm (P80).

-

Phase 8d was designed to study the response of flotation to sulfidization at a grind of 180 µm (P80). Only two rock types were tested.

The important conclusions to be drawn from the Phase 8 test program include the following:

■ Flotation gold recoveries did not improve with slurry sulfidization;

■ Gold recovery did not improve with a grind of 60 µm (P80);

■ CN consumption was reduced by the pre-oxidation;

■ The carbon handling protocol did not affect the gold recovery performance.

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Livengood Gold Project Pre-feasibility Study

10.5.10 2017 PFS – Phase 9 - SGS and FLS-Curtin University Test Program

The  Phase  9  SGS  /  FLS-Curtin  University  test  program  was  conducted  on  500  kg  composites  made  according  to  rock  type.  It  was  the  first  work
conducted using reverse circulation (RC) drill chips.

The objectives of the Phase 9 test program were:

■ To compare the performance of gravity recovery at 180 and 250 µm (P80);

■ To study the impact of lead nitrate addition on intensive leach and CIL;

■ To confirm and/or revise the cyanide addition to CIL;

■ To study the impact of particle size on gold leaching at 75, 90, 135, 180 and 250 µm (P80).

The Phase 9 program processed a large quantity of mass for each sample to confirm the process flowsheet developed in Phase 8, and to avoid having
nugget effects influence the metallurgical recoveries.

The objectives of the FLS/Curtin University testwork were:

■ To  conduct  gravity  recoverable  gold  (GRG)  testing  and  to  perform  an  Integrated  Liberation  and  Leaching  Model  (ILLM)  characterization  on  the

Livengood gold ore types.

Rock type splits of 100 kg each were sent to FLSmidth/AMIRA (Curtin University, Australia).

10.5.10.1 Phase 9 Metallurgical Composite Sample Selection Methodology

The Project resource has been defined by approximately 800 drill holes, about 80% of which are reverse circulation (RC) and 20% are core. Prior to the
Phase 9 test program for the PFS, all of the metallurgical testwork had been completed using individual core samples or core sample composites. The
Phase 9 samples were the first to be composited from RC rig duplicate rock chips. The Phase 9 samples are bulk composites prepared for each of the
five major rock types to represent the average grade and approximate grade distribution of the 2013 FS Reserve.

The RC rig duplicates (rock chips), which originated from an earlier phase reported under SGS project CAVM-50223-006, were received at SGS in June
2015. The gold head assays, determined by screened metallics, are presented in Table 10-19.

.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 10-19: Gold head assay

Rock type composite

Au, g/mt

RT4

RT5

RT6

RT7B

RT9

0.64

0.72

0.81

0.89

0.68

Composites were prepared from samples received in super sacks that had been sorted according to their rock type. The composites were labelled as
follows with the following weights (Table 10-20):

Table 10-20: Composite naming and weights for Phase 9 (2017 PFS) test program.

Composite Name

RT4 June 2015 Composite

RT5 June 2015 Composite

RT6 June 2015 Composite

RT7B June 2015 Composite

RT9 June 2015 Composite

Mass (kg)

453.6

468.0

472.8

475.0

477.5

Each composite was stage crushed to 100% minus 10 mesh, blended, and split to obtain two 100 kg splits and one bulk split as identified below:

■ 100 kg forwarded to FLSmidth for GRG tests and leach tests performed at Curtin University;

■ 100 kg stored in a freezer at SGS;

■ Bulk split retained at SGS for use in the current testwork program.

Figure 10-13 illustrates the testwork that was conducted.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 10-13: 2017 PFS (Phase 9) testwork outline

In an effort to minimize the differences found between calculated and direct head grades (possibly due to nugget effect), Phase 9 testwork was conducted
following a different approach using larger samples (30 kg) versus the normal 2 kg samples used in the previous testwork.

10.5.10.2 Phase 9 – Cyanide and Lead Nitrate Addition

The ICP analysis of the leach feed composites had not been available at the time that the leaching testwork was being completed. Instead of waiting for
this information, BBA recommended that the lead nitrate addition be based on the Sb content from the ICP analysis of each rock type from the continuous
testwork program (Table 10-21).

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Livengood Gold Project Pre-feasibility Study

Table 10-21: ICP Analysis of the CIL feed from the continuous testwork for each rock type
(2017 PFS)

Rock Type

Au

Ag

Cu

Fe

Ni

S

As

Pb

Sb

Te

RT4

RT5

RT6

RT7

RT9

0.5

0.4

0.5

0.6

0.7

0.4

0.4

0.5

0.5

45.1

51.5

75.3

62.8

36.6

5.29

1008

4.2

3.87

4.12

4.60

121

146

206

69

0.60

0.97

1.25

1.98

2.54

4748

2800

3360

3973

3995

21.6

14.4

29.4

15.4

24.1

64.0

19.9

62.3

176.5

101.8

0.18

0.1

0.17

0.20

0.13

Hg

4.3

0.4

1.4

0.7

3.1

Proposed Lead Nitrate
addition, g/mt

150

100

150

250

250

Table 10-22: Comparison of cyanide addition in Phase 9 versus Continuous
(2017 PFS)

Rock Type

CN addition used during Continuous
testwork kg/t

Proposed CN addition for Phase 9,
kg/mt

RT4

RT5

RT6

RT7

RT9

0.52

0.71

0.51

0.67

0.57

0.71

0.71

0.8

1

1

10.5.10.3 Phase 9 – Gravity / Intensive Leach Testwork

Phase 9 gravity testwork was performed on two particle sizes, 180 and 250 µm (P80), at SGS Vancouver. It was observed that similar average results
were realized for RT7 and RT9. On the other hand, RT4 and RT5 show higher gravity results at 180 µm (P80), and RT6 shows higher gravity recovery at
the coarser grind size. In general, however, the gravity results were lower than those obtained in previous work.

Figure  10-14  summarizes  the  gravity  testwork  results  of  Phase  9  (180  and  250  µm);  the  GRG  results  by  FLS/Curtin  University,  along  with  the  results
obtained from the FS optimization test program.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Figure 10-14: 2017 PFS (Phase 9) gravity recovery for all tock types
(GRG presented as the 3rd stage of GRG)

The GRG results from the FLS/Curtin University testwork are comparable to the results of the optimization GRG testwork, presented earlier in Figure 10-
6, which is an important conclusion for a few reasons:

■ The rock types tested represent 98.2% of the ore body;

■ Two independent labs have produced these complementary results;

■ The FS optimization testwork made use of drill core composites, whereas the FLS/Curtin testwork used RC drill chip composites, implying that two

independent sample batches have been tested.

The gravity gold recovery in Phase 9, which followed the Knelson+Mozley table methodology, was lower compared to previous testwork; compare these
results, for example, to those of Figure 10-11. BBA is placing less emphasis on these particular results. In future testwork, this method of testing will be
applied. However, BBA recommends that a systematic review of the testing protocols be performed.

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Livengood Gold Project Pre-feasibility Study

A series of benchmark graphs (Figure 10-15 to Figure 10-19) were prepared by FLS/Curtin University that compare the results of Livengood gold ores to
the Curtin gravity testwork database. Figure 10-15 shows the high percentage of GRG of Livengood gold ore (60 to 80%) compared to the FLS/Curtin
University database (15 to 55% for the same gold head grade).

Figure 10-15: Livengood GRG results vs FLS/Curtin database (source Curtin report)
(2017 PFS)

Figure 10-16 plots the % GRG vs the gold recovered in stage 1 (of 3 stages) (P80 = 850 µm) of gravity testwork, showing that the results fall within the
range of data contained in the full FLS/Curtin University database. This observation supports the good gravity recoverable potential of the Livengood gold
ore.

A  good  agreement  was  also  found  between  the  %  GRG  and  the  gold  recovery  of  stage  1  vs  feed  size  (F80)  of  the  gold  particles  and  the  FLS/Curtin
University database (Figure 10-17 and Figure 10-18).

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Figure 10-16: Livengood GRG results vs FLS/Curtin database (source Curtin report)
(2017 PFS)

Figure 10-17: Livengood GRG results vs FLS/Curtin database (source Curtin report)
(2017 PFS)

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Livengood Gold Project Pre-feasibility Study

Figure 10-18: Livengood GRG results vs FLS/Curtin database (source Curtin report)
(2017 PFS)

Figure 10-19 shows the benchmarking of the results of Livengood versus two operations with similar % GRG. The operations processing ores “sample B”
and “sample D” typically recover gravity gold in the order of 45 to 55%. FLS/Curtin University indicates that operations typically should achieve recoveries
in the order of 50 to 66% of the plant feed GRG.

Figure 10-19: Livengood GRG results vs FLS/Curtin database (source Curtin report)
(2017 PFS)

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

10.5.10.4 Phase 9 – Intensive Leach Kinetic Testwork

Intensive leach testwork was conducted on Mozley concentrates. Table 10-23 presents the results of the testwork.

Gravity 
K80

Intensive
Leach K80

Test ID

µm

180

250

180

250

180

250

180

250

180

250

IL-1

IL-2

IL-3

IL-4

IL-5

IL-6

IL-7

IL-8

IL-9

IL-10

µm

180

250

180

250

180

250

180

250

180

250

Table 10-23: Intensive leach results
(2017 PFS)

NaCN

CaO

Au in
Residue

Add
kg/mt

Cons
kg/mt

kg/mt

kg/mt

g/mt

72.5

61.7

74.0

66.8

73.6

80.2

72.5

78.2

74.7

74.4

31.5

25.2

30.5

35.0

30.7

29.9

30.3

27.8

31.6

35.4

2.29

1.84

1.84

1.51

0.74

0.88

1.36

1.66

1.18

0.80

0.81

<1

0.65

0.59

<1

<1

0.28

0.24

<1

0.8

8.20

10.1

9.64

10.9

9.16

13.2

8.68

9.01

7.53

7.32

Calc
Head

g/mt

477

369

369

295

393

536

389

331

190

215

Au
Recovery

%

98.3

97.3

97.4

96.3

97.7

97.5

97.8

97.3

96.0

96.6

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Figure 10-20: Intensive leach of Mozley concentrate

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

10.5.10.5 Phase 9 – Leach Kinetic Testwork

Following observations from the FS optimization test program, the decision was taken to add extra sampling times (12 and 18 hours) to the leach testwork
to  better  characterize  the  gold  leaching  kinetics  for  each  rock  type.  Figure  10-21  shows  the  results  of  kinetics  tests  from  gravity  tails  at  180  µm  (P80).
Results using 250 µm (P80) gravity tails presented similar trends.

The leaching kinetics results were analyzed and it was found that for each rock type, after 18 hours of leach time, there was no extra recovery or the
increment was not sufficient to justify the addition of an extra leach tank.

The latter observation was used to reduce the leaching retention time from 32 to 21 hours. The reduction in the leaching retention time translates into
lower cyanide and lime consumption. An example of the analysis is presented on Table 10-24.

The important conclusions to be drawn from the Phase 9 and the FLS/Curtin testwork include:

■ A high gravity recoverable gold content was confirmed;

■ Improved leach results were obtained from Curtin on all samples (pH 10);

■ The  first  intensive  leach  of  gravity  concentrates  achieved  excellent  gold  recoveries  on  gravity  concentrates  from  all  rock  types  ranging  from  96  to

98%;

■ Pre-conditioning and lead nitrate led to a reduction in leaching time;

■ A reduction in CN consumption and required leach time were realized.

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Livengood Gold Project Pre-feasibility Study

Rock type

Item

Au head grade, g/mt

Au residue, g/mt

RT4

Au Recovery, %

CN consumption, kg/mt

CaO consumption, kg/mt

Au head grade, g/mt

Au residue, g/mt

RT5

Au Recovery, %

CN consumption, kg/mt

CaO consumption, kg/mt

Au head grade, g/mt

Au residue, g/mt

RT6

Au Recovery, %

CN consumption, kg/mt

CaO consumption, kg/mt

Au head grade, g/mt

Au residue, g/mt

RT7B

Au Recovery, %

CN consumption, kg/mt

CaO consumption, kg/mt

Au head grade, g/mt

Au residue, g/mt

RT9

Au Recovery, %

CN consumption, kg/mt

CaO consumption, kg/mt

Table 10-24: Kinetic results from Phase 9
(2017 PFS)

90 µm

Leaching time, hours

180 µm

Leaching time, hours

Phase 9

18

0.07

83.0

0.26

2.29

0.09

81.1

0.20

1.75

0.18

67.5

0.29

1.59

0.28

47.0

0.48

1.86

0.29

53.0

0.39

1.58

24

0.44

0.07

83.2

0.28

2.56

0.50

0.09

81.8

0.24

1.77

0.55

0.18

67.5

0.32

1.68

0.53

0.28

47.2

0.51

2.17

0.62

0.29

53.1

0.40

1.70

32

0.07

83.2

0.34

2.51

0.09

82.0

0.31

1.75

0.18

67.5

0.38

1.62

0.28

47.2

0.53

2.14

0.29

53.1

0.47

1.67

18

0.08

83.9

0.19

2.14

0.12

81.6

0.19

1.77

0.20

64.9

0.27

1.46

0.35

53.8

0.36

1.73

0.31

43.5

0.27

1.32

24

0.52

0.08

84.5

0.23

2.35

0.65

0.11

82.7

0.24

1.78

0.57

0.20

65.1

0.31

1.55

0.75

0.34

55.2

0.41

2.05

0.55

0.30

44.9

0.36

1.34

32

0.08

84.6

0.32

2.30

0.11

83.0

0.31

1.74

0.20

65.2

0.35

1.52

0.33

55.7

0.51

2.02

0.30

45.5

0.43

1.30

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Livengood Gold Project Pre-feasibility Study

Figure 10-21: 2017 PFS (Phase 9) - Leach kinetics analyses according to rock type

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Livengood Gold Project Pre-feasibility Study

10.5.11 2017 PFS – Phase 10 - Stirred Tank Reactor (STR) Leach Tests

Phase  10  was  conducted  under  the  direction  of  Guy  Deschênes  (former  BBA  employee),  owing  to  his  expertise  on  leaching  gold  ores  containing
antimony (Sb). The test program included the use of lead nitrate and control of dissolved oxygen levels under controlled leach conditions. This approach
had previously been demonstrated effective at the Fort Knox Mine to control the adverse effects of antimony.

The objective of the Phase 10 test program was to determine whether antimony minerals were responsible for some low gold extractions experienced by
rock types (RT7 and RT9). The antimony content of the RT7 sample tested (590 ppm) is an order of magnitude higher than that of RT9 (60 ppm or less).

Phase 10 included testing using 20 kg composites of RT7 and RT9.

The  gold  content  in  samples  RT7-GR11,  RT9-GR14  and  RT9-V86,  V89  were  0.46  g/t,  0.72  g/t  and  0.50  g/t  respectively.  The  RT7  sample  contained
0.016% Cu, 4.7% Fe, 0.026% Zn and 2.0% S (STot), whereas RT9 contained 0.014% Cu, 5.3% Fe, 0.013% Zn and 2.0% S (STot).

Tests were conducted in stirred tank reactors (STR) under controlled conditions of the following variables; agitation, temperature, pH, free cyanide and
dissolved oxygen (DO). The leaching conditions that were applied were those used for processing orebodies containing antimony minerals.

The results were compared to baseline conditions (0.5 h pre-treatment, pH 10.7, DO 4 ppm; 32 h leaching, 200 ppm NaCN, pH 10.7, DO 8 ppm). Test
results for the RT7 and RT9 composite samples indicated only a modest improvement in gold extraction of 2-5%, when calculated on the basis of gold
balance  developed  around  the  leach  solution  and  residues,  i.e.  gold  recovery  based  on  leach  testwork  results.  This  improvement  resulted  from  a  pre-
treatment of four hours, with the addition of 100 g/mt lead nitrate and oxygen. However, if the interpretation is based upon the gold content of the leach
residues only, which may be valid because the assayed (direct) head grades are the same for each rock type, it suggests no improvement.

The  leaching  profiles  of  the  baseline  conditions  and  new  conditions  using  lead  nitrate  are  comparable,  which  would  indicate  no  sign  of  passivation  of
antimony  minerals.  The  lack  of  interference  by  antimony  minerals  might  be  explained  by  no  or  insufficient  liberation  during  grinding,  or  that  surface
passivation  had  already  taken  place  in  the  prior  treatment  of  the  samples.  Other  explanations  for  a  lack  of  improvement  may  be  that  the  gold  is  not
liberated at the particle size selected, or that the gold is refractory, i.e. gold is in solid solution with the mineral. Seven tests with repeats indicated good
reproducibility of the results.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Feed

CN

Pre-aeration

Leach

Reagent Cons.

Residual

Au Extraction (%)

Table 10-25: Phase 10 results (2017 PFS)

e
l
p
m
a
S

Size

P80,
µm

Test
No.

Time
(h)

pH

DO
(ppm)

Pb(NO3)2
(g/mt)

s
t
a
e
p
e
r
:
B
7
T
R

7
T
R
:
9
-
7
,
3
-
1
:
1
1
R
G

9
T
R
4
1
R
G

)
9
8
V
&

6
8
V
(
9
T
R
4
1
R
G

1

2

3

7

7R

8

8R

9

9R

4

5

6

10

10R

11

11R

12

12R

0.5

10.7

4

4

2

2

4

4

4

4

0.5

4

4

2

2

4

4

4

4

9.8

9.8

10.0

10.0

10.1

10.1

10.1

10.0

10.2

10.2

10.2

10.2

10.0

10.1

10.2

9.9

10.0

4

8

6

9

6

8

16

6

7

4

8

7

9

8

12

16

8

9

90

86

62

-

-

100

100

100

100

100

200

200

-

-

100

100

100

100

100

200

200

pH

10.7

9.9

9.9

10.2

10.3

10.2

10.2

10.2

10.2

10.6

9.9

9.9

10.2

10.0

10.2

10.2

10.1

10.1

D. O.
mg/L

NaCN
(kg/mt)

CaO
(kg/mt)

NaCN
g

8

8

8

8

8

16

19

8

7

8

8

8

8

7

16

15

8

8

0.67

0.68

0.71

0.74

0.65

0.65

0.61

0.63

0.53

0.47

0.62

0.60

0.76

0.63

0.59

0.47

0.52

0.52

0.9

0.6

0.5

0.3

0.4

0.2

0.3

0.1

0.4

0.7

0.4

0.3

0.1

0.4

0.1

0.3

0.2

0.4

0.11

0.22

0.20

0.13

0.15

0.13

0.17

0.18

0.19

0.16

0.20

0.21

0.12

0.16

0.16

0.16

0.15

0.20

2h

14

8

7

14

11

15

19

15

18

37

38

41

53

52

55

54

50

49

FEBRUARY 2022

Residue
grade

Head grade (g/mt
Au)

5h

24h

32h

Au, g/mt

Calc

Direct

20

8

28

20

20

23

21

21

22

55

40

49

55

49

57

56

52

51

35

14

28

30

47

25

30

27

28

58

52

50

59

37

57

52

54

53

21.5

26.5

27.1

23.5

28.3

23.9

25.7

25.4

21.5

44.8

46.3

50.2

54.7

42.0

53.9

55.5

54.0

55.4

0.40

0.36

0.39

0.38

0.39

0.39

0.38

0.40

0.40

0.34

0.32

0.32

0.21

0.29

0.22

0.20

0.22

0.21

0.51

0.49

0.54

0.50

0.55

0.52

0.52

0.53

0.50

0.62

0.60

0.64

0.46

0.49

0.48

0.46

0.48

0.47

0.46

0.72

0.50

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Livengood Gold Project Pre-feasibility Study

Sample
number

RT 7 and
RT7B

RT9

Table 10-26: Reproducibility of cyanidation tests on the Livengood Gold Project
(2017 PFS)

CN

Reagent Cons.

Test No.

NaCN
(kg/mt)

CaO
(kg/mt)

Gravity
Tail Leach
Extraction
(% Au)

Residue
Grade Au,
g/mt

7

7R

8

8R

9

9R

10

10R

11

11r

12

12R

0.74

0.65

0.65

0.61

0.63

0.53

0.76

0.63

0.59

0.47

0.52

0.52

0.3

0.4

0.2

0.3

0.1

0.4

0.1

0.4

0.1

0.3

0.2

0.4

23.5

28.3

23.9

25.7

25.4

21.5

54.7

42.0

53.9

55.5

54.0

55.4

0.38

0.39

0.39

0.38

0.40

0.40

0.21

0.29

0.22

0.20

0.22

0.21

Head grade
(g/mt Au)

Calc

0.50

0.55

0.52

0.52

0.53

0.50

0.46

0.49

0.48

0.46

0.48

0.47

Important conclusions that can be drawn from the Phase 10 test program include:

■ For  the  samples  tested,  there  was  no  clear  evidence  of  passivation  in  the  leaching  profiles  using  conditions  that  are  efficient  for  ores  containing

antimony minerals;

■ Given the level of antimony and arsenic minerals that are present, this is a very unusual response. Either these minerals did not interfere, perhaps
because they were not liberated, or the samples tested were altered by the previous grinding/gravity tests that were performed on them. Ageing may
have also been a contributing factor;

■ The response runs counter to the good recovery results of RT9 in the FS optimization, where the average gravity tail leach extraction was 62.9%. It
also runs counter to the RT7 mini-optimization testwork that resulted in an average gold recovery of 53.6%. Both of these sets of tests were run on
fresh  core,  where  the  impact  of  antimony  should  have  been  quite  pronounced,  but  yet  gold  recoveries  were  higher  than  the  Phase  10  testwork.
Particle  size  cannot  be  used  to  explain  the  differences  in  the  Phase  10  tests,  because  the  P80  of  60-90  µm  was  similar  to  that  used  in  the  FS
optimization tests;

■ The results reinforce the need to consider detailed gold deportment analysis of gravity and leaching products in the next phase of testwork;

■ Seven tests with repeats indicated a good reproducibility of the results;

■ Lead nitrate addition may have increased the gold leaching kinetics.

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10.5.12 2021 PFS – Metallurgical Testwork

Five additional phases (9a, 9b, 11, 12, with addenda 1-5, and 13) of testwork have been completed since the 2017 PFS. These testwork were conducted
to explore possible opportunities established through BBA’s analysis of the FS and 2017 PFS testwork, to clarify certain questions regarding gold leach
performance  and  reagent  consumptions  and  to  confirm  the  process  flowsheet.  Phase  descriptors  with  a  common  numeric  identifier  mean  that  those
programs were completed on replicate splits of the same large composites for each of the different rock types. For example, all the work for Phases 9, 9a,
and  9b  was  completed  on  replicates  of  the  same  RC  chip  composites.  Similarly,  all  the  work  for  Phase  12,  including  addenda  1-5,  was  completed  on
replicates of the same core composites. The new phases are outlined as follows:

■ Phase 9a: Cyanide leach testing on all rock types using reverse circulation (RC) drill chip composites;

■ Phase  9b:  Gravity  recovery  improvement,  flowsheet  optimization,  STR  testwork,  ore  blends  testing,  gold  deportment,  diagnostic  leaching  on  two

problematic rock types (RT7 and RT9) and flotation testing;

■ Phase 11: Testing using RC rig duplicates to assess impact of the ore body location in relation with the 100 ppm antimony shell on the gold recovery

and improvement of the understanding of the gold grade/recovery and grind size/recovery relationships;

■ Phase 12: Original objectives are the same as Phase 11 but using core samples rather than RC rig duplicates; followed by Phase 12, Addenda 1-5 as

described below;

■ Phase 13: Testing using a blend of core and RC rig duplicates to assess impact of the ore body location and antimony concentrations of 200 ppm and

above on gold recovery.

The nature of the testwork and resulting conclusions are discussed below.

10.5.13 2021 PFS – Phase 9a - Cyanide Leach Testing

The Phase 9a was conducted by SGS Vancouver on approximately 50 kg of product rejects from the Phase 9 composites processed by FLSmidth/AMIRA
and returned to SGS in 2015 where each sample had previously been prepared from reverse circulation rig duplicates (rock chips).

The  objectives  were  to  confirm  the  process  flowsheet  developed  in  Phase  8,  to  avoid  nugget  effects  from  influencing  the  projected  metallurgical
recoveries and to determine the effect of leach conditions using samples taken from a homogenous feed composite.

The Phase 9a testwork were completed in triplicate on 1 kg splits to compare different leach tests conditions:

■ CIL vs CIP;

■ Lead nitrate addition at PFS concentration vs no lead nitrate;

■ Sodium cyanide concentration at 0.4 kg/t vs 0.8 kg/t;

■ pH 10 vs pH 10.5.

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The composite sample selection was described previously in the section 10.5.10.1. Figure 10-22 illustrates the testwork that was conducted.

Figure 10-22: 2021 PFS (Phase 9a) testwork outline

Table 10-27 presents the test conditions and Table 10-28 present the gold recoveries obtained for each rock type. The average gold recovery were similar
when using CIL or CIP methodologies for Rock Types 4, 5 and 9 while better gold recovery was obtained when using CIL methodology for Rock Types 6
and 7.

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Table 10-27: Test conditions (2021 PFS – Phase 9a)

Lead Nitrate
concentration
(g/mt)

Sodium cyanide
dosage
(kg/mt)

Test pH

100

100

100

100

0

0

0

0

100

100

100

100

0

0

0

0

0.4

0.8

0.4

0.8

0.4

0.8

0.4

0.8

0.4

0.8

0.4

0.8

0.4

0.8

0.4

0.8

10

10

10.5

10.5

10

10

10.5

10.5

10

10

10.5

10.5

10

10

10.5

10.5

Test ID

CIL-1

CIL-2

CIL-3

CIL-4

CIL-5

CIL-6

CIL-7

CIL-8

CIP-1

CIP-2

CIP-3

CIP-4

CIP-5

CIP-6

CIP-7

CIP-8

Table 10-28: Test results for all Rock Types (2021 PFS – Phase 9a)

RT4
Au recovery
(%)

RT5
Au recovery
(%)

RT6
Au recovery
(%)

RT7
Au recovery
(%)

RT9
Au recovery
(%)

78.1

77.4

73.7

75.3

76.8

75.3

74.2

72.2

72.8

73.9

72.0

68.9

72.5

56.9

58.8

64.3

64.1

62.9

61.3

56.3

57.8

43.9

40.6

36.8

43.9

41.3

38.1

35.6

46.7

47.9

49.1

47.6

46.6

46.8

43.8

Test ID

CIL-1

CIL-2

CIL-3

CIL-4

CIL-5

CIL-6

CIL-7

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Test ID

CIL-8

CIP-1

CIP-2

CIP-3

CIP-4

CIP-5

CIP-6

CIP-7

CIP-8

RT4
Au recovery
(%)

RT5
Au recovery
(%)

RT6
Au recovery
(%)

RT7
Au recovery
(%)

RT9
Au recovery
(%)

78.4

75.6

75.5

73.9

75.6

78.9

74.9

73.9

76.1

65.7

71.8

69.3

71.8

74.3

66.5

70.2

59.6

66.4

56.5

56.0

55.5

58.8

53.7

52.8

52.0

43.8

54.2

39.6

32.4

34.4

33.8

35.3

31.0

35.3

32.1

33.7

45.6

50.2

51.6

45.5

46.7

46.8

49.7

44.4

45.8

Figure 10-23 to Figure 10-27 show the residue averages of three replicates at each test condition. These conditions are identified in the legend of each
figure with the four variables being CIL or CIP, concentration of lead nitrate added (ppm), initial cyanide concentration (kg/t) and pH.

The residue grades were the same in the CIL and CIP for Rock Types 4, 5 and 9. Lower residual gold grades were obtained for Rock Types 6 and 7 when
using the CIL. These results confirm that CIL seems to be the better methodology compared to CIP.

Figure 10-23: RT4 Average CIL and CIP residue grades at a P80 of 112 µm
(2021 PFS – Phase 9a)

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Figure 10-24: RT5 Average CIL and CIP residue grades at a P80 of 111 µm
(2021 PFS – Phase 9a)

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Figure 10-25: RT6 Average CIL and CIP residue grades at a P80 of 99 µm
(2021 PFS – Phase 9a)

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 10-26: RT7 Average CIL and CIP residue grades at a P80 of 120 µm
(2021 PFS – Phase 9a)

Figure 10-27: RT9 Average CIL and CIP residue grades at a P80 of 113 µm
(2021 PFS – Phase 9a)

The gold leach kinetic profiles of the CIP test replicates are presented in Figure 10-28 for each conditions listed in Table 10-27 and for each rock type.
The  plots  suggest  that  gold  recovery  plateaued  after  18  hours  of  leaching  for  all  rock  types.  RT4,  RT7  and  RT9  appeared  to  reach  maximum  gold
dissolution by 12 hours.

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Figure 10-28: Leach kinetics results for RT4, RT5, RT6, RT7 and RT9
(2021 PFS – Phase 9a)

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The potential preg-robbing level of each rock type was determined by the analysis Au31 and Au31a performed in quadruplicate. The preg-robbing levels
for  each  rock  type  are  shown  in  Figure  10-29.  Values  approaching  0%  have  low  potential  for  preg-robbing  while  negative  values  near  -40%  have  a
significant potential for preg-robbing.

Figure 10-29: % Au gain preg-robbing level
(2021 PFS – Phase 9a)

The important conclusions to be drawn from the leach residue assay interpretation of Phase 9a are as follow:

■ RT7 and RT6 showed better recovery both with CIL. The other rock types appeared insensitive to CIL vs CIP;

■ Leach residue grades were consistently as low as what was obtained during previous testwork at SGS for all rock types;

■ None of the five rock types (RT4, RT5, RT6, RT7 and RT9) were sensitive to the addition of lead nitrate at PFS concentration at the test condition at

pH 10;

■ None of the five rock types were sensitive to the leach variable of cyanide concentration at either 0.4 kg/t vs 0.8 kg/t;

■ RT5, RT6, RT7 and RT9 showed better results at pH 10 without lead nitrate. However, the variance is slightly above 0.02 g/t of the method detection

limit, which indicates that this is not significant;

■ RT4 appeared insensitive to either pH 10 or pH 10.5 or with and without lead nitrate addition;

■ Geochemical analysis of the samples showed all rock types with low preg-robbing levels of 5% or less.

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10.5.14 2021 PFS – Phase 9b - Gravity, Grind, Leaching, STR and Flotation Testing

The Phase 9b was conducted by SGS Vancouver on the remaining 100 kg of the 500 kg June 2015 reverse circulation Phase 9 composites from each
rock type. The key objectives of this phase were to:

■ Attempt to demonstrate improved gravity recovery on a bulk sample to the level predicted by previous E-GRG testwork;

■ Develop reliable grind and recovery data by completing five data points at six grind sizes between 90 and 250 microns;

■ Complete additional screening flotation work;

■ Develop additional kinetic and reagent consumption data to optimize the flowsheet;

■ Test representative ore blends to assess impact on recovery and reagents;

■ Complete additional gold deportment and diagnostic leach work on RT7 and RT9 leach residues;

■ Complete stirred reactor testing in attempt to assess and reduce antimony impacts on recovery.

The composite sample selection was described previously in the Section 10.5.10.1. Figure 10-30 illustrates the testwork that were conducted.

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Figure 10-30: 2021 PFS (Phase 9b) testwork outline

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Livengood Gold Project Pre-feasibility Study

10.5.14.1 Phase 9b – Gravity / Intensive Leach Testwork

Phase  9b  gravity  testwork  was  performed  at  a  grind  of  250  µm  (P80).  One  100  kg  composite  by  rock  type  was  processed  in  a  single  pass  through  a
Knelson  concentrator  at  40%  solids.  The  entire  gravity  concentrate  was  intensive  leached,  and  the  tailings  were  assayed  to  determine  the  gold
deportment of the gravity products. The results presented in the Table 10-29 demonstrates that the gravity recovery modeled by FLSmidth/AMIRA and the
Feasibility Study E-GRG work can be achieved.

Table 10-29: Average gold gravity recovery results for each rock type
(2021 PFS – Phase 9b)

Rock type

Calc. head
(Au g/mt)

RT4

RT5

RT6

RT7

RT9

0.70

0.63

0.71

0.78

0.69

Phase 9

FLSmidth/AMIRA
Stage 1
% GRG recovery
P100 – 850 µm

38%

44%

46%

35%

33%

SGS Vancouver
Gravity recovery
with Mozley
P80 – 250 µm

24%

16%

25%

16%

10%

Phase 9b

SGS Vancouver
Gravity recovery
without Mozley
P80 – 250 µm

49%

64%

53%

38%

36%

Calc. head
(Au g/mt)

0.68

0.63

0.76

0.81

0.73

Table 10-30 shows higher gravity recovery of each rock type obtained during Phase 9b testwork leading to an improvement in the overall recovery as
compared to splits from the same composites in Phase 9. The gravity recovery improvement in Phase 9b appears to have removed leachable gold from
the pulp and resulted in lower CIL recovery than Phase 9. The early gravity recovery of otherwise leachable gold could result in reductions in CAPEX and
OPEX in the leach circuit.

Table 10-30: Phase 9 and Phase 9b recovery results comparison
(2021 PFS – Phase 9b)

Rock type

Average
gravity
recovery

Average
CIL
recovery

Overall
recovery

Average
tails
(Au g/mt)

Average
gravity
recovery

Phase 9

Phase 9b

Average CIL
recovery

Overall
recovery

RT4

RT5

RT6

RT7

RT9

24%

16%

25%

16%

10%

78%

77%

64%

43%

48%

83%

80%

72%

52%

53%

0.10

0.11

0.18

0.31

0.29

49%

64%

53%

38%

36%

69%

62%

51%

37%

41%

84%

86%

77%

61%

62%

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Average
tails
(Au g/mt)

0.11

0.10

0.17

0.31

0.32

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The Knelson concentrate from each rock type was intensive leached to determine the recoverable gold. Gold recoveries exceeding 98% were achieved
for  all  rock  types.  The  leach  rates  of  the  Knelson  concentrates  are  shown  in  Figure  10-31.  The  leach  kinetics  of  all  rock  types  were  substantially
completed after 8 hours of leaching and reached 99% by 24 hours.

Figure 10-31: Leach kinetics of the Knelson concentrate
(2021 PFS – Phase 9b)

10.5.14.2 Phase 9b – CIL Tests on Knelson Tailings

A total of 345 standard bottle roll tests were performed on Knelson tailings to determine the extractable gold for each rock type as a function of different
parameters: grind size, preconditioning, pH, and cyanide dosage.

Figure 10-32 shows the CIL residue grades for each rock type at different grind sizes, between 90 µm and 250 µm. Between five and seven data points
are represented at each grind size for the single pass gravity results and ten data points for the double pass gravity results.

Some observations that can be drawn from this testwork are the following:

■ Slightly better recoveries were obtained with the double pass gravity;

■ Some of the residues have the same assay and plot on top of each other. The well clustered data are interpreted to reflect an improvement in the test
protocol  as  a  consequence  of  gravity  recoverable  gold  not  reporting  to  conventional  leaching  and  potentially  impacting  the  repeatability  of  leach
residue assays;

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■ The results of overall recovery versus grind size do not show any inflection point neither for single pass gravity nor for the second pass gravity, which

can suggest that there is an opportunity to conduct testwork on coarser sizes in the future;

■ There was no correlation shown between cyanide consumption and grind size.

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Figure 10-32: CIL residue grade according to grind size
(2021 PFS – Phase 9b)

10.5.14.3 Phase 9b – Regrind and Gravity Separation Testing

A  total  of  46  regrinds  were  performed  at  six  different  grind  sizes,  including  215,  180,  150,  135,  120  and  90  µm  (P80)  for  all  rock  types  and  blend
composites. After regrinding, a total of 15 gravity tests were carried out on each rock type at 180, 135 and 90 µm (P80). The Knelson concentrates were
split  in  half;  one  half  was  forwarded  to  intensive  leach  and  the  other  was  returned  with  the  Knelson  tailings.  The  second  pass  gravity  as  well  as  the
intensive leach results are presented in Table 10-31 to Table 10-33.

The results show that regrinding followed by gravity separation and intensive leach can recover more gold than a single pass in gravity followed by CIL.
The  increased  amount  gain  average  from  0.02  to  0.04  g/t.  These  results  reflect  the  same  opportunity  identified  in  the  gold  deportment  and  diagnostic
leach work that is discussed in Section 10.5.14.6. Enhanced gold recovery is possible by intensive leaching, but improved grinding and/or gravity, or even
whole ore intensive leach may be required.

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Table 10-31: Result summary of the second pass gravity test at 180 µm
(2021 PFS – Phase 9b)

Rock
type

2nd pass grav. 
con. calc. head
(Au g/mt)

Residue
after IL
(Au g/mt)

Au
recovery
from con.
(%)

2nd pass grav. 
Au into con.
(Au g/mt)

Net Au
possible
2nd pass grav. 
(Au g/mt)

1st pass grav. 
CIL tail
(Au g/mt)

2nd pass grav. 
CIL tail
(Au g/mt)

Difference
1st to 2nd pass
(Au g/mt)

RT4

RT5

RT6

RT7

RT9

7.29

6.04

9.62

6.11

6.24

2.82

2.29

3.53

3.56

2.42

61.3

62.1

63.3

41.7

61.2

0.07

0.05

0.09

0.05

0.05

0.04

0.03

0.06

0.02

0.03

0.11

0.11

0.18

0.32

0.33

0.10

0.10

0.17

0.31

0.30

0.01

0.01

0.01

0.01

0.03

Table 10-32: Result summary of the second pass gravity test at 135 µm
(2021 PFS – Phase 9b)

Rock
type

2nd pass grav. 
con. calc. head
(Au g/mt)

Residue
after IL
(Au g/mt)

Au
recovery
from con.
(%)

2nd pass grav. 
Au into con.
(Au g/mt)

Net Au
possible
2nd pass grav. 
(Au g/mt)

1st pass grav. 
CIL tail
(Au g/mt)

2nd pass grav. 
CIL tail
(Au g/mt)

Difference
1st to 2nd pass
(Au g/mt)

3.58

2.75

4.01

3.73

3.41

68.7

64.8

51.3

49.6

40.1

0.11

0.07

0.08

0.07

0.05

0.08

0.05

0.04

0.04

0.02

0.10

0.10

0.16

0.30

0.31

0.08

0.09

0.16

0.29

0.30

0.02

0.01

0.00

0.01

0.01

RT4

RT5

RT6

RT7

RT9

11.4

7.81

8.23

7.40

5.69

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Gravity
intensive
leach gain
(Au g/mt)

0.03

0.02

0.05

0.01

0.00

Gravity
intensive
leach gain
(Au g/mt)

0.06

0.04

0.04

0.03

0.01

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Table 10-33: Result summary of the second pass gravity test at 90 µm
(2021 PFS – Phase 9b)

Rock
type

2nd pass grav. 
con. calc. head
(Au g/mt)

Residue
after IL
(Au g/mt)

Au
recovery
from con.
(%)

2nd pass grav. 
Au into con.
(Au g/mt)

Net Au
possible
2nd pass grav. 
(Au g/mt)

1st pass grav. 
CIL tail
(Au g/mt)

2nd pass grav. 
CIL tail
(Au g/mt)

Difference
1st to 2nd pass
(Au g/mt)

RT4

RT5

RT6

RT7

RT9

10.3

7.44

12.0

10.3

8.36

3.06

3.04

4.91

3.61

3.58

70.3

59.1

59.1

64.8

57.2

0.09

0.07

0.13

0.11

0.09

0.07

0.04

0.07

0.07

0.05

0.10

0.10

0.16

0.30

0.31

0.08

0.08

0.14

0.27

0.29

0.02

0.02

0.02

0.03

0.02

Gravity
intensive
leach gain
(Au g/mt)

0.05

0.02

0.05

0.04

0.03

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10.5.14.4 Phase 9b – Flotation Testwork

Flotation testwork was completed on three replicates of each rock type and on three replicates from ore blends representative of Year 1, Year 2, Year 4
and LOM at a grind size of 180 µm (P80). The test conditions for all rock types were based on previously optimized flotation conditions for RT7 and RT9.
The  intent  was  to  achieve  a  15%  mass  pull.  Table  10-34  shows  the  averages  of  the  replicate  results  for  each  sample.  Table  10-35  presents  the
comparison  of  the  overall  recovery  by  test  condition.  As  shown  in  this  table,  overall  recovery  for  gravity  followed  by  flotation  was  3%  to  12%  lower
compared to recovery for gravity followed by CIL. These poor results eliminated the flotation in the selected process flowsheet.

Table 10-34: Flotation testwork results
(2021 PFS – Phase 9b)

Sample

Mass Pull

Flotation recovery

RT4

RT5

RT6

RT7

RT9

Y1

Y2

Y4

LOM 180

LOM 135

LOM 90

27%

12%

15%

16%

16%

16%

12%

12%

18%

18%

17%

46%

44%

34%

32%

30%

38%

32%

42%

36%

38%

38%

Table 10-35: Overall recovery comparison
(2021 PFS – Phase 9b)

Rock
Type

RT4

RT5

RT6

RT7

RT9

Gravity
recovery

CIL
recovery

Gravity CIL
recovery

Flotation
recovery

49%

64%

53%

38%

36%

69%

62%

51%

37%

41%

84%

86%

77%

61%

62%

46%

44%

34%

32%

30%

Gravity
flotation
recovery

72%

77%

67%

58%

53%

Difference

12%

8%

9%

3%

8%

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Livengood Gold Project Pre-feasibility Study

10.5.14.5 Phase 9b – Effect of Ore Blend

A series of blend composites was prepared for the first time to evaluate potential impacts of mixing the chemical and physical properties of the ore types
on recovery and reagent consumptions. The composition of the blends is presented in Table 10-36.

Table 10-36: Composition of blend composites
(2021 PFS – Phase 9b)

Rock type

Blend Year 1

Blend Year 2

Blend Year 3

Blend LOM

RT4

40%

9%

9%

15%

RT5

27%

9%

82%

23%

RT6

27%

45%

9%

23%

RT7

0%

0%

0%

15%

RT9

7%

36%

0%

23%

The effect of ore blend on recoveries and mass pull are presented in the Table 10-37. The results show that there are no significant adverse recovery
issues  introduced  by  mixing  ore  types.  The  difference  between  measured  and  projected  data  were  varying  between  -7%  to  1%  for  the  CIL  recovery,
flotation recovery and mass pull. There was no statistically significant difference in measured CIL residue grades as compared to predicted grades.

Table 10-37: Effect of ore blend on CIL recovery, leach residue, flotation recovery and mass pull
(2021 PFS – Phase 9b)

Rock Type

Projected tails (Au g/mt)

Measured tails (Au g/mt)

Difference (measured-projected)

Projected CIL recovery

Measured CIL recovery

Difference (measured-projected)

Projected float recovery

Measured float recovery

Difference (measured-projected)

Projected mass pull

Measured mass pull

Difference (measured-projected)

Year 1
blend

0.14

0.13

-0.01

61%

56%

-5%

41%

38%

-3%

19%

16%

-3%

Year 2
blend

Year 4
blend

LOM blend

0.21

0.21

0.00

50%

44%

-6%

34%

32%

-2%

16%

12%

-4%

0.11

0.11

0.00

61%

59%

-3%

43%

42%

-1%

14%

12%

-2%

0.20

0.19

-0.01

52%

45%

-7%

37%

37%

0%

17%

18%

1%

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10.5.14.6 Phase 9b – Residue Characterization

AMTEL completed a gold deportment study on three replicate samples selected from the Phase 9b RT7 and RT9 gravity/CIL leach residues from the 105
µm metallic screen undersize. The gold deportment study demonstrated that approximately 17% of gold in these samples was recoverable from both rock
types by intensive leaching. Some of the gold in the tailings was observed to have developed a coating, interpreted as silver and silver oxide developed in
part by gold depletion during leaching. Figure 10-33 shows the gold deportment.

Figure 10-33: Deportment of gold by leach form and carrier
(2021 PFS – Phase 9b)

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SGS  completed  six  diagnostic  leach  tests  on  triplicates  of  both  RT7  and  RT9  gravity/CIL  residues  at  a  grind  size  of  120  µm  from  the  105  µm  metallic
screen undersize to diagnose the presence of gold encapsulated by other minerals. The diagnostic leach work indicates that 14.7% of the gold in RT7
residues  and  18.1%  of  the  gold  in  the  RT9  residues  is  recoverable  by  intensive  leach  at  this  particle  size.  This  result  corroborates  the  AMTEL  gold
deportment work shown previously. Figure 10-34 shows the average diagnostic leach results for RT7 and RT9.

Figure 10-34: Diagnostic leach result distribution
(2021 PFS – Phase 9b)

10.5.14.7 Phase 9b – Stirred Tank Reactor (STR) Leach Tests

A  stirred  tank  reactor  testwork  program  was  completed  under  the  direction  of  BBA.  The  program  was  initiated  at  SGS  Vancouver  in  British  Columbia.
Samples were shipped to BBA laboratory in Hamilton, Ontario. Leaching products were assayed at SGS Lakefield in Ontario. The test program included
the use of lead nitrate to study the influence of passivation of the gold surfaces during grinding and leach sample preparation. Phase 9b included testing
of six aliquots, all weighing approximately 1 kg from each rock type (RT4, RT5, RT6, RT7 and RT9).

The objectives of the testwork program were to:

■ Compare the leaching performance at 16 and 24 hours;

■ Assess whether controlled leaching conditions could improve Au recovery;

■ Search opportunities to reduce the leaching time and reagent consumptions.

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Livengood Gold Project Pre-feasibility Study

The  test  program  was  conducted  on  Knelson  gravity  tails  at  a  grind  size  of  180  µm  (P80).  Tests  were  conducted  in  stirred  tank  reactor  (STR)  under
controlled conditions of the following variables: temperature, agitation, pH, oxidation reduction potential (ORP), free cyanide, and dissolved oxygen (DO).
Table 10-38 shows the matrix conditions. To study possible passivation of the Au surface during the leaching testwork, the use of DO in the 12-14 ppm
range instead of 6-8 ppm was used for one of the aliquots for each rock type.

Table 10-38: STR leach matrix conditions
(2021 PFS – Phase 9b)

Lead nitrate

Rock Type

During re-
grinding
(g/mt)

During pre-
cond.
(g/mt)

pH

DO pre-
cond.
(ppm)

DO during
leaching
(ppm)

Initial NaCN
dosage
(kg/mt)

NaCN during
leach
(kg/mt)

Leaching
time

RT4

RT5

RT6

RT7

RT9

100

50

100

200

200

25

18

25

50

50

10.2

6 - 8

6 - 8

0.4

0.2

16 & 24

Table 10-39 presents a summary of the average results of the STR testwork program. Some observations that can be drawn from this table are listed
below:

■ The Au residue was similar (within the experimental error of 0.02 g/t) for the 16 and 24-hour tests, for all rock types;

■ The Au recovery based on the carbon adsorption was higher in all cases at 16-hour vs 24-hour tests, except RT7;

■ The Au recovery based on the residue was higher in RT4, RT6 and RT9 at 16-hour vs 24-hour, except RT5 and RT7.

■ Higher DO (range 12 to 14 ppm O2 instead of 6 to 8 ppm O2) did not have an impact on Au leaching;

■ The NaCN consumptions were between 0.25 and 0.40 kg/t with an average of 0.33 kg/t. Since the STR testwork are closer to the reality than the

bottle roll tests, it can be expected that the NaCN consumption will be lower than what was used in the testwork of the other phases;

■ The NaCN consumptions were lower for all rock types at 16-hour vs 24-hour, except for RT5. It could be explained by the lower lead nitrate addition

for this rock type;

■ The CaO consumptions were between 0.74 to 1.09 kg/t with an average of 0.87 kg/t. Since the STR testwork are closer to the reality than the bottle

roll tests, it can be expected that the CaO consumption will be lower than what was used in the testwork of the other phases;

■ The CaO consumptions were higher for all rock types at 16 hours, except RT5;

■ These controlled leach tests were not able to reduce leach residue assays below the bottle roll results from SGS shown previously in Figure 10-32 at

a grind size of 180 µm.

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Table 10-39: Average STR testwork results
(2021 PFS – Phase 9b)

Rock
Type

RT4

RT5

RT6

RT7

RT9

Leach
time
(hours)

Reagent
consumption

NaCN
(kg/mt)

CaO
(kg/mt)

Residue
grade
(Au g/mt)

Head grade

Au recovery

Calculated
(Au g/mt)

Direct
(Au g/mt)

Carbon ads
(%)

Residue
(%)

24

16

24

16

24

16

24

16

24

16

0.40

0.32

0.25

0.33

0.37

0.27

0.36

0.34

0.34

0.29

0.91

1.05

0.82

0.77

0.74

0.84

0.88

1.09

0.76

0.81

0.12

0.11

0.09

0.11

0.19

0.21

0.31

0.32

0.33

0.32

0.36

0.37

0.25

0.28

0.34

0.38

0.51

0.49

0.50

0.52

0.35

0.23

0.36

0.47

0.47

67.7

71.2

60.7

61.3

43.3

46.8

42.2

37.7

36.5

39.4

66.3

70.0

62.5

61.2

42.4

43.5

38.7

35.2

34.6

37.6

Figure  10-35  shows  kinetic  plots  of  Au  leaching  residue  vs  time.  Similar  kinetic  rates  can  be  observed  in  both  the  16-hour  and  24-hour.  These  tests
confirm Phase 9a work showing that the leach kinetics appeared to reach maximum gold dissolution by 12 hours as shown previously in Figure 10-28.

The  addition  of  lead  nitrate  during  regrind  and  pre-conditioning  did  not  improve  Au  leaching  kinetics  or  Au  leaching  tails.  A  lead  nitrate  optimization
program is suggested to study the impact of the addition of lead nitrate in Au leach kinetics and cyanide consumption.

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Figure 10-35: Leach kinetics 16 vs 24 hours
(2021 PFS – Phase 9b)

10.5.14.8 Phase 9b – Reprocessing of CIL Residues

Various CIL tailing metallic screen undersize residues, after being pulverized to approximately 50 µm (P80) from different particle sizes, were reconstituted
to  make  up  a  sample  for  each  rock  type.  These  samples  were  reprocessed  through  a  gravity  concentrator  in  a  single  pass.  The  concentrates  were
forwarded to intensive leaching and the gravity tails were sent to CIL to determine if the liberated gold identified by AMTEL and SGS diagnostic leach can
be recovered significatively.

Table 10-40 presents the results of the concentrate regrinding followed by intensive leaching. Modest improvement in tail residue grades and recoveries
were obtained. The 3.5% and 3.0% values for RT7 and RT9 (as a percentage of gold in the CIL tails) compares to the 15%-17% obtained by AMTEL and
SGS diagnostic leach, which means that the liberated gold appears to be too small to be recovered by gravity circuit.

Table 10-40: Knelson concentrate intensive leach results
(2021 PFS – Phase 9b)

Sample ID

KnelCon of RT4 Residues

KnelCon of RT5 Residues

KnelCon of RT6 Residues

KnelCon of RT7 Residues

KnelCon of RT9 Residues

Residue grade
(Au g/mt)

Au recovery
(%)

0.09

0.10

0.17

0.33

0.30

14.9

8.14

5.35

3.52

3.05

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Reprocessing the Knelson tailings by the CIL methodology liberated additional leachable gold and obtained tail residue grades and recovery shown in
Table 10-41. The 16.9% and 23.8% recovery improvement for RT7 and RT9 (as a percentage of gold in the CIL tails) compares favorably to the 15%-17%
obtained  by  AMTEL  and  SGS  diagnostic  leach.  The  overall  recovery  increase  by  rock  type  is  shown  in  the  right  column.  These  data  warranted  a  re-
examination of the grind/recovery characteristics, which was completed in Phases 11 and 12, following the success at improving the gravity circuit test
protocols.

Table 10-41: Knelson tailings CIL results
(2021 PFS – Phase 9b)

Sample ID

RT4 Knelson Tail of CIL residues

RT5 Knelson Tail of CIL residues

RT6 Knelson Tail of CIL residues

RT7 Knelson Tail of CIL residues

RT9 Knelson Tail of CIL residues

Residue grade
(Au g/mt)

Au recovery in CIL
tails
(%)

Au overall recovery
increase
(%)

0.06

0.06

0.13

0.24

0.23

29.1

35.8

16.9

16.9

23.8

4.9

3.4

4.0

6.4

12.4

10.5.15 2021 PFS – Phase 11

The Phase 11 was conducted by SGS Vancouver on 100 kg composites prepared from the RC rig duplicates store at Livengood site since 2012 drilling
from each of the five rock types. The objectives of this phase were to:

■ Assess whether gold recovery is dependent upon orebody location in relation to the 100 ppm antimony shell;

■ Improve the understanding of the gold grade/recovery and grind size/recovery relationships.

The samples were based on rock type, oxide/sulfide zone type, gold concentration, antimony concentration and location with respect to the antimony 100
ppm shell. The samples were composited to achieve three targeted grades; resource average grade (RTXX-1), average grade plus cut-off (RTXX-2) and
average grade plus two times cut-off (RTXX-3). When adequate samples were available for compositing, three composites for each targeted grade were
prepared from outside the 100 ppm antimony shell (RTXO-X) and three composites from inside the 100 ppm antimony shell (RTXS-X). The antimony shell
is a complex 3D solid modeled to include the areas of highest antimony concentration in the orebody. All composites were selected to have less than 100
ppm  antimony  so  as  to  determine  whether  mere  proximity  to  generally  higher  antimony  levels  resulted  in  an  impact  on  gold  recovery,  even  at
approximately similar antimony concentrations of the composites themselves. Rock types RT4 and RT5 did not have sufficient samples to prepare the
“inside the 100 ppm antimony shell” composites. Table 10-42 presents some characteristics of the composites.

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Livengood Gold Project Pre-feasibility Study

Samples were ground to a grind size of 250 µm (P80), processed twice in a gravity concentrator, the tailings were split and reground to grind sizes of 180
µm and 50 µm (P80). The gravity concentrates from both passes for a given rock type were combined and intensive leached while the gravity tailings were
CIL leached according to the same protocol as Phase 9b. Figure 10-36 illustrates the metallurgical test procedures that were conducted.

Table 10-42: Composites characteristics
(2021 PFS – Phase 11)

Sample ID

Drill assay head grade
(Au g/mt)

Arsenic concentration
(As ppm)

Antimony concentration
(Sb ppm)

RT4O-1

RT4O-2

RT4O-3

RT5O-1

RT5O-2

RT5O-3

RT6S-1

RT6S-2

RT6S-3

RT6O-1

RT6O-2

RT6O-3

RT7S-1

RT7S-2

RT7S-3

RT7O-1

RT7O-2

RT7O-3

RT9S-1

RT9S-2

RT9S-3

RT9O-1

RT9O-2

RT9O-3

0.64

0.99

1.38

0.59

0.93

1.31

0.72

0.97

2.48

0.70

1.05

1.41

0.80

1.45

1.84

0.77

1.20

1.69

0.84

1.20

1.69

0.83

1.21

1.61

5 159

3 227

1 800

1 944

3 301

4 286

4 327

2 271

2 730

2 447

3 171

3 772

5 418

4 776

4 677

3 077

3 144

3 440

4 859

12 001

6 871

6 446

7 855

8 642

28

28

27

24

27

27

55

48

76

26

32

30

58

57

59

37

40

31

51

71

57

47

43

43

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Figure 10-36: 2021 PFS (Phase 11) testwork outline

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Livengood Gold Project Pre-feasibility Study

10.5.15.1 Phase 11 – Gravity / Intensive Leach Testwork

Phase 11 gravity testwork was performed at a grind of 250 µm (P80). The results obtained from the two-stage gravity test are presented in the Table 10-
42. Phase 9b and Phase 11 make two consecutive test programs with gravity results near those predicted by AMIRA for the Phase 9 composites. These
results confirm the gravity circuit performance and demonstrate the need for a robust gravity circuit. As shown in Figure 10-37, gravity recovery does not
appear to be a function of head grade.

Table 10-43:  Gravity separation results
(2021 PFS – Phase 11)

Composite Name

Calculated head
(Au g/mt)

1st pass grav. 
recovery
(%)

2nd pass grav. 
recovery
(%)

Total gravity
recovery 
(%)

Gravity tail
(Au g/mt)

RT4O-1

RT4O-2

RT4O-3

RT5O-1

RT5O-2

RT5O-3

RT6S-1

RT6S-2

RT6S-3

RT6O-1

RT6O-2

RT6O-3

RT7S-1

RT7S-2

RT7S-3

RT7O-1

RT7O-2

RT7O-3

RT9S-1

RT9S-2

RT9S-3

RT9O-1

RT9O-2

RT9O-3

0.54

1.02

0.75

0.63

1.03

1.23

0.95

0.74

1.74

0.74

0.91

0.99

1.12

1.24

1.04

0.91

1.01

1.12

0.92

1.27

1.16

1.09

1.44

1.18

47.9

53.0

44.0

45.7

49.7

33.3

54.1

46.0

50.6

42.7

40.9

38.9

54.5

51.2

44.4

57.0

58.6

70.7

46.0

31.0

44.8

41.0

42.0

29.3

3.9

8.8

13.3

5.3

7.6

7.6

4.2

9.3

21.4

3.4

11.9

6.8

5.3

8.7

3.8

5.7

4.0

3.4

3.0

3.5

5.5

2.4

4.8

7.1

51.8

61.8

57.3

51.0

57.3

40.9

58.3

55.3

72.0

46.1

52.8

45.7

59.8

59.9

48.2

62.7

62.6

74.1

49.0

34.5

50.3

43.4

46.8

36.4

0.26

0.39

0.32

0.31

0.44

0.73

0.40

0.33

0.49

0.40

0.43

0.54

0.45

0.50

0.54

0.34

0.38

0.29

0.47

0.83

0.58

0.62

0.77

0.75

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Figure 10-37: Gravity recovery vs calculated head by rock type
(2021 PFS – Phase 11)

The 1st pass Knelson concentrate and the 2nd pass Knelson concentrate were forwarded separately for intensive leach cyanidation. High gold recoveries
exceeding 94% to 99% were achieved by 1st pass concentrates and gold recoveries of 73% to 98% were achieved by 2nd pass concentrates.

10.5.15.2  Phase 11 – CIL Tests on Knelson Tailing Leach Testwork and Overall Recovery

A total of 720 bottle roll tests on the 24 variability samples were conducted to determine the extractable gold from the Knelson tailing as a function of grind
size. For each variability sample, ten replicate bottle roll tests were performed at three different grind sizes, 250, 180 and 50 µm (P80).

Figure 10-38 presents the overall recovery related to the antimony concentration. The results show that, if related to only one parameter, RT6 and RT7
recoveries seem to be not dependent on the sample location being inside or outside the 100 ppm antimony shell. RT9 has one composite that showed
reduced  recovery  that  could  be  related  to  location,  antimony  concentration  or  other  factors.  RT4  and  RT5  did  not  have  composites  from  within  the
antimony shell. However, a statistical analysis that is discussed in Section 10.6.2, demonstrated in a 3D model that gold recoveries appear to be slightly
dependent on the sample location being inside or outside the 100 ppm antimony shell when they are related to grind size and head grades.

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Livengood Gold Project Pre-feasibility Study

Figure 10-38: Overall gold recovery according to location inside or outside the 100 ppm Sb shell
(2021 PFS – Phase 11)

Figure 10-39 shows the overall gold recovery according to the grind size. Coarsening the grind to 250 µm (P80) results in gold recovery losses between
1% and 4% depending on the rock type. However, similar to the results of Phase 9b, these results do not show any inflection point between 250 and 180
µm, which can suggest that there is an opportunity to conduct testwork on coarser sizes in the future.

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Livengood Gold Project Pre-feasibility Study

Figure 10-39: Overall gold recovery according to grind size
(2021 PFS – Phase 11)

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Livengood Gold Project Pre-feasibility Study

10.5.15.3 Bulk CIP Tailings Production

A series of six bulk regrind and cyanidation leach tests were performed to produce fresh leach tailings slurry for off-site geotechnical testing. Three leach
feed composites, RT4O, RT5O, and RT9S, were prepared in duplicate by blending 1 kg of Knelson tailings and grinding to a target P80 of 50 µm or 180
µm.  The  entire  ground  slurry  was  then  forwarded  for  carbon-in-pulp  (CIP)  testing.  Table  10-44  shows  the  obtained  results,  which  yielded  similar  gold
recovery  to  the  1  kg  CIL  bottle  roll  tests;  however,  a  slight  increase  in  residual  gold  grade  may  be  evident  in  the  CIP  tests.  The  geotechnical
characteristics of these leach residues are discussed in Section 10.5.16.7.

Table 10-44:  10kg Bulk results from Phase 11
(2021 PFS)

Target leach
P80
(µm)

50

180

50

180

50

180

Au grade
(Au g/mt)

0.32

0.32

0.49

0.49

0.63

0.63

Rock type

RT4O

RT5O

RT9S

Au leach
recovery
(%)

73.7%

64.6%

53.3%

49.2%

47.7%

40.1%

Important conclusions that can be drawn from the Phase 11 test program include:

■ The good results obtained with the gravity testwork confirm the gravity circuit performance and demonstrate the need for a robust gravity circuit;

■ Depending on the rock type, gold recovery is slightly related to the location either inside or outside the 100 ppm antimony shell.  

10.5.16 2021 PFS – Phase 12

The  Phase  12  was  completed  by  SGS  Vancouver  on  100  kg  composites  prepared  from  split  core  from  each  of  the  five  major  rock  types.  Two  new
composites with higher antimony concentration were added during this phase. The objectives were the same as Phase 11:

■ To assess whether gold recovery is dependent upon orebody location in relation to the 100 ppm antimony shell;

■ To improve the understanding of the gold grade/recovery and grind size/recovery relationships.

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The main differences were that Phase 12 was completed on core samples rather than RC rig duplicates and the availability of core allowed for a more
specific  selection  of  sample  location  and  grade  distribution.  The  samples  were  based  on  rock  type,  gold  concentration,  antimony  concentration  and
location  with  respect  to  the  antimony  100  ppm  shell.  The  samples  were  composited  to  achieve  three  targeted  grades,  same  as  described  in  Section
10.5.15 and were processed as shown in Figure 10-36 from this same section. Table 10-45 presents some characteristics of the composites.

Table 10-45: Composites characteristics
(2021 PFS – Phase 12)

Sample ID

Drill assay head grade
(Au g/mt)

Arsenic concentration
(As ppm)

Antimony concentration
(Sb ppm)

CRT4O-1

CRT4O-3

CRT5O-1

CRT5O-2

CRT5O-3

CRT6S-1

CRT6O-1

CRT6O-2

CRT6O-3

CRT7S-1

CRT7S-2

CRT7S-3

CRT7O-1

CRT7O-2

CRT7O-3

CRT9S-1

CRT9S-2

CRT9S-3

CRT9O-1

CRT9O-2

CRT9O-3

CRT6 300

CRT6 Kin300

0.61

2.46

0.61

0.93

1.25

0.45

0.69

1.03

1.40

0.75

1.18

1.94

0.77

1.19

1.60

0.83

1.17

2.03

0.84

1.21

1.60

0.84

1.20

3 682

11

2 513

3 723

2 744

2 285

3 699

3 934

2 649

3 310

3 934

4 129

2 393

2 302

3 503

5 831

6 672

8 484

6 231

6 743

4 729

4 859

12 001

37

35

18

19

17

58

33

33

21

55

45

45

28

25

38

60

67

61

44

42

35

51

71

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10.5.16.1 Phase 12 – Gravity / Intensive Leach Testwork

Phase 12 gravity testwork was performed at a grind of 250 µm (P80). The results obtained from the two-stage gravity test are presented in the Table 10-
46. Phase 12 confirmed the robust gravity recovery of Phases 9b and 11. As shown in Figure 10-40, gravity recovery increased as a function of head
grade for all rock types. This may be explained by the larger spread in grades tested.

Table 10-46: Gravity separation results
(2021 PFS – Phase 12)

Composite
Name

Calculated head
(Au g/mt)

1st pass grav.
recovery
(%)

2nd pass grav.
recovery
(%)

Total gravity
recovery
(%)

Gravity tail
(Au g/mt)

CRT4O-1

CRT4O-3

CRT5O-1

CRT5O-2

CRT5O-3

CRT6S-1

CRT6O-1

CRT6O-2

CRT6O-3

CRT7S-1

CRT7S-2

CRT7S-3

CRT7O-1

CRT7O-2

CRT7O-3

CRT9S-1

CRT9S-2

CRT9S-3

CRT9O-1

CRT9O-2

CRT9O-3

CRT6 300

CRT6 Kin300

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0.76

3.20

0.77

0.99

1.38

0.49

0.76

1.03

2.70

0.78

1.06

2.36

0.90

0.82

1.55

0.98

1.11

2.25

1.03

1.44

2.03

0.67

0.89

34.7

38.8

46.8

40.7

54.7

25.6

31.3

42.2

74.6

25.3

42.0

60.0

38.7

37.4

58.0

17.2

15.1

42.9

25.0

27.7

45.0

18.6

23.5

4.0

5.7

2.6

4.9

4.0

4.6

13.3

5.5

3.2

11.7

5.6

5.3

8.2

7.7

5.3

1.5

1.9

4.3

2.6

2.8

2.4

5.0

4.3

38.7

44.5

49.4

45.6

58.7

30.2

44.6

47.7

77.8

37.0

47.6

65.3

46.9

45.1

63.3

18.7

17.0

47.2

27.6

30.5

47.4

23.6

27.8

0.47

1.78

0.39

0.54

0.57

0.34

0.34

0.54

0.60

0.49

0.56

0.82

0.48

0.45

0.57

0.80

0.92

1.19

0.75

1.00

1.07

0.52

0.65

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Figure 10-40: Gravity recovery vs calculated head by rock type
(2021 PFS – Phase 12)

The 1st pass Knelson concentrate and the 2nd pass Knelson concentrate were forwarded separately for intensive leach cyanidation. High gold recoveries
exceeding 70% to 99.6% were achieved by the 1st pass concentrates and gold recoveries of 36% to 97% were achieved by the 2nd pass concentrates.

10.5.16.2 Phase 12 – CIL Tests on Knelson Tailing Leach Testwork and Overall Recovery

A total of 665 bottle roll tests on the 23 variability samples were conducted to determine the extractable gold from the Knelson tailing as a function of grind
size. For each variability sample, ten replicate bottle roll tests were performed at three different grind sizes, 250, 180 and 50 µm (P80).

Figure 10-41 presents the overall recovery related to the antimony concentration. The results show that, if related to only one parameter, recoveries seem
to be not dependent on the sample location being inside or outside the 100 ppm antimony shell. RT4 and RT5 did not have composites from within the
antimony shell. However, a statistical analysis that is discussed in Section 10.6.2, demonstrated in a 3D model that gold recoveries appear to be slightly
dependent on the sample location being inside or outside the 100 ppm antimony shell when they are related to grind size and head grades.

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Figure 10-41: Overall gold recovery according to location inside or outside the 100 ppm Sb shell
(2021 PFS – Phase 12)

Figure 10-42 shows that RT5O, RT6(O&S), RT7S and RT9(O&S) revealed a positive gold recovery according to calculated head grade relationship, while
RT4O and RT7O revealed a negative relationship.

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Figure 10-42: Overall gold recovery according to calculated head grade
(2021 PFS – Phase 12

10.5.16.3 Phase 12 – Solid-Liquid Separation

Solid-liquid separation and geotechnical testing was conducted by SGS Canada, Burnaby laboratory on all five rock types at three grind sizes, 50 µm, 180
µm and 250 µm (P80). A total of 15 charges were prepared representing five composites in triplicate to perform flocculant scoping, static and dynamic
thickening, underflow rheology, pressure filtration and geotechnical testing. The objective was to obtain the solid-liquid separation and pressure filtration
data from different grind sizes necessary to evaluate the trade-off between thickener/slurry tailings and thickener/pressure filtration/dry stack tailings. This
trade-off was part of the Whittle optimization study and is discussed in Section 10.7.2.1 while the geotechnical results are discussed in Section 10.5.16.7.

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10.5.16.4 Phase 12 – Impact of Lead Nitrate on Gold Recovery

A total of 80 cyanide bottle roll leach tests on Knelson tailings were performed to evaluate the impact of lead nitrate and cyanide concentrations in the CIL
circuit on overall gold recovery of the five rock types at a grind size of 180 µm (P80), at resource average grade and based on the source location, i.e.,
outside or inside the Sb 100 ppm shell.

The results shown in Table 10-47 confirmed earlier testwork which indicated that the overall gold recovery does not appear to be highly sensitive to either
lead  nitrate  (0-200  ppm)  or  cyanide  (0.4-0.8  kg/t)  concentrations.  These  data  were  used  to  support  the  Whittle  optimization  study  that  is  discussed  in
Section 10.7.2.1.

Sample ID

Lead nitrate
conc.
(g/mt)

CRT4O

CRT4O

CRT5O

CRT5O

CRT6O

CRT6O

CRT6S

CRT6S

CRT7O

CRT7O

CRT7S

CRT7S

CRT9O

CRT9O

CRT9S

CRT9S

0

50

0

100

0 - 50

100

0 - 50

100

0 - 100

200

0 - 100

200

0 - 100

200

0 - 100

200

NaCN
dosage
(kg/mt)

0.80

0.60

0.80

0.60

0.60 – 0.80

0.40

0.60 – 0.80

0.40

0.60 – 0.80

0.40

0.60 – 0.80

0.40

0.60 – 0.80

0.40

0.60 – 0.80

0.40

Table 10-47: Average CIL testwork results
(2021 PFS – Phase 12)

NaCN
cons.
(kg/mt)

CaO cons.
(kg/mt)

Au residue
grade
(Au g/mt)

Au calc.
head
(Au g/mt)

Au
recovery 
(%)

0.20

0.32

0.21

0.17

0.18

0.15

0.20

0.18

0.19

0.19

0.22

0.15

0.20

0.16

0.21

0.17

1.82

1.85

0.77

0.81

0.89

0.94

0.53

0.58

0.85

1.17

0.88

0.81

0.73

1.16

1.16

1.18

0.08

0.08

0.13

0.14

0.20

0.20

0.25

0.26

0.21

0.47

0.39

0.33

0.38

0.63

0.47

0.62

0.44

0.43

0.36

0.38

0.48

0.51

0.32

0.34

0.43

0.54

0.47

0.80

0.71

1.02

0.77

0.94

79.9

80.7

59.8

60.8

59.1

61.3

23.6

24.9

50.7

12.8

18.3

59.1

45.9

38.6

39.6

34.0

10.5.16.5 Phase 12 – Flotation Testwork

Flotation concentrates were prepared from unprocessed gravity tails for two rock types, RT7 and RT9, that had previously been ground to 250 µm (P80).
These  gravity  tails  were  reground  to  a  grind  size  of  90  µm  (P80)  and  processed  through  five  stages  of  flotation  using  optimal  flotation  condition  from
Phases 8 and 8b. The concentrates were then reground to 9 µm prior to be split into four equal parts. One part was processed by CIL, one part by hot
alkaline leach (HAL), one by pressure oxidation (POX) and the last one was preserved.

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The results from five stages of flotation presented in Table 10-48 shows that 20% to 25% mass pull can be achieved and that 88% to 91% of the gold
contained in the gravity tailings reported to the flotation concentrate.

Table 10-48: Flotation testwork results
(2021 PFS – Phase 12)

Sample ID

RT7S-1

RT7S-2

RT9S-1

RT9S-2

Calculated
head
(Au g/mt)

0.38

0.43

0.75

0.88

Mass pull
(%)

22

21

25

20

Au from gravity tails
into concentrate
(%)

Concentrate
grade
(Au g/mt)

90

91

88

88

1.56

1.88

2.67

3.87

Flotation
tails grade
(Au g/mt)

0.05

0.05

0.12

0.13

The results presented in Table 10-49 show that ultra-fine grinding (UFG) followed by CIL recovered 38% to 49% of the gold from the flotation concentrate,
while UFG followed by POX recovered 86% to 92% and UFG followed by HAL recovered 39% to 72%.

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Table 10-49: Flotation concentrate leach results
(2021 PFS – Phase 12)

Sample ID

NaCN add’n
(kg/mt)

NaCN cons.
(kg/mt)

CaO add’n
(kg/mt)

CaO cons.
(kg/mt)

S2- residue
grade
(%)

Au residue
grade
(g/mt)

Au calc.
Head
(g/mt)

Au recovery –
carbon
adsorption 
(%)

Au recovery –
leached from
residue 
(%)

1.18

1.09

1.08

1.31

1.04

1.02

1.10

1.48

1.46

1.28

2.10

1.33

0.95

0.74

0.71

1.07

0.57

1.02

1.05

1.25

1.20

1.23

1.77

1.11

1.0

7.4

0.8

1.3

3.4

0.7

1.3

21.9

2.3

1.4

43.0

2.7

1.0

7.4

0.8

1.3

3.3

0.7

1.3

21.9

2.3

1.4

42.7

2.7

5.8

0.2

3.3

5.3

0.7

2.6

11.9

1.9

10.4

14.9

1.0

13.6

1.00

0.16

0.72

1.11

0.18

0.40

1.27

0.32

0.72

2.10

0.28

1.66

1.63

1.95

1.18

1.92

2.60

1.18

2.52

2.39

2.60

3.40

3.70

3.74

37.6

90.9

37.5

42.0

92.3

58.1

49.4

85.7

71.8

38.0

92.0

55.2

RT7S-1-CIL-UFG

RT7S-1-CIL-POX

RT7S-1-CIL-HAL

RT7S-2-CIL-UFG

RT7S-2-CIL-POX

RT7S-2-CIL-HAL

RT9S-1-CIL-UFG

RT9S-1-CIL-POX

RT9S-1-CIL-HAL

RT9S-2-CIL-UFG

RT9S-2-CIL-POX

RT9S-2-CIL-HAL

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38.6

91.6

38.7

42.4

92.9

65.8

49.7

86.8

72.3

38.2

92.3

55.6

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Table 10-50 shows overall recoveries when the flotation concentrate is reground, then POX/CIL on the reground concentrates and CIL on the flotation
tails compared to the same flowsheet without POX. The results show that an average increase of 32% can be achieved on the overall recovery when
using POX.

Table 10-50: Overall recovery comparison when using POX
(2021 PFS – Phase 12)

Gravity/Flotation/UFG/POX/CIL
+ CIL float tails
overall recovery
(%)

Gravity/Flotation/UFG/CIL
+ CIL float tails
overall recovery
(%)

89.9

92.8

87.7

88.7

58.0

65.4

59.7

46.9

Sample ID

RT7S-1

RT7S-2

RT9S-1

RT9S-2

Average

Difference
(%)

31.9

27.4

28.0

41.8

32.3

10.5.16.6 Phase 12 – Enhanced Gravity and POX/CIL Testwork

Enhanced gravity concentrates were prepared from Phase 12 unprocessed gravity tails for two rock types, RT7 and RT9, that had previously been ground
to 250 µm (P80), processed twice through a Knelson gravity concentrator, split into 1 kg aliquots, processed through CIL leach and pulverized to pass a
105-micron screen for metallic screen assay of the CIL residues. These residues were processed four times through a Knelson concentrator to obtain a
5% mass pull. This concentrate was then ground at a grind size of 9 µm (P80) and then POX/CIL leached.

Table 10-51 presents the obtain results. These enhanced gravities and POX/CIL recoveries resulted in overall recoveries varying between 66% to 86%
representing an increase of 24% compared to the previous Phase 12 recoveries presented in Section 10.5.16.2.

Table 10-51: Enhanced gravity followed by POX/CIL results
(2021 PFS – Phase 12)

Sample ID

RT7S-1

RT7S-2

RT9S-1

RT9S-2

FEBRUARY 2022

Calculated
head grade
(Au g/mt)

Mass pull
(%)

0.44

0.41

0.49

0.63

4.1

4.1

5.3

5.6

Au from gravity
tails into
concentrate
(%)

45.7

44.3

43.6

35.4

Concentrate
grade
(Au g/mt)

Four pass
gravity tails
(Au g/mt)

POX
recovery
(%)

4.92

4.43

3.98

4.00

0.25

0.24

0.29

0.43

87.9

91.5

92.8

98.3

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10.5.16.7 Phase 12 – Geotechnical Testwork

Geotechnical testing was conducted by SGS Canada, Burnaby laboratory and by Knight Piésold, Denver, Colorado laboratory on all five rock types at two
grind  sizes,  50  µm  and  250  µm  (P80).  Testing  included  particle  size  analysis,  Atterberg  limits,  laboratory  compaction  (Proctor),  strength  (consolidated-
undrained  triaxial  compression),  and  permeability  on  a  total  of  10  samples.  The  objective  was  to  obtain  data  from  different  grind  sizes  necessary  to
evaluate  the  trade-off  between  thickener/slurry  tailings  and  filtration/dry  stack  tailings.  This  trade-off  was  part  of  the  Whittle  optimization  study  and  is
discussed in Section 10.7.2.1. Table 10-52 and Table 10-53 present the results of the testing completed.  

Index and strength testing show that material properties change with grind size. The finer grind (50 µm) results in tailings with a lower sand content and a
higher clay content, as expected. This difference in particle size results in tailings material that achieves a lower compacted density and a slightly lower
effective  stress.  When  evaluating  the  dry  stack  tailings  facility  alternative,  it  was  determined  that  the  coarser  grind  tailings  (250  µm)  provided  a  better
product for compaction, stability and overall capacity efficiency.

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Table 10-52: Index and Strength testing results (all samples)

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Table 10-53: Permeability testing (select samples)

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Hydraulic conductivity (permeability) testing was performed on two rock types (RT5 and RT7) at the two grinds (50 µm and 250 µm) to determine if grind
size  effected  the  permeability  characteristics  of  the  samples.  It  was  determined  that  when  the  samples  were  compacted  to  similar  criteria  (3%  over
optimum moisture and 92% compaction) there was minimal difference. Therefore, it was determined that when considering seepage and draindown of the
dry stack tailings, grind size was not a critical factor.

Important conclusions that can be drawn from the Phase 12 test program include:

■ The good results obtained with the gravity testwork confirm the gravity circuit performance and demonstrate the need for a robust gravity circuit;

■ Coarsening the grind to 250 µm (P80) results in gold recovery losses between 1% and 7% depending on the rock type and head grades. However,
similar to the results of Phases 9b and 11, these results do not show any inflection point between 250 and 180 µm, which can suggest that there is an
opportunity to conduct testwork on coarser sizes in the future;

■ Depending on the rock type, gold recovery is slightly related to the location either inside or outside the 100 ppm antimony shell;

■ Overall gold recovery does not appear to be highly sensitive to either lead nitrate (0-200 ppm) or cyanide (0.4-0.8 kg/t) concentrations;

■ The good results obtained with the POX and enhance gravity testwork demonstrate that there is an opportunity to increase recovery. However, the

Whittle optimization work did not demonstrate this would add value. Additional enhanced gravity testwork could be conducted.

10.5.17 2021 PFS – Phase 13

The Phase 13 was conducted by SGS Vancouver on approximately 100 kg composites (a total of 1,940 kg), prepared from a blend of core and RC rig
duplicates.  The  objective  was  to  obtain  overall  gold  recovery  data  from  all  five  rock  types  at  antimony  concentrations  of  approximately  250,  750,  and
+1,000 ppm. Figure 10-43 illustrates the testwork that was conducted.

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Figure 10-43: 2021 PFS (Phase 13) testwork outline

Figure 10-44 shows that composites having an antimony grade above 200 ppm, regardless of whether they are in or out of the 100 ppm antimony shell,
achieved an overall recovery as shown by the linear equation presenting on the chart.

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Figure 10-44: Overall recovery related to the antimony concentration
(2021 PFS – Phase 13)

As explained in Chapter 15, massive stibnite will not be separated from the host country rock during mining. An average recovery for the diluted massive
stibnite tonnage was estimated based on the 2013 feasibility study stibnite recovery results as shown in Table 10-54. The results presented in Figure 10-
44 support the equations that are discussed in Section 10.6.2, which will be applied if antimony is above 200 ppm.

Table 10-54: Massive Stibnite shell recovery estimation

Sample

Pure massive stibnite

Country rock

Au grade
(g/mt)

8.07

0.90

Sb grade
(ppm)

18,000

4,000

Estimated average recovery in
massive stibnite shell
(%)

22

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10.6 Recovery Equations

10.6.1 2017 PFS Recovery Equations – Grind Sizes of 90 µm and 180 µm

Recovery equations were developed using the results of the optimization, variability, continuous, and Phase 9 and Phase 10 test programs.

Table 10-55 presents the average recovery estimated for each of the five rock types within the Livengood gold deposit. With the exception of RT9, the
gold recovery results include a 2% reduction for coarser grind at 180 µm (P80)

Table 10-55: Average gold recovery estimated for each rock type

Rock type

RT4

RT5

RT6

RT7

RT9

Au Recovery
(%)

78.4

84.5

76.3

62.0(1)

69.2(2)

(1) Weighted average based on recovery correlation to quartz – stibnite + jamesonite
(2) Weighted average based on grade/frequency distribution of the 15 × 15 ×10 meter block model.

The data from all of the testwork programs was analyzed using several criteria to discard possible testwork with less-than ideal or erroneous conditions
(i.e. tests with low DO or low CN level, wrong particle size, etc.). The filtered data (“qualified data”) of tests including all grind sizes was used to develop a
recovery  estimates  for  all  rock  types  based  on  calculated  head  grade.  For  example,  the  optimization  and  Phase  9  results  were  averaged  and  each
testwork program contributed one point to the data set. It was understood that this was the most appropriate treatment, especially considering that both
optimization and Phase 9 testwork was conducted on a master composite of each rock type.

Rock Types: RT4, RT5 and RT6

The results from the entire body of testwork were analyzed with the objective of developing relationships to characterize the gold leaching performance of
rock types RT4, RT5 and RT6. It was not possible to develop a gold grade vs gold recovery model(s), based on the available data for these rock types.

An  average  gold  recovery  for  each  rock  type  was  estimated  from  the  results  of  the  different  testwork  programs.  A  2%  recovery  reduction  was  applied
when converting leach test results from 90 to 180 µm (F80).

The  cyanide  and  lime  consumptions  were  estimated  as  an  average  of  the  reagent  consumptions  observed  from  both  the  continuous  and  Phase  9
testwork  programs.  Variability  or  optimization  results  were  not  used,  because  when  comparing  testwork  results,  it  was  found  that  the  higher  cyanide
additions did not improve the gold recovery results.

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Rock Types: RT7 and RT9

Testwork results were analyzed to characterize the most important gold recovery drivers for the RT7 and RT9 rock types. A strong relationship between
quartz - stibnite + jamesonite and grade was found for RT7, which is depicted in Figure 10-45. Stibnite and jamesonite are antimony-bearing minerals.

Figure 10-45: 2017 PFS (Phase 9) - RT7 gold recovery vs head grade
at different Quartz-Stibnite+Jamesonite levels

The RT9 testwork results were examined using advanced statistical techniques (R/ggplot2 software) in a number of ways in an attempt to establish the
most defensible relationship to estimate gold recovery.

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Figure 10-46:2017 PFS (Phase 9) - RT9 gold recovery vs head grade

In the case of rock type RT9, a head grade/recovery relationship was found (Figure 10-46), but it is probable that there is a quartz - stibnite + jamesonite
or  antimony  relationship  as  well.  However,  the  current  available  data  suggests  that  the  quartz  -  stibnite  +  jamesonite  index  is  under  0.1  and  it  is  not
possible to establish a strong relation showing any detrimental effect on gold leaching.

Given that the curve for rock type RT9 was developed using all qualified data, including grinds of between (P80) 80 and 250 µm, it was decided not to
apply  a  deduction  in  gold  recovery  to  compensate  for  a  coarser  grind  of  product  (P80  of  180  µm).  For  the  other  rock  types,  a  2.5%  reduction  was
considered appropriate.

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10.6.2 2021 PFS Recovery Equations – Grind Size of 50-250 µm

Subsequent  to  the  2017  PFS,  a  focused  effort  to  better  understand  the  implications  of  antimony  concentrations  in  the  orebody  on  gold  recovery  was
performed. BBA constructed a Leapfrog geologic model with antimony shells at different antimony concentrations. The antimony shell of 100 ppm was
selected to test a metallurgical recovery hypothesis based on approximately 25% of the orebody being within this shell. Phases 11 and 12 composites
were selected based on the 100 ppm antimony shell location, being inside or outside, and tested for metallurgical recovery based on different grind sizes
and gold grades. Phase 13 composites were selected to test the implication of high antimony at approximate levels of 250, 750, and +1,000 ppm on gold
recovery and to develop a specific recovery equation, which is presented on Figure 10-44 and that will be applied to the proportion of the projected blocks
that are massive stibnite.

The data collected during Phases 11, 12 and 13 were processed using R/RStudio to estimate linear recovery equations for each of the five rock types,
both  inside  and  outside  the  100  ppm  antimony  shell,  as  a  function  of  antimony  concentration,  grind  sizes  and  gold  grade  as  well  as  to  develop  3D
representations that are presented in Figure 10-47. These recovery equations were incorporated into the block model by the BBA mining team using a
grind size of 250 µm (P80) and were used for the Whittle optimization that is discussed in Section 10.7.2.1.The linear recovery equations are shown below
and the methodology to apply these equations into the block model and the coefficient values are described in Section 12.3.2.

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Figure 10-47: 3D representation of the overall Au recovery versus Au grade and P80 (2021 PFS)

Table 10-56 presents the average gold recoveries per rock type as well as the blended overall recovery when applying the 2021 PFS recovery equations
at a grind size of 250 µm and the methodology described in Section 12.3.2 into the block model.

Rock type

RT4

RT5

RT6

RT7

RT8

RT9

Tonnage weighted average mill
recovery (%)

Table 10-56: Average gold recovery estimated for each rock type (2021 PFS)

Au Recovery -
Outside the 100
ppm antimony shell
(%)

Au Recovery -
Inside the 100 ppm
antimony shell
(%)

Au recovery -
Antimony grade
above 200 ppm
(%)

Average Au
recovery
(%)

83.4

79.9

76.4

72.8

59.3

60.0

75.1

-

-

63.9

64.0

52.0

55.1

60.4

74.0

74.8

48.9

48.5

43.5

48.9

50.1

83.3

79.8

73.5

66.4

58.7

57.1

71.4

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In summary, the models were developed for each rock type and location, being inside or outside the 100 ppm antimony shell, based on the results of the
metallurgical  testwork  of  Phases  11  and  12.  A  specific  recovery  equation  was  developed  for  the  massive  stibnite,  higher  than  200  ppm,  based  on  the
Phase 13 testwork results.

■ The models indicate that the overall gold recovery is a function of gold head grade and grind size (P80);

■ No equation was developed for RT4 and RT5 for the inside 100 ppm antimony shell since very little antimony is present in these zones;

■ In general, for rock types with samples outside and inside of the 100 ppm antimony shell:

-

-

The difference in gold recovery between outside and inside the shell is bigger at lower Au head grades;

At higher Au head grades the Au recovery is in the same order for samples outside and inside the shell.

10.7

Flowsheet Development

10.7.1 2017 PFS Comparative Studies

10.7.1.1 Comminution Optimization with Drilling and Blasting (D&B)

Establishing Run-of-Mine (ROM) particle size distribution (PSD) estimates represents an important step for developing a baseline for mineral processing
costs. Given that the drilling and blasting process is typically regarded as the first stage of comminution, its efficiency will directly impact the subsequent
activities,  namely  crushing  and  grinding.  To  assess  and  quantify  these  impacts  for  the  Project,  various  blast  design  scenarios  were  compiled  and
simulated for each ore-bearing geological domain, namely RT4 (Cambrian), RT5 and RT6 (Upper and Lower Seds), and RT9 (Volcanics).

The  first  step  towards  generating  ROM  PSD  curve  estimates  consists  of  compiling  all  available  geological  and  geo-mechanical  parameters.  These
parameters were then imported into a break radius modeling software (AEGIS), which estimated the degree of breakage and area of influence of a typical
blast hole charge. Based on the resultant break radii, preliminary burden and spacing values were then determined for each rock type and/or explosive
charge.

After  determining  burden  and  spacing  values,  the  remaining  blast  design  and  geo-mechanical  parameters  were  compiled  and  integrated  in  a  JKMRC
Fragmentation (software) model. The software will use the inputs to generate PSD curves for the ROM material produced by various blast designs, in the
different geological domains. This is referred to as a drill & blast (D&B) analysis.

The results of the D&B exercise were used in conjunction with comminution design software (Bruno and JKSimMet) to study the impact of the PSD on
throughput and specific energy.

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The  impact  of  the  D&B  in  the  2017  PFS  was  an  increase  of  6.4%  in  the  average  throughput  of  the  Project  from  49,468  to  52,630  t/d  (or  44,877  to
47,745 mt/d).

Future work

With regards to the Volcanics domain, it must be noted that geo-mechanical test results were not available and were therefore assumed. To confirm the
resulting ROM PSD values obtained for the Volcanics (RT9) domain, a re-iteration of the simulation work is recommended once geo-mechanical testing is
completed.

10.7.1.2 Comminution Optimization with Pre-crushing

Simulations were conducted during the 2017 PFS to study the opportunities to increase throughput by adding a pre-crusher. The simulations indicate that
a 25% to 30% increase in tonnage can be achieved by including a pre-crushing step.

10.7.1.3 Throughput Studies

The  higher  tonnage  comminution  circuit  from  the  2013  FS  was  challenged  during  the  development  of  the  2017  PFS  via  an  extensive  throughput
rationalization study. The 2017 PFS investigated the impact of grinding circuit configuration, ROM particle size, pre-crushing and target particle size would
have on equipment size, power efficiency, overall throughput, OPEX and CAPEX. The scenarios that were investigated include the following:

■ Pre crushing + single line SABC Circuit;

■ Dual line pre crushing + SABC Circuit;

■ SAG mill motor type (Twin Pinon versus wrap around);

■ Grinding circuit product size target of 90 µm vs 180 µm;

■ Impact of drill and blast (Finer ROM) on throughput.

Analysis of the leaching testwork conducted in parallel to the throughput studies, indicated that the gold recovery was relatively insensitive to grind in the
range of 90 to 180 µm (P80). Based on this observation, it was decided to coarsen the grind to 180 µm (P80), which resulted in a significant throughput
increase of 25%, which more than compensated for the gold losses of 2%.

Due  to  the  significantly  reduced  capital  cost  and  lower  Project  execution  risk,  a  single  line  (SABC  +  pre-crushing)  circuit  was  adopted  for  further
development and use as the base case for the 2017 PFS even though its throughput capability would be lower than the circuit proposed by the 2013 FS
study. The final configuration also assumes additional throughput by applying optimized drill and blast techniques to produce a finer ROM product for the
primary crusher.

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10.7.1.4 Leach Time, Lead Nitrate, and Pre-oxidation

Testwork evidence also indicates that the gold recovery kinetics slow down significantly after 21 hours of leaching time. The gain/loss in gold recovery
(estimate = +/- 1% Au recovery) does not justify the addition of extra leaching tanks (21 to 32 hours represent an addition of 6 leach tanks).

Pre-oxidation was normalized to four hours in the course of completing Phases 8 and 9 testwork from the 2017 PFS and it showed that by combining lead
nitrate  and  O2  during  the  pre-conditioning  stage,  it  was  possible  to  reduce  the  leaching  time  and  also  reduce  the  cyanide  consumption  as  a  result  of
reducing leach time and by oxidizing any sulfides that could consume cyanide.

10.7.1.5 2017 PFS WOL vs Flotation

A trade-off study was conducted during the 2017 PFS between a whole gravity tails CIL configuration (WOL) and a flotation configuration (Flotation or
FLOT), where gravity tails float concentrates undergo CIL.

The result of the trade-off study supported the decision to select gravity, followed by CIL of the gravity tailings as the design process.

Recovery – WOL vs Flotation

The summarized results of WOL and Flotation testing from both the FS and Phase 8 (2017 PFS) are presented in Table 10-57. At the bottom of the table
the differences in recovery between the WOL and Flotation options are also presented. Due to different composites being used in the FS as compared to
the Phase 8 testwork, the differences calculated for the Phase 8b and Phase 8d results were calculated not against the WOL recovery results from the
FS, but against corresponding WOL results from the same samples of Phase 8 test program. Some results suggested slightly higher recoveries for the
Flotation option, but generally, the WOL option resulted in a significantly higher recovery.

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Table 10-57: Summary of recovery results from different testwork programs

Testwork Program

FS

Phase 8a

Phase 8b

Phase 8b

Phase 8d

Configuration

P80 (µm)

Rock types

RT4

RT5

RT6

RT7

RT9

WOL

90

84.2

87.7

76.7

58.2

78.1

FLOT

90

-

76.1

67.4

-

66.8

WOL

60/75

FLOT

90

FLOT

180

FLOT

180

Au Recovery (%)

-

82

-

-

62

-

81

-

-

68

-

68

-

-

65

Rock types

Au Recovery difference compared to WOL (%)

RT4

RT5

RT6

RT7

RT9

-

-

-

-

-

-

-11.6

-9.3

-

-11.3

-

-

-

-

-

-

-1

-

-

5

-

-14

-

-

2

-

72.6

-

-

67.4

-

-9.4

-

-

4.4

In the absence of consistent comparable between WOL and Flotation between the different composites, the decision was taken to assume a recovery
difference (Flotation – WOL) for each rock type that was likely to be favorable to the Flotation option. In the case of rock types RT4, RT5, and RT6, a
relative difference of -5% was assumed, which was generally less than what had been observed, at least for RT5 and RT6. In the case of RT7 and RT9,
the recovery difference was assumed to be +5%, implying a higher recovery for the Flotation option as compared to the WOL option. These assumptions
were developed as a means of evaluating the Flotation option in the best light for the purpose of conducting the trade-off (Table 10-58). If the WOL option
delivered  higher  NPV  than  the  Flotation  option,  even  under  these  assumptions,  it  would  validate  the  selection  of  the  WOL  flowsheet.  Using  these
assumed recovery differences, weighted average recoveries were calculated for both options, with the results of 76 wt% avg. gold recovery for WOL and
74 wt% avg. gold recovery for flotation.

Table 10-58: Simulated gold recoveries for the WOL vs Flotation trade-off

Rock types

Relative difference

RT4

RT5

RT6

RT7

RT9

-5%

-5%

-5%

5%

5%

Wt. Avg.

WOL

78%

85%

76%

62%

69%

76%

FLOT

73%

80%

71%

67%

74%

74%

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Capital Cost Estimate

The 2017 PFS crushing and grinding configuration produces a particle size (P80) of 180 µm that is fed to each of the configurations (WOL or FLOT). Both
process configurations are equipped with the same gravity circuit.

In the FLOT configuration, a flotation concentrate (12% mass pull) is produced and is fed to a CIL circuit that is substantially smaller than the CIL circuit in
the WOL configuration. Additionally, the equipment required for cyanidation detoxification is smaller.

In the WOL configuration, a greater volume of slurry would need to go through thickening and detoxification prior to going to the tailings management
facility  (TMF).  The  cyanide  detoxification  tanks  are  smaller  in  the  FLOT  than  WOL  configurations  due  to  the  smaller  volumetric  flow  of  CIL  tails  in  the
FLOT configuration. On the other hand, the CN concentration in the FLOT configuration is higher than WOL, meaning that the unit requirements of SO2
are higher in the Detox system of the FLOT configuration.

All equipment costs for the WOL and FLOT configurations were estimated using equipment cost information from BBA’s projects database. Total CAPEX
indicates an increase of $11.7M by adopting the WOL option.

Operating Cost Estimate

Operating  cost  estimates  were  prepared  for  both  alternatives.  The  WOL  option  indicated  a  slight  increase  in  operating  cost  over  the  Flotation  option
$7.44/t ($8.21/mt) vs $7.13/t ($7.86/mt).

Cash flow analysis

Discounted  cash  flow  models  (5%  discount  rate  and  $1,250/oz  gold)  where  developed  to  determine  the  Net  Present  Value  (NPV)  for  each  alternative
based on the revenues, capital costs and operating costs. The weighted average distribution of rock types from the 2017 PFS LOM plan was used to
determine the overall gold recovery for each alternative.

The  NPV  values  were  very  similar  for  both  configurations:  $5,322M  for  WOL  and  $5,200M  for  Flotation  with  the  WOL  alternative  being  slightly  more
profitable (+$120M). Since the WOL and Flotation alternatives have similar capital costs, this result could be explained by the WOL having a better gold
recovery while the Flotation alterative having lower operating costs.

10.7.1.6 CIL vs CIP

The review of the underlying geology has allowed for a better understanding of the preg-robbing nature and distribution of the deposit. Using the preg-
robbing index, the main observation is that the volcanics typically present very low preg-robbing values, while both sediment rock types (upper and lower)
present a higher level of preg-robbing. This can be classified as a very systematic behavior. On that basis, the Livengood resources are probably best
processed  using  carbon  in  leach  (CIL),  instead  of  Carbon  in  Pulp  (CIP).  Furthermore,  the  sediment  rock  types  are  important  contributors  to  the  gold
resource and will likely have to

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be mined concurrently to the main volcanics. As well, in some cases there is the inclusion of sediments cutting through the volcanics that will induce preg-
robbing.

10.7.1.7 Sulfur Burner

In the 2013 FS, sodium metabisulfite (SMBS) was used to supply SO2 to the cyanide detoxification process at a rate of 1.63 lb/t (0.82 kg/mt). At 100,000
t/d (90,718 mt/d) and based on a price of $0.37/lb, the total annual operating cost for producing SO2 with SMBS was approximately $22.0M. Upon review
of the SMBS consumption estimate, BBA concluded that an opportunity to reduce the cost of SO2 was highly probable.

A trade-off was conducted by BBA comparing the available options on the basis of their operating and capital costs. This comparative study evaluated
three possible options for the production or supply of SO2: 1) mixing of sodium metabisulfite (base case); 2) burning of elemental sulfur using a sulfur
burner; and 3) direct injection of liquid SO2.

Key Assumptions

The following list contains the assumptions used in conducting this study:

■ The throughput of the process plant for all options was 100,000 t/d (90,718 mt/d) or the plant throughput of the 2013 FS;

■ SO2 to CN ratio was determined by testwork (SGS post feasibility testwork program - Project report 50223-002 – December 2013);

■ This trade-off study covers only the cost (capital and operating) for the supply of SO2 for the cyanide detoxification process. Any other costs outside of
this  scope  are  not  covered,  including  mining,  front-end  process,  infrastructure,  tailings  pond  and  tailings  management.  These  other  costs  are
neglected in the analysis, since they would not impact the selection of the SO2 supply;

■ Equipment  pricing  was  determined  through  updated  budget  quotes  for  the  major  equipment  or  historical  prices.  The  other  equipment  costs  were

determined using BBA’s equipment cost database and were based on the required equipment size;

■ A quotation has been recently obtained from the supplier for elemental sulfur and sodium metabisulfite. The cost of liquid SO2 was estimated based

on BBA’s pricing database;

■ When using a sulfur burner with less than 100% availability, SMBS is used as a back-up during operation downtime.

Feasibility Study Versus Trade-Off Cost Comparison

Table 10-59 presents the annual operating cost and the cost of the reagent.

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Sodium metabisulfite

Elemental sulfur

Liquid SO2

Table 10-59: Annual operating cost comparison

Annual Cost 
(M$/y)

Reagent Cost
($/t)

22.0

5.4

34.0

820

552

1,830

Reagent Reference

2013 Feasibility Study

2016 Supplier Quote

BBA Estimate

Even using the 2013 FS consumption numbers, burning of elemental sulfur to produce SO2 would have been advantageous. The yearly operating cost for
the Project would have been approximately $17.0M less.

Conclusions and Recommendations

Based on the cash flow analysis, the liquid SO2 option is the costliest followed by the SMBS option. Although the highest initial capital cost expenditure is
required,  burning  of  elemental  sulfur  in  a  sulfur  burner  presents  the  lowest  cost  method  to  produce  SO2  over  the  LOM.  Even  at  50%  sulfur  burner
availability and SMBS compensating for the difference, the sulfur option is the most economical with over $100M in savings over the LOM.

The sensitivity analysis on the price of sulfur also demonstrates that the sulfur burner option is the most attractive. Payback of the equipment is within one
year even at double the sulfur price.

The QP recommends that THM pursue the sulfur burner option for the Livengood Gold Project.

10.7.2 2021 PFS Comparative Study

10.7.2.1 Whittle Enterprise Optimization

At the onset of the 2021 PFS, ITH retained Whittle Consulting and BBA to collaborate on an enterprise optimization study (the “Whittle and BBA Study”) to
review various technologies and project configurations with the objective of recommending an optimum configuration for the 2021 PFS. The Whittle and
BBA Study compared different scenarios such as secondary crushing with SAG and ball mill, tertiary crushing with ball mill, gravity/CIL at a grind size of
90 µm to 250 µm (P80), a stand-alone and an auxiliary heap leach configuration, gravity only gold recovery, gravity/flotation with pressure oxidation and
CIL  of  flotation  concentrate.  These  configurations  were  evaluated  at  various  combinations  of  project  ramp  up  strategies,  annual  throughput,  primary,
secondary,  and  tertiary  grind  size,  as  well  as  mining  fleet  size  and  ore  stockpile  management  strategies.  Several  tailings  technologies  were  reviewed
including conventional tailings and pressure filtered tailings.

The starting base case was the 2017 PFS mine plan and flowsheet that was input into the optimizer to verify that it was properly calibrated. The base
case  was  then  re-run  with  a  new  ID3  block  model  and  all  CAPEX  and  OPEX  costs  were  updated  from  2017  to  reflect  Q4  2020  pricing.  Mill  recovery
equations were also adjusted using the latest metallurgical testwork results. A gold price of $2,000 US per ounce was used for the financial optimization.

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Grind Size Scenarios

A  grind  size  throughput  recovery  model  was  generated  from  comminution  power  data  and  grind  recovery  curves  for  each  rock  type.  The  model
incorporated five grind sizes from 90 µm to 250 µm (P80) to obtain the best financials for the base case flowsheet of two stage crushing, SABC circuit and
CIL  process.  It  was  observed  that  the  IRR  and  NPV  increases  with  the  grind  size  due  to  increased  throughput  albeit  a  slight  drop  in  gold  recovery.
Increasing  the  grind  size  from  180  µm  (2017  PFS)  to  250  µm  increases  the  throughput  of  the  grinding  circuit  from  55,000  mt/d  to  62,000  mt/d.  The
additional CAPEX required to debottleneck the rest of the installations and the mine was included in the analysis. The operating costs were recalculated
for each of the grinding sizes. It was concluded that 250 µm was the financially best grind size and was therefore recommended for the 2021 PFS.

Heap Leach Scenario

Since the Livengood deposit has 50 million metric tons of oxidized gold mineralization close to surface that is amenable to heap leaching, an option for
heap leaching as a first phase of the Project was investigated. The capital costs for the three-stage crushing as well as the operating costs and recovery
equations were developed as inputs to the Whittle optimization software. The simulations showed that it was not economic to include a first phase of heap
leaching due to the lower gold recoveries and relatively high operating costs.

Flotation, Ultra-fine Grinding, and Pressure Oxidation Scenarios

Several flotation cases were developed, and the POX option was run as a final case. None of the cases improved the Project financials. Although the
POX option showed improved gold recoveries, this option was not favorable due to the increase in capital and operating costs of the grinding and the
POX  reagents  including  oxygen.  Sensitivity  analyses  were  done  assuming  improved  flotation  conditions  (lower  mass  pull  of  flotation  concentrate  and
correspondingly higher gold grade); however, the results did not add value.

Gravity Only Scenario

A  case  was  developed  for  a  gravity  only  circuit  at  a  grind  size  of  90  µm  (P80).  This  option  had  lower  CAPEX  and  OPEX,  but  due  to  the  lower  gold
recoveries this scenario did not improve the financials of the Project.

Dry Stack Tailings/Commingled Waste Facility

A dry stack tailings option, commingled in a single facility with waste rock, was developed. This included a pressure filtration plant for the tailings and new
phasing due to the reduced tailings impoundment construction material requirements. This case has a lower NPV than the slurry tailings case and would
be conceivable only if near pit co-disposal areas with waste rock were available. This scenario should be evaluated further since it potentially reduces the
environmental footprint of the Project.

Observations and Recommendations from the Study:

■ The Whittle and BBA Study determined that the gravity/CIL plant at a grind size of 250 µm (P80) with conventional tailings provided the highest NPV,

which is the configuration recommended and detailed in the 2021 PFS.

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■ Grinding above 250 µm should be investigated, since it is possible to separate the activated carbon from the pulp at coarser grind sizes.

■ Many  options  were  identified  as  being  unfavorable  and  should  not  be  further  pursued.  These  options  include;  heap  leaching  of  near  surface

mineralization, flotation, ultra-fine grinding, and pressure oxidation.

10.7.2.2 Gravity Concentration

A gravity recovery modeling was performed by FLSmidth during the 2021 PFS to confirm the number and size of Knelson concentrators and Acacia. The
modeling included the results of E-GRG testing by Curtin University on five ore samples corresponding to RT4, RT5, RT6, RT7 and RT9 and the results
from SGS on RT4, RT5, RT6 and RT9.

The  gravity  modeling  confirmed  that  the  Livengood  ores  tested  are  highly  amenable  to  gravity  recovery.  The  GRG  is  “coarse  to  very  coarse”  on  the
AMIRA classification scale, which is highly favorable for gravity recovery. To achieve the better recovery, a gravity circuit with two parallel lines, each with
four Knelson concentrators (KC-QC70) with one Acacia (CS10000) per line is recommended.

10.7.3 Flowsheet Development Summary

Livengood gold ore has demonstrated that it is very amenable to gravity concentration as a substantial proportion of the gold is free and liberated at a
reasonably coarse grind. GRG results confirmed the great potential for gravity recoverable gold.

The  fact  that  Livengood  gold  ores  contain  coarser  gold  particles  makes  analytical  measurement  of  samples  more  difficult.  Ultimately,  on  the  basis  of
mineralogical observation and of practical assaying knowledge, larger sample sizes were chosen (1 kg) and the coarser gold particles screened out and
weight averaged back into the undersize assays to smooth the effect of the erratic gold dispersion in the low grade deposit.

The effect of these erratic assays made initial metallurgical results difficult to interpret, in part because the mass balances were often further apart than
the effect of the test changes. Under these circumstances, it was difficult to determine whether test condition changes were making improvements to the
process. The program at SGS in Vancouver made the initial choice to go with screen fire assays, allowing better gold averages for samples and improving
gold mass balances.

Gold  deportment  studies  indicated  that  a  substantial  amount  of  the  finer  gold  had  at  least  a  25%  or  greater  exposure,  allowing  it  to  be  recovered  by
cyanidation.

However, some of the exposed gold was not contained in sulfide aggregates and was therefore less amenable to sulfide flotation. A considerable amount
of testing of flotation with cyanidation of the flotation concentrate compared to direct cyanidation verified the mineralogical observations.

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On the basis of the substantial testwork conducted on the major rock types and trade-off study (WOL vs Flotation), the results warranted the selection of
directly leaching the gravity tails versus the leaching of the flotation concentrate.

The incorporation of activated carbon in the cyanide leach was utilized to obviate the gold robbing presence of some organics in the ore at Livengood.
The activated carbon removes solubilized gold before the naturally occurring organics can rob it from solution. The daily tonnage proposed for milling at
Livengood is large and the resulting amount of carbon in the leach circuit will also be large.  

The  mineralogical  studies  indicating  that  silver  is  only  a  minor  contributor  to  the  precious  metals  at  Livengood  further  justified  the  choice  of  carbon.
Livengood gold ore contains some soluble copper minerals. The copper that does solubilize will load onto carbon in the CIL leach and as a result will
increase the required amount and advance frequency of carbon. The copper is removed from the carbon in a desorption process by using a cold strip
prior to stripping the gold from the carbon. The stripped copper will be used to reduce the copper requirements for the cyanide destruction process.

Analysis of leaching (CIL) kinetic tests with preconditioning with O2 (4h) and lead nitrate has shown that the gold is leached within 24 hours of retention
time.  The  reduction  of  leaching  time  from  32  hours  in  the  2013  FS  to  24  hours  impacts  the  CAPEX  (fewer  leach  tanks)  and  OPEX  (lower  CN
consumption).

The incorporation of pre-crushing was recommended by BBA to enhance the operation of the SAG mill, by providing a narrower feed particle size, thereby
reducing variability, which will translate into increased efficiency. The estimated increase in throughput from the addition of pre-crushing is 25% to 30%.

Grinding simulations of a single line SABC + pre-crushing circuit has shown that there is a 19% increase in throughput if the grind size is relaxed from 180
µm to 250 µm (P80) and by using optimized drill and blast techniques.

Sulfur dioxide (SO2) produced by a sulfur burner will significantly reduce the OPEX costs for cyanide detoxification.

Based on the metallurgical testwork results from SGS and Pocock, BBA developed a Process Design Criteria and Process Flow Diagrams as described in
Chapter 14.

10.8 Opportunities for Further Investigation

Product Grind Size (P80)

The QP recommends performing new testwork using the optimized conditions of Phases 12 and 13 but at a grind size (P80) higher than 250 µm. The
recoveries  obtained  during  Phases  9b,  11  and  12  did  not  show  any  inflection  point  between  250  µm  and  180  µm,  which  may  suggest  that  there  is  an
opportunity for testwork on coarser sizes to add value.

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Solid / Liquid Separation Testwork

Flocculant testwork on tailings were performed at a product size of 250 µm (P80) for the Project before the samples went for geotechnical testing. The QP
recommends performing further settling testwork: static as well as dynamic settling testwork. The static work can be used to screen potential flocculant
suppliers for the Livengood mill feed. Dynamic settling testwork by vendors is recommended as part as the equipment sizing and bidding process.

Cyanide Detoxification Testwork

For cyanide detoxification, the following reagent consumptions were assumed for the 2021 PFS:

■ Lime = 0.62 lb/t (0.28 kg/mt);

■ Copper sulfate = 0.09 lb/t (0.045 kg/mt);

■ S (elemental) = 0.52 lb/t (0.26 kg/mt);

■ Sodium metabisulfite = 0.38 lb/t (0.19 kg/mt).

Confirmatory detoxification testwork with a particle size distribution target of 250 µm (P80) is recommended. Potential reagent savings are expected as a
result of lower liberation of detrimental metals that could otherwise consume cyanide reagents.

Stirred Tank Reactor (STR) Optimization

Further stirred tank reactor (STR) testwork should be conducted with fresh drill cores with and without lead nitrate to optimize the lead nitrate, sodium
cyanide and lime consumptions.

Carbon Loading Testwork and Simulation (CIL)

Both a qualified laboratory and equipment vendor(s) should be approached to undertake carbon loading testwork and simulation work of the proposed CIL
carbon handling system to confirm the assumptions made in this study. This work will lead to the selection of the most appropriate carbon elution system
(high pressure ZADRA vs AARL).

Oxygen Uptake Tests

The QP recommends that oxygen uptake tests be performed by more than one service supplier to confirm the oxygen consumption for the Livengood
Gold Project.

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11.

MINERAL RESOURCE ESTIMATES

11.1 Mineral Resource Estimation Methodology

The  global  mineral  resource  estimate  was  prepared  based  on  a  resource  model  constructed  using  Vulcan  Geomodeller  ®  and  Whittle  ®  scientific
software programs. The Livengood mineral resource was estimated using Inverse Distance Weighting (IDW) interpolation techniques.

Three sources of volumetric determination were used for the resource model. One was a three-dimensional (3D) stratigraphic model used to assign rock
type codes to the block model. The second was an implicit model that interpolated a 100-ppm antimony halo or “shell” for the mineral deposit, with blocks
flagged  as  either  inside  or  outside  this  halo.  The  third  was  54  individually  interpreted  massive  stibnite  veins  that  were  used  to  determine  the  volume
percentage and grade of veins within each model block that is intersected by the veins.

Gold contained within each block was estimated using Inverse Distance cubed (ID3). The block model was flagged with the stratigraphic models using a
block majority coding method except for blocks that intersected the combination of bedrock and overburden or blocks that intersected the combination of
bedrock  and  massive  stibnite  veins.  This  was  necessary  to  better  calculate  individual  block  densities  due  to  significantly  variable  specific  gravity
measurements  in  those  rock  types.  Grade  discontinuities  at  stratigraphic  contacts  were  evaluated  to  determine  hard  and  soft  boundaries  for  the
estimation of mineralization within the stratigraphic domains of the mineral deposit.

Note that the resource modeling work described and the analytical measures reported in this chapter are done using metric units. Where it is deemed
pertinent (i.e. to support summary production statistics), the equivalent measure in imperial units have been provided.

The estimates of mineral resources may be materially affected if mining, metallurgical, or infrastructure factors change from those currently assumed at
Livengood. Estimates of inferred mineral resources have significant geological uncertainty and it should not be assumed that all or any part of an inferred
mineral resource will be converted to the measured or indicated categories. Mineral resources that are not mineral reserves do not meet the threshold for
reserve modifying factors, such as estimated economic viability, that would allow for conversion to mineral reserves.

11.2 Data Used

The total Livengood drilling and sampling datasets are shown in Table 11-1. Drilling performed by THM is shown in Table 11-2. Of the 797 listed sampling
locations, 776 are directly related to the 2021 mineral resource estimate (2021 MRE). The historical data (pre-2006) represent approximately 2% of the
total information used. The use of historical data is based on its statistical consistency with current data and the small portion of the total data represented
as shown in past technical reports (Klipfel and Giroux, 2008a, 2008b, and 2009; Klipfel et al., 2009a and 2009b). For data validation purposes, in 2011,
SRK checked the

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assay data on a representative subset of drill holes (10%) used for the resource estimate against the original assay certificates (Carew, 2011). An error
rate of less than 1% was identified and is well within acceptable standards for accuracy and use in mineral resource estimates. These minor errors have
been addressed in the mineral estimation procedures. Lechner (2017) and Carew (2011) identified minor assaying concerns related to potential assay
value cyclicity in RC drilling. These have been addressed in the 2021 MRE such that there is not a material impact on the estimation of gold throughout
the Livengood mineral deposit.

The topographic surface used is based on a 4 m Digital Elevation Model derived from 2008 aerial photography.

Densities  used  in  the  resource  are  based  on  98  determinations  from  core  and  RC  chip  samples,  and  are  shown  in  Table  11-3.  Based  on  empirical
observations, massive stibnite vein density was estimated at 2.86, country rock density was estimated at 2.7 and overburden density was estimated at 2.

Table 11-1: Historical drilling and sampling

Year

1976

1981

1989

1990

1997

2003

2004

2004

Company

Homestake

Occidental

AMAX

AMAX

Placer Dome

AngloGold

AngloGold

AngloGold

Method

Percussion

Percussion

Trench

RC

Core

RC

Trench

Core

Number of Sites

5

6

2

3

8

8

8

4

Feet

994

988

525

1,050

3,467

4,968

892

2,500

Total

44

15,384

Meters

303

301

160

320

1,057

1,514

272

762

4,689

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Year

2006

2007

2008

2008

2008

2009

2009

2010

2010

2011

2011

2012

Table 11-2: THM resource drilling and sampling

Company

Method

Number of Sites

Feet

Meters

THM

THM

THM

THM

THM

THM

THM

THM

THM

THM

THM

THM

Core

Core

Core

Trench

RC

Core

RC

Core

RC

RC

Core

Core

Total

7

15

9

4

109

12

195

38

195

111

53

5

753

Table 11-3: Density determinations

4,027

14,471

7,185

261

93,402

15,003

196,243

43,472

184,717

94,219

44,260

6,469

703,730

1,227

4,411

2,190

80

28,469

4,573

59,815

13,250

56,302

28,718

13,490

1,972

214,497

Lithology Unit

Money Knob Rock type 2 (RT2)

Cambrian Rock type 4 (RT4)

Upper Sediments North Rock type 5 (RT5)

Upper Sediments South Rock type 6 (RT6)

Lower Sediments Rock type 7 (RT7)

Main Volcanics Rock type 8 (RT8)

Main Volcanics Rock type 9 (RT9)

Country Rock

Overburden

Density

2.67

2.82

2.68

2.68

2.74

2.72

2.72

2.70

2.00

11.3 Data Analysis

A statistical summary of Au and Sb above detection limit is shown in Table 11-4. The elements of concern for the 2021 mineral resource are gold and
antimony distributions. These elements are of major interest and drive the mining, metallurgical and economic considerations for the Livengood mineral
deposit, with gold adding positive value and antimony having a negative correlation with gold recovery.

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Table 11-4: Au assay statistics for Livengood

Element

Au

Sb

Unit

ppm

ppm

N

147,658

90,090

Mean

0.36

122

Maximum

Std. Dev.

76.5

174,000

1.12

1,821

C.V.

3.07

15

Each of the database assay intervals were logged for lithology, stratigraphy, alteration and mineralization. Disseminated mineralization displays varying
average grades of gold controlled by the stratigraphy of the deposit (Figure 11-1). Sampled assay values have high coefficients of variation due to high
grade outliers, which skew the mean average grades above the third quartile. Evaluation of the following graph suggests that capping the gold grades by
stratigraphy  is  required  to  estimate  the  contained  metal  content  of  the  deposit.  A  coefficient  of  variation  (C.V.)  below  2.00  is  desirable  to  assist  in
estimating the recoverable ounces for the mineral deposit.

Figure 11-1: Uncapped gold grade distribution by stratigraphic unit

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11.4 Grade Capping – Handling of Outliers

Treatment  of  outliers  is  generally  a  perplexing  problem.  There  is  no  generally  accepted  solution  of  handing  outliers;  however,  diligence  needs  to  be
exerted with the assay database to ensure the ability to estimate the true average grade of the mineral deposit. Therefore, a generally accepted practice
of capping grades at the 90th through 99th percentile has been employed to limit the impact of high-grade outliers for the deposit.

Table  11-5  summarizes  the  capping  statistics.  Figure  11-2  shows  the  resulting  box  plot  quartile  statistics  after  subsequent  capping  with  the  extreme
outliers reduced to the capping levels listed in Table 11-1.

Antimony grades were not capped. Antimony is a deleterious element in which it is industry standard practice not to perform grade capping.

Table 11-5: Capping statistics

Stratigraphy

Uncapped 
Grade

Number of Capped
Assays

Capped 
Grade

Number Samples
Capped

RT 2

RT 4

RT 5

RT 6

RT 7

RT 8

RT 9

0.05

0.28

0.38

0.39

0.36

0.42

0.63

6,266

25,220

41,119

22,367

29,125

2,649

15,789

0.04

0.21

0.37

0.38

0.35

0.40

0.61

8

67

20

9

12

8

19

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Figure 11-2: Capped quartile statistics

11.5 Compositing

Compositing  reduces  the  impact  of  short  assay  intervals  and  helps  to  better  estimate  the  average  grade  of  the  deposit.  Compositing  incorporates  a
certain amount of dilution into the raw assay data prior to estimation. The open pit mining operation envisioned for the Project will be at a larger scale than
the assays intervals sampled for the deposit. The selective mining unit for the Project is expected to be 10 m, therefore, the assays for the database have
been composited to 10 m. Composites are length weighted down hole composites of the capped Au assay values.

Figure  11-3  details  the  final  composite  statistics,  by  stratigraphy,  that  have  been  used  for  the  mineral  resource  estimate;  C.V.(s)  are  within  acceptable
ranges, high grade outliers have been accounted for. and average Au values are within acceptable ranges. The manipulation from assays to composites
has  been  carried  out  using  industry  accepted  practices  and  RDA  recommends  that  the  final  composite  database  can  be  used  for  mineral  resource
estimation of the Livengood deposit.

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Figure 11-3: Capped composite statistics

11.6 Declustering

Cell  declustering  was  evaluated  to  ensure  more  densely  drilled  out  portions  of  the  deposit  that  are  not  biased  by  a  large  sample  set  of  high  grades
localized  to  one  area.  Figure  11-4  demonstrates  that  the  mean  values  do  not  show  a  minimum,  followed  by  a  maximum,  as  the  cell  size  increases.
Therefore, cell declustering was not used in the 2021 MRE.

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Figure 11-4: Cell declustering chart demonstrates sample clustering is not a factor for the deposit

11.7 Contact Profile Analysis

The  Au  values  of  the  individual  stratigraphic  units  of  the  deposit  were  evaluated  to  determine  whether  the  mineralization  of  the  units  is  separate  and
distinct from every other unit. If mineralization is continuous or convergent across stratigraphic contacts, then it is possible to estimate mineralization from
both assay populations. The average grades of the units do not need to be similar. If the grades appeared graphically to converge at the contact, then
these units were to be estimated as one unit. The upper sediments (RT6), lower sediments (RT7), and the main volcanics (RT9) show convergence at the
boundaries  and  were  estimated  as  one  domain.  All  other  stratigraphic  units  were  estimated  as  separated  domains,  using  no  assay  values  from  other
domains.

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Figure 11-5: Contact profile of RT6 and RT7. Grades converge at the contact. Soft boundary

Figure 11-6: RT6 and RT9. Grades converge at contact. Soft boundary

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Figure 11-7: RT7 and RT9 Grades converge at the contact. Soft boundary

11.8 Anisotropy

Anisotropy  of  mineralization  was  evaluated  with  Sage  spatial  modeling  software  to  determine  appropriate  search  ellipses  for  grade  estimation.
Mineralization at Livengood can be considered fairly homogeneous across the extents of the deposit, which is typical of many of the large disseminated
deposits throughout the world. Drilling across the deposit has been developed on a fairly regular grid in many cases due to the large size of the mineral
footprint. Evaluations with spatial modeling software yield fairly large search ellipses, which suggest low variances of gold grades across large distances.
Search ellipses were developed for the Cambrian RT4, Upper Sediments North of the Lillian Fault RT5, Upper Sediments South of the Lillian Fault RT6,
Lower Sediments RT7, Devonian Volcanics RT8 Main Volcanics RT9. RT6, RT7 and RT9 use the same anisotropic search distances.

Search ellipse regions are displayed in Figure 11-8, Figure 11-9 and Figure 11-10.

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Figure 11-8: Cambrian stratigraphy search ellipse

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Figure 11-9: Upper Sediments North search ellipse

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Figure 11-10: Type 679 search ellipse

All  other  sedimentary  and  rock  types  within  the  deposit  were  estimated  using  the  679  search  parameters.  Massive  stibnite  vein  grades  are  modeled
explicitly as explained later in this chapter.

11.9 Block Model

A 3D block model was constructed to encompass the drilling data and the interpreted geologic models for the Project. Block model dimensions are shown
in Table 11-6. All coordinates are in the UTM NAD27 Alaska coordinate system. All units are metric.

Table 11-6: Model extents

Minimum (m)

Maximum (m)

Extent (m)

Block Size (m)

No. of Blocks

East

North

Elevation

427,600

7,264,310

-290

430,850

7,266,710

610

3,250

2,400

510

10

10

900

325

240

90

The  Livengood  block  model  has  been  coded  with  several  interpreted  shapes  that  are  representative  of  the  deposit.  These  include  topography,
stratigraphy,  massive  stibnite  veins  and  the  implicit  100  ppm  antimony  shell.  Figure  11-11  to  Figure  11-13  show  a  representative  view,  south  to  north
looking west. These show the physical attributes of the model on a representative section of the geology of the mineral deposit.

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Figure 11-11: Section A-B looking west. Geologic models used to flag the Livengood block model

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Figure 11-12: Intersection of massive stibnite veins on cross section A-B

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Figure 11-13: Cross section A-B showing the 100 ppm antimony halo for Livengood

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11.10 Grade Estimation

Gold  grades  for  the  mineral  resource  are  estimated  using  Inverse  Distance  Weighting.  Inverse  distance  methods  are  a  suite  of  weighted  average
estimation methods. These result in estimates that are smoothed versions of the original sample data. Inverse distance methods are based on calculating
weights  for  the  samples  based  on  the  distance  from  the  samples  to  the  centroid  of  a  model  block.  This  is  essentially  a  linear  estimate  where  sample
weights are assigned to composite values for all composites used in the estimate. The calculation of the weights is based on the inverse of the distance
between  the  composite  and  the  center  of  the  block  being  estimated.  Sample  weights  are  standardized  to  a  sum  of  1  to  ensure  there  is  not  a  globally
biased estimate. In the mining industry there are two common exponents used, Inverse Distance squared (ID2) and Inverse Distance cubed (ID3). ID3 is
used  when  large  weights  are  desired  for  the  closest  composites.  This  is  applicable  when  the  variable  being  estimated  is  erratic  and  the  current  data
spacing is large relative to the data that would be available for mineral boundary decision making. Such as with open pit gold grade distributions. ID3
methodologies  are  widely  used  in  the  mining  industry  and  have  proven  through  the  decades  to  be  an  acceptable  and  reliable  methodology  for  the
estimation of gold distributions in large scale low grade disseminated gold deposits.

Gold grades have been interpolated throughout the block model. They are stored as a grade in each model block based on the estimation parameters
associated with each stratigraphic unit. Five individual estimation domains were run on the model; Type 2, Type 4, Type 5, Type 8 and Type 679. Only
samples and blocks matching the stratigraphic criteria were used in each of the five estimation runs. This honors the hard and soft boundaries identified
by the contact profile analysis. Antimony (Sb) grades have been interpolated using the same parameters as gold. Antimony grades within the veins were
not used in the determination of the block interpolated grades.

Table 11-7: ID3 Estimation Parameters

Estimation
ID

Minimum
Samples

Max
Samples

Max Samples
Allowed per Hole

Sample
Rock Type

Block Rock
Type

Number of
Blocks Estimated

2

4

5

8

679

5

5

5

5

5

8

8

8

8

8

2

2

2

2

2

2

4

5

8

2

4

5

8

6, 7 or 9

6, 7 or 9

43,618

106,552

361,056

2,466

682,830

Gold grades for the massive stibnite veins have been explicitly modeled based on the average gold grade of the composites that are intersected by the
veins.  Gold  and  antimony  grades  for  each  of  the  54  interpreted  grades  are  identified  in  Table  11-8.  These  values  have  been  directly  applied  to  their
respective percentages of the associated model blocks.

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Vein

Au Grade (ppm)

Sb Grade (ppm)

Vein

Au Grade (ppm)

Sb Grade (ppm)

Table 11-8: Livengood deposit massive stibnite grade estimates

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

1.520

2.025

1.038

7.397

1.608

4.223

2.533

1.767

1.685

1.409

1.682

4.806

3.392

1.749

1.165

1.495

0.196

1.168

1.875

2.317

0.960

2.270

0.570

3.432

7.180

3.924

8.278

49,340

6,840

7,323

10,210

12,247

18,250

15,167

7,428

9,065

6,679

2,977

16,746

4,583

15,362

5,339

9,865

26

2,547

6,410

20,349

7,325

2,190

53,473

10,731

46,537

11,885

51,332

28

29

30

31

32

33

34

35

36

37

38

39

40

41

42

43

44

45

46

47

48

49

50

51

52

23

54

1.835

1.259

1.100

1.100

4.430

0.965

3.740

3.020

13.925

1.778

1.614

1.280

0.516

0.153

1.200

2.804

1.180

1.380

3.853

1.000

1.480

1.250

9.530

1.000

1.040

4.495

1.000

10,440

20,869

10,700

3,378

53,750

7,995

10,580

1,467

69,550

18,362

10,914

16,220

4,769

79

0

10,276

117

3,737

16,476

16,700

40,800

13,350

19,667

5,480

5,940

24,900

3,607

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11.11 Model Validation

Block model validation can be quantified numerically in certain aspects and in many cases is visual and sometimes subjective. Many locations throughout
the  mineral  deposit  have  been  checked  for  biased  estimates.  One  such  validation  is  to  compare  the  ID3  estimate  against  the  nearest  neighbor  (NN)
estimation. A NN estimate should have a globally higher grade and higher variance than the NN estimation. Bias can be surmised visually if high grades
of  mineralization  have  been  estimated  over  known  low  grade  areas  of  the  deposit.  A  comparison  of  estimated  mineralization  should  mimic  the  same
visual characteristics as seen against an overlay of the composites used for the estimation as in Figure 11-14. Another visual characteristic to ensure no
bias  is  that  there  are  no  obvious  streaks  of  high  grade,  which  can  be  an  indicator  of  high-grade  bias  in  the  estimate.  The  blocks  on  Section  A-B
demonstrate that the estimate of mineralization compares well with the Livengood exploration drilling data.

Table 11-9 compares the global ID3 estimate against the global NN estimate at a 0.00 g/t Au cut-off grade. The same conditions and criteria used for the
ID3 interpolation were used for the NN interpolation. Variance, standard deviation and coefficient of variance should display the same behavior, i.e. higher
than  the  ID3  estimation.  Model  Au  grade  variance,  standard  deviations  and  coefficients  of  variation  are  also  presented  in  the  Table  11-9.  These
comparisons satisfy the QP that there is no global bias in the 2021 MRE. An acceptable smoothing of the original assayed grades of the deposit has been
achieved.

Table 11-9: Comparison of ID3 to NN estimates to evaluate for biases in the 2021 MRE

ID3 Model Grade vs. NN Model Grade

ID3 Global Resource Estimate

NN Global Resource Estimate

Variance

Unit

(g/t)

(g/t)

%

Au

0.254

0.255

0.393

Au Variance

Std. Dev.

0.017

0.204

-91

0.266

0.452

-41

C.V.

1.047

1.775

-41

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Figure 11-14: Visual comparison of composite database with estimated Au grades for Section A-B

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Livengood Gold Project Pre-feasibility Study

A scattergram comparing the composite Au grades to the modeled Au grades is shown in Figure 11-15. The highest grade is in the composite data, which
is expected. The highest variance is in the composites as expected. The mean average grade is identical as expected. The QP is confident that there are
no biases in the 2021 MRE for the Livengood Gold Project. The Livengood 2021 MRE can be relied upon for economic analyses.

Figure 11-15: Scattergram comparing global estimated Au grade to composite database Au values

One final validation of the model is summarized in Figure 11-16. Here is displayed the grades from south to north on 10-meter increments. This chart is a
swath  plot;  often  referred  to  as  a  drift  analysis.  This  is  used  to  verify  that  there  is  no  local  bias  to  the  estimation  of  gold  grades.  The  light  dotted  line
represents the nearest composite grades that were used to estimate the block grades. A visual check shows that the sample grades are most erratic,
which is indicative of the highest variance. The blue solid line represents the NN estimate, which is smoother than the sample grades yet less smooth
than the ID3, which is represented by the solid red line. These results indicate that there is no bias in the local estimation of grades for Livengood.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 11-16: Swath plot through Section A-B

11.12 Resource Classification

Mineral  resources  are  classified  in  accordance  with  §229.1302(d)(1)(iii)(A)  (Item  1302(d)(1)(iii)(A)  of  Regulation  S-K).  Mineralization  at  Livengood  has
been  categorized  as  Inferred  mineral  resources,  indicated  mineral  resources  and  measured  mineral  resources,  based  upon  increasing  levels  of
confidence  in  various  physical  characteristics  of  the  deposit.  Drill  hole  spacing,  search  neighborhoods,  metallurgical  characterization,  geological
confidence and many other factors were used to give the QP confidence in the mineral resource estimate for the Project (2021 MRE). RDA is satisfied
that the geological modeling for Livengood honors the geological information and knowledge of the mineral deposit. The location of the samples and the
assay data are sufficiently reliable to support resource evaluation.

Classification of mineral resources for Livengood are based on the distance to the nearest samples used to derive the gold grade for each individual block
in the deposit. Massive stibnite veins are classified as Indicated mineral resources. No massive stibnite veins have been classified as Measured mineral
resources. RDA has classified the mineral resources according to Table 11-10 which summarizes the sources and degree of uncertainty considered by
RDA.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

In reference to Table 11-10, sources and degree of uncertainty in the categories and are defined as follows:

■ Measured Resources – Measured mineral resources are limited to areas where in opinion of RDA the quality and quantity of the grade and tonnage
are based on low levels of uncertainty. Only areas within the model where the criteria and uncertainty correspond to the Low Degree of Uncertainty
column in Table 11-10 have been used to classify this category of resource.

■ Indicated Resources - RDA has limited the Indicated part of a mineral resource for which in RDA’s opinion the quantity and grade are estimated on
the  basis  of  adequate  geological  evidence  and  sampling.  This  includes  all  the  sources  of  data  used  in  under  the  Measured  category.  The  main
controlling feature on the uncertainty is considered to be the drill spacing with a minimum of 2 holes within 60m – 120m used within different domains,
to determine an adequate level of grade uncertainty. The criteria and uncertainty correspond to the Medium Degree of Uncertainty column in Table 11-
10.

■ Inferred  Resources  -  RDA  has  limited  the  Inferred  part  of  a  mineral  resource  for  areas  in  the  geological  model  where  the  quantity  and  grade  are
estimated on the basis of limited geological evidence and sampling. RDA considers this to have the highest levels of uncertainty with limited drilling
information resulting in grades not being able to be estimated with adequate confidence between drill holes for the application of modifying factors for
mining.  These  areas  of  the  model  represent  the  lowest  drilling  density  (wide  spaced),  which  are  beyond  the  ranges  where  valid  estimates  can  be
assigned with confidence. RDA considers these areas of the mineral resource will require additional exploration drilling prior to mining. The criteria
and uncertainty correspond to the High Degree of Uncertainty column in Table 11-10.

Source

Low

Medium

High

Table 11-10 Sources and Degree of Uncertainty

Degree of Uncertainty

Drilling

Sampling

Sample Preparation/ Assay

QA-QC

FEBRUARY 2022

Exploration - no significant issues identified.
Protocols consistent with industry standards.

Industry standard sampling utilized for core and RC
drilling

Sample handling, preparation and analysis methods
at accredited, independent laboratories meet current
industry standards.

Sample preparation and analysis procedures for
Livengood meet current industry standards, assay
results suitable for use in resource estimation.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Source

Low

Medium

High

Degree of Uncertainty

Data Verification

Density and clustering of drilling has been
demonstrated to have little-to-no impact on estimates
mineralization volumes.

Database

Location, analytical and geological data in the
database were verified to the QP's satisfaction.

Geologic Modeling

Geologic models have been reviewed and conform
with the geological interpretations of the deposit

Bulk Density

Grade Estimation

Grade model verification in terms of visual
verification, comparative statistics and swath plots
indicate that estimated grades are largely visually
representative, unbiased and within acceptable
tolerances.

Measurements based on only 98 
determinations.  Massive stibnite 
veining based on empirical 
observations.

Drill Spacing and Estimation
Criteria

Model blocks estimated with a minimum of five 
samples and a minimum of three drillholes. Limit of 
two samples per hole.  Distance within 60m of 
nearest drill hole.

Model blocks estimated with a 
minimum of five samples and a 
minimum of three drillholes. Limit of 
two samples per hole.  Distance to 
nearest hole > 60m and <= 120m. 

Model blocks estimated with a 
minimum of five samples and a 
minimum of three drillholes. Limit of 
two samples per hole.  Distance to 
nearest hole > 120m.

Continuity of Classification
Volumes

Smoothing applied to re-classify isolated volumes
(groups of blocks) to ensure reasonable continuity of
Measured and Indicated categories, using implicit
modeling techniques. Also adjusted for depth
consistent with high confidence drill density near
surface.

Massive stibnite vein mineral
estimates classified only as indicated
mineralization even in very close
proximity to geological drilling
intercepts.

11.13 Qualified Person Opinion – Further Work

The  qualified  person  is  of  the  opinion  that,  with  consideration  of  the  recommendations  listed  in  Section  23.1,  that  any  issues  relating  to  all  applicable
technical and economic factors likely to influence the prospect of economic extraction can be resolved with further work.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

11.14 Mineral Resource Summary

Mineral resources must demonstrate reasonable prospects for eventual economic extraction. The “reasonable prospects” test generally implies that the
quantity  and  grade  estimates  meet  certain  economic  thresholds  and  modifying  factors  that  that  take  into  account  extraction  scenarios  and  processing
recoveries. The deposit gold mineralization is amenable for open pit extraction. To determine the quantities of material meeting the reasonable prospects
of  eventual  economic  extraction  by  an  open  pit,  RDA  used  the  Lerchs-Grossman  ©  economic  algorithm,  which  constructs  lists  of  related  blocks  that
should or should not be mined. The final list defines a surface pit shell that has the highest possible total value, while honoring the required surface mine
slope and economic parameters.

Economic parameters used in the analysis are based on an average gold price of $1,650/oz on the date of August 20, 2021. Pit optimization parameters
are shown in Table 11-11. Gold recoveries are tonnage-weighted and include the recovery from massive stibnite of 22%.

Table 11-11: Pit constraining parameters used for the Livengood Gold Project

Parameter

Unit

Mining Cost

Au Cut-off

Processing Cost

Au Recovery

Administrative Cost

Royalty

Au Selling Price

Overall Slope Angle

$/total mt

g/mt

$/process mt

%

$/process mt

%

$/oz

Degrees

Rock
Type
4

1.76

0.21

9.27

84

1.55

3

1,650

45

Rock
Type
5

1.74

0.20

9.15

80

1.55

3

1,650

45

Rock
Type
6

1.74

0.25

9.17

71

1.55

3

1,650

45

Rock
Type
7

1.68

0.25

9.50

67

1.55

3

1,650

45

Rock
Type
8

1.76

0.33

9.71

55

1.55

3

1,650

45

Rock
Type
9

1.76

0.33

9.71

56

1.55

3

1,650

45

The parameters listed in Table 11-11 above define a realistic basis to estimate the mineral resource for the Livengood Gold Project and are representative
of similar mining operations throughout North America. The mineral resource has been limited to mineralized material that occurs within the pit shells and
that could be scheduled to be processed based on the defined cut-off grade by rock type. All other material within the defined pit shells, other than the six
predominant  mineralized  sedimentary  units,  was  characterized  as  non-mineralized  material.  The  QP  used  the  gold  selling  price  of  $1,650/oz  which  is
based a 5% premium on the three-year trailing average gold selling price of $1585/oz at August 2021. The QP applied the premium to the gold price to
recognize the continued upward trend of metal prices entering in to the fourth quarter of 2021.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

The reader is cautioned that the results from the pit optimization are used solely for reporting the reasonable prospects for eventual economic extraction
by an open pit and do not represent an economic study, using modifying factors that could convert mineral resources to mineral reserves. RDA considers
that blocks located within a conceptual pit shell are amenable for open pit extraction and can be reported as the mineral resource for the Project.

The  mineral  resource  estimate  for  the  Project  (2021  MRE)  is  summarized  in  Table  11-12.  Mineral  resources  are  reported  at  various  cut-off  grades  to
reflect the throughput factors and varying costs by rock type for processing at Livengood as shown in Table 11-11.  Mineral resources are not mineral
reserves and do not meet the threshold for reserve modifying factors, such as estimated economic viability, that would allow for conversion to mineral
reserves.

This TRS discloses mineral reserves in Chapter 12. The mineral resources disclosed in Table 11-12 are exclusive of the mineral reserves disclosed in
Chapter 12. Table 11-13 discloses the Livengood mineral resource estimate inclusive of mineral reserves.

Table 11-12: Livengood Gold Project mineral resource estimate (exclusive of mineral reserves)
(2021 MRE),  August 20, 2021 – Resource Development Associates Inc.

Classification

Measured

Indicated

Inferred

Metric tons (Mmt)

Au (g/mt)

Contained Au (Koz)

Total M & I

234.50

40.01

274.51

15.98

0.53

0.49

0.52

0.40

3,990.49

629.61

4,620.10

206.98

1. The effective date of the estimate is August 20, 2021.

2. Mineral resources for the Project are enumerated as per §229.1302(d)(1)(iii)(A) (Item 1302(d)(1)(iii)(A) of Regulation S-K).

3. Mineral resources are not mineral reserves and do not meet the threshold for reserve modifying factors,  such  as  estimated  economic  viability,  that  would  allow  for

conversion to mineral reserves. There is no certainty that any part of the mineral resources estimated will be converted into mineral reserves;

4. Open pit resources stated as contained within a potentially economically minable open pit; pit optimization was based on an assumed price for gold of US$1,650/oz,

variable mining and recoveries as described in Table 11-11, and G&A cost of US$1.55/t, and a pit slope of 45 degrees;

5. Numbers in the table have been rounded to reflect the accuracy of the estimate and may not sum due to rounding;

6. Mineral  resources  are  reported  exclusive  of  mineral  reserves.  The  reserves  reported  in  Chapter  12  represent  measured  mineral  resources  and  indicated  mineral

resources that were evaluated with modifying factors related to open pit mining.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 1113: Livengood Gold Project mineral resource estimate (inclusive of mineral reserves)-
(2021 MRE),  August 20, 2021 – Resource Development Associates Inc.

Classification

Measured

Indicated

Inferred

Metric tons (Mmt)

Au (g/mt)

Contained Au (Koz)

Total M & I

646.00

58.51

704.51

15.98

060

0.61

0.60

0.40

12,482.49

1,141.61

13,624.10

206.98

1. The effective date of the estimate is August 20, 2021.

2. Mineral resources are not mineral reserves and do not meet the threshold for reserve modifying factors,  such  as  estimated  economic  viability,  that  would  allow  for

conversion to mineral reserves. There is no certainty that any part of the mineral resources estimated will be converted into mineral reserves;

3. Open pit resources stated as contained within a potentially economically minable open pit; pit optimization was based on an assumed price for gold of US$1,650/oz,

variable mining and recoveries as described in Table 11-11, and G&A cost of US$1.55/t, and a pit slope of 45 degrees;

4. Numbers in the table have been rounded to reflect the accuracy of the estimate and may not sum due to rounding;

5. Mineral  resources  are  reported  inclusive  of  mineral  reserves.  The  reserves  reported  in  Chapter  12  represent  measured  mineral  resources  and  indicated  mineral

resources that were evaluated with modifying factors related to open pit mining.

11.15 Grade Sensitivity Analysis

Mineralization at Livengood is sensitive to the selection of the reporting cut-off grade. To illustrate this sensitivity, the block model quantities and grade
estimates within the constraining pit are presented in Table 11-14 at linear increases in the cut-off grades for Measured, Indicated and Inferred mineral
mineralization  at  Livengood.  The  same  results  are  presented  graphically  in  Figure  11-17.  The  reader  is  cautioned  that  Table  11-14  should  not  be
misconstrued as a mineral resource. The reported quantities and grades are only presented as a sensitivity of the resource model to the selection of cut-
off grade. Mineral resources are not mineral reserves and do not meet the threshold for reserve modifying factors, such as economic viability, that would
allow for conversion to mineral reserves.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 11-14: Sensitivity of block model to cut-off grade

Measured

Indicated

Measured & Indicated

Inferred

Cut-off
Au g/mt

0.2

0.3

0.4

0.5

0.6

0.7

0.8

0.9

1.0

Metric
Tons (000)

Grade Au
g/mt

Au oz
(000)

Metric Tons
(000)

Grade Au
g/mt

816,569

626,843

464,710

332,891

234,524

164,938

117,098

83,825

61,474

0.53

0.61

0.71

0.81

0.92

1.03

1.15

1.26

1.38

13,914

12,293

10,608

8,669

6,937

5,462

4,329

3,396

2,727

73,263

55,069

37,347

25,437

17,976

13,645

10,648

8,372

6,479

0.53

0.63

0.76

0.91

1.06

1.19

1.31

1.44

1.58

Au oz
(000)

1,248

1,115

913

744

613

522

448

388

329

FEBRUARY 2022

Metric Tons
(000)

Grade Au
g/mt

Au oz
(000)

Metric Tons
(000)

Grade Au
g/mt

Au oz
(000)

889,832

681,912

502,057

358,328

252,500

178,583

127,746

92,197

67,953

0.53

0.61

0.71

0.82

0.93

1.04

1.16

1.28

1.40

15,162

13,409

11,520

9,413

7,549

5,984

4,778

3,783

3,057

20,423

13,359

6,017

2,142

1,079

614

335

180

59

0.37

0.43

0.52

0.65

0.75

0.84

0.92

0.98

1.04

243

185

101

45

26

17

10

6

2

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 11-17: Livengood grade vs tonnage relationship

11.16 Sensitivity of Mineralization to Gold Price

The sensitivity of mineralization defined by the evaluation of the mineralization inventory at different gold prices was performed for gold prices of $984/oz
(-20%), $1,320/oz (resource base case) and $1,980/oz (+20%). The input parameters defined in Table 11-11 above were used in the analysis. Table 11-15
lists the amount of the mineralization contained within the pit shells that could be scheduled to process.

Table 11-15: Sensitivity of mineralization inventory contained in pit shells
defined by WhittleTM Analyses at different gold prices within pit shells

WhittleTM Pit Gold Price

Classification

Metric Tons (Mmt)

Au (g/t)

Contained Au (Koz)

$1,320

$1,650

$1,980

FEBRUARY 2022

Measured

Indicated

Inferred

Measured

Indicated

Inferred

Measured

Indicated

Inferred

Total M & I

Total M & I

Total M & I

423.84

24.35

448.19

2.02

646.00

58.51

704.51

15.98

845.60

108.98

954.58

31.97

0.70

0.85

0.71

0.55

0.60

0.61

0.60

0.40

0.54

0.49

0.53

0.37

9,496.30

666.13

10,162.43

35.93

12,482.49

1,141.61

13,624.10

206.98

14,668.81

1,717.27

16,386.08

377.99

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

12.

MINERAL RESERVE ESTIMATES

12.1

Introduction

The  Livengood  deposit  will  be  mined  using  conventional  open  pit  mining  methods  consisting  of  drilling,  blasting,  loading,  and  hauling  with  large-scale
mining equipment. The processing flowsheet consists of primary crushing, secondary crushing, and a comminution circuit (SABC configuration) producing
a final grind size of 250 μm (P80), with gravity recovery followed by whole ore leaching (CIL) of the gravity tailings. The mill has been designed with a
nominal throughput of 65,000 t/d (59,000 mt/d). Tailings will be stored in a conventional slurry tailings facility.

The mine production plan and subsequent mineral reserves are based on a gold price of $1,680/oz. The mineral reserves for the Livengood Project were
prepared by BBA USA Inc. and have an effective date of October 22, 2021.

Development of the mine production plan included pit optimization, pit and phase designs, mine scheduling and the application of modifying factors to the
Measured and Indicated Mineral Resources. The reference point for the mineral reserves is the feed to the primary crusher. The tonnages and grades
reported are inclusive of mining dilution and operational mining losses.

The  mine  design  and  mineral  reserve  estimates  have  been  completed  to  a  level  appropriate  for  a  PFS.  The  mineral  reserve  estimate  stated  herein  is
consistent  with  the  S-K  1300  requirements  and  is  suitable  for  public  reporting.  As  such,  the  mineral  reserves  are  based  on  Measured  and  Indicated
Mineral Resources, and do not include any Inferred Mineral Resources. The Qualified Person is not aware of any legal, political, or other risks that could
materially affect the development of the mineral reserve.

Table 12-1 presents the mineral reserves for the Project, which include 411.5 Mmt of Proven Mineral Reserves at an average gold grade of 0.64 g/mt, and
18.5 Mmt of Probable Mineral Reserves at an average gold grade of 0.86 g/mt for a total of 430.1 Mmt of Proven and Probable Mineral Reserves at an
average gold grade of 0.65 g/mt. To access these mineral reserves, 496.1 Mmt of overburden and waste rock must be mined, resulting in a strip ratio of
1.15:1.

The  mill  recoveries  developed  for  the  Project,  discussed  in  further  detail  in  Section  12.3.2,  depend  on  the  rock  type  and  are  calculated  using  linear
equations that are a function of antimony concentration, grind size and gold grade. As a result, it is not possible to calculate a cut-off grade for the mineral
reserves  that  can  be  uniformly  applied  across  each  resource  block.  The  determination  of  ore  and  waste  was  done  by  evaluating  the  recovery  and
economics of each block. For Measured and Indicated blocks within the open pit, if the revenue less the processing and general and administration cost is
positive, the block is considered as ore. Table 12-2 presents the lowest grades processed by rock type in the LOM.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-1: Livengood Project mineral reserves (October 22, 2021- BBA USA Inc.)

Classification

Ore
Metric tons (Mmt)

Au Grade 
(g/mt)

Contained Au 
Koz

Proven

RT4

RT5

RT6

RT7

RT8

RT9

Probable

RT4

RT5

RT6

RT7

RT8

RT9

Total Proven

Total Probable

Proven and Probable Totals

1.

The effective date of the estimate is October 22, 2021.

75.4

110.5

91.7

61.0

2.4

70.5

411.5

2.5

4.0

3.0

4.8

0.3

3.9

18.5

430.1

0.54

0.55

0.65

0.70

0.73

0.82

0.64

0.48

0.47

0.99

0.98

0.76

1.26

0.86

0.65

1,314

1,972

1,922

1,367

56

1,861

8,492

39

62

94

152

6

159

512

9,004

2. Mineral reserves for the Project are enumerated as per added §229.1302(e)(2)(iii)(A) (Item 1302(e)(2)(iii)(A) of Regulation S-K).

3. Mineral reserves are estimated using a gold price of US$1,680 per ounce, and consider a 3% royalty, 1.80/oz for smelting, refining, and transportation costs, and a

gold payable of 99.9%.

4. Metallurgical recovery curves were developed for each rock type, with the Mineral Reserves having the following tonnage weighted averages: 83.3% for RT4, 79.8%

for RT5, 73.5% for RT6, 66.4% for RT7, 58.7% for RT8 and 57.1% for RT9, including 22% for massive stibnite mineralization.

5.

6.

7.

8.

9.

As a result of the complex metallurgical recovery equations, it is difficult to determine specific cut-off grades. The following presents the lowest gold grades for each
rock type that are processed in the life of mine plan: 0.26 g/t for RT4, 0.28 g/t for RT5, 0.31 g/t for RT6, 0.31 g/t for RT7, 0.42 g/t for RT8 and 0.42 g/t for RT9.

The strip ratio for the open pit is 1.15 to 1.

The mineral reserves are inclusive of mining dilution and ore loss.

The reference point for the mineral reserves is the primary crusher.

Totals may not add due to rounding.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-2: Lowest grades processed

Rock Type

Au Grade 
g/mt

RT4

RT5

RT6

RT7

RT8

RT9

0.26

0.28

0.31

0.31

0.42

0.42

12.2 General Parameters Used to Estimate the Mineral Reserves

The following section discusses the geological information that was used for the mine design and mineral reserve estimate. This information includes the
topographic surface, the geological block model and the material properties for ore, waste rock and overburden.

The mine design and mine planning were done using Hexagon’s MinePlan 3D software Version 15.8 (formerly known as MineSight). The mine design
work was completed using the UTM NAD27 coordinate system, in metric units, to be aligned with the geology and mineral resource work.

12.2.1 Topographical Data

The  topographic  information  used  for  the  Project  originates  from  a  file  called  “Aero_Elev_Contours_2m_NAD27.dwg”.  These  contours  contain  an
adequate resolution deemed appropriate for a PFS level.

There  are  no  lakes  or  rivers  in  the  Project  area  that  are  of  importance  for  the  mine  design.  The  creeks  are  easily  identifiable  using  the  topographic
information available.

12.2.2 Mineral Resource Block Model

The mineral resource block model was provided to BBA by Resource Development Associates Inc. on June 4, 2021, in a Vulcan format block model file
called  “210526_rda_model.bmf”,  which  BBA  then  imported  into  the  MinePlan  3D.  Table  12-3  presents  the  block  model  specifications  and  Table  12-4
presents the items that were provided with the block model. The block model does not have a rotation applied.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-3: Block model specifications

Item

Model Origin (min)

Model Extent (max)

Block Dimension

Number of Blocks

Unit

m

m

m

X

Y

Z

427,600

430,850

10

325

7,264,310

7,266,710

10

240

-290

610

10

90

Item

CRAU

CRSB

MSVAU

MSVSB

AU

SB

CLASS

MSVP

DENS

RTYPE

Table 12-4: Block model item list

Description

Au grade of country rock before combination with Massive Stibnite (g/mt)

Sb grade of country rock before combination with Massive Stibnite (ppm)

Au grade of Massive Stibnite before combination with country rock (g/mt)

Sb grade of Massive Stibnite before combination with country rock (ppm)

Average Au grade considering country rock and Massive Stibnite (g/mt)

Average Sb grade considering country rock and Massive Stibnite (ppm)

Resource Classification (1 = Measured, 2= Indicated, 3 = Inferred)

Massive Stibnite percentage in block

Block density based on rock type

Rock type (see Table 12-5)

A surface representing the overburden/bedrock contact was provided by the BBA geology team as a triangulated surface called “OVB__F200917.dxf”.
Overburden is classified as loess, colluivum, and weathered bedrock that lies above the bedrock. Blocks have been coded as overburden if a majority of
the block is above this surface. The QP is of the opinion that no further precision is required for the overburden quantities and is comfortable using this
“whole block” approach for the PFS.

The overburden thickness within the open pit area for the Project averages 30 ft (9 m), ranging from 6 ft to 80 ft (2 m to 24 m). The majority of the pit area
has less than 16 ft (5 m) of overburden, while the only area that has considerable thickness is in the northeast corner of the pit.

Table 12-6 presents the rock code numbering system that was used. It is important to note that only the Cambrian, Upper and Lower Sediments as well
as the Volcanics contain potentially economic mineralization.

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S-K 1300 – Technical Report Summary
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An average topsoil thickness of 12 inches (30 cm) was assumed for mine design purposes. This material will be stripped and placed separately in growth
media stockpiles to be used for closure and reclamation activities.

Table 12-5: Rock type numbering

Rock type

Overburden

Money Knob

Cambrian

Upper Sediments North of the Lilian Fault

Upper Sediments South of the Lilian Fault

Lower Sediments

Volcanics North of the Lilian Fault

Volcanics South of the Lilian Fault

Background (outside of modeled areas)

Rock code

1

2

4

5

6

7

8

9

99

The Livengood deposit contains a rock type called Massive Stibnite that has very high head grades but a very low gold recovery in the mill. A DXF file
containing solids that represent the Massive Stibnite zones was provided by the BBA geology team in a file called “GM_InterpretationSb_20200824.dxf”.
The value “MSVP” was coded in the block model to represent the percentage of Massive Stibnite for each block. It is important to note that the Massive
Stibnite represents approximately 0.3% of the mineralized material in the deposit. Gold and antimony grades have been interpolated separately for the
Massive  Stibnite  and  country  rock  portions  of  each  block  containing  Massive  Stibnite.  The  block  densities,  however,  represent  a  combination  of  the
country rock and Massive Stibnite densities. Densities are discussed in Section 12.2.3.

A  DXF  file  called  “SB_  PPM  QtzStibVns  Trended_NO  MSV_100  ppm.dxf”  was  provided  by  the  BBA  geology  team  containing  a  series  of  triangulated
solids representing areas of the deposit where the antimony grades are generally above 100 ppm. These solids were used to calculate mill recoveries,
which is discussed in further detail in Section 12.3.2.

12.2.3 Bulk Density

Bulk density is an important measurement that converts volumes modeled by the geologists into tonnages and contained ounces of gold. It is also used to
estimate mine equipment requirements. The densities used for the PFS have been measured using 98 different samples from diamond drill cores and
reverse circulation (RC) chip samples and are presented by rock type in Table 12-6.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-6: Bulk dry densities

Bulk dry density
(mt/m3)

2.00

2.67

2.82

2.68

2.74

2.72

2.86

Rock type

RT1

RT2

RT4

RT5 / RT6

RT7

RT8 / RT9

Massive Stibnite

12.2.4 Moisture Content

Mineral  resources  and  mineral  reserves  are  reported  as  in  situ  dry  metric  tons.  The  mill  process  reports  wet  metric  tons,  which  include  the  moisture
content. The moisture content reflects the amount of water present within the rock formation. It affects the estimation of haul truck requirements and must
be considered during the payload calculations. The moisture content is also a contributing factor for the process water balance. A moisture content of 4%
has been used for all rock types, which is based on crushing simulation work completed for the Project. A moisture content of 10% has been used for
overburden.

12.2.5 Swell Factor

The swell factor reflects the increase in volume of the material from its in situ state to its state after it has been blasted and loaded into the haul trucks.
The  swell  factor  is  an  important  parameter  that  is  used  to  determine  the  loading  and  hauling  equipment  requirements,  as  well  as  the  rock  pile  and
stockpile designs. A swell factor of 30% was used for all rock types and 20% overburden, which are typical values for these material types. Once the rock
is placed on the rock pile, the swell factor is reduced by 10% due to compaction.

12.3 Modifying Factors That Affect the Mineral Reserves

The following section presents the modifying factors that were applied to convert mineral resources into mineral reserves for the Project, as well as the pit
optimization analysis and open pit design. The mineral reserves for the Livengood Project could be materially affected by changes to the modifying factors
such as a decrease in the estimated mill recoveries, a decrease in the gold price, or an increase to the operating costs.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

12.3.1 Mine Dilution

In every mining operation, it is impossible to perfectly separate the ore and waste due to the large scale of the mining equipment and the use of drilling
and blasting. For the Livengood Project, a diluted grade was calculated for every block by considering an amount of 5% from each of the four neighboring
blocks in plan view. The value of 5% represents a width of 1.6 ft (0.5 m), which is considered reasonable considering the size of the loading equipment
and nature of the deposit. Only the grades have been diluted, the tonnages remain intact since it is just a transfer of tons from one block to another. After
calculation of dilution, the in situ grade within the ultimate pit design drops from 0.653 g/mt to 0.649 g/mt.

Considering the nature of the deposit and the methodology used to estimate mining dilution, the mining recovery has been set at 100% for the PFS.

12.3.2 Open Pit Optimization

A pit optimization analysis has been completed to determine the extent of the deposit that can be mined and processed economically. The pit optimization
was done using the pseudo-flow algorithm in the Project Evaluator module of MinePlan 3D. The algorithm determines the economic limits of the open pit
at a range of selling prices based on input of mining and processing costs, revenue per block, and operational parameters such as the mill recovery, pit
slopes and other imposed physical constraints. The pseudo-flow algorithm provides similar results as the Lerch-Grossman algorithm with the benefit of
shorter computing times. Since this study is at a PFS level, Inferred Mineral Resources have been considered as waste rock in the pit optimization and
mine plan.

The pit optimization considered the activity-based costing methodology that distinguishes fixed costs from variable costs. Fixed costs are time related with
no direct production drivers while variable costs are directly related to a production driver in the system. The total fixed costs per year are then allocated
to the system bottleneck, which, for the Project, is the SAG mill processing capacity. Table 12-7 presents the hourly processing throughputs by rock type
that were developed for the Project by the BBA process team.

Table 12-7: Processing throughput capacities by rock type

Rock type

Processing throughput 
capacities
(t/h)

RT4

RT5

RT6

RT7

RT8 / RT9

3,208

2,866

2,888

2,866

2,745

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Livengood Gold Project Pre-feasibility Study

Table 12-8 presents the fixed costs for the operation that were developed by BBA at the start of the PFS, representing those of a 65,000 t/d (59,000 mt/d)
milling operation and a 61 Mt/y (55 Mmt/y) mining operation.

Table 12-8: Fixed costs by area

Area

Mine

Process Plant

General & Administration

Total Fixed Costs

Fixed costs
(M$/y)

24.2

33.5

27.0

84.7

The fixed costs are then divided by the SAG mill hours of operation, which are estimated to be 7,949 hours per year, resulting in a bottleneck cost of
$10,655 applied to every hour of milling.

The variable cost parameters for the pit optimization analysis were developed at the start of the PFS and are based on previous studies on the Project
and BBA’s relevant experience. These costs are presented in Table 12-9. The mining cost represents drilling, blasting, loading and hauling at a reference
elevation of 420 m (bottom of bench). The mining cost is incremented by $0.02/mt for every 10 m drop in elevation to account for longer haulage times.
Benches above the 420 m reference elevation are assigned the base mining costs. The costs vary by rock type due to the different hardness and rock
characteristics. The processing costs consider the power cost, consumable cost and tailings cost and are based on an electricity cost of $0.16/kWh. The
table also includes the bottleneck cost for each rock type, which is equal to the annual bottleneck cost of $10,655/h divided by the processing throughput
(Table 12-7).

Table 12-9: Pit optimization cost inputs ($/mt)

Rock type

Mining cost
(ore)

Mining cost
(waste)

Processing 
cost

Bottleneck 
cost

RT1

RT2

RT4

RT5

RT6

RT7

RT8 / RT9

n/a

n/a

1.32

1.30

1.30

1.24

1.32

0.86

1.34

1.34

1.32

1.32

1.26

1.34

n/a

n/a

7.34

7.22

7.24

7.57

7.78

n/a

n/a

3.66

4.10

4.07

4.10

4.28

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-10 presents the revenue parameters that were used for the pit optimization. A gold price of $1,650/oz was used, in line with the 3-year trailing
average. Note that the financial analysis for the PFS was completed at a slightly higher gold price of $1,680/oz.

Table 12-10: Revenue parameters

Item

Unit

Value

Selling Price

Conversion Factor

Smelting, refining and transport

Gold Payable

Royalty

Net Gold Price

$/oz

$/oz

%

%

$/oz

1,650

31.1035

1.80

99.50

3.00

1,591

Table 12-11, Table 12-12, and Table 12-13 present the mill recovery formulas developed by the BBA process team at the start of the PFS. The recoveries
depend on the rock type and are calculated using linear equations, which are a function of antimony concentration, grind size and gold grade. The blocks
have been flagged with an item called “OSX” according to the following rules:

■ Blocks that are outside of the 100 ppm antimony shell are coded as “1”;

■ Blocks that are inside the 100 ppm antimony shell are coded as “2”;

■ Blocks that have an antimony grade above 200 ppm, regardless of whether they are in or out of the 100 ppm antimony shell are coded as “3”.

The  tables  present  the  formulas  and  also  include  either  a  minimum  recovery  (floor)  or  maximum  recovery  (ceiling)  where  applicable.  Note  that  all
calculated recoveries including the floor and ceiling are multiplied by 0.997 to reflect a carbon efficiency factor.

Also note that the Cambrian (Rock Type 4) and Upper Sediments North of the Lilian Fault (Rock Type 5) were only coded with an OSX value of either “1”
or “3” since no recovery formula was developed for these rock types if the antimony grade was above 100 ppm. This was deemed acceptable since there
are very few of these occurrences in the block model.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-11: Mill recoveries (OSX = 1)

Rock code

4

5

6

7

8 / 9

Formula (1)

b x 250 + n

b x 250 x n

a x Au + b x 250 + n

a x Au + b x 250 + n

a x Au + b x 250 + n

a

b

n

Ceiling

-0.011

-0.038

-0.024

-0.020

-0.049

86.65

89.56

76.15

77.98

67.27

n/a

n/a

96.12

84.67

79.39

8.04

0.53

5.73

(1) The gold (Au) grade is in g/mt

Table 12-12: Mill recoveries (OSX = 2)

Rock code

4 / 5

6

7

8 / 9

Formula (1)

n/a

a x Au + b x 250 + n

a x Au + b x 250 + n

a x Au + b x 250 + n

a

b

n

Ceiling

15.05

19.55

13.00

-0.017

-0.007

-0.035

56.27

48.01

50.84

n/a

89.98

91.33

77.12

(1) The gold (Au) grade is in g/mt

Rock code

4 / 5

6 / 7 / 8 / 9

(1) The antimony (Sb) grade is in ppm

Table 12-13: Mill recoveries (OSX = 3)

c

b

n

Floor

Formula (1)

n

c x Sb + b x 250 + n

-0.008

75.00

55.33

n/a

20.00

For blocks that contain Massive Stibnite, due to the large size of the mining equipment and general narrow thickness of the Massive Stibnite veins, it was
decided that the Massive Stibnite will not be separated from the host country rock during mining. An average mill recovery was therefore calculated for
each block in the model, which considers the mill recovery of the country rock and a mill recovery of 22% for the Massive Stibnite portion. The average
mill recovery for the block is mass weighted.

Table 12-14 presents the average mill recoveries for each rock type within the ultimate pit design.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-14: Average mill recoveries by rock type (%) (1)

Rock type

RT4

RT5

RT6

RT7

RT8

RT9

Tonnage Weighted Average Mill Recovery

(1) Including massive stibnite at 22% mill recovery.

(2) Grams weighted.

1

OSX

2

3

Average (2)

83.4

79.9

76.4

72.8

59.3

60.0

75.1

63.9

64.0

52.0

55.1

60.4

74.0

74.8

48.9

48.5

43.5

48.9

50.1

83.3

79.8

73.5

66.4

58.7

57.1

71.4

An  overall  pit  slope  of  37  degrees  was  considered  in  the  pit  optimization.  The  slope  is  shallower  than  the  42  degree  inter-ramp  angle  that  has  been
recommended in the geotechnical study, discussed in Section 12.3.3.1, since it accounts for the future addition of access ramps and geotechnical berms
during the pit design process.

A minimum offset of 25 m has been considered from the Livengood property limit.

Using the cost, revenue, and operating parameters, a series of nested pit shells was generated by varying the gold price (revenue factor). The software
then  generated  best-case  and  worst-case  mining  sequences  using  the  series  of  shells  and  produced  two  net  present  values  (NPV)  for  each  revenue
factor. The best-case scenario considered that mining will be sequenced using each of the nested shells while the worst-case scenario considered that
mining will be done without phasing. The NPVs have been generated using a discount rate of 5%.

Figure 12-1 and Table 12-15 present the results for each of the revenue factor pit shells along with their associated best-case and worst-case NPVs. The
0.7 revenue factor pit shell was selected as a guide for the ultimate pit design. This pit contains 439 Mmt of resources at an average diluted grade of
0.66 g/mt and has a strip ratio of 1.3:1.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 12-1: Pit optimization results

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-15: Pit optimization results

Revenue
Factor

Mineral
Resources 
(Mmt)

Au Grade
(g/mt)

Recovered
Ounces
(oz)

Waste Rock
(Mmt)

Strip Ratio

Incremental
Strip Ratio

Mine Life
(yrs)

Best-Case
NPV
(M$)

Worst-Case
NPV
(M$)

18.8

58.9

86.5

136.6

306.8

358.4

438.6

449.1

464.5

477.1

490.2

510.1

521.5

543.1

558.3

573.6

583.5

600.4

609.8

654.2

682.8

716.1

742.9

754.3

0.400

0.450

0.500

0.550

0.600

0.650

0.700

0.725

0.750

0.775

0.800

0.825

0.850

0.875

0.900

0.925

0.950

0.975

1.000

1.050

1.100

1.150

1.200

1.250

FEBRUARY2022

0.79

0.72

0.73

0.70

0.68

0.67

0.66

0.66

0.66

0.65

0.65

0.64

0.64

0.64

0.63

0.63

0.63

0.62

0.62

0.61

0.61

0.60

0.59

0.59

368,293

1,032,340

1,508,170

2,240,991

4,746,964

5,434,880

6,508,236

6,638,791

6,825,639

6,972,121

7,126,148

7,359,540

7,492,819

7,734,885

7,902,338

8,079,758

8,185,086

8,361,830

8,457,497

8,923,982

9,218,524

9,565,917

9,861,747

9,972,314

90.7

115.3

151.3

190.6

411.5

455.2

570.7

581.3

598.3

613.0

629.7

666.5

686.1

720.0

745.8

782.6

800.0

832.9

850.2

970.8

1,058.0

1,177.0

1,306.0

1,350.7

4.83

1.96

1.75

1.40

1.34

1.27

1.30

1.29

1.29

1.28

1.28

1.31

1.32

1.33

1.34

1.36

1.37

1.39

1.39

1.48

1.55

1.64

1.76

1.79

4.83

0.61

1.30

0.78

1.30

0.85

1.44

1.02

1.10

1.17

1.27

1.85

1.73

1.57

1.70

2.40

1.76

1.94

1.85

2.71

3.06

3.57

4.80

3.95

0.9

2.9

4.3

6.8

15.3

17.9

21.9

22.5

23.2

23.9

24.5

25.5

26.1

27.2

27.9

28.7

29.2

30.0

30.5

32.7

34.1

35.8

37.1

37.7

330

499

994

1,273

2,270

2,431

2,616

2,635

2,658

2,675

2,690

2,709

2,719

2,734

2,743

2,750

2,753

2,756

2,757

2,752

2,745

2,730

2,716

2,708

330

453

974

1,164

2,095

2,209

2,312

2,320

2,326

2,319

2,317

2,293

2,289

2,275

2,261

2,246

2,237

2,209

2,197

2,115

2,050

1,977

1,909

1,883

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

12.3.3 Open Pit Design

Using the results of the pit optimization analysis, an operational pit was designed, which is the basis of the LOM. This pit design uses the selected pit shell
as a guide and includes smoothing the pit wall, adding ramps to access the pit bottom and ensures that the pit can be mined safely and efficiently. The
following section provides the parameters that were used for the open pit design and presents the results.

12.3.3.1 Pit Slope Geotechnical Evaluation

The following information summarizes the findings of the SRK (2013a) feasibility pit slope evaluation as well as supplemental stability analyses completed
for the interim pit phase designs by SRK (2016).

Data Collection

A  field  data  collection  program  was  designed  and  carried  out  for  the  Project  with  the  primary  objective  of  rock  mass  characterization  and  defining  the
dominant  discontinuity  orientations.  Field  data  collection  consisted  of  geotechnical  core  logging  and  discontinuity  orientation,  point  load  testing  and
laboratory strength testing. The Livengood site has very minimal outcrop exposure and, consequently, geotechnical mapping could not be carried out to a
significant degree.

Tower Hill Mines (THM) technicians logged geotechnical data for all of the 2010 resource drill holes providing the first geotechnical data for mine design;
17  of  the  2010  holes  (totaling  22,227  ft  (6,470  m))  were  located  within  the  proposed  open  pit  area  and  were  considered  in  the  development  of  the
geotechnical  model.  Based  on  the  2010  information,  two  supplemental  geotechnical  specific  drilling  campaigns  were  undertaken  in  2011  (three  holes
totaling 2,700 ft (823 m)) and in 2012 (four holes totaling 4,508 ft (1,374 m)). Core from these geotechnical specific holes was logged by SRK personnel
at the drill rig on a 24-hour basis. The locations of the 24 combined geotechnical drill holes are shown on Figure 12-2.

A  total  of  107  core  samples  were  selected  from  the  geotechnical  core  for  laboratory  testing  including  68  uniaxial  compressive  strength,  15  triaxial
compressive strength, 19 Brazilian tensile strength, and 29 direct shear tests.

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Livengood Gold Project Pre-feasibility Study

Figure 12-2: Location of geotechnical drill holes

Geotechnical Model

The  Project  is  located  within  a  geologically  complex  environment  composed  of  interlayered  sediments  and  volcanics  that  have  undergone  intense
thrusting and faulting. Results of the data collection programs support this, showing heavily fractured, weak to moderate strength rock with various types
of alteration.

The  field  and  laboratory  data  were  used  to  calculate  rock  mass  rating  (RMR)  values  according  to  the  Bieniawski  (1989)  system  for  each  core  run  or
shorter intervals where conditions varied within a run. This data was used as the primary means of evaluating the overall quality of the various rock types
and stratigraphies encountered.  

It was determined from data analysis that the materials within each of the main lithologies (i.e. Money Knob Sequence, Upper Sediments, Main Volcanics,
Lower  Sediments  (including  the  Lower  Sand)  and  Cambrian  units)  are  geotechnically  similar  and  that  the  data  within  each  could  be  grouped  to  form
individual  engineering  units  for  pit  slope  analysis.  Given  that  nearly  all  of  the  Sunshine  area  geologic  materials  are  believed  to  be  within  the  Upper
Sediments unit and demonstrated similar geotechnical characteristics, the materials were classified together as one engineering unit, i.e., Sunshine Upper
Sediments. RMR statistics for each engineering unit are summarized in Table 12-16.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 12-16: Distributions of RMR (Bienawski, 1989) per engineering unit

Engineering Unit

Money Knob

Cambrian

Main Volcanics

Upper Seds (Core Zone)

Lower Seds

Upper Seds (Sunshine)

No.

106

166

64

211

190

193

Mean

Std. Dev.

54

55

52

56

53

62

10

14

13

14

13

14

In order to develop a large population of uniaxial compressive strength (UCS) data for statistical analysis, a total of 1,923 valid point load tests (PLTs)
were  multiplied  by  correlation  factors  to  estimate  a  UCS  value  for  each  PLT.  A  correlation  factor  was  developed  for  each  individual  engineering  unit
according to ASTM standards by pairing each laboratory UCS test with adjacent PLTs, which generally resulted in linear relationships between the two
variables. Table 12-17 contains a statistical summary of the overall UCS data per engineering unit.

Table 12-17: Distributions of UCS per engineering unit

Engineering Unit

Money Knob

Cambrian

Main Volcanics

Upper Sediments (Core Zone)

Lower Sediments

Upper Sediments (Sunshine)

No.

65

227

106

249

290

808

Mean

Std. Dev.

20

88

69

32

36

59

15

172

47

34

26

42

Slope Stability Analyses

SRK evaluated both inter-ramp/overall and bench scale stability using probabilistic methods of analysis. Representative inter-ramp/overall slope models
were  analyzed  for  a  total  of  six  critical  design  sections  as  shown  on  Figure  12-3  to  confirm  stability  of  ultimate  pit  slopes.  The  critical  sections  were
selected  to  represent  the  anticipated  most  adverse  stability  conditions  such  as  where  the  slope  height  is  at  its  maximum,  pit  wall  materials  are  low
strength  and/or  pore  water  pressures  may  be  the  highest.  The  2012  Livengood  three-dimensional  stratigraphic  and  structural  models  were  used  to
generate the two–dimensional cross sections for modeling. The analyses were conducted using limit equilibrium methods using the Hoek-Brown (2002)
rock mass shear strength criteria and the end of mining groundwater surface was developed as part of the SRK (2013b) hydrogeologic model.

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Livengood Gold Project Pre-feasibility Study

Figure 12-3: Critical slope stability sections for the (2013) ultimate pit

Based on accepted engineering experience, inter-ramp/overall slope designs subject to probabilities of failure (POF) ranging from 20% to 30% for slopes
with low failure consequences and approximately 5% to 10% for high failure consequences are considered appropriate by SRK for most open pit mines.
Slopes  of  high  failure  consequence  are  generally  those  slopes  that  are  critical  to  mine  operations,  such  as  those  on  which  major  haul  roads  are
established, those providing ingress or egress points to the pit, or those underlying infrastructure such as processing facilities or structures. Given the
relatively high variability in rock quality and groundwater levels, a maximum POF of 20% was considered acceptable for the non-critical slopes. Results of
the analyses are summarized in Table 12-18. While Section C demonstrates a slightly higher POF than targeted, it was considered acceptable due to the
short slope length and the flexibility to re-design the ramp should an instability occur.

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Table 12-18: Overall slope stability analysis results for the ultimate pit

Section

Probability
of Failure

Mean Factor
of Safety

Recommended Geotechnical Berm Elevations

A

B

C

D

E

F

3%

3%

22%

8%

14%

18%

1.7

1.9

1.2

1.4

1.3

1.3

NA

NA

NA

Elev. 220, 320

Elev.  220

Elev. 120, 220, 320

Geotechnical berms were incorporated into the design to reduce the overall slope angles, where necessary, to achieve acceptable POF. The geotechnical
berms are designed at a total width of 82 ft (25 m).

Pit Slope Design Recommendations for the Ultimate Pit

The final pit slope design recommendations for the ultimate pit are summarized in Table 12-19 with corresponding sectors shown on Figure 12-4.

Table 12-19: Pit slope design recommendations for ultimate pit

Pit Sector

A

B

Remaining Areas

Max.
Overall
Slope Angle

Max.
Inter-ramp
Slope Angle

40

41

42

42

42

42

25 m
Geotech.
Berms 
(Approx. Elev.)

220, 320

220, 320

N/A

Bench
Height
(m)

20

20

20

Bench (1)
Width
(m)

12/14.9

12/14.9

12/14.9

Bench (1)
Face
Angle

63/70

63/70

63/70

(1)The 42° inter-ramp may be achieved by either 14.9 m width with 70° bench face angles or 12 m width with 63° bench face angles.

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Figure 12-4: Pit Slope Design Sectors for the Ultimate Pit

Recommendations were provided for both 63º and 70º bench faces angle configurations. The 63º bench face angle represents the lowest risk of local
bench instabilities, particularly for the Sunshine pit north wall, where bedding will dip shallowly into the pit; however, depending on the mining equipment
selected and on operational considerations, excavation of 70º bench face angles may be more practical. Considering the relatively wide catch benches
(14.9 m) that would be required to achieve the 42º inter-ramp angle, localized bench sloughing that may occur with the 70º bench face angles is expected
to be retained by the catch bench beneath. Regardless of which bench configuration is selected, inter-ramp slope angles should not be increased over
42°.

Pit Slope Design Recommendations for Early Mine Phase Interim Pit Walls

Subsequent to the initial SRK (2013a) feasibility pit slope study, additional analyses were completed by SRK (2016) to optimize interim pit wall angles,
minimizing waste handling during the critical payback period. A total of six critical slope stability sections were analyzed for the interim slopes with the
maximum inter-ramp slope heights ranging between 120 m and 160 m.

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The average properties were used for the deterministic analyses to represent the rock mass strength inputs for each of the primary rock types (Table 12-
16 and Table 12-17). Groundwater surfaces were estimated for each model based on the SRK (2013b) hydrogeologic model. Acceptability criteria for the
work included a 1.3 safety factor and a 5% to 10% maximum POF (high failure consequence slopes) due to the proximity of the haul roads to the interim
slopes analyzed. The analyses indicated safety factors between 1.5 and 2.4 for the optimized slopes with probabilities of failure ranging between 1 % and
10 %.

The results of the interim slope stability analyses indicated that stability of lower, interim slope heights will be controlled primarily by achievable bench
face angles and, to a lesser extent, the stability of high inter-ramp and overall slopes. Calculated safety factors could be considered relatively high for
typical open pit slope designs. However, steepening of the inter-ramp slope angles beyond 47° would require steeper bench face angles or reducing the
design catch bench width, which is not recommended at the feasibility level due to the lack of rock exposure and actual geologic structural information.
With detailed geotechnical bench face mapping and good quality wall control blasting practices, opportunity may exist to steepen the inter-ramp angles
based on more accurate information acquired during pit development.

Based on the (SRK, 2013a) feasibility study geotechnical characterization and subsequent slope stability analyses (SRK, 2016) described above, SRK
recommends that a maximum inter-ramp slope angle of 47° be used for inter-ramp slope heights of less than 160 m.

12.3.3.2 Pit Wall Configuration

Table 12-20 presents the pit wall configurations that were used by BBA for the PFS pit and phase designs.

Table 12-20: Pit wall configuration

Description

Bench Height

Bench Configuration

Bench Face Angle

Catch Bench Width

Inter-ramp Angle

Unit

Initial Phases

Later Phases

ft

ft

deg

deg

65.6

Double

70

37.4

47

65.6

Double

70

48.9

42

The pit design includes an 82 ft (25 m) wide berm at the 250 m elevation in the southwest part of the pit, as per the geotechnical recommendation.

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With respect to the pit wall configuration in the overburden, the pit slope report states the following: “At Livengood, overburden soil cover is generally thin,
thereby limiting permafrost melting and flowing to a mostly operational issue. In response, extra-wide berms or access points should be left within or at
the base of overburden materials to provide catchment and to permit clean-up of sloughing areas if necessary”. Since the overburden thickness in the pit
area is very limited, as discussed in Section 12.2.2, especially along the final pit walls, the QP has not considered a modified pit wall configuration in the
overburden nor a catchment berm since this was deemed to have a very small overall impact on the stripping ratio. The next level of study would warrant
more detail in the pit design related to the overburden slopes.

12.3.3.3 Haul Ramp Design

The haul ramps within the pit have been designed for haulage with 320 t (291 mt) sized rigid frame mining trucks, with an overall width of 112 ft (34 m).
For double lane traffic, industry practice indicates the running surface width to be a minimum of three times the width of the largest truck.

The overall width of a 320 t rigid frame mining truck is 30 ft (9.1 m), resulting in a running surface of 89.6 ft (27.3 m). The allowance for berms and ditches
increases the overall haul road width to 112 ft (34 m). Single-lane traffic has been considered for the final 4 benches (40 m in elevation), reducing the
overall  ramp  width  to  85  ft  (26  m).  Figure  12-5  presents  the  haul  road  configuration  for  2-way  traffic.  A  maximum  ramp  grade  of  10%  has  been
considered.

Figure 12-5: Haul road configuration

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12.3.3.4 Minimum Mining Width

A minimum mining width of 165 ft (50 m) has been considered for the pit design. This width must be respected to ensure that a 320 t haul truck, which has
a turning radius of 105 ft (32 m), can safely enter the mining area and make a 180° turn to be positioned for loading.  

12.3.3.5 Final Bench Access

In  order  to  reduce  the  stripping  ratio  as  much  as  is  feasibly  safe  and  efficient,  the  access  ramp  has  not  been  designed  to  the  bottom  of  the  lowest
benches.  When  mining  the  final  bench,  the  haul  trucks  will  be  positioned  on  the  bench  crest  rather  than  on  the  bench  toe.  Figure  12-6  illustrates  this
operating scenario, commonly referred to in the industry as a good-bye cut. This final bench has been designed at a height of 16.4 ft (5 m) high.

Figure 12-6: Final bench access

12.3.3.6 Open Pit Design Results

The open pit that has been designed for the Project is approximately 7,500 ft (2,300 m) long and 3,900 ft (1,200 m) wide at surface. The total surface area
of the pit is roughly 220 ha. The pit ramp on the final wall enters at the 380 m elevation on the north east side. The ramp branches off into two segments
at the 370 m elevation, a first one to access a small area on the far east side of the pit, and a second one that runs along the north wall towards the west.
At  the  290  m  elevation,  the  main  ramp  branches  off  again  into  two  segments,  a  first  one  to  access  the  central  part  of  the  pit  and  a  second  one  that
accesses the west part of the pit. The deepest part of the pit is at the 85 m elevation, 985 ft (300 m) below surface.

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Livengood Gold Project Pre-feasibility Study

Accounting for mining dilution, the open pit includes 453.6 Mt (411.5 Mmt) of Proven Mineral Reserves at an average gold grade of 0.64 g/mt and 20.4 Mt
(18.5  Mmt)  of  Probable  Mineral  Reserves  at  an  average  gold  grade  of  0.86  g/mt  for  a  total  of  474.1  Mt  (430.1  Mmt)  of  Proven  and  Probable  Mineral
Reserves at an average gold grade of 0.65 g/mt. In order to access these mineral reserves, 546.9 Mt (496.1 Mmt) of overburden and waste rock must be
mined,  resulting  in  a  strip  ratio  of  1.15:1.  There  are  only  a  few  hundred  thousand  metric  tons  of  Inferred  Mineral  Resources  in  the  open  pit.  The  pit
contains 1.2 Mt (1.1 Mmt) of Massive Stibnite at an average gold grade of 2.93 g/mt.

Figure 12-7 presents an isometric view of the open pit design.

Figure 12-7: Open pit design

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S-K 1300 – Technical Report Summary

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13.

MINING METHODS

13.1

Introduction

The  Livengood  deposit  will  be  mined  using  conventional  open  pit  mining  methods  consisting  of  drilling,  blasting,  loading,  and  hauling  with  large-scale
mining equipment. Vegetation, topsoil, and overburden will be stripped and stockpiled for future reclamation use. The ore and waste rock will be drilled
and blasted with 32.8 ft (10 m) high benches and loaded into haul trucks with a fleet of diesel-powered hydraulic excavators and front-end wheel loaders.

13.1.1 Geotechnical Pit Slope Parameters

The geotechnical pit slope parameters were presented in Section 12.3.3.1.

13.1.2 Hydrogeology

A  hydrogeological  investigation  was  completed  by  SRK  on  the  Livengood  Project  in  2012,  and  summarized  in  a  report  titled,  “2012  Hydrogeological
Investigations  and  Modeling  Results  –  Draft  3”  (SRK,  2013b).  The  study  included  numerical  groundwater  flow  modeling  to  evaluate  pit  water  inflows
during mining operations and to understand the formation of the pit lake after mining ceases. The results of the study showed that the maximum amount
of  groundwater  expected  to  enter  the  pit  will  be  in  the  range  of  2,406  m3/d.  This  quantity  of  water  is  manageable  with  dewatering  pumps,  which  are
discussed in Section 13.5.8.

13.2 Phase Designs

To maximize the NPV of the Project, mining phases (pushbacks) have been designed and incorporated into the mining sequence to bring higher-grade
material forward and to defer waste rock stripping.

13.2.1 Starter Pit

During the preproduction phase of the Project, a total of 89 Mt (81 Mmt) of waste rock has been estimated to be required for the construction of certain
infrastructure such as the tailings management facility (TMF) starter dike, mine haul roads, site access roads, and platforms for the processing facilities
and other buildings. It has been assumed that all waste rock types will be acceptable as construction material except for overburden.

A starter pit, also referred to as Phase 1, was designed on the eastern side of the open pit, which targets the waste rock requirements and minimizes the
amount of ore that would have to be stockpiled during preproduction. A trade-off study was carried out early in the Project, which evaluated a starter pit on
the westside of the open pit. The western starter pit targeted an area that would expose ore quicker but was not used in the PFS due to the longer haul
distances relative to the eastern starter pit.

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The Phase 1 starter pit contains 5.6 Mt (5.1 Mmt) of overburden, 91.4 Mt (82.9 Mmt) of waste rock and 5.4 Mt (4.9 Mmt) of ore. The bottom of the starter
pit is at the 385 m elevation, and the total depth of the starter pit is 328 ft (100 m).

13.2.2 Phase Design Results

The phase designs were guided by the lower revenue factor pit shells from the pit optimization analysis. A total of five phases have been designed in
addition to the starter pit. To ensure the phases can be mined safely and efficiently with the selected fleet of mining equipment, a minimum width of 400 ft
(122 m) has been considered between each phase. Narrower widths down to 130 ft (40 m) have been allowed for short segments.

For all phases, the haul ramp exits have been located on the northside of the pit to avoid haul road construction requirements on the south side, which
would negatively impact the visual effects of the Project.

Table 13-1 presents the mineral reserves for each phase and Figure 13-1 presents a plan view showing the limits of each phase.

Table 13-1: Mineral reserves by phase

Phase

Ore
(Mt)

Au Grade
(g/mt)

Overburden (Mt)

Waste Rock (Mt)

Strip
Ratio

Phase 1

Phase 2

Phase 3

Phase 4

Phase 5

Phase 6

Total (1)

5.6

35.8

76.5

45.1

118.3

192.7

474.0

0.45

0.60

0.75

0.57

0.60

0.68

0.65

5.6

2.2

4.4

1.1

3.1

6.9

23.4

91.3

7.8

68.0

31.4

106.5

218.7

523.7

17.3

0.3

0.9

0.7

0.9

1.2

1.2

(1) Numbers may not add up due to rounding.

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Figure 13-1: Phase designs

Phase 2 targets an area on the east side of the pit with a very low strip ratio of 0.3 to 1. The bottom of Phase 2 is at the 305 m elevation, and the total
depth of Phase 2 is 540 ft (165 m).

Phase 3 targets a high grade area on the west side of the pit with an average grade of 0.75 g/mt. The stripping ratio is relatively low at 0.9 to 1.0. The
bottom of Phase 3 is at the 210 m elevation, and the total depth of Phase 3 is 920 ft (280 m). Both Phase 2 and Phase 3 will be mined at the same time to
separate the equipment fleet, which will allow for higher productivities.

Phase 4 is an expansion of Phase 2. The bottom of Phase 4 is at the 245 m elevation, and the total depth of Phase 4 is 820 feet (250 m).

Phase 5 mines the pit to its final limits on the east side and Phase 6 mines the pit to its final limits on the west side. Since the Phase 5 ramp cuts off
access  to  the  remaining  benches  above  the  350  m  elevation,  a  ramp  has  been  included  in  the  northwest  corner  of  the  pit  in  Phase  6  to  access  this
material.

Figure 13-2 to Figure 13-7 present the designs for each phase.

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Figure 13-2: Phase 1 design

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Figure 13-3: Phase 2 design

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Figure 13-4: Phase 3 design

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Figure 13-5: Phase 4 design

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Figure 13-6: Phase 5 design

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Figure 13-7: Phase 6 design

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S-K 1300 – Technical Report Summary

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13.3 Waste Rock Storage Facility and Stockpile Designs

Material mined from the open pit that is not directly hauled to the primary crusher will be placed in several storage facilities across the Livengood site.
These facilities, discussed in further detail below, include growth media stockpiles, the overburden stockpile, the waste rock storage facility (WRSF), the
low grade ore stockpile, and an emergency ore stockpile. Waste rock will also be used as construction material both during preproduction, as discussed in
Section 13.2.1, and to raise the height of the TMF dike as the mine life progresses. Note that trees will be cleared prior to placing material in these piles.

13.3.1 Growth Media Stockpiles

As discussed in Section 12.2.2, a topsoil thickness of 12 inches (30 cm) has been assumed for mine design purposes. This material will be stripped and
placed  separately  in  growth  media  stockpiles  to  be  used  for  closure  and  reclamation  activities.  Several  growth  media  stockpiles  will  be  strategically
located around the site. Depending on the mining sequence and closure activities, topsoil may be hauled directly to certain areas if they are available for
reclamation, thus reducing costs by limiting re-handling activities.

13.3.2 Overburden Stockpile

Overburden will be stripped and hauled to the overburden stockpile located in the Gertrude Creek Valley to the east of the plant site. The overburden
stockpile will be built on the side of the hill, has a footprint area of 67 ha and a capacity of 15.7 Myd3 (12 Mm3). The bottom of the overburden stockpile is
at the 420 m elevation and the top is at the 540 m elevation for a total height of 395 feet (120 m). The overburden stockpile has been designed with 150 ft
(45 m) wide catch benches every 100 ft (30 m) in elevation and has an overall slope of 18.4 degrees.

13.3.3 Waste Rock Storage Facility

Waste rock not used for construction will be hauled to the WRSF located in the Gertrude Creek Valley to the east of the plant site, below the overburden
stockpile. The PFS considers the same design parameters for the WRSF that were prepared by AMEC for the 2013 FS and presented in the report titled
“Geotechnical Design Report August 6, 2013.pdf” (AMEC, 2013).

Since the WRSF will be built along the side of a hill, a buttress called the “Gertrude Creek Embankment” will be built at the base of the WRSF to provide
additional stability. The buttress will separate the TMF and the WRSF. Stacking of the waste rock will begin at the base of the pile, against the Gertrude
Creek Embankment, and advance up the slope in a “bottom-up” sequence. Access to each lift will be from the haul road that will be built to the east of the
plant site to access the TMF. Table 13-2 presents the slope configuration for the WRSF.

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Table 13-2: WRSF slope configuration

Description

Lift Height

Overall Slope

Bench Face Angle

Berm Width

Unit

deg

deg

ft

ft

Value

100

18.4 (3H:1V)

33.7

150

The WRSF was designed with a footprint area of 215 ha and a capacity of 163 Myd3 (125 Mm3). The bottom of the WRSF is at the 330 m elevation and
the top is at the 420 m elevation for a total height of 295 ft (90 m). The PFS requires 105 Myd3 (80 Mm3) of storage capacity in the WRSF and will be built
to the 390 m elevation.

A trade-off study was completed to evaluate the merits of placing waste rock in mined-out areas of the pit. Although the mine sequencing does allow for
in-pit dumping, it was determined that too much potential mineralization would be sterilized by in-pit dumping.

13.3.4 Low Grade Ore Stockpile

To maximize the NPV of the Project, lower grade ore will be placed in a stockpile so that higher grade ore can be accessed and sent to the process plant
earlier in the mine life. The lower grade ore is then reclaimed at the end of the life of the mine. The low grade ore stockpile is located to the east of the
open pit on the ridge above Gertrude Creek. Material placed in the stockpile will be classified into low grade (< 0.5 g/mt), medium grade (> 0.5 g/mt and
< 0.7 g/mt) and high grade (> 0.7 g/tm), with each category being placed in a different part of the pile.

The  peak  low  grade  ore  stockpile  balance  from  the  mine  plan,  presented  in  Section  13.4,  is  87.7  Mt  (79.6  Mt),  resulting  in  a  capacity  requirement  of
45 Myd3  (34  Mm3).  The  low  grade  stockpile  will  also  be  built  on  the  side  of  the  hill  and  has  a  footprint  area  of  100  ha.  The  bottom  of  the  low  grade
stockpile is at the 300 m elevation and the top is at the 570 m elevation for a total height of 886 ft (270 m) at its highest point. The low grade stockpile has
been designed with 150 ft (45 m) wide catch benches every 100 ft (30 m) in elevation and has an overall slope of 18.4 degrees.

13.3.5 Emergency Ore Stockpile

To ensure the primary crusher can be fed when the mine will be shut down during extreme weather events, an emergency ore stockpile has been located
on the run of mine (ROM) pad. The emergency ore stockpile has a 65,000 t (58,967 mt) capacity to provide 24 hours of crusher feed. The emergency ore
stockpile has a height of 16 ft (5 m) and a surface area of 65,000 ft2 (6,040 m2). Ore from this stockpile will be rehandled with wheel loaders that will either
dump directly into the hopper of the primary crusher or load haul trucks that will haul and dump into the hopper.

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13.3.6 Acid Rock Drainage

SRK previously completed a report on the acid rock drainage (ARD) potential of the Livengood waste rock, titled “Metal Leaching and Acid Rock Drainage
Assessment, Livengood Project, Alaska. Progress Report 3 - Final” (SRK, 2012)., The SRK study concluded that the Volcanic and Lower Sediment rock
types have the greatest potential to produce ARD. These rock types represent approximately 15% of the waste rock within the open pit and should easily
be mixed with the non-potentially ARD rock types when placed in the WRSF. The QP recommends that the design and sequencing of placement of ARD
material into the WRSF be updated for the next phase of study.

13.4 Mine Production Plan

The mine production plan has been prepared using the MinePlan Schedule Optimizer (MPSO) tool in the Hexagon MinePlan 3D software. Provided with
economic  input  parameters  and  operational  constraints  such  as  phase  sequencing,  maximum  bench  sink  rates,  and  mining  and  milling  capacities,  the
software determines the optimal mining sequence and low grade ore stockpiling strategy, which maximizes the NPV of the mine production plan.

The  mine  plan  has  been  prepared  quarterly  for  the  first  2  years  of  production  and  annually  thereafter.  The  mine  plan  also  includes  a  period  of
preproduction  that  has  been  scheduled  annually  over  3  years.  The  purpose  of  the  preproduction  period  is  for  the  mine  to  provide  waste  rock  for
construction material and to prepare the pit for mining operations.

The mine plan has been prepared using cuts that are 200 m x 200 m x 10 m high. Partial mining was not allowed so cuts are mined in their entirety within
a given period.

The  mine  plan  considers  a  maximum  bench  sink  rate  of  eight  benches  per  year  per  phase,  for  a  maximum  vertical  sink  of  262  ft  (80  m)  per  year  per
phase.

For low grade stockpile rehandling, since the low grade ore stockpile will be quite large and can be reclaimed from many sides, the mine plan considers
“average grade” reclaim strategy.

The mine plan targets the nominal mill throughput capacity of 65,000 t/d (58,967 mt/d) and varies based on the blend of ore by rock type. Table 15-7 in
Section  12.3.2  presenting  the  mill  throughput  rates  in  t/h  for  each  rock  type  have  been  considered  in  the  mine  plan.  The  mine  plan  also  considers  an
overall mill utilization of 93%, which results in 8,147 hours per year of operation.

The mine plan accounts for the following process plant utilization ramp-up prior to achieving 93%, at the start of Year 2. This results in an average plant
utilization of 75% for the first year of operation, which falls between Class 1 and Class 2 of the McNulty start-up benchmarking curves.

■ Q1: 45%;
■ Q2: 75%;
■ Q3: 80%;
■ Q4: 95%.

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The  Livengood  Project  has  a  20.3-year  mine  life  plus  3  years  of  preproduction  development.  A  contractor  will  operate  the  pit  during  the  first  year  of
preproduction to develop the first benches in the Phase 1 starter pit and construct the network of mine haul roads. By the second year, the owner’s fleet of
equipment will be on-site and assembled and will take over from the contractor.

Mining of Phases 2 to 6 is planned as follows:

■ Phase 2 – Mined between Year 1 and Year 2;

■ Phase 3 – Mined between Year 1 and Year 4;

■ Phase 4 – Stripping begins in Year 3 and will be completely mined out in Year 7;

■ Phase 5 – Mining begins in Year 4 and completes in Year 10;

■ Phase 6 – Mining begins in Year 6 and completes in Year 17.

The total material mined from the open pit peaks at 66 Mt (60 Mmt) from Year 2 to Year 5 and averages 55 Mt/y (50 Mmt/y) between Year 1 and Year 17.
A total of 105 Mt (95 Mmt) of ore is sent to the low grade ore stockpile over the life of the mine, with an average gold grade of 0.38 g/mt. A total of 84% of
the low grade ore is rehandled and sent to the mill during the final five years of production, with smaller amounts rehandled in earlier years.

During the life of mine, a total of 271 Mt (246 Mmt) is hauled to the TMF for dike construction, representing 52% of the total waste rock.  

The average gold grade for ore to the mill is fairly consistent on a year to year basis, ranging from 0.58 g/mt to 0.93 g/mt when the open pit is in operation,
and drops to 0.36 g/mt during stockpile rehandling at the end of the mine life.

A peak gold production of 482 koz is achieved in Year 3, when higher grades will be fed to mill, which also coincides with higher mill recoveries. Gold
production averages 342 koz per year between Year 1 and Year 17 and 154 koz per year during stockpile rehandling.

Table  13-3  presents  the  mine  production  schedule  (summarized  by  year)  and  Table  13-4  presents  the  mill  feed  by  rock  type  (summarized  by  year).
Figure 13-8 to Figure 13-12 present various charts which display the mine production schedule and Figure 13-13 to Figure 13-16 present the pit advances
for at the end of Preproduction, Year 05, Year 10, and Year 15.

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Table 13-3: Mine production schedule

Year

Unit

-3

-2

-1

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

Total

Mill Feed

Mt

0.0

0.0

0.0

18.0

24.4

24.3

23.2

23.6

23.6

23.6

23.4

23.5

24.2

23.9

23.8

23.4

23.1

23.2

23.2

23.4

23.8

23.8

23.8

6.8

474.0

Gold Grade

g/mt

0.00

0.00

0.00

0.76

0.69

0.93

0.93

0.61

0.61

0.64

0.64

0.69

0.58

0.61

0.72

0.77

0.77

0.71

0.73

0.65

0.36

0.36

0.36

0.37

0.65

Ounces Rec.

koz

0

0

0

321

388

482

437

314

328

340

329

357

306

296

336

339

322

308

316

293

188

188

188

54

6,430

Mill Recovery

ROM to Mill

%

Mt

0%

0%

0% 80% 79% 73% 69% 74% 78% 77% 75% 76% 75% 70% 67% 65% 62% 64% 64% 66% 75% 75%

75% 74%

71%

0.0

0.0

0.0

16.7

23.3

24.3

22.9

22.4

23.6

23.6

23.4

23.5

15.8

19.6

23.8

23.4

23.1

23.2

23.2

13.4

0.0

0.0

0.0

0.0

369.2

Gold Grade

g/mt

0.00

0.00

0.00

0.76

0.70

0.93

0.94

0.61

0.61

0.64

0.64

0.69

0.67

0.66

0.72

0.77

0.77

0.71

0.73

0.86

0.00

0.00

0.00

0.00

0.73

ROM to Stkp

Gold Grade

Stkp to Mill

Mt

Mt

Mt

1.2

2.7

1.1

16.1

8.1

12.1

17.0

6.6

6.6

3.3

3.3

3.3

3.3

3.3

3.3

3.3

3.3

3.3

3.3

0.3

0.0

0.0

0.0

0.0

104.8

0.47

0.45

0.44

0.38

0.34

0.40

0.40

0.33

0.34

0.35

0.36

0.35

0.33

0.35

0.44

0.38

0.41

0.40

0.38

0.40

0.00

0.00

0.00

0.00

0.38

0.0

0.0

0.0

1.3

1.1

0.0

0.3

1.3

0.0

0.0

0.0

0.0

8.4

4.3

0.0

0.0

0.0

0.0

0.0

10.0

23.8

23.8

23.8

6.8

104.8

Gold Grade

g/mt

0.00

0.00

0.00

0.73

0.45

0.62

0.75

0.59

0.00

0.00

0.00

0.00

0.42

0.36

0.00

0.00

0.00

0.00

0.00

0.38

0.36

0.36

0.36

0.37

0.38

OB to Stkp

Waste to
WRSF

Waste to TMF

Total Material
Moved

Total Material
Mined (ROM)

Mt

Mt

Mt

Mt

Mt

3.9

1.5

0.2

4.7

1.6

0.8

1.6

2.0

0.6

1.5

1.4

1.4

1.7

0.5

0.0

0.0

0.0

0.0

0.0

0.0

0.0

0.0

0.0

0.0

23.3

11.2

3.2

2.6

2.5

8.7

15.2

10.9

21.4

20.4

22.8

23.1

23.0

31.5

31.1

9.6

8.0

3.1

3.0

1.0

0.0

0.0

0.0

0.0

0.0

252.5

2.4

27.8

31.5

24.4

24.4

13.8

13.8

13.8

9.4

9.4

9.4

9.4

11.6

11.6

11.6

11.6

10.7

10.7

10.7

3.0

0.0

0.0

0.0

0.0

271.1

18.8

35.2

35.3

65.6

67.3

66.1

66.5

67.4

60.6

60.6

60.6

60.6

72.3

70.4

48.4

46.3

40.2

40.3

38.3

26.6

23.8

23.8

23.8

6.8

1,125.7

18.8

35.2

35.3

64.3

66.1

66.1

66.1

66.1

60.6

60.6

60.6

60.6

63.9

66.1

48.4

46.3

40.2

40.3

38.3

16.6

0.0

0.0

0.0

0.0

1,020.9

Strip Ratio

14.8

12.3

31.8

1.0

1.1

0.8

0.7

1.3

1.0

1.2

1.3

1.3

2.4

1.9

0.8

0.7

0.5

0.5

0.4

0.2

0.0

0.0

0.0

0.0

1.2

FEBRUARY 2022

13-11

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 13-4: Mill feed by rock type

Year

Unit

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

Total

18.0

24.4

24.3

23.2

23.6

23.6

23.6

23.4

23.5

24.2

23.9

23.8

23.4

23.1

23.2

23.2

23.4

23.8

23.8

23.8

Tonnes

RT4

RT5

RT6

RT7

RT8

RT9

Mt

Mt

Mt

Mt

Mt

Mt

Mt

4.0

12.9

1.0

0.1

0.0

0.0

9.3

9.3

5.6

0.0

0.1

0.0

9.7

0.4

9.7

0.0

0.0

4.5

0.6

2.9

2.8

2.8

2.0

2.8

5.9

10.8

14.8

11.1

11.2

12.3

7.7

2.3

0.3

6.3

7.4

0.9

0.3

1.4

4.5

0.7

0.4

0.4

7.7

0.8

0.1

1.2

3.9

2.9

0.2

3.3

0.5

5.2

0.6

2.2

8.2

3.8

5.7

3.9

0.3

2.2

7.7

2.0

7.0

0.4

0.0

6.6

8.0

0.0

5.6

0.8

0.0

4.7

0.0

5.9

2.2

0.0

2.3

0.0

4.0

0.7

0.0

4.7

0.0

0.0

3.2

1.8

3.3

3.0

4.2

12.8

16.8

10.8

9.5

10.7

12.5

0.0

0.0

5.0

0.0

3.2

0.1

4.4

4.7

8.7

5.2

2.3

0.1

2.7

4.7

8.7

5.2

2.3

0.1

2.7

4.7

8.7

5.2

2.3

0.1

2.7

6.8

1.3

2.5

1.5

0.7

0.0

0.8

474.0

85.8

126.3

104.4

72.6

2.9

82.1

Gold Grade

g/mt

0.76

0.69

0.93

0.93

0.61

0.61

0.64

0.64

0.69

0.58

0.61

0.72

0.77

0.77

0.71

0.73

0.65

0.36

0.36

0.36

0.37

0.65

RT4

RT5

RT6

RT7

RT8

RT9

g/mt

0.78

0.58

0.73

0.58

0.58

0.79

0.51

0.53

0.58

0.50

0.55

0.51

0.64

0.49

0.61

0.00

0.31

0.31

0.31

0.31

0.31

0.54

g/mt

0.75

0.73

0.65

0.68

0.52

0.54

0.63

0.59

0.66

0.45

0.36

0.48

0.00

0.00

0.00

0.00

0.36

0.36

0.36

0.36

0.36

0.55

g/mt

0.78

0.82

1.05

0.90

0.73

0.67

0.70

0.67

0.58

0.55

0.54

0.72

0.67

0.69

0.59

0.60

0.43

0.37

0.37

0.37

0.37

0.66

g/mt

0.71

0.54

0.64

0.89

0.76

0.54

0.55

0.63

0.75

0.88

0.49

0.86

0.80

0.78

0.73

0.73

0.82

0.36

0.36

0.36

0.36

0.72

g/mt

0.78

0.58

0.77

0.88

0.72

0.75

0.85

0.65

0.97

0.63

0.45

0.53

0.00

0.00

0.00

0.00

0.45

0.45

0.45

0.45

0.45

0.73

g/mt

0.00

0.00

1.15

1.26

0.68

1.00

0.69

0.89

0.78

0.64

0.84

0.90

0.87

0.85

0.79

0.85

0.76

0.46

0.46

0.46

0.46

0.84

FEBRUARY 2022

13-12

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 13-8: Gold production

FEBRUARY 2022

13-13

Figure 13-9: Mill feed

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 13-10: Material mined (ROM)

FEBRUARY 2022

13-14

Figure 13-11: Low grade ore stockpile balance

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 13-12: Massive stibnite tonnages milled

FEBRUARY 2022

13-15

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 13-13: End of preproduction

Figure 13-14: End of Year 05

FEBRUARY 2022

13-16

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 13-15: End of Year 10

Figure 13-16: End of Year 15

FEBRUARY 2022

13-17

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

13.5 Mine Equipment Fleet

The following section discusses equipment selection and fleet requirements to carry out the mine plan. The mine will be operated by an owner fleet with
the peak requirements presented in Table 13-5. The table identifies the Komatsu trucks, shovel, loader, and support equipment as well as the Epiroc drill
to give the reader an appreciation for the equipment size. It is important to note that the specific equipment selection will be done during the procurement
phase of the Project.

Table 13-5: Mine equipment fleet

Equipment

Haul Truck

Hydraulic Excavator

Wheel Loader

Production Drill

Secondary Drill

Track Dozer (Small)

Track Dozer (Large)

Road Grader

Water Truck

Utility Excavator (Small)

Utility Excavator (Large)

Small Loader (Stemming)

Lighting Plant

Explosives Truck

Fuel & Lube Truck

Mechanic Service Truck

Welding Truck

Flatbed with Crane  

Lowboy  

Tire Handler  

Mobile Crane (Small)  

Mobile Crane (Medium)  

Mobile Crane (Large)  

Pickup Truck  

Transport Bus  

Dewatering Pump

FEBRUARY 2022

Model

Komatsu 930E-5

Komatsu PC5500-11

Komatsu L1850

Epiroc PV-231

Epiroc D65

Komatsu D375A-8

Komatsu D475A-8

CAT 16M3

Komatsu HD1500-8

Komatsu PC490LC-11

Komatsu PC800LC-8

CAT430

n/a

n/a

CAT 740

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

Description

Payload – 320 t

Bucket Payload – 40 yd3

Bucket Payload – 40 yd3

n/a

n/a

Net Power – 609 hp

Net Power – 890 hp

Net Power – 259 hp

Capacity – 37,000 gal

Net Power – 359 hp

Net Power – 363 hp

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

n/a

Godwin HL260

Net Power – 600 hp

Units

18

2

2

5

1

3

3

4

2

2

2

1

12

2

2

3

2

2

2

1

1

1

1

20

4

4

13-18

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

13.5.1 Operating Schedule

The mine will be operated with an owner fleet, 365 days per year, 24 hours per day, running 2-12-hour shifts per day. For equipment calculations, a total
of five days of lost production time has been considered for poor weather conditions.

13.5.2 Equipment Utilization Model

Figure 13-17 presents the equipment utilization model that is used to understand the key performance indictors (KPI) that govern the fleet requirements.
The definitions for each time component are presented below using haul trucks as an example.

Figure 13-17: Equipment utilization model

FEBRUARY 2022

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International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

■ Scheduled Time – full calendar year less unplanned shutdowns;

■ Down Time – the unit is inoperable due to either a scheduled maintenance or an unplanned breakdown;

■ Available Time – scheduled time less down time;

■ Standby Time – the unit is available mechanically but not being used (the engine will typically be shut off while the unit is on standby);

■ Utilized Time – available time less standby time. This time is also referred to as the Gross Operating Hours (GOH);

■ Operating Delays – the unit is available and not on standby but not effectively producing (the engine will be running during the operating delays);

■ Operating Time – utilized time minus operating delays. This time is also referred to as the Net Operating Hours (NOH).

The following KPIs can be calculated from the different time components using the formulas below:

■ Availability – (NOH + Op. Delays + Standby) / (NOH + Op. Delays + Standby + Down);

■ Use of Availability – (NOH + Op. Delays) / (NOH + Op. Delays + Standby);

■ Machine Utilization – (NOH + Op. Delays) / (Scheduled Time);

■ Operating Efficiency – (NOH) / (NOH + Op. Delays);

■ Effective Utilization – (NOH) / (Scheduled Time).

Table 13-6 presents the KPIs and time assumptions that were used for the fleet of trucks, shovels, loaders, and drills.

Table 13-6: Mine equipment KPIs

Description

Units

Trucks

Shovels /
Loaders

Drills

Availability

Use of Availability

Machine Utilization

Operating Efficiency

Effective Utilization

Scheduled Time

Down Time

Standby Time

Operating Delays

Utilized Time (GOH)

Operating Time (NOH)

%

%

%

%

%

h/y

h/y

h/y

h/y

h/y

h/y

85.0

86.3

73.3

85.6

62.8

8,760

1,314

1,024

922

6,422

5,500

85.0

86.3

73.3

85.6

62.8

8,760

1,314

1,024

922

6,422

5,500

80.0

96.2

77.0

91.4

70.4

8,760

1,752

264

581

6,745

6,163

FEBRUARY 2022

13-20

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

13.5.3 Drilling and Blasting

Production drilling will be done with a fleet of autonomous diesel-powered down-the-hole (DTH) drills that will drill 9.8 inch (251 mm) diameter holes on
32.8 ft (10 m) high benches. Drilling productivities have been calculated per rock type based on an instantaneous drill penetration rate of 82 ft/h (25 m/h)
and the fixed time drilling components presented in Table 13-7.

Table 13-7: Fixed drilling time per hole

Description

Steel Retract

Jack Up

Tramming

Jack Down

Collar

Bit Change

Total

Unit

min

min

min

min

min

min

min

Value

0.40

0.30

2.50

0.50

3.00

0.30

7.00

The drill productivities have been applied to the number of holes drilled per year to determine the annual hours of drilling and number of units required. In
addition to the number of holes, which is based on the blast patterns presented in Table 13-8 and Table 13-9, an additional 2% will be considered for
holes that will require re-drilling.

Blasting will be carried out using Ammonium Nitrate Fuel Oil (ANFO). Although ANFO has a lower explosive density than emulsion products, which
therefore requires a tighter drill pattern to achieve the same fragmentation, a trade-off study was carried out and demonstrates that the lower cost for
ANFO in the region outweighs the additional drilling requirements. The ANFO used will have a density of 0.031 lb/in3 (0.85 g/cm3). Table 13-8 and
Table 13-9 present the blast patterns for ore and waste rock for each rock type that were developed in order to achieve the desired fragmentation.
Blasting will be done using electric detonation and drill holes will be double primed (two detonators and two boosters per hole). Emulsion was considered
for 10% of the holes to account for wet conditions.

FEBRUARY 2022

13-21

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 13-8: Blast patterns (ore)

Description

Unit

RT4

RT5 / RT6

RT7

RT8 / RT9

Burden

Spacing

Subdrilling

Stemming

Powder Factor

ft

ft

ft

ft

lb/ft

19.4

19.4

3.3

11.5

0.68

20.0

20.1

3.3

11.5

0.66

21.3

21.3

3.3

11.5

0.58

19.4

19.4

3.3

11.5

0.68

Table 13-9: Blast patterns (waste)

Description

Unit

RT2 / RT4

RT5 / RT6

RT7

RT8 / RT9

Burden

Spacing

Subdrilling

Stemming

Powder Factor

ft

ft

ft

ft

lb/ft

21.7

21.7

3.3

11.5

0.50

22.3

22.3

3.3

11.5

0.48

24.6

24.6

3.3

11.5

0.42

21.7

21.7

3.3

11.5

0.50

Pre-split blasting will be done on the final pit walls using 45 mm diameter packaged emulsion with explosive densities of 0.043 lb/in3 (1.20 g/cm3). Pre-
split  blasting  will  be  double  benched  (65.6  ft)  using  5  in  (127  mm)  diameter  holes,  with  3.3  ft  (1  m)  of  sub-drilling.  The  pre-split  holes  will  be  spaced
5 ft (1.5 m) apart, resulting in a power factor of 0.24 lb/ft2 (1.16 kg/m2).

A total of five production drills and one secondary drill for pre-splitting and secondary blasting are required during most of the mine life.

Explosives products and accessories will be delivered to site by a local explosives supplier and stored in a facility that will be located to the east of the pit,
south  of  the  low  grade  ore  stockpile.  The  facility  will  include  two,  100-t  ammonium  nitrate  silos  as  well  as  a  smaller  silo  for  emulsion.  The  explosives
products will be mixed with diesel fuel at this facility to produce the explosives that will be transported to the blast patterns and loaded into the holes by
the Livengood blasting team. Approximately 15,430 t (14 million kg) of explosives will be used every year.

FEBRUARY 2022

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International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

13.5.4 Loading

Loading will be done on 32.8 ft (10 m) benches using a mix of diesel-powered hydraulic shovels and frontend wheel loaders, both equipped with 40 yd3
(31 m3) buckets. Productivities have been calculated considering shovel bucket swing times of 35 seconds and loader cycle times of 50 seconds. A 90%
fill factor has been considered for both machines.

During peak production, the fleet will include two shovels and two wheel loaders.

13.5.5 Hauling

Hauling will be done with 320 t (291 mt) rigid frame haul trucks. Haul productivities have been calculated considering effective payloads of 317 t (288 mt),
which have been reduced from the nominal payloads to account for a carryback of 1%.

A haulage network was established in MPSO that considers the hauls for each mining cut to each potential dumping destination. Using rimpull curves
provided by the truck manufacturers, MPSO calculated the travel times for each haul. The travel times were then added to the fixed haulage cycle times
to arrive at the total cycle times. The fixed cycle times consider 55 seconds for truck spotting, 35 seconds for each shovel bucket (50 seconds for the
front-end  loaders),  and  90  seconds  for  spotting  and  dumping  at  the  destination.  It  is  assumed  that  the  shovel/loader  will  be  waiting  for  a  truck  with  a
loaded bucket 50% of the time, resulting in a 5-second first bucket pass in those instances. A total of five buckets is required to load each truck, resulting
in  an  average  total  fixed  cycle  time  of  305  seconds.  In  addition  to  these  haulage  parameters,  the  truck  productivity  calculations  consider  a  3%  rolling
resistance, a maximum speed of 25 mph (40 km/h) and a downhill maximum speed of 15 mph (25 km/h).

A total of 12 trucks are required in preproduction, ramping up to 18 in Year 1. Truck requirements remain constant between 15 and 18 for most of the
mine life, ramping down when the operation is limited to stockpile rehandle.

The following are the average one-way haul distances for the open pit over the life of mine:

■ Ore to the crusher: 1.6 miles (2.6 km);

■ Ore to the low grade stockpile: 2.1 miles (3.4 km);

■ Overburden to the overburden stockpile: 3.4 miles (5.4 km);

■ Waste rock to the WRSF: 3.1 miles (5.0 km);

■ Waste rock to the TMF: 4.4 miles (7.1 km);

■ Stockpile rehandle: 0.9 miles (1.4 km).

FEBRUARY 2022

13-23

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

13.5.6 Auxiliary Equipment

A fleet of support equipment has been included for haul road maintenance, drill pad preparation, material placement on the WRSF, and cleaning around
the loading face. Material spreading on the tailings dike has been accounted for in the TMF construction costs. The fleet of support equipment includes
dozers, graders, water trucks, and utility loaders and excavators.

A fleet of service equipment such as fuel and lube trucks, lowboys to transport the tracked equipment, personnel buses, maintenance vehicles, and pick-
up trucks is also included.

13.5.7 Mine Dispatch System

A mine dispatch system has been included to optimize the use of the loading and hauling fleets.

13.5.8 Mine Dewatering

Mine water will be collected in in-pit sumps that will be strategically located on the lower benches of the pit. Water collected in the sumps will be pumped
to surface using electrically powered pumps and will be discharged into the site drainage network for treatment and clarification prior to discharge into the
environment. A total of four pumps have been included in the equipment fleet during peak production.

13.6 Mine Workforce

The  mine  workforce  has  been  estimated  for  each  period  of  the  mine  plan,  which  includes  management  and  supervisory  personnel,  mine  technical
services, mine operations, and mine maintenance personnel.

All workers will be bussed to site from Fairbanks daily. Mine operations and mine maintenance personnel who will work on shift will be part of a 4-crew
system to provide 24 h/d coverage and staff workers will be on site 5 days per week.

The mine workforce during peak production totals 221 employees, comprising 165 in mine operations, 42 in mine maintenance, and 14 in mine technical
services. The workforce for the mine has been categorized into Mine Operations. Table 13-10 presents the workforce requirements for the open pit during
peak production.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 13-10: Mine workforce

Description

Number

Mine Operations

Mine Manager

Mine Operations Superintendent

Mine Operations Foreman

Mine Clerk

Mine Trainer

Shovel Operator

Loader Operator

Truck Operator

Blaster

Blast Helper

Driller

Dozer Operator

Grader Operator

Water Truck Driver

Utility Operator

Mine Maintenance

Maintenance Superintendent

Maintenance Foreman

Maintenance Planner

Mechanics

Mine Technical Services

Mine Technical Superintendent

Mining Engineer

Geologist

Surveyor

Sampler

Geotechnical Engineer

Total

1

1

8

1

4

7

7

62

2

2

6

24

16

8

16

1

12

2

27

1

4

2

2

4

1

221

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

14.

RECOVERY METHODS

14.1

Introduction

The recovery methods for the Livengood Gold Project were established on the basis of laboratory-scale testwork as described in Chapter 10, equipment
information from suppliers, and BBA’s experience on similar projects. The resulting flowsheet reflects the results of this testwork and forms the basis for
the  plant  design,  capital  costs  and  operating  costs  developed  in  this  study.  Design  work  and  equipment  descriptions  in  this  Chapter  are  reported  in
imperial  units,  with  metric  units  shown  in  parentheses.  Every  effort  has  been  made  to  clearly  display  the  appropriate  units  being  used  throughout  this
TRS, certain tables show results in metric units only.

14.2 Process Plant Production Schedule

The mine is scheduled to deliver an average tonnage of approximately 65,000 t/d (59,000 mt/d) of ore to the primary crusher and process plant on a 365-
day-per-year  basis.  The  process  plant  is  designed  to  operate  with  an  availability  of  93%.  The  primary  crusher  and  main  process  plant  will  operate
24  hours  per  day  and  7  days  per  week.  The  operating  teams  will  work  on  a  schedule  of  two  12-hour  shifts.  The  main  process  plant  will  be  stopped
periodically  to  perform  preventive  maintenance  on  equipment,  for  which  there  is  no  standby  unit.  The  operations  and  maintenance  teams  will  be
supported by an Integrated Remote Operating Control Center (IROC) to be located in Fairbanks. More information on the IROC is given in Chapter 15.

The overall gold recovery of the proposed circuit is estimated at 71.4% based on the rock types to be processed according to the LOM plan. Average
annual gold production is estimated to be 388,600 oz/year for the first 5-years and approximately 317,000 oz/year life of mine.

14.3 Conceptual Process Flow Diagram

The  processing  plant  consists  of  primary  crushing,  ore  reclaiming,  pre-crushing,  grinding,  gravity  recovery,  carbon  in  leach  (CIL)  with  adsorption,
desorption  and  reactivation  (ADR)  circuits,  cyanide  detoxification,  water  and  tailings  management,  and  reagent  preparation  circuits  geared  to  produce
gold doré for delivery to the refinery. Figure 14-1 describes the conceptual process flow from the ore delivery to the crusher to doré production and tailings
and water management.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 14-1: Conceptual process block flow diagram

14.4 Plant Operating Design Parameters

The design criteria to determine sizing of the equipment is based on a nominal daily processing plant throughput capability of 65,000 t/d (59,000 mt/d)
with a 93% availability factor. A design factor of 1.15 was typically considered for areas where flow rates are not affected by the feed grades of the ore
processed. Table 14-1 presents an overview of the main design criteria factors employed and sizes of the most significant process equipment.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 14-1: General process design criteria

Criterion

General Design Data

Process Plant Operating Life

Overall Process Plant Availability

Operating Hours Per Year

Design Factor

Production Rates

Life of Mine

Annual

Daily

Process Plant Feed

Gold Grade (LOM Average)

Feed Size (ROM, F80)

Primary Crushing

Crusher Type / Size - (Gyratory (60' × 89'))

Utilization

Product Size (P80)

Hourly Throughput (nominal)

Stockpile Retention Time (Live)

Secondary Crushing (Pre-crushing)

Crusher Type / Size - Cone

Number of Secondary Crushers

Utilization

Product Size (P80)

Hourly Throughput (nominal)

Grinding and Pebble Crushing

Hourly Throughput

Number of SAG Mills

SAG Mill Size

Scalping Screen Transfer Size (T80)

SAG Circuit Product Size (P80)

SAG Mill Specific Energy (motor output)

SAG Mill (Installed Power)

Pebble Crusher Type / Size - Cone

Pebble Crusher Product Size (P80)

FEBRUARY 2022

Unit

y

%

h

Mt (Mmt)

Mt/y (Mmt/y)

t/d (mt/d)

g/mt

in (mm)

hp (kW)

%

in (mm)

t/h (mt/h)

h

hp (kW)

no.

%

in (mm)

t/h (mt/h)

t/h (mt/h)

no.

D × L, ft

in, (µm)

in (µm)

kWh/t (kWh/mt)

hp (kW)

hp (kW)

in (mm)

Value

21

93

8,147

1.15

474 (430)

23.7  (21.5)

65,000 (59,000)

0.65

31.5 (800)

1,000 (746)

65

5.4 (138)

4,167 (3,780)

12

1,250 (932)

1

90.8

1.65 (42)

1,612 (1,463)

2,912 (2,642)

1

36 x 20

0.11 (2,800)

0.06 (1,500)

4.74 (5.22)

20,115 (15,000)

(1,250) 932

0.55-0.63 (14-16)

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Criterion

Number of Ball Mills

Ball Mill Size

Ball Mill (Installed Power)

Ball Mill Specific Energy (motor output)

Ball Mill Product Size (P80)

Ball Mill Circulating Load

Gravity Circuit

Screens

Gravity Concentrator Size (Diameter)

Number of Gravity Concentrators

Intensive Leach Reactor (ILR)

Cyanide Leaching and ADR

Pre-Leach Thickener diameter

Pre-Conditioning Tank Dimension

Number of Pre-Conditioning Tanks

Pre-Conditioning Retention Time

CIL Slurry Volume – per line

CIL Tank Dimension

Number of CIL Tanks

CIL Retention Time

pH

Carbon Concentration

Carbon Tonnage per tank

Carbon Transfers per Day

Average Carbon Loading

Carbon Stripping Capacity

Cyanide Detoxification

Pre-Detox Thickener Diameter

CIL Discharge Cyanide Concentration

Detoxification Tank Dimension

Detoxification Circuit Retention Time

Sulfur Burner Capacity

Detox Circuit Discharge Target (WAD Cyanide)

Tailings Slurry Density

Unit

no.

D × L, ft

hp (kW)

kWh/t (kWh/mt)

in (µm)

%

no.

in

no.

no.

ft (m)

D x H, ft

no.

h

m3 (yd3)

D x H, ft

no.

h

-

g/L (lb/gallon)

t (mt)

no.

g/mt (lb/t)

t/day (mt/day)

ft (m)

ppm (mg/L)

D x H, ft

h

mt SO2/d

ppm

%

Value

1

26.0 × 40.5

20,115 (15,000)

4.9 (5.4)

0.01 (250)

300

8 (1 / gravity concentrator)

127

8 (2 lines x 4 units)

2

213 (65)

47 x 61

4 (2 lines x 2 tanks)

4.04

57,939 (75,784)

63 x 79

14 (2 lines × 7 tanks)

24

10.5

20 (0.17)

157 (143)

1

500 (1.02)

79 (72)

213 (65)

150

47 x 58

1.5

40

22

50

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

14.5 Process Plant Facilities Description

The Livengood process facilities will consist of a comminution circuit (one SAG and one ball mill) followed by a gravity concentration circuit. The tailings
from the gravity concentration circuit will be fed to a CIL circuit. Gold will be recovered by an adsorption, desorption and recovery (ADR) circuit, where the
final product will be doré. Process tailings will be thickened, treated to detoxify cyanide, and discharged to the tailings management facility (TMF). The
gravity  gold  will  be  intensively  leached  from  the  gravity  concentrate.  Figure  14-2  presents  a  schematic  process  flow  diagram  while  the  following
subsections describe the selected flowsheet in more detail.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

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Figure 14-2: Conceptual process flowsheet

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

14.5.1 Primary Crushing

The primary crushing system is a single stage open circuit (60 × 89) gyratory crusher (1,000 hp, 746 kW). The crusher selection is based upon a feed
(F80) size of 31.5 in (800 mm) and a product (P80) of 5.4 in (138 mm), with an expected utilization of 65% at 65,000 t/d (59,000 mt/d). The live capacity of
the feed and discharge hoppers to the gyratory crusher are designed for slightly over two truckloads, assuming a nominal payload of 320 t (291 mt). The
gyratory crusher’s instantaneous throughput is 4,167 t/h (3,780 mt/h) and the system is equipped with a sacrificial conveyor.

14.5.2 Crushed Ore Stockpile

The  crushed  ore  storage  pile  is  designed  for  a  live  capacity  corresponding  to  approximately  12  hours  of  crushing  or  34,946  t  (31,703  mt).  The  total
capacity of the storage pile (live + dead) is 113,961 t (103,384 mt). The coarse ore stockpile is covered by a dome.

14.5.3 Secondary Crushing (Pre-Crushing)

Ore reclaim from the stockpile is fed from a reclaim tunnel. The reclaim tunnel is equipped with three apron feeders that feed a secondary cone crusher
installed  in  an  open  circuit.  Two  screens  12  ft  ×  27  ft  (3.7  m  ×  8.2  m)  receive  the  gyratory  crusher  product,  which  directs  oversize  material  to  a  cone
crusher (1,250 hp, 932 kW) that crushes the oversize to a P80 of 1.65 in (42 mm). The screen undersize and secondary crusher product is subsequently
fed to the SAG mill. The secondary crusher is equipped with a by-pass chute to maintain high plant availability.

14.5.4 Grinding and Pebble Crushing

A  SAG  mill  /  ball  mill,  in  a  SABC  configuration  has  been  selected  (Figure  13-5)  for  the  Livengood  Gold  Project;  this  configuration  provides  increased
efficiency for competent to medium hard ores. In a SABC circuit, the SAG mill operates in closed circuit with a pebble crusher. The SAG mill is equipped
with pebble ports, which evacuate the hard, critical size pebbles that are then conveyed to the pebble crusher, before being returned to the SAG mill. The
ball mill operates in closed circuit with hydrocyclones. The required SAG mill power is estimated at 4.7 kWh/t (5.2 kWh/mt), while the required ball mill
power is estimated at 4.9 kWh/t (5.4 kWh/mt), for a combined total of 9.6 kWh/t (10.6 kWh/mt) at the pinion, excluding the pebble crusher and secondary
crusher power. The grinding circuit product used to design the mill power is 250 µm (P80). The total power required to grind from primary crusher to final
ball mill product is 10.2 kWh/t (11.3 kWh/mt). Note that all estimated power values cited are based on the motor output.

The grinding circuit is based on one grinding line, which is comprised of a SAG mill (D×L: 36 ft × 20 ft,) with installed power of 20,115 hp (15,000 kW) and
a ball mill (26 ft × 40.5 ft) with installed power of 20,115 hp, (15,000 kW).

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

The  product  from  the  SAG  mill  will  fall  onto  a  classification  screen.  The  oversize  from  the  scalping  screen  will  be  conveyed  to  a  single  cone  (pebble)
crusher (1,250 hp (932 kW)), the product of which is returned to the SAG mill. A scalping screen undersize product of 2,800 µm (P80) is discharged into
the cyclone feed pumpbox, from which the slurry is pumped to two hydrocyclone clusters. The cyclone underflow is fed to the ball mill. The product is
discharged  into  the  gravity  feed  pumpbox  which  feeds  the  gravity  circuit.  The  overflow  of  the  gravity  feed  pumpbox  is  returned  to  the  cyclone  feed
pumpbox along with the tails of the gravity circuit. The feed to the gravity circuit (93,600 t/d (84,910 mt/d)) goes to a distributor that feeds eight gravity
screens (four per line), each of which feeds its own gravity concentrator (127 in). The gravity screen oversize and gravity concentrator tails are returned to
the cyclone feed pumpbox. The gravity concentrate, amounting to approximately 0.05 wt% mass pull, is sent to the intensive cyanidation (ILR) system.

Pebble lime will be added continuously at the ball mill to maintain ball mill discharge pH above 9.0 to promote sodium cyanide leaching downstream and
limit the amount of conditioning required prior to CIL.

14.5.5 Gravity and Intensive Leaching

The Livengood gold ore contains significant amounts of free gold, which responds well to gravity concentration. The gravity circuit consists of two parallel
lines composed of four Knelson concentrators each fed by a portion of the ball mill discharge. Based on testwork and simulations conducted by FLSmidth,
the design gold recovery of the gravity circuit is estimated to be 30% for an average feed blend.

A batch intensive cyanidation system composed of two units will be used to process the gravity concentrate. The extraction performance of gold from the
gravity concentrate by the intensive cyanidation system is designed at 98%. The pregnant solution will be pumped to a tank in the gold room, followed by
electrowinning in a dedicated cell.

14.5.6 Carbon in Leach

The hydrocyclone overflow product will be pumped to a trash screen, before discharging into the pre-leach high rate thickener with a diameter of 213 ft
(65 m). This thickener will thicken the slurry to 60 wt% in the thickener underflow stream. The thickener overflow will report to the process water tanks.
The underflow from the thickener will feed CIL lines 1 and 2 at the pre-conditioning stage.

Pre-conditioning with oxygen and lead nitrate will be conducted in four large tanks. The designed retention time is four hours when the plant operates at
65,000  t/d  (59,000  mt/d).  Lead  nitrate  will  be  added  to  the  pre-conditioning  tank  based  on  the  concentration  of  antimony  in  the  feed.  When  the
concentration is sufficiently low, no lead nitrate will be added to the pre-conditioning circuit.

The CIL circuit is comprised of two lines of seven large CIL tanks each and all within their own concrete containment areas. Overflow from the pre-detox
thickener is added to the first CIL tanks of each line to adjust the slurry percent solids to 50%. The designed retention time is 24 hours when the plant
operates at 65,000 t/d (59,000 mt/d). The design carbon loading is 800 g/mt, but is to be confirmed by additional CIL testwork and simulation.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

The slurry will flow counter-currently to the carbon from tank 1 through to tank 7. Fresh carbon will be added to tank 7 and flow to tank 1, by way of the
carbon advance pumps located in each CIL tank. Slurry will exit tank 7 over the carbon safety screens, before heading to the pre-detox thickener. Loaded
carbon exiting tank 1 will report to the carbon stripping system (ADR) for recovery of the adsorbed metals.

14.5.7 Adsorption, Desorption and Recovery (ADR)

Loaded carbon from the CIL tanks reports to the loaded carbon stripping circuit, where gold will be stripped, and the carbon reactivated for recycle to the
CIL circuit. Based on the information available, it is assumed that one strip per day will be sufficient to recover the gold loaded onto the carbon.

The ADR circuit includes an acid wash stage (two vessels) and High Pressure “modified” Zadra process for gold stripping from the loaded carbon. The
Zadra  stripping  circuit  (four  vessels)  is  considered  “modified”,  as  the  electrowinning  is  done  in-line,  with  no  pregnant  tank  between  stripping  and
electrowinning.  The  barren  solution  is  collected  in  two  20,236  gal  (76.6  m3)  barren  tanks.  The  stripping  cycle  will  be  two  stages,  in  which  copper  is
stripped first, followed by gold. The stripped copper is converted to copper sulfate for use in the cyanide detoxification circuit downstream.

The stripped carbon will flow to the carbon regeneration kilns (2) possessing the same carbon capacities and conservatively include provision for 100%
regeneration of the carbon. The regenerated carbon will be combined with fresh carbon, making up for carbon losses that occur through the process. This
regenerated/fresh carbon mixture will maintain an adequate supply to the CIL circuits.

The  flow  of  pregnant  solution  from  the  Zadra  circuit  and  the  gravity  ILR  is  split  to  feed  a  total  of  seven  electrowinning  cells.  The  refining  equipment  is
designed to handle both the gold from the stripping circuit and from the gravity recovery system. The electrowinning sludge is filtered, dried, and mixed
with fluxes, before being smelted in an induction furnace.

14.5.8 Pre-Detox Thickening and Cyanide Detoxification

Thickener overflow reports to the process water tank and will be used for water needs upstream and to dilute the slurry prior to cyanide detoxification. The
underflow of the pre-detox thickener (213 ft (65 m) diameter) is diluted to 50% from 60%.

The selected cyanide detoxification process is the Inco SO2/air process. A sulfur burner will be used to produce SO2. Cyanide detoxification was designed
with 1.5 hours of retention time in two tanks. The tailings slurry will be pumped at 50 wt% solids coming out of the cyanide detoxification unit.

Water recovered by the reclaim barge pumps from the settled tailings will be returned upstream to meet process water requirements.

All cyanide process tanks are provided with appropriately sized secondary containments and all process solution pipelines are contained within the mill
complex (mill building, CIL/leach tank farm, and detoxification plant) and are provided with secondary containment in association with the major tanks that
they serve.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

14.6 Consumables

The main consumables for the processing plant are represented by the grinding media and liners for the SAG and ball mills, as well as the reagents used
in the leaching, gold recovery and cyanide detoxification circuits.

All process reagents are contained in a separate area within the process plant building to prevent any contamination of any surrounding areas in case of a
spill. Safety showers are provided in the different reagent mixing and utilization areas for safety, in case of contact with the reagents. HCN monitors will be
installed in appropriate locations to ensure the safety of the employees. Grinding media will be in pits located indoors, close to usage points.

The  primary  reagents  used  in  the  process  include  sodium  cyanide  (NaCN),  lime  (CaO),  oxygen  (O2),  elemental  sulfur  (S),  sodium  hydroxide  (NaOH),
hydrochloric acid (HCl), carbon, copper sulphate (CuSO4), lead nitrate (Pb(NO3)2) and flocculant. Consumption rates are mostly based on results from
bench-scale testwork, with reductions as deemed applicable to recycle streams and implementation of control strategies at industrial scale.

Table 14-2 and Table 14-3 list all reagents, media, areas of usage and their purpose.

Table 14-2: Reagents and area of use

Reagent

Area

Use

Consumption
(mt/y)

Lead nitrate (PbNO3)

Pre-treatment ahead of carbon in leach and
intensive leach

Surface passivation

Sodium cyanide (NaCN)

Carbon in leach and carbon elution

Dissolution of gold and elution

Oxygen (O2)

Carbon (C)

Quicklime (CaO)

Carbon in leach

Carbon in leach

Ball mills
Carbon in leach
Cyanide detoxification

Sodium hydroxide (NaOH)

Acid wash and Carbon elution

Hydrochloric acid (HCl)

Elemental sulfur (S)

SMBS (Na2S2O5)

Copper sulphate (CuSO4)

Flocculant

Carbon elution

Cyanide detoxification

Cyanide detoxification

Cyanide detoxification

Pre-leach thickener
Pre-detox thickener

Dissolution of gold

Gold adsorption

pH control

Neutralization of acid
and elution

Acid wash

Cyanide detoxification

Cyanide detoxification (backup)

Catalyst cyanide detoxification reaction

Flocculate solids to assist in solid/liquid
separation

1,028

7,357

54,913

526

30,410

1,250

696

5,127

399

965

1,287

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 14-3: Grinding media and area of use

Media

5-in forged steel ball

3-in forged steel ball

Area

SAG mill

Ball Mill

Consumption (mt/y)

3,472

7,304

Carbon is consumed regularly through abrasion in the CIL tanks and in transfer pumps, and by thermal disintegration from regeneration, etc. Carbon will
be delivered by truck in 1,100 lb (500 kg) bulk super sacks. Before it can be used in the process, fresh carbon must be wetted and abraded in an attrition
tank.

Caustic soda (50%) and hydrochloric acid (31.5%) will be used in the carbon stripping process. Caustic soda will be supplied by bulk tanker and the acid
will  be  delivered  in  rubber-lined  ISO  containers.  The  individual  feed  lines  will  be  equipped  with  flow  meters  and  control  valves  to  ensure  that  the
appropriate dosages are achieved.

Sodium cyanide (NaCN), used in the cyanide leaching (CIL and ILR) and carbon stripping processes, will be delivered in briquette form in ISO tanks. The
briquettes will be dissolved in water and the solution will be stored in a tank, from which it will be distributed by pumps to the appropriate process areas.

Oxygen is fundamental for gold leaching. Based on the previous trade-off studies by BBA, the implementation of a vacuum pressure swing adsorption
(VPSA) oxygen production plant was selected to meet the oxygen requirements of the Project. Oxygen will then be bottom-sparged to the pre-treatment
tank and CIL tanks. A liquid oxygen back-up system will be available when the VPSA plant is not in operation.

Flocculant will be required for the pre-leach and pre-detox thickeners. It will be delivered in solid form and dissolved in batches in a mixing tank using
process water. The batch will then be pumped to a storage tank, from where the reagent will be continuously metered into the thickener feed slurry.

Copper sulphate (CuSO4) will be delivered in solid form in 2,756 lb (1,250 kg) super sacks and dissolved in batches in a mixing tank using fresh water.
The batch will then be pumped to a storage tank, from which the reagent will be continuously pumped to the cyanide detoxification tank.

Quicklime (CaO) is used in the cyanide detoxification and cyanide leaching processes (pre-aeration and CIL tanks). It will be delivered by truck in bulk
containers and transferred pneumatically to a lime storage silo. A screw conveyor will transfer the quicklime from the silo to the lime slaker, where it will be
wetted with water. The slaked lime will pass through grit separators and into the quicklime mixing tank, to which more water will be added to create slurry
of  the  appropriate  density.  Grit  will  be  removed  from  the  separator  and  disposed  of  using  a  screw  conveyor.  The  hydrated  lime  slurry  will  be  pumped
continuously from the mixing tank to the appropriate process areas.

Lead nitrate (PbNO3), used in cyanide leaching, will be delivered in 2,200 lb (1,000 kg) bulk super sacks. Lead nitrate is dissolved in batches in a mixing
tank. The solution will then be pumped to a holding tank, from which the reagent will be continuously pumped to the pre-conditioning tanks.

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The Inco SO2/air process will be used for cyanide detoxification. The sulfur dioxide (SO2) will be generated using a sulfur burner that will burn elemental
sulfur delivered to site in 2,200 lb (1,000 kg) bulk super sacks, which will be transferred to a storage silo. The SO2 will be produced on demand and will be
delivered to the cyanide detoxification tanks.

Sodium  Metabisulfite  (Na2S2O5)  will  be  the  back-up  source  of  SO2  when  the  sulfur  burner  plant  is  under  maintenance.  Sodium  metabisulfite  will  be
received in 2,200 lb (1,000 kg) super sacks. Each sack will be emptied into the sodium metabisulfite mix tank and mixed with fresh water to 20 wt% and
then transferred to the sodium metabisulfite solution holding tank. Sodium metabisulfite solution will be pumped by the sodium metabisulfite distribution
pump to the cyanide detox reactor tanks.

Copper sulphate (CuSO4) and quicklime (CaO) will be added to control the chemical reaction at the cyanide detoxification reactors. The detoxified slurry
will then be pumped to the TMF.

Refining flux will be delivered to site in bags or buckets. Pre-mixed fluxes are mixed with the dried electrowinning sludge to adjust the chemistry of the
material  for  refining.  The  proper  flux  mix  and  quantity,  based  on  the  electrowinning  sludge  chemistry,  will  be  established  by  the  smelting  flux  supplier
during the first months of operation.

14.7 Ancillary Facilities

The  process  plant  building  will  house  various  maintenance  facilities  including  shops  for  mechanical,  electrical  and  instrumentation  repairs.  Equipment
requiring specialized maintenance or major rebuilds will either be dispatched to shops in the Fairbanks area or back to their suppliers.

Other facilities within the process plant building include a centralized control room located near the grinding area, metallurgical and sample preparation
laboratory, change-rooms (dry), lunchroom, as well as offices, conference and training rooms.

14.8 Process Plant Controls

A  plant  control  system  with  open  architecture  and  a  unique  platform  will  be  used.  The  main  communication  backbone  will  be  provided  by  redundant
Ethernet  fiber  optic  cables.  Where  equipment  is  supplied  as  a  packaged  unit,  the  vendor  packages  will  have  standardized  controllers  that  will
communicate with and be controlled by the plant network.

The control system will include operator workstations with historian software to enable reporting of plant data, calculations, statistical analysis of process
data, and to allow for metallurgical optimization of the plant operations.

An information system and an information management system will allow certain staff to monitor the process and the variables from their PCs, connected
to the management information platform.

Monitors will be installed for a closed-circuit television (CCTV) system, a calling and searching system, fire protection systems, centralized panels, and
other dedicated systems that require monitoring or controlling by the operator.

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14.9 Process Water

Process water is distributed throughout the processing facility to dilute streams to the necessary solids pulp density that is required in each unit operation.
The majority of the process water is reclaimed from the CIL thickener overflow stream and from the tailings pond via the reclaim pumps. The fresh water
required  for  the  process  is  taken  from  the  wells  located  on  the  north  side  of  Livengood  Valley.  Based  on  the  mass  and  water  balance,  fresh  make-up
requirements will be approximately 233 gpm (53 m3/h)

14.10 Energy Requirements

The total operating power demand for the process plant will be approximately 53 MW. The crushing and grinding circuit represent approximately 57% of
the total operating power used by the plant. The processing power demand is shown in Table 14-4.

Table 14-4: Process plant power demand by area

Area

Power Demand (MW)

Primary Crushing

Stockpile

SAG Mill

Secondary Crushing and Pebble Crushing

Ball Mill

Gravity and ILR

Leaching

ADR and Gold Room

Detox and Plant Tailings

Reagents

Plant Services

Total Power Demand

1.8

2.0

18.4

0.6

15.8

2.2

5.3

0.7

3.1

2.4

1.3

53.5

Liquefied natural gas will be used for heating within the process plant building.

14.11 Process Plant Arrangement

The proposed Livengood process plant and ancillary facilities will be located approximately midway between the open pit mine to the south-east and the
TMF  to  the  north.  The  process  plant  comprises  four  main  buildings:  the  primary  crushing  building,  the  covered  stockpile  area,  the  secondary/pebble
crushing building and the main process plant building. Secondary process facilities such as the thickeners, reagent silos, oxygen plant and sulfur burner
are in proximity to the main process building. A general arrangement of the process plant area is presented in Figure 14-3.

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Livengood Gold Project Pre-feasibility Study

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Figure 14-3: Process plant general arrangement

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

14.12 Process Plant Personnel

A  total  of  140  employees  are  required  in  the  process  plant,  including  26  salaried  staff  and  114  hourly  workers  divided  into  management  and  technical
services, operations and maintenance departments.

Table 14-5 and Table 14-6 present the salaried and the hourly manpower requirements, respectively, for the processing plant.

Table 14-5: Process plant salaried manpower

Position

Mill manager

Mill secretary / clerk

Mill operations supervisor

Safety trainer & coordinator

Chief metallurgist

Metallurgist

Chief assayer

DCS engineer

Process data analyst

Mill maintenance superintendent

Electrical superintendent

E&I supervisor

Electrical engineer

Electrical maintenance planner

Mechanical engineer

Mill maintenance supervisor

Mill maintenance planner

Crusher supervisor

Tailings supervisor

Number of Employees

1

1

4

1

1

2

1

1

1

1

1

2

1

1

1

2

2

1

1

Total – Salaried

26

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Livengood Gold Project Pre-feasibility Study

Table 14-6: Process plant hourly manpower

Position

Mill Operations

Primary crushing operator

Crusher / conveyor helper

Mill control room operator

Grinding operator

Grinding helper

Gravity operator

Gravity helper

Leach / CIL operator

Stripping operator

Refiner

Detox operator

Tailing operator

Reagents operator

Metallurgical technician

Assayer

Sampler

Mill Maintenance

Millwright

Mechanic / welder

Elect. / Inst.

Electrician

Instrument technician

Number of Employees

4

4

4

4

4

4

4

8

4

4

4

4

4

2

4

4

66

20

16

4

4

4

48

114

Sub-total

Sub-total

Total – Hourly

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15.

PROJECT INFRASTRUCTURE

15.1

Introduction

The Livengood Gold Project area is located approximately 70 mi (113 km) by road (47 mi (75 km) by air) northwest of Fairbanks and is accessed by state
Highway  2  (Elliott  Highway),  which  provides  paved,  year-round  access  from  Fairbanks.  The  property  is  adjacent  to  the  Trans-Alaska  Pipeline  System
(TAPS) corridor, which transports crude oil from the North Slope south and contains a fiber optic communications cable. A second fiber optic cable runs
parallel to the Elliott Highway. Locally, a number of unpaved roads lead from the Elliott Highway into and across the deposit. A 3,000 ft (914 m) runway is
located 3.7 mi (6 km) to the southwest of the Project and is suitable for light aircraft (see Figure 15-1).

Figure 15-1: Livengood property – conceptual infrastructure arrangement drawing

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

15.2 General Site Arrangement

To the extent practicable, the infrastructure facilities for the Project have been designed to avoid or minimize impacts to wetlands by avoiding direct use of
the Tolovana River watershed and by establishing a footprint as compact as possible within the historically mined Livengood Creek basin. The Project site
has been configured for optimum construction access and operational efficiency as well as to take advantage of the existing roads and infrastructure.

The Project envisions construction of the following key infrastructure items:

■ Temporary construction camp;

■ Light vehicle access and mine haulage roads;

■ O’Connor Creek substation and 50 miles of new 230 kV transmission line;

■ Process plant and ancillary buildings;

■ Administration and mine dry building

■ Maintenance garage, truck wash, warehousing and explosive storage facilities;

■ Bulk fuel storage and refueling station;

■ Water and sewage treatment;

■ Site wide electrical distribution and emergency power generators;

■ Fresh water pumping and distribution system;

■ Waste rock, overburden, ore and growth media stockpiles;

■ Communications and information technology networks;

■ Mine tailings and water management facilities;

■ Fairbanks Integrated Remote Operations Center (IROC);

■ Fairbanks employee parking area.

15.3 Power Demand

The  total  power  demand  of  the  Project  is  estimated  to  be  approximately  57.8  MW,  including  network  losses  of  3%.  An  electrical  load  list  was  created
based on a detailed mechanical equipment list that included the major power draw contributors. Minor power consumers and power for auxiliary systems
were benchmarked based on BBA’s past project experience. Based on this load list, the power demand was calculated taking into account the nominal
operating  loads  (load  factor),  efficiency  factors  and  a  diversity  factor.  Table  15-1  shows  the  estimated  power  demand  breakdown  by  area.  The  power
demand presented represents the LOM average. The yearly nominal power demand will vary based on the rock type blend as the specific grinding energy
varies per rock type. The projected annual electrical energy use is estimated to be approximately 450.9 GWh including the network losses of 3%.

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Livengood Gold Project Pre-feasibility Study

Table 15-1: Estimated total project power demand

Area

Power Demand
(MW)

Open Pit Mine and Mine Garage

Process Plant

Administration Building and General Infrastructure

Tailings and Water Management

Network Losses

Site total

0.3

53.5

0.3

2.0

1.7

57.8

% Site

1

93

1

3

3

100

15.4 Power Supply

Golden Valley Electric Association (GVEA), a member-owned cooperative, provides the only regulated electrical service to customers connected to the
rail belt power grid north of the Alaska Range. Historic peak winter demand on the GVEA system is approximately 210 MW. GVEA is connected to South
Central Alaska via a single 138 kV transmission line that has a capacity to import approximately 75 MW into the GVEA service area.

In 2012/2013, to support the 2013 FS, Electric Power Systems, Inc. (EPS) conducted a power supply study and determined that the GVEA system, with
modifications, is capable of providing the Project with up to 100 MW of power, if required. To supply the 58 MW required for the PFS configuration, the
additions and modifications to the electrical system that will be required include:

■ A new substation at O’Connor Creek;

■ GVEA transmission system upgrades;

■ 50 mi (80 km) 230 kV transmission line up to the Livengood Project substation.

15.4.1 O’Connor Creek Substation

A new 138/230 kV substation at O’Connor Creek (OCS) will be required to connect the Livengood transmission line to the GVEA system. The OCS will
contain  two  100/150  MVAR  transformers,  each  of  which  will  be  capable  of  transmitting  the  Livengood  load.  GVEA  has  obtained  a  lease  from  the
Fairbanks North Star Borough for the land parcel required for the substation. The substation will be a 3-ring bus configuration and will step up the voltage
from 138 kV to 230 kV for transmission to Livengood. The network stability study performed by Dryden & LaRue in 2013 determined that a 10 Mvar Static
Var Compensator (SVC) will be required at the O’Connor Creek substation.

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15.4.2 GVEA Transmission System Upgrades

GVEA  currently  provides  138  kV  service  to  the  Fort  Knox  mine  through  the  Fort  Knox  transmission  line  that  connects  to  the  grid  at  the  Gold  Hill
substation. The OCS will be built adjacent to and connect to the Fort Knox transmission line. Since a large part of the GVEA generation will be coming
from their facilities near North Pole, Alaska, located approximately 15 mi (24 km) southeast of Fairbanks, upgrades to the GVEA transmission system will
be  required.  Upgrades  to  the  GVEA  transmission  system  include  double  circuiting  approximately  15  mi  (24  km)  of  existing  line  and  replacing  18  mi
(29 km) of various sections of 69 kV and 138 kV lines with new 138 kV transmission line.

15.4.3 230 kV Transmission Line

Dryden  &  LaRue  completed  the  design  for  the  50  mi  (80  km)  230  kV  transmission  line.  The  route  generally  consists  of  flat  to  gently  rolling  terrain.  It
follows the Trans-Alaska Pipeline (TAPS) for the first 42.5 mi (68.4 km) from O’Conner Creek substation, crossing it three times. The route then traverses
north and east away from the TAPS corridor for 7.25 mi (11.7 km) to the Livengood mine site substation.

The preliminary design is based on constructing the 230 kV transmission line with wood H-frame structures with guyed angle and dead-end structures.
Wood poles will be directly embedded with native backfill where favorable soils exist. Where ice-rich permafrost or swampy conditions exist, driven pile
foundations will be used to support the wood poles. The transmission line would be permitted in conjunction with the Project, would be constructed by
THM, and operated by GVEA. EPS determined that a 25 MVAR SVC is required at the Livengood mine site substation to modulate the transient effects of
the Project to GVEA specifications.

In the current study, the 25 Mvar SVC has been replaced by two Synchronous Condensers, which will provide the same benefit and will also contribute to
the short-circuit capacity at the Livengood interconnection.

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15.5 Site Electrical Distribution

The main substation at the plant site will consist of one 230 kV incoming circuit breaker and two 230 – 13.8 kV, 450/65/80 MVA, outdoor transformers,
each with a 230 kV disconnect switch and a 230 kV circuit breaker on the primary side. The substation will distribute power to the plant at 13.8 kV, 60 Hz
from a main switchgear installed in a pre-fabricated building located in the main substation. The main loads, each at 13.8 kV, are dedicated to the SAG
and ball mills. This equipment will be driven by low-speed synchronous motors that will be run by a variable frequency drives complete with their own
dedicated transformers. Two remote substations will be required. One 13.8-4.16 kV, 3 MVA substation at the tailing pond will feed the fresh water pumping
station  and  one  13.8-4.16  kV,  1.5  MVA  substation  near  the  mining  pit  will  feed  the  mine  dewatering  pumps.  The  electrical  distribution  to  the  site
infrastructure  (security  gate,  mine  garage/administration  complex  and  other  facilities)  will  consist  of  a  dedicated  13.8  kV  overhead  line  distribution
network. Approximately 3.7 mi (6 km) of aerial lines will supply all the infrastructure loads around the site.

15.5.1 Emergency Power

Two 2,000 kW diesel engine driven generators will serve as the emergency electrical power source for the whole plant. The generator sets will provide
backup power to the plant for selected process loads that need emergency power to allow an orderly shutdown of the process in case of a main power
failure or to simply maintain them in operation if they are critical. They will also provide backup power to the plant control system, critical remote 480 V
loads and the security system. One of these generators will provide power at 4.16 kV while the other will provide power at 480 V.

Other smaller generators (480 V) may be considered for remote consumers when using the main generators is not practical.

Generators purchased for the construction camp will be used as backup generators for the infrastructure area once the operations phase commences. No
emergency power capacity is planned for the open pit mine area.

15.6 Site Access

The main road and security gate to access the site will be located near the existing Alaska Department of Transportation facilities. Site access will be
controlled with a guard/security house located at the entrance to the site on the main access road. The guard house will be a modular, pre-fabricated
wood-frame building, with separate entrance and exit doors, potable water cooler (bottled), and a small toilet and sink connected to a pumpable holding
tank.  Visitor  car,  and  bus  and  truck  parking  bays  will  be  provided  after  passing  the  guard  house.  The  security  gate  will  be  manned  full  time  and  is
equipped with a weigh scale to monitor delivery of all bulk items required by the operation.

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15.7 Site Roads

The Project site is very well situated and will make use of existing roads when possible. Project site roads will consist of both light vehicle access roads
and mine truck haul roads. These roads will be constructed during the initial construction of the Project with adjustments to the alignments and profiles
during the operational years as facilities change in size and shape. The on-site roads will be constructed of crushed waste rock available from site and
other  available  materials.  A  dedicated  mobile  aggregate  crushing  plant  will  be  utilized  for  the  entire  life  of  Project,  including  the  period  post  ex-pit
operation, when stockpiles are being reclaimed, to provide aggregate for continually resurfacing haul roads.

15.7.1 Light Vehicle Roads

Site roads are light vehicle access roads located throughout the Project site. Approximately 5 mi (8 km) of new site roads are planned to be constructed.
These roads are designed to provide access to the administration complex, mine equipment assembly and truck shop/wash area, substation, diesel and
LNG storage area, fresh water wells, process plant facilities, and the explosives storage facilities. These site roads have been designed with a two-way
travel  width  of  26  ft  (8  m)  and  3  ft  (1  m)  high  safety  berms  along  each  road  shoulder.  If  necessary,  transit  of  these  roads  by  large  vehicles  will  be  by
controlled one-way traffic.

15.7.2 Mine Haul Roads

Mine haul roads will be built to connect the open pit to the primary crusher, emergency ore stockpile pad, mine truck shop/wash area, mine equipment
assembly  area,  refueling  station,  tailings  management  facility,  overburden  stockpile,  waste  rock  storage  facility,  and  low  grade  ore  stockpile.  The  haul
roads have been designed for a two-way travel width of 105 ft (32 m) and 6.5 ft (2.0 m) high safety berms along each road shoulder, which is suitable for
the 320 t (291 mt) class trucks planned for Project use. Over the life of the mine, approximately 13.7 mi (22 km) of haul roads (ex-pit) will be built, of which
1.25 mi (2.3 km) will be built over the planned waste rock stockpile.

15.8 Explosives Storage Facilities

The explosives storage facilities have been located roughly 0.4 mi (700 m) to the east of the open pit and directly south of the low grade ore stockpile.
Minimum distance requirements to mining activity and infrastructure have been respected. The explosives storage facilities include silos to store Emulsion
and ANFO, as well as magazines to store the explosives accessories.

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15.9 Process Plant

The process plant area consists of the primary crushing facility, covered stockpile, secondary/pebble crushing and main process plant building. The main
process plant enclosed structure is approximately 165 ft (50 m) wide by 656 ft (200 m) long, and will house the grinding area (SAG and ball mills), carbon
stripping,  electrowinning,  refining  and  reagent  preparation  areas  as  well  as  tailings  pumps,  mechanical  services,  maintenance  areas,  offices  and  the
metallurgical laboratory. The pre-leach thickeners, CIL leach tanks, pre-detox, detox cyanide destruction tanks, and lime and sulfur burner facility are to
be located outside, around the process building. The process building will be heated with liquefied natural gas (LNG).

15.10 Administration and Mine Services Facility

The administration offices and mine dry will be in a building with approximate dimensions of 295 ft (90 m) long by 197 ft (60 m) wide and will be located on
the  same  pad  as  the  substation  north  of  the  process  plant.  However,  the  mine  fleet  shop  will  be  located  on  the  same  pad  as  the  mine  equipment
assembly area.

The mine fleet shop will be designed as a permanent building with an expandable maintenance bay structure that will accommodate the addition of mining
vehicles over time. A symmetrical design allows for repair bays to be added in pairs. The fleet bay dimensions, bay door sizing and overhead crane lifting
capacities  (70  t  /  63  mt)  are  all  based  on  a  fleet  of  320  t  (291  mt)  class  mining  trucks.  All  vehicle  bays  will  have  the  same  dimensions  to  allow  for
operations flexibility. As with the process facilities, this building will be heated with LNG.

15.10.1 Lube Storage and Distribution

The mine fleet shop will be equipped with an enclosed lube storage and distribution system for mine fleet maintenance. The storage area will consist of
multiple vertical steel tanks sized according to their consumption rate and located within a containment dike. The storage area will be placed alongside
the  mine  garage  facility,  and  the  large  used  oil  and  coolant  tanks  will  be  located  outdoors  for  ease  of  access  and  servicing.  A  long-range  overhead
dispensing and evacuation system for transfer of oil, grease, transmission fluids, cooling fluids, windshield washer, service water and compressed air is
planned for the mine fleet shop.

15.10.2 Warehouse and Storage

The warehouse storage facility is located adjacent to the mine fleet shop, with direct access between the sections, to facilitate heavy component transfer
and increased productivity. Warehouse storage requirements will be defined according to the type of storage required. The assumption is made that only
one set of major components will be housed at the site and sufficient “rolling” storage will be provided. Moreover, an exterior cold storage area has been
allocated adjacent to the building.

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15.10.3 Mechanical Workshop

The mechanical workshop will also serve as a light vehicle maintenance bay, and be equipped with a 10 t (9 mt) overhead crane and small bay doors. An
allowance for equipment has been included in the capital cost estimate.

15.10.4 Administration Offices

The mine offices will include sufficient closed offices and workstations to accommodate the mining operations, mine maintenance, and environmental and
technical services. Additional offices are foreseen in the warehouse as well as in the concentrator building for process personnel, maintenance group and
administration groups.

15.10.5 Employee Dry

The  mine  dry  facilities  will  consist  of  locker  rooms  and  shower  facilities  for  both  men  and  women.  Each  mine  employee  will  be  assigned  two  distinct
lockers. The shower facilities will be sufficient to handle the shift crossover.

15.11 Other Structures

The following additional surface infrastructure facilities are located at various locations on site and are described below. The mine services facilities will be
positioned on the pad to ensure free and safe movement of the heavy vehicles and will include a “ready line” parking area for the mine haul trucks. These
additional facilities include the following:

■ Truck Wash Facility:

- The truck wash facility will accommodate the mine trucks and auxiliary vehicles. This facility will have a specialized truck wash system, which will
include  a  mud  settling  basin,  oil  separator,  and  water  filtration  and  recirculation  system  to  reduce  overall  water  consumption.  The  truck  wash
facility will be located adjacent to the truck shop in the open pit mine area.

■ Diesel Fuel Storage:

- Diesel storage will consist of ten 13,000 gal (50,000 L) tanks located along the eastern edge of the process plant pad, providing up to an average
of seven-day storage capacity, based on 24 hrs/d operation for the LOM. The tanks are double-walled and self-contained with leak detectors.

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■ Fuel Island:

- The fuel dispensing system for mine fleet vehicles will be located near the fuel storage area and will consist of an open-ended pre-engineered
building  with  high  speed  dispensers  and  hose  reels.  A  concrete  pad  will  be  installed  under  the  enclosure  and  will  be  equipped  with  a  spill
catchment. The fuel dispensing area will also serve as a top-off area for engine coolant, oil, grease and windshield washer fluid. For safety and
practical  reasons,  a  separate  fuel  dispensing  station  for  light  vehicles  will  be  located  nearby.  Gasoline  usage  is  minor  and  will  be  satisfied  by
purchase from local retail suppliers. The mine’s light vehicle fleet is expected to consist primarily of diesel pickup trucks.

■ Sewage Treatment Plant:

- A skid mounted sewage treatment plant will treat sewage from the administration building and process plant. Sludge from the sewage treatment
plant will be collected by a vacuum truck and may be transported off site for disposal. The sewage treatment plant will be located adjacent to the
administration building.

■ Potable Water Treatment Plant:

- A skid mounted potable water treatment plant is planned to supply water to the administration building, mine services facility and process plant.
The treatment process consists of filtration, chlorination and UV sterilization units to produce potable quality water. The potable water treatment
plant will be located adjacent to the administration building.

■ Emergency services building:

- The  emergency  services  building  will  be  connected  to  the  administration  building  and  is  a  modular  and  pre-fabricated  wood-frame  building.  It
contains  two  offices,  an  examination  room,  a  treatment  room,  and  a  waiting  room.  Within  the  same  complex,  a  covered  garage  houses  the
ambulance and fire truck.

15.12 Communications / Information Technology (IT)

The internet and phones services will be provided for the Project by a regional internet service provider, utilizing one of the existing networks currently
installed  near  the  TAPS  corridor.  A  redundant  fiber  optic  network  will  interconnect  critical  site  areas  including  the  gate  house,  administration  and  mine
services facility and the process plant. Telecommunication services for non-critical remote locations will be provided by a wireless network. A hand-held
radio  system  will  be  used  for  voice  communication  between  personnel  in  the  field.  The  site-wide  fiber  optic  network  will  be  utilized  by  the  following
systems:

■ Process plant control system (process control network and electrical systems);

■ Corporate IT (phone and data);
■ Operations, maintenance and warehouse management systems;

■ Fire detection;

■ Video surveillance and access control systems.

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The  mining  operation  plans  to  use  mobile  mine  radios  with  base  stations  to  communicate  between  equipment  operators  and  the  mine  staff.  Some
equipment will also be equipped with GPS technology to provide accurate location information through Wi-Fi communication.

15.13 Fire Protection

An underground fire water distribution network of 14-in pipe, feeding sprinkler systems, with 6-in hydrants will be installed around the process plant and
the  administration  and  mine  services  facility.  The  network  will  be  supplied  by  a  combined  fresh/fire  water  tank  and  a  dedicated  fire  water  pump  with
sufficient water to meet demand for two hours.

Each facility will also be protected by manual fire alarm systems and will have portable fire extinguishers located at strategic points throughout.

15.14 Fresh Water

Fresh water for potable and process plant use will be sourced from an aquifer system located on the north side of the Livengood valley. Pumping tests
and  hydrological  studies  conducted  in  2015  (Cope,  L.,  SRK  2016)  of  the  Amy  Carbonate  unit  indicate  that  the  aquifer  could  support  five  to  ten  water
supply wells each, producing 500 to 1,000 gpm (1,900 to 3,800 L/m). It has been assumed that eight wells will be able to support the process plant start-
up and operations requirements. Water from the wells and the fresh water reservoir will be pumped via a heat traced pipeline to the process plant pad for
further distribution to other areas as required.

15.15 Construction Camp

A temporary 800 person construction camp will be mobilized for the construction phase of the Project. The camp would have single occupancy rooms in a
common bathroom arrangement. The construction camp is planned to include a kitchen, dining complex, offices, recreation room, and laundry and gym
facilities. Once construction activities are completed, the construction camp will be removed and sold.

15.16 Personnel Transportation

As a permanent camp is not planned for the operations phase of the Project, all personnel will be transported between Fairbanks and the mine site by
charter buses. Multiple buses will be required to operate on different schedules to accommodate varying work schedules. All costs related to personnel
transportation are covered by the General & Administration operating cost estimate.

15.17 Fairbanks Infrastructure

A prefabricated guard house, bus waiting building, small receiving area and parking lot for 300 vehicles are planned to be located in the city of Fairbanks.

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15.17.1 Integrated Remote Operation Centre (IROC)

An IROC is planned to be established in the city of Fairbanks on a leased basis in an existing commercial building. The integration of operations is an
essential  addition  in  the  implementation  of  new  projects  and  offers  an  approach  for  reconciling  people  (culture),  process  and  technology  in  the
development of an efficient operating model in production mode. Outlined below are some of the programs that are planned to be established as part of
the overall integrated operations strategy for the Livengood Gold Project:

■ Operational Excellence (OE) and Lean Mining® Program;

■ Asset Management Program;

■ Reliability-Centred Maintenance (RCM) Program;

■ Supply Chain Management;

■ Human Factors Engineering;

■ High-Performance Teams;

■ Sustainability Program;

■ Leveraging Technology.

15.18 Waste Rock Storage Facility (WRSF) and Stockpiles

Material mined from the open pit that is not directly hauled to the primary crusher will be placed in several storage facilities across the Livengood site.
These  facilities,  discussed  in  more  details  below,  include  growth  media  stockpiles,  overburden  stockpile,  WRSF,  low  grade  ore  stockpile,  and  an
emergency ore stockpile.

15.18.1 Growth Media Stockpiles

Growth  media  (topsoil)  material  will  be  stripped  and  placed  separately  in  growth  media  stockpiles  to  be  used  for  closure  and  reclamation  activities.
Several growth media stockpiles will be strategically located around the site. Depending on the mining sequence and closure activities, topsoil may be
hauled directly to certain areas if they are available for reclamation, thus reducing costs by limiting re-handling activities.

15.18.2 Overburden Stockpile

Overburden will be stripped and hauled to the overburden stockpile located in the Gertrude Creek Valley to the east of the plant site. The overburden
stockpile will be built on the side of the hill, has a footprint area of 67 ha and a capacity of 15.7 Myd3 (12 Mm3). The bottom of the overburden stockpile is
at the 1,378 ft (420 m) elevation and the top is at the 1,772 ft (540 m) elevation for a total height of 395 feet (120 m). The overburden stockpile has been
designed with 150 ft (45 m) wide catch benches every 100 ft (30 m) in elevation and has an overall slope of 18.4 degrees.

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15.18.3 Waste Rock Storage Facility (WRSF)

Waste rock not used for construction will be hauled to the WRSF located in the Gertrude Creek Valley to the east of the plant site, below the overburden
stockpile. The PFS considers the same design parameters for the WRSF that were prepared by AMEC for the 2013 FS and presented in the report titled
“Geotechnical Design Report August 6, 2013.pdf” (AMEC, 2013).

Since the WRSF will be built along the side of a hill, a buttress called the “Gertrude Creek Embankment” will be built at the base of the WRSF to provide
additional stability. The buttress will separate the TMF and the WRSF. Stacking of the waste rock will begin at the base of the pile, against the Gertrude
Creek Embankment, and advance up the slope in a “bottom-up” sequence. Access to each lift will be from the haul road that will be built to the east of the
plant site to access the TMF. The WRSF has been designed with an overall slope of 18.4 degree (3H:1V).

The  WRSF  was  designed  with  a  footprint  area  of  215  ha  and  a  capacity  of  163  Myd3 (125 Mm3).  The  bottom  of  the  WRSF  is  at  the  1,083  ft  (330  m)
elevation and the top is at the 1,378 ft (420 m) elevation for a total height of 295 ft (90 m). The PFS requires 105 Myd3 (80 Mm3) of storage capacity in the
WRSF and will be built to the 1,280 ft (390 m) elevation.

15.18.4 Low Grade Ore Stockpile

To maximize the NPV of the Project, lower grade ore will be placed in a stockpile so that higher grade ore can be accessed and sent to the process plant
earlier in the mine life. The lower grade ore is then reclaimed at the end of the life of the mine. The low grade ore stockpile is located to the east of the
open pit on the ridge above Gertrude Creek. Material placed in the stockpile will be classified into low grade (< 0.5 g/mt), medium grade (> 0.5 g/mt and
< 0.7 g/mt) and high grade (> 0.7 g/mt), with each category being placed in a different part of the pile.

The  peak  low  grade  ore  stockpile  balance  from  the  mine  plan  is  87.7  Mt  (79.6  Mt),  resulting  in  a  capacity  requirement  of  45  Myd3  (34  Mm3).  The  low
grade stockpile will also be built on the side of the hill and has a footprint area of 100 ha. The bottom of the low grade stockpile is at the 984 ft (300 m)
elevation and the top is at the 1,870 ft (570 m) elevation for a total height of 886 ft (270 m) at its highest point.

The  low  grade  stockpile  has  been  designed  with  an  overall  slope  of  18.4  degrees.  Runoff  from  the  low  grade  ore  stockpile  will  be  collected  and
discharged into the TMF.

15.18.5 Emergency Ore Stockpile

To ensure the primary crusher can be fed when the mine will be shut down during extreme weather events, an emergency ore stockpile has been located
on the run of mine (ROM) pad. The emergency ore stockpile has a 65,000 t (58,967 mt) capacity to provide 24 hours of crusher feed. The emergency ore
stockpile has a height of 16 ft (5 m) and a surface area of 65,000 ft2 (6,040 m2). Ore from this stockpile will be rehandled with wheel loaders that will either
dump directly into the hopper of the primary crusher or load haul trucks that will haul and dump into the hopper.

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15.19 TMF and Water Management

15.19.1 Tailings Management Facility

The TMF has been designed as a fully lined facility to provide safe and secure storage of approximately 486 Mt (441 Mmt) of mill tailings along with a
supernatant  pond  for  ore  processing  solutions.  The  TMF  has  expansion  potential  up  to  529  Mt  (480  Mmt).  Expansions  would  require  evaluations  and
design modifications to the Gertrude Creek embankment and fresh water reservoir.

The  TMF  is  situated  across  the  Livengood  Creek  valley  and  is  formed  by  two  cross-valley  embankments,  the  west  embankment  and  the  east
embankment. Both TMF embankments and the impoundment area between them are geomembrane lined. The TMF embankments require the removal
of some native materials within the embankment footprints to improve stability characteristics of the foundation. These materials will be excavated and
transported to growth media stockpiles in the general area for use during reclamation of the Project site. The embankments will then be constructed in
phases  beginning  with  starter  dams,  followed  by  a  succession  of  five  raises  (six  phases  in  total)  to  the  final  crest  elevation.  In  addition  to  the  phased
embankment expansions, the basin of the TMF will also be expanded in phases. The embankment and basin expansions will be constructed concurrently,
with the first expansion being constructed during the first two years of operation. The remaining five expansions will take approximately three years each
to  construct  and  will  be  completed  every  four  years.  After  completion  of  the  six  TMF  phases,  the  west  embankment  will  have  an  ultimate  height  of
approximately 450 ft (137 m) and the east embankment will have an ultimate height of 220 ft (67m).

The TMF embankments will be constructed with earth and rock fill materials generated from the open pit mine or borrowed from within the Project limits.
The design of the embankments includes a 60 mil linear low-density polyethylene (LLDPE) geomembrane on the interior slope, underlain with Transition
Zones,  Select  Rockfill  and  Rockfill  material  zones.  The  starter  embankments  also  include  a  geosynthetic  clay  liner  (GCL)  below  the  LLDPE
geomembrane. The GCL will further reduce the potential for seepage through the embankments during the initial years of operation when the supernatant
pond will be located adjacent to the west embankment. The interior slope of the embankments is proposed to be 3H:1V (horizontal:vertical). Reclaim pipe
benches  are  provided  at  each  raise  crest  elevation.  The  downstream  (exterior)  slope  of  the  west  embankment  is  designed  at  a  2.5H:1V  for  the  initial
phases and steepening to a 1.8H:1V by Phase 6. The exterior slope of the east embankment is designed at a 2.5H:1V for all embankment phases.

A  TMF  groundwater  drainage  system  will  be  installed  within  the  major  drainages  in  the  Livengood  Creek  valley  and  will  be  located  below  the  60-mil
LLDPE  TMF  impoundment  geomembrane.  These  drains  are  designed  to  capture  near  surface  groundwater  flow  and  seepage  from  the  fresh  water
reservoir and convey it to the underdrain collection sumps located immediately downstream of the TMF west embankment. Toe drains located along the
downstream toe of the TMF west embankment will also be incorporated into this drain system. Water collected in the TMF groundwater drainage system
sumps will be pumped into the TMF impoundment for reclaim.

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A tailings underdrain collection system will be provided above the impoundment geomembrane to reduce the hydraulic head on the geomembrane and
improve consolidation of the tailings. This underdrain system will collect solution that drains from the tailings and convey it to a collection sump located
near the TMF west embankment south abutment. The collected solution will then be pumped into the TMF impoundment for reclaim. Mill tailings will flow
by gravity to the TMF. The tailings pipeline will follow the road on the south side of the valley (road to access Gertrude Creek embankment) and along the
two embankments to spigot tailings along the face of the embankments to minimize seepage potential. A reclaim barge will be utilized to recycle reclaim
water to the mill. The barge will operate on the north side of the Livengood valley, keeping the deepest portions of the supernatant pond away from the
TMF embankments.

15.19.2 Water Management

15.19.2.1 Contact Water Management

All  contact  water  flowing  on  the  mine  site  will  be  directed  to  the  TMF  via  a  series  of  ditches  and  culverts.  Ditches  will  generally  follow  the  roads  until
discharging to the TMF. The channels are sized to convey the storm events.

15.19.2.2 Management of Non-Contact Water to TMF

Non-contact  surface  water  management  consists  of  a  fresh  water  reservoir  located  immediately  east  of  the  TMF.  It  is  formed  by  the  TMF  east
embankment. In addition to being used to manage non-contact water, this reservoir will be used as a fresh water supply facility. Excess water captured by
the  reservoir  will  be  conveyed  via  a  gravity  flow-through  drain  to  a  discharge  location  in  Livengood  Creek  located  downstream  of  the  TMF  west
embankment. The flow-through drain consists of dual 48-inch pipes to convey the flow and a vertical inlet structure. Similar to the TMF embankment, the
freshwater reservoir embankment requires the removal of some native materials within the embankment footprint to improve stability characteristics of the
foundation. These materials will be excavated and transported to growth media stockpiles in the general area for use during reclamation of the Project
site. An injection grout curtain will then be installed along the embankment upstream toe to reduce seepage from the reservoir. The embankment will be
constructed with earth and rock fill materials generated from the open pit mine or borrowed from within the Project limits. The design of the embankment
includes  a  60  mil  LLDPE  geomembrane  on  the  upstream  slope,  underlain  by  a  GCL,  filter,  drainage,  and  transition  zones.  Above  the  LLDPE,  the
geomembrane is composed of an overliner layer, geotextile, and riprap materials to protect the geomembrane and GCL liner system. At the upstream toe
of the embankment, the LLDEP and GCL are connected to the grout curtain with a concrete plinth.

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16.

MARKET STUDIES AND CONTRACTS

16.1

Introduction

It was assumed in this PFS and TRS that the Livengood Gold Project will produce gold in the form of doré bars. The market for doré is well established
and accessible to new producers. The doré bars will be refined in a certified North American refinery—of which there are many in the United States and
Canada—and the gold will be sold on the spot market.

16.2 Market Studies

No market studies have been conducted by Tower Hill Mines (THM) nor its consultants on the gold doré that will be produced at Livengood. Gold is a
freely traded commodity on the world market for which there is a steady demand from numerous buyers. The gold market is very liquid with many buyers
and sellers active at any given time. Gold production is expected to be sold on the spot market.

Due to its widely traded nature, it is not difficult to determine the market value of gold at any particular time. Gold doré bullion is typically sold through
commercial banks and metals traders with sales price obtained from the World Spot or London fixes. These contracts are easily transacted, and standard
terms apply. BBA expects that the terms of any sales contracts would be typical of, and consistent with, standard industry practices and would be similar
to contracts for the supply of doré elsewhere in the world.

16.3 Gold Price Projections

Figure 16-1 shows the gold spot price on a monthly basis since November 2018. As of October 29, 2021, the trailing three-year gold price average was
US$1,630/oz and the trailing two-year gold price average was US$1,760/oz.

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Figure 16-1: Gold spot price on a monthly basis since November 2018

For this TRS, a gold price of US$1,680/oz (base case) was assumed within the financial model (Chapter 19) to estimate revenue from the Project. The
forecasted gold price is kept constant and is meant to reflect the average metal price expectation over the life of the Project. It should be noted that metal
prices can be volatile and that there is the potential for deviation from the LOM forecasts. Refining and pricing assumptions are presented in Table 16-1.

Table 16-1: Refining and pricing assumptions

Assumption

Gold Payable

Gold Refining Charge (including Insurance and Transport)(1)

Gold Price

Unit

%

$/oz

$/oz

Value

99.9

1.80

1,680

(1) Gold refining charge including insurance, transport and gold payability = $3.48/oz

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16.4 Contracts

There are no refining agreements or sales contracts currently in place for the Project that are relevant to this TRS. It is expected that terms contained
within any sales contract that could be entered into would be typical of and consistent with standard industry practices and be similar to contracts for the
supply of gold elsewhere in the world.

There are several large 3rd party gold refineries with well-established industry relationships in North America. Among the more notable ones are:

■ Metalor Technologies USA; North Attleboro, Massachusetts;

■ Johnson Matthey; Salt Lake City, Utah;

■ Canadian Mint; Ottawa, Ontario.

None of the aforementioned companies have been contacted by THM to provide a competitive treatment bid.

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17.

ENVIRONMENTAL STUDIES, PERMITTING, AND PLANS, NEGOTIATIONS, OR AGREEMENTS WITH LOCAL
INDIVIDUALS OR GROUPS

17.1 Environmental

17.1.1 Historical Project Activities and Permitting

Livengood Creek and the creeks draining Money Knob are mineralized and have been placer mined for over 100 years. Portions of the resource area on
Money  Knob  have  also  hosted  intermittent  hard  rock  mineral  exploration  activities.  The  Project  area  contains  federal  mining  claims  (Bureau  of  Land
Management), state mining claims (Department of Natural Resources), state leases (Alaska Mental Health Trust Land), and private land (as described in
Chapter 3). THM has received all appropriate authorizations required to conduct exploration, geotechnical and baseline data collection activities.

17.1.2 Baseline Studies

THM  has  been  conducting  environmental  baseline  studies  at  the  Livengood  Gold  Project  since  2008  as  part  of  THM’s  overall  goal  of  providing
environmentally  relevant  and  supportable  data  for  environmental  permitting,  engineering  design  and  a  basis  for  permit-required  monitoring  during
construction, mining and closure of the Project. These investigations are summarized in Table 17-1 and Table 17-2.

Baseline Study

Surface Water

Surface Water Quality

Sediment Quality

Hydrology

Surface Water Flow and Snow

Hydrogeology

Groundwater Quality

Hydrogeological Modeling

Permafrost Studies

Wetlands & Vegetation

Wetlands Delineations

Meteorology & Air Quality

Meteorological Data

Precipitation

Ambient Air

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Table 17-1: Environmental baseline studies (2008-2016)

2008

2009

2010

2011

2012

2013

2014

2015

2016

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Baseline Study

2008

2009

2010

2011

2012

2013

2014

2015

2016

Aquatic Resources

Bio-monitoring

Resident Fish Surveys

Rock Characterization

Static ML/ARD Testing

Kinetic ML/ARD Testing

On-Site Kinetic Testing

Wildlife Studies

Habitat Mapping

Mammal Surveys

Avian Surveys

Cultural Resources

Cultural Site Surveys

Socioeconomics (Section 17.6)

Noise Studies

Noise Surveys

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2021

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Baseline Study

Program Summary

Table 17-2: Summary of environmental baseline studies

Surface Water Quality

Hydrology

Groundwater Quality

FEBRUARY 2022

Surface  water  quality  samples  have  been  collected  since  2009  over  a  wide  range  of  hydrologic  conditions.  The  network
includes  20  stations  in  and  around  the  Project  area  and  4  stations  along  the  power  line  corridor.  All  samples  have  been
analyzed for a comprehensive suite of analytes and include QC sample collection. Monitoring continued 2013-2017 at three
stations located on the Tolovana River and the West Fork of the Tolovana River. While there are apparent local and seasonal
spikes among some analytes, these are deemed to be mostly natural and, in part, a reflection of placer mining activity and
regional mineralization.

The  Project  region  is  characterized  by  large  areas  of  permafrost  that  limit  groundwater  recharge  into  local  streams.  As  a
result,  many  streams  are  ephemeral  during  periods  of  low  precipitation.  The  USGS  has  maintained  stream  gauges  in  the
Project area since 2010. Snow surveys have been completed in a variety of aspects, elevations, and vegetation types in late
spring 2010-2021. Three years of surface flow data have been collected from Lower Amy Creek and the fifth year of data
collection from Livengood Creek in the vicinity of the ADOT maintenance facility is underway. Regional data sources were
used to characterize average, extreme drought, and flood conditions at the Project site, enabling the development of a long-
term  synthetic  record  of  estimated  monthly  precipitation  at  the  Project  site,  which  forms  the  basis  of  the  water  balance
model.

THM has sampled 54 groundwater wells throughout the Project area. Water chemistry data indicates that groundwater varies
locally  and  is  controlled  by  geology  and  permafrost.  Groundwater  is  most  mineralized  in  the  vicinity  of  the  deposit;
groundwater distal to the deposit has the least mineralization.  

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Baseline Study

Program Summary

Hydrogeological
Modeling

Permafrost Studies

Wetlands and Vegetation

Meteorology & Air Quality

Resident Fish Surveys

Bio-monitoring

FEBRUARY 2022

Compilation  of  average  static  water  levels  collected  from  the  site  piezometer  network  and  pump  tests  indicates  that  the
groundwater  surface  generally  follows  topography,  indicating  groundwater  flows  from  higher  elevations  to  lower  elevation
areas.  Groundwater  recharge  to  the  deposit  area  is  from  the  ridge  to  the  northeast  of  the  resource  area.  The  hydraulic
conductivities observed down-gradient from the proposed pit and in the rocks of the Livengood Valley are relatively high. The
lowest  hydraulic  conductivity  values  were  observed  to  the  north  and  east  of  the  resource  area.  Groundwater  is  confined
under  permafrost.  Predictive  numerical  simulations  for  project  groundwater  have  been  conducted  for  passive  pit  inflow
conditions and indicate that the pit will take several hundred years to fill.

Thermal  analysis  has  been  performed  to  provide  a  site-wide  understanding  of  permafrost  conditions  and  a  basis  for
engineering  design.  In  general,  the  permafrost  beneath  the  Livengood  Gold  Project  area  is  extensive,  but  relatively  warm
(>-2ºC)  and  discontinuous.  Permafrost  depths  at  the  Project  have  been  measured  to  reach  nearly  600  ft  (183  m)  below
ground surface.  

A 62,000-acre (25,090 ha) wetlands map of the Project area and power line corridor was completed in December 2013. This
mapping will form the basis for wetlands minimization, avoidance, and mitigation during mine design and permit application
preparation. Approximately half of the mapped area has been delineated as wetlands, the majority of which are dominated
by black spruce forests and near-surface permafrost.
Despite the fairly wide distribution of 13 invasive species found within the study area, most of the populations are relatively
small. The control and containment of these species will be considered during the development of project management and
reclamation plans.  

Two meteorological stations were installed in late 2010 for use in dispersion modeling, air quality permitting, facility design,
and other baseline studies. One station is located on Gertrude Ridge, northeast of the resource area, and has collected data
including temperature, year-round precipitation, wind direction and speed, and relative humidity. The other station is located
to the southwest of the resource area at a lower elevation and has collected the same meteorological parameters as well as
seasonal evaporation data. Two fine particulate matter (PM2.5) meters were co-located with this station to monitor ambient
air  quality  in  2011.  In  2013,  an  all-season  precipitation  gauge  was  installed  at  the  ADOT  maintenance  facility  in  the
Livengood Creek Valley.

As the most populous fish in the Project area, young of the year Arctic Grayling were targeted for full-body tissue analysis.
Fish  tissue  sampling  was  conducted  from  2009-2012.  Tissues  of  the  resident  fish  in  the  area  contain  detectable  metals
concentrations,  as  do  many  regional  streams  in  naturally  mineralized  areas.  The  2010  program  included  a  summer  fish
presence/absence survey, a May Arctic Grayling spawning survey, a May Northern pike metals analysis, and a fall Whitefish
otolith study. In 2011, a fish overwintering investigation was completed as well as a data gap analysis along the power line
corridor.  Survey  results  indicate  that  there  are  grayling  overwintering  in  the  West  Fork  of  the  Tolovana  River  and  the  old
placer pond located in the Livengood Creek Valley. No salmon species have been found in the Project area. The three major
drainages (Chatanika, Tatalina, and Tolovana Rivers) and their tributaries along the power line corridor are identified as fish-
bearing.

Macro-invertebrate sampling was conducted in 2009-2012; periphyton sampling was conducted in 2009-2017. The Project
area supports a robust benthic population of less sensitive species, as would be expected in streams that have hosted long-
term placer mining.

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Baseline Study

Program Summary

Rock Characterization

Habitat Mapping

Mammal Surveys

Avian Surveys

Cultural Resources

In  2010,  composites  of  various  resource  rock  types,  alterations,  and  oxidation  were  created  and  tested  for  metal  content,
sulfur speciation and acid rock drainage (ARD) potential. This work has since been expanded to include static and kinetic
testing on selected samples obtained from the entire resource area data package, the resource dataset screened for gold
grades  less  than  0.3  g/mt,  ore  composites,  tailing  samples,  regional  rock  types,  and  overburden.  The  sample  selection
process included screening for rock type as well as sulfur, arsenic, mercury, selenium, and antimony content. Seventy-five
humidity cell tests have undergone multi-year testing. Samples from the datasets have also been tested for meteoric water
mobility potential (MWMP) and sequential MWMP. Twenty-eight 550 lb (250 kg) barrels of resource and regional materials
are also undergoing on-site multi-year testing to establish scalability factors.
The data indicates that certain stratigraphic units are potentially acid generating (PAG), while other rock types are non-PAG.
Several  rock  types  have  metal  leaching  (ML)  potential,  with  arsenic,  antimony,  and  selenium  being  of  primary  interest.
Mineral content and ARD potential tend to decrease outside the resource area. Management of these materials is discussed
in Section 17.1.3.

Wildlife studies were initiated in 2011 and included a review and synthesis of existing data in the Project area, GIS mapping
of  wildlife  habitats  and  field  surveys  for  key  wildlife  species.  There  are  currently  no  threatened  and  endangered  wildlife
species known in the Project area. The majority of the wildlife habitats in the study area comprise black-spruce dominated
upland open needle leaf forests.

Aerial surveys of moose were conducted in the Project area to determine the population density and late winter distribution.
During the survey, a total of 51 moose within 13 surveyed sample units were sighted.

In the Project area and the power line corridor, less than a third of the raptor nests were found to be occupied. Eight species
of land birds that are considered high priority species for conservation were recorded in the Project area in 2012, although
none of these species were confirmed to be nesting.  

Cultural  resource  surveys  have  been  completed  on  nearly  16,000  acres  (6,475  ha)  of  the  Project  area  and  5,000  acres
(2,023 ha) of the power line corridor. To date, 124 historic features and 21 prehistoric sites have been identified. The majority
of these historic features are remains of historic placer camps and workings. The majority of prehistoric sites contain surface
and  subsurface  lithic  materials.  During  the  Project  permitting  process,  all  features  will  be  reviewed  by  the  State  Historic
Preservation  Office  (SHPO)  and  federal  agencies  working  under  Section  106  of  the  National  Historic  Preservation  Act
(NHPA). Mitigation plans will be developed as needed.

Noise Studies

Winter  and  summer  noise  monitoring  was  completed  in  March  2013  and  July  2013,  respectively.  Seven  locations  were
monitored employing two different techniques (short term and 24 hour).

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17.1.3 Environmental Management Strategies

Tailings Management Facility – The TMF has been designed to safely contain process plant tailings and fluids through the use of a geosynthetic liner and
a cross-valley embankment on the west end of the Livengood Valley. A rock fill underdrain system will be constructed in the basin to collect near surface
groundwater  and  any  seepage  that  may  occur  from  the  overlying  liner  system.  During  operations,  seepage  from  the  underdrain  will  be  collected  and
pumped into the TMF. Modeling and pump tests suggest that permafrost underlying the basin isolates the TMF and restricts communication with the deep
groundwater.

Mine Waste Rock Facility – To minimize ARD potential and achieve an ideal blend of PAG and non-PAG materials, the facility will be constructed in lifts to
facilitate blending. If needed, rocks demonstrating high relative levels of ARD or metal leaching (ML) will be specifically managed within the waste rock
facility.  Underdrains  will  collect  meteoric  water  that  infiltrates  the  waste  rock  and  carry  it  to  a  lined  sump  at  the  up-gradient  base  of  the  embankment
constructed along the bottom of the Gertrude Creek basin. From there, the collected water will be pumped into the TMF. The Gertrude Creek basin is
underlain by permafrost that restricts communication with the deep groundwater.

17.2 Closure Plan

A key to the successful closure of the Project is to incorporate as many environmental considerations into the initial design process as possible. These
considerations are reflected in the PFS design and include the characterization studies of the mine waste rock and overburden, process plant tailings and
water that have been underway since 2009.

The closure plan presented is conceptual and may not represent the executed closure plan should this Project advance to an operational facility. The plan
will  extend  over  a  36-year  period,  starting  in  production  Year  17  with  the  construction  of  a  water  treatment  plant,  and  ending  in  Year  52  with  the
decommissioning of the water treatment plant. The facility closure plan is divided into two main phases: closure and post-closure.

A reclamation and closure plan will be submitted to the relevant government agencies during the permitting process and will discuss the final outcome of
the  Project,  including  a  final  land  use  plan,  re-grading,  long-term  water  quality  monitoring  and  management,  test  vegetation  plots,  the  closure  design,
removal  of  facility  components  and  financial  assurances.  In  addition,  the  Project  will  need  to  prepare  a  U.S.  Army  Corps  of  Engineers  Compensatory
Mitigation Plan for mitigating unavoidable wetlands impacts that will include input from many reclamation and mitigation banking experts. It may require
the setting up of mitigation banks with third parties.

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17.2.1 Closure Activities

Closure will involve initial reclamation and salvage activities and will take approximately five years to complete.

Water Treatment Plant

A 5,500 gpm (1,249 m3/h) water treatment plant will be constructed during Mine Year 20 and 21 to treat water removed from the TMF supernatant pond
and  seepage  from  the  TMF  underdrain  system  and  the  mine  waste  rock  stockpile  sump.  Geochemistry  and  groundwater  sampling  suggest  that  the
arsenic, selenium and antimony contained in pond, seepage and sump water will be treatable. The water treatment plant will be of modular construction,
consisting of 500 gpm (114 m3/h) units, so that over time, as the treatment requirements reduce, modules can be taken out of service.

Tailings Management Facility

A dry closure of the TMF has been incorporated into its design. The supernatant pond will be removed and treated. Four years will be required to place a
3 ft (0.92 m) thick layer of mine waste rock over the entire tailings surface. A 1.5 ft (0.46 m) layer of growth media will then be placed over the rock. The
capped tailings surface will be seeded and fertilized. Diversion channels will be constructed along the perimeter of the tails basin; the flow will be diverted
past the embankment through drop structures.

Surface Mine

At the end of mine life, active dewatering of the surface mine will cease and the pit will be allowed to naturally fill with groundwater. Groundwater modeling
indicates that the pit will take several hundred years to fill.

Mine Waste Rock and Ore Stockpiles

The mine waste rock stockpile has been designed to minimize the impacts from potentially acid-generating waste rock. During closure, the waste rock will
be  contoured,  covered  with  1.5  ft  (0.46  m)  of  growth  media,  seeded  and  fertilized.  The  ore  stockpile  area  will  be  ripped  prior  to  placement  of  growth
media,  seed,  and  fertilizer.  The  interface  area  between  the  graded  stockpile  toe  and  the  natural  ground  will  be  riprapped  to  prevent  erosion  of  the
stockpile  toe  in  areas  where  there  will  be  concentrated  runoff  flows.  Any  runoff  flow  will  be  directed  to  the  TMF  diversion  channels.  Once  flows  to  the
sump have decreased, the pumps and other equipment will be salvaged.

Roads, Foundations, Buildings, and Equipment

During closure, buildings will be removed from their foundations, with the exception of the water treatment plant and other closure support buildings. All
work  pads  and  roads  not  needed  for  site  access  will  be  dozer  ripped,  covered  with  growth  media,  seeded  and  fertilized.  Pre-construction  drainage
patterns  will  be  restored  or  enhanced  to  minimize  storm  water  impacts.  Safety  berms  will  be  dozed  over  the  road  slope  or  into  road  ditches  to  further
enhance drainage.

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17.2.2 Post Closure Activities

The post closure period includes six years of site stabilization and maintenance after closure is complete, and a subsequent 20 years of water treatment
and monitoring.

17.3 Permitting

17.3.1 Project Permitting Requirements

The Project will require numerous federal and state permits and authorizations. Table 17-3 lists the permits likely to be required based on the conditions at
the time of this TRS. This list is based on government agency guidance and past Alaskan mining project development experience.

Since development of the Project will require a number of federal permits, the National Environmental Policy Act (NEPA) and Council of Environmental
Quality (CEQ) Regulations will govern the federal permitting portion of the Project. The NEPA process requires that all elements of a project and their
direct,  indirect  and  cumulative  impacts  be  considered.  A  reasonable  range  of  alternatives  are  evaluated  to  assess  their  comparative  environmental
impacts, including consideration of feasibility and practicality. In fulfillment of the NEPA requirements, it is anticipated that the Project will be required to
prepare an Environmental Impact Statement (EIS). Upon completion of the EIS and the associated Record of Decision by the lead federal agency, the
federal and state agencies will then complete their own permitting actions and decisions. The State of Alaska is expected to take a cooperating role to
coordinate the NEPA review with the state permitting process. Actual permitting timelines are controlled by the federal NEPA review and federal and state
agency decisions.

Agency

Federal

U.S. Army Corps of Engineers

Table 17-3: Project permit requirements

Authorization

CWA Section 404 Permit (wetlands dredge and fill)

Section 106 Historical and Cultural Resources Protection

Spill Prevention, Control and Countermeasure Plan (SPCC)

U.S. Environmental Protection Agency

EPA Air Quality Permit Review

National Marine Fisheries Service

Threatened and Endangered Species Act Applicability Consultation

Section 7 Threatened and Endangered Species Act Consultation

EPA Hazardous Waste Generator ID Resource Conservation and Recovery Act (RCRA)

U.S. Fish and Wildlife Service

Bald Eagle Protection Act Clearance

Migratory Bird Protection

Fish and Wildlife Coordination Act

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Agency

U.S. Bureau of Land Management

U.S. Bureau of Alcohol, Tobacco & Firearms

Mine Safety and Health Administration

Federal Aviation Administration

Federal Communication Commission

U.S. Department of Transportation

U.S. Regulatory Commission

State

Alaska Department of Natural Resources
Division of Mining, Land & Water

Authorization

Plan of Operations Approval

Decision Record

Bond Approvals

Permit & License for Use of Explosives

License to Transport Explosives

Notification of Legal Identity

Training of Miners Plan

Notice of Controlled Firing Area (Blasting)

Structure Warning Lights

Radio Station License

Approval to Transport Hazardous Materials

Material License for Geotechnical Studies

Miscellaneous Land Use Permits

Plan of Operations

Reclamation Plan Approval

Reclamation Bond

Mining License

Land Use Permits and Leases

Certificate of Approval to Construct a Dam

Certificate of Approval to Operate a Dam

Dam Safety Certification

Material Sale (for construction material borrow areas)

Temporary Water Use Permit (if not acquiring water rights)

Water Appropriation Permits

Road Right of Way/Access

Power Line Right of Way

Cultural Resource Protection

Archeology Study Permits

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Agency

Authorization

Alaska Department of Environmental Conservation

Plan Review and Construction Approval for Domestic Wastewater System

Alaska Pollution Discharge Elimination System (APDES)

Section 401 Water Quality Certification (SWA 404 Permit)

Storm Water Pollution Prevention Plan (SWPPP) Review Approval

Oil Discharge Prevention and Contingency Plan Review Approval

Plan Review and Approvals to Construct and Operate a Public Water Supply System

Solid Waste Management Permit

Food Establishment Permit

Air Quality Construction Permit (first 12 months)

Air Quality PSD Permit

Air Quality Title V Operating Permit

Alaska Department of Fish & Game

Fish Collection, Habitat, and Passage permits

Alaska Department of Transportation & Public Facilities

Controlled Firing Area for Blasting

Notification of Blasting for Road Closure

Alaska Department of Public Safety-FP

Alaska Department of Labor and Workforce Development

Right of Way/Access/Driveway

Fire Marshal Plan Review

Certificate of Inspection for Fired & Unfired Pressure Vessels

Employer Registration

Alaska Department of Health and Social Services

Health Impact Assessment

Other Entities

Alyeska Pipeline

Trans- Alaskan Pipeline System (TAPS) Right of Way (ROW) access/crossing approvals

The  proposed  preliminary  project  execution  plan  for  the  development  and  construction  of  the  Livengood  Gold  Project  summarized  in  Chapter  21
incorporates the permits previously noted in Table 17-3.

17.3.2 Status of Permit Applications

There have been no permit applications submitted for project construction.

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17.4 Requirements for Performance or Reclamation Bonds

There are two State of Alaska agencies that require financial assurance in conjunction with approval and issuance of large mine permits. The Department
of Natural Resources Division of Mining, Land and Water and the Department of Environmental Conservation require financial assurance, both during and
after operations, and to cover short and long-term water treatment, if necessary, as well as reclamation and closure costs, monitoring and maintenance
needs. The financial assurance amounts will be estimated in conjunction with development of the Reclamation and Closure Plan.

17.5 Mine Closure Requirements and Costs

A mine closure plan featuring dry closure of the tailings management facility has been developed. Closure costs track reclamation and closure expenses
from Year 17 through Year 52. The reclamation and stabilization effort occurs from Year 22 through Year 28 and includes deconstruction of the facilities
and closure of the tailings management facility, mine waste rock facility, roads and water storage reservoirs as described in Section 17.2. These costs
total  $226.4M,  including  contractor  indirect  costs.  Subsequent  post-closure  costs  incurred  during  Year  29  through  Year  52  include  pumping,  water
treatment, maintenance and post-closure monitoring. These costs total $76.7M. Year 52 is the last year with planned closure expenses.

The total closure cost is $316.9M, which is applied to the cash flow in Year 21. This cost, which includes indirect costs, includes closure of the mine waste
rock stockpile, tailings management facility, solid waste landfill and ancillary facilities.

Closure cost funding will flow from a closure trust fund financed by mine cash flow. Annual contributions to the closure trust fund are included in the cash
flow model. The annual contribution is $11.7M during Year 2 through Year 21. The model includes trust fund earnings at 3.0% annual percentage rate
(APR), applied to the fund balance until closure is complete in Year 52.

17.6 Socioeconomic Conditions

The Livengood Mining District has a history of cyclical employment and development dating back to 1914, when placer gold mining became the primary
economic activity in the area. The district has produced over 500,000 oz of placer gold, with two-thirds of that production coming prior to World War II. In
2021,  there  were  two  placer  operations  active  in  the  Livengood  area.  Today,  there  are  no  year-round  residents  in  the  town-site,  with  only  a  handful  of
abandoned structures still standing.

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17.6.1 Regional Economy

Livengood lies within the Yukon-Koyukuk Census Area, which encompasses a nearly 150,000 -square mile (m2) (388,000-km2) swath of Interior Alaska
from  the  Canadian  border  to  the  lower  Yukon  River.  In  2020,  the  Census  Area  held  a  total  population  of  5,343  widely  dispersed  residents  in  38
communities,  of  which  approximately  70%  were  Alaska  Natives.  Both  Minto,  which  is  approximately  40  mi  (64  km)  from  Livengood,  and  Manley  Hot
Springs, approximately 80 mi (129 km) away from the Project, have road access to Fairbanks.

The Fairbanks area is the service and supply hub for Interior and Northern Alaska. Construction of the Trans-Alaska Pipeline System (TAPS) resulted in
an economic boom in Fairbanks from 1975 to 1977. The oil industry remains an important part of the local economy, with Fairbanks providing logistical
support  for  the  North  Slope  activity,  operation  of  a  local  refinery  and  the  operation  and  maintenance  of  TAPS.  Today,  the  University  of  Alaska,  the
Fairbanks  Memorial  Hospital,  and  the  Fort  Knox  and  Pogo  gold  mines  are  some  of  the  Fairbanks  area’s  largest  employers.  The  Fairbanks  North  Star
Borough (FNSB) economy included 37,400 non-agricultural wage and salary jobs in 2019, accounting for $2.24B in annual payroll.

17.6.2 Recreational and Subsistence Resources

The State of Alaska Tanana Area Basin plan designates mining as the primary land use for the Project area. The plan identifies recreation as a secondary
use  in  the  Project  area.  It  will  be  important  to  consider  both  the  present  and  likely  future  recreational  uses  of  the  area  and  how  mining  projects  can
cohabitate successfully.

Most  of  the  small  communities  in  rural  interior  Alaska  are  largely  dependent  on  subsistence.  Seventy-five  percent  of  the  Native  families  in  Alaska’s
smaller villages acquire 50% of their food through subsistence activities (Federal Subsistence Board, 1992). For families who do not participate in a cash
economy, subsistence can be the primary direct means of support; for others, it contributes indirectly to income by replacing household food purchases.

17.6.3 Socioeconomic and Project Consequences

Developing the Livengood Gold Project into a mine would offer residents and families from the surrounding communities the opportunity of year-round
stable  wage  paying  jobs.  Continuing  local  hire  efforts  by  THM  will  be  a  key  focus  of  the  Project.  Training  programs  such  as  the  Drill  Helper  Training
Program conducted in May of 2011, a partnership with the State Department of Labor, will be used to attract, train and retain an Alaskan workforce for the
various construction and operating jobs available.

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The PFS estimates a total of 3.8 M man-hours during Project construction at Livengood, with a peak construction workforce of 800. The average wage of
those  workers  is  estimated  at  $50.00/hr.  During  the  three  years  of  preproduction  mine  development,  the  Owner’s  crew  will  be  approximately  170
employees  on  average.  During  operations,  the  average  number  of  employees  is  estimated  at  331  peaking  in  year  6  at  430.  Total  annual  wages  paid
during operations is estimated to be $38M based on an annual average wage of approximately $115,000/y.

17.6.4 Support Services

A 2011 study of the economic impact of the Fort Knox Mine on the Fairbanks North Star Borough determined that 62% of the mine’s goods and services
spending were with businesses located in the FNSB. For purposes of this TRS, we have assumed a local purchase volume of 50% for the Project. Using
that assumption, the result would be an annual local expenditure of approximately $200M on consumables, supplies and purchases.

17.6.5 Employment and Training

The labor force in the communities nearest the mine is very small. The total population of Minto, Manley Hot Springs and Livengood combined is 312
residents in 2020. Skilled and unskilled labor to support mine development and operations will come primarily from the Fairbanks area, with a total labor
force of nearly 40,000 workers. The training plan for the Project will be designed to promote safety, environmental stewardship, efficient production, and
local hire.

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18.

CAPITAL AND OPERATING COSTS

The capital and operating cost estimates presented in this study are based on the development, construction and start-up of an open pit mine, process
plant and tailings management facility capable of processing on average 65,000 t/d (59,000 mt/d) of gold bearing material. All capital and operating cost
estimates  cited  in  this  TRS  are  referenced  in  nominal  third  quarter  2021  United  States  dollars.  No  provisions  have  been  included  to  offset  future
escalation. Units presented in this chapter are presented as imperial unless otherwise stated.

18.1 Capital Cost Summary and Basis

THM engaged various consultants to provide estimate support for various cost portions of the Project that fall within their specialized scope of work (see
Table 18-1). BBA consolidated the cost information from all sources to determine the overall project capital cost.

Table 18-1: Capital cost estimate contributors

Scope / Responsibility

Mine Equipment and Development

Process Plant & Ancillary Facilities

Surface Infrastructure and Buildings

Waste Rock and Tailings Management Facility

Electrical Line and Substations

Indirect Cost

Owner's Cost

Reclamation and Remediation

Contingency

Contributor(s)

BBA

BBA

BBA

NewFields

BBA

BBA

BBA

Newfields

All

The total estimated preproduction capital cost (-20% / +25%) to design, procure, construct and commission the Livengood Gold Project facilities is $1.93B
including  $220M  in  contingency  funds.  When  spare  parts/consumables/initial  fills  ($40M)  and  funding  of  the  closure  trust  fund  is  included  ($23M),  the
overall  cost  is  estimated  to  be  $1.99B.  The  estimated  sustaining  capital  cost  required  by  the  Project  is  $658M  not  including  reclamation  trust  funding,
which totals $245M. The sustaining capital estimate includes the addition of certain contingencies and indirect costs. The cumulative life of mine (LOM)
capital expenditure (preproduction and sustaining capital) is estimated to be $2.85B. Table 1-8 summarizes the initial capital and sustaining capital costs
by major area.

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Table 18-2: Initial capital and sustaining capital costs by major area
($ Millions)

Cost Item/Area

Mine Equipment

Mine Development

Process Facilities

Infrastructure Facilities

Power Supply

Owners Costs

Contingency

Sub-total before Reclamation

Spare parts, consumables, and initial fills(1)

Funding of Reclamation Trust Fund(2)

Initial ($M)

Sustaining ($M)

200

230

433

459

87

296

220

1,925

40

23

139

514

5

658

245

$903M

Note: Rounding of some figures may lead to minor discrepancies in totals.

Total

$1,989M

(1) The $40M spent on spare parts, consumables and initial fills in preproduction are recaptured in the final year of operations (Year 21).

(2)

Includes initial funding, total $317M estimated costs. The difference of $49M is projected trust fund earnings.

18.1.1 Accuracy

The overall capital cost estimate developed in this study generally meets the AACE Class 4 requirements and has an accuracy range of -20% and +25%.
Estimate accuracy ranges are projections based upon cost estimating methods and are not a guarantee of actual project costs. The capital cost estimate
of this pre-feasibility study (PFS) forms the basis for the approval of further development of the Project by means of a feasibility study (FS).

18.1.2 Assumptions

The capital cost estimate is based on the following assumptions:

■ Reflects general accepted practices in the cost engineering profession;

■ Assumes contracts will be awarded to reputable contractors on a lump sum basis;

■ Craft all-in rates are trade union rates calculated based on an assumed 60-hour work week with 10-hour shifts worked daily. Rotation for craft and

supervision personnel is 20 days on and 10 days off;

■ Waste  rock  generated  during  the  mine  pre-stripping  will  be  of  suitable  quality  and  quantity  to  be  used  as  backfill  material  to  construct  the  tailings

management facility and other infrastructure facilities;

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■ Construction will consist of a mixture of contracted work and work performed by mine personnel;

■ The following activities will be performed by the THM owners team (mine personnel) to support the construction of the tailings management facility

and other geotechnical facilities:

- Crushing and screening of waste rock for construction aggregate;

-

Load, haul and placement (spreading and compaction) of rock fill from mine;

■ Soil conditions will not require special foundation designs such as piling;

■ All excavated material will be disposed of on site;

■ Project will adhere to the schedule in construction execution plan as detailed in Chapter 21;

■ The estimate assumes that the contingency will be spent.

18.1.3 Exclusions

General exclusions from the capital estimate are as follows:

■ Sunk costs (costs prior to a production decision);

■ Land acquisition, permitting, licensing costs;

■ Allowance for special incentives (schedule, safety, etc.);

■ Interest and financing costs;

■ Escalation beyond Q3 2021;

■ Taxes and import duties;

■ Salvage value, except for sale of construction camp;

■ Risk due to labor disputes, permitting delays, weather delays or any other force majeure occurrences;

■ Issues beyond the control of the Owner.

18.2

Initial Capital Costs

18.2.1 Open Pit Mine

The initial capital cost for mine development activities and the acquisition of mining equipment is $430M and summarized in Table 18-3.

Table 18-3: Open pit mine initial capital costs
($ Millions)

Cost Item/Area

Mine Development

Mine Equipment

Initial ($M)

230

200

$430M

Total

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18.2.2 Mine Development

Mine development for the open pit will be carried out over a 3-year period. A contractor will be used during the first year of mine development, which will
include tree clearing, pioneering work as well as haul road construction. The total cost for the contractor has been estimated to be $68M, which considers
a unit rate of $3.62/t. Years 2 and 3 of mine development will be carried out using the owner’s fleet of mining equipment and personnel. The owner’s cost
for  mine  development,  plant  road  construction  and  temporary  facilities  has  been  estimated  to  be  $162M,  which  considers  workforce  salaries,
consumables, and the cost to operate the equipment fleet. The overall initial cost for mine development is estimated to be $230M.

18.2.3 Mining Equipment

Open pit mining mobile and ancillary equipment costs were estimated based on recent supplier quotations and BBA’s in-house database. The initial mine
equipment  requirements  are  based  on  operating  hours  and  production  needs  as  described  in  Chapter  13.  The  mobile  support  equipment  consists  of
dozers, graders, water trucks, fuel trucks and cranes required to support the mining operation. The initial mine equipment requirements along with the
capital costs, which total $200M, are detailed in Table 18-4.

Table 18-4: Mining equipment initial capital costs
($ Millions)

Cost Item / Area

Haul Truck (Payload - 291 mt)

Hydraulic Excavator (Bucket Payload – 31 m3)

Wheel Loader (Bucket Payload – 31 m3)

Production Drill

Secondary Drill

Mobile Support Equipment

GPS and Dispatch System

No.

18

2

1

5

1

-

1

Initial ($M)

113

22

10

14

1

38

2

Total

$200M

18.2.4 Power Supply

The  capital  costs  related  to  the  electrical  transmission  line,  O’Connor  Creek  substation  and  the  Golden  Valley  Electrical  Association  (GVEA)  system
upgrade  were  estimated  by  specialized  local  firms  (Dryden  &  LaRue,  and  Electric  Power  Systems)  in  2013,  escalated  to  2021  and  integrated  into  the
estimate by BBA. The main on-site substation was estimated by BBA based on other recent projects of similar size, power rating and layout. Table 18-5
summarizes the initial capital cost estimate for the off-site and on-site electrical facilities.

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Table 18-5: Power supply capital costs by major area
($ Millions)

Cost Item / Area

230 KV Transmission Line

O’Connor Creek Substation

GVEA Transmission System Upgrades

Primary Substation and Site Distribution

Initial ($M)

32

11

23

21

Total

$87M

18.2.5 Process Plant

The design and capital costs of the crusher area, the crushed ore stockpile area and the process plant has largely been based on BBA’s experience on
recent projects. To estimate the capital cost of the process plant, BBA used its project cost database, which includes as-built capital costs for a number of
similar large gold processing facilities. Based on the proposed plant capacity, preliminary general arrangement layouts and project location, the capital
costs were adjusted to match the requirements of the Project. For the major process and mechanical equipment packages, equipment datasheets and
summary  specifications  were  prepared,  and  budget  pricing  obtained  from  qualified  suppliers.  Regional  data  from  Northern  Canada  and  Alaska  was
compared  to  assess  and  adjust  the  labor  and  crew  rates  and  productivity  factors  for  Alaska  based  on  BBA’s  standard  estimating  spreadsheet.  The
process plant preproduction capital costs are detailed by area in Table 18-6:

Table 18-6: Process plant capital costs by major area
($ Millions)

Cost Item / Area

Process Building

Primary Crushing

Stockpile, Pre-Crushing and Pebble Crushing

Primary and Secondary Grinding

Gravity Separation

Leaching

Carbon Stripping and Gold Room

Cyanide Destruction and Tailings

Reagents

Common Services

Initial ($M)

52

46

67

121

9

88

16

25

5

4

(1) Spare parts, consumables and initial fills are not included.

Total(1)

$433M

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18.2.6 Infrastructure Facilities

The capital cost of infrastructure facilities required by the Project was estimated by BBA and NewFields. BBA estimated the initial capital costs based on
the site/building layout drawings, specific project requirements and its in-house database for the following site infrastructure facilities:

■ Site preparation and common underground services;

■ Site security and main access gate;

■ Mine haul and site access roads;

■ Mine garage, dry, warehouse and administration complex;

■ Mine truck wash and fuel/lubrication facility;

■ Office, garage and warehouse equipment;

■ Site communications and emergency power;

■ Water and sewage treatment;

■ Fresh water wells, pumping station and piping;

■ Process plant tailings and water reclaim systems;

■ Fairbanks Integrated Operations Center (IROC) equipment;

■ Fairbanks guardhouse, storage and employee parking area (off-site).

NewFields  developed  the  preliminary  designs  and  estimated  material  quantities  for  the  tailings  management  facility,  fresh  water  reservoir  and  related
infrastructure such as:

■ Livengood Valley and Gertrude Creek TMF starter embankments (lined facility with 47.7 Mt (43.3 Mmt) storage capacity equivalent to approximately

two years of production);

■ Water reservoir flow through drain system;

■ TMF North access road and pipe corridor;

■ Surface water diversion ditches;

■ Ground water collection systems;

■ Growth media, waste rock and ore stockpiles.

The general approach of utilizing mine waste rock from the surface mine delivered by the mine operations to satisfy the major fill requirements for the
TMF  was  employed  to  maximize  savings  in  construction  costs.  Based  on  recent  project  experience  in  Northern  Canada,  BBA  assisted  NewFields  in
developing earthwork unit costs and overhead costs using a mixture of contracted work and work performed by mine personnel. To support the TMF cost
estimate, budgetary quotes for the supply of the principal purchased materials, such as geosynthetics and piping, was obtained from potential vendors.
Table 18-7 summarizes the initial infrastructure capital costs by area.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 18-7: Infrastructure capital costs by area
($ Millions)

Cost Item / Area

Site Preparation and Common Services

Main Control Gate and Access Roads

Truck Shop and Administration Building

Mine Truck Wash

General Infrastructure Buildings and Temporary Facilities

Fuel and Explosives Facilities

Tailings, Waste Rock and Water Management Infrastructure

Site Communications

Electrical Substation

Initial ($M)

13

24

47

9

12

2

305

13

33

Total

$459M

18.2.7 Indirect and Owner’s Costs

For the Project, indirect costs included within the preproduction capital cost estimate, an itemized list of elements has been used to generate factored
estimates. The Owner’s costs were calculated using BBA’s database, data from the 2013 Feasibility Study, THM requirements and adjusted to meet the
requirements of the Project. The following costs have been covered within the estimate:

■ Indirect costs:

- Construction camp (800 rooms) procurement (including resale) and operations;

- Engineering, procurement and construction management (EPCM);

- Construction quality assurance, third party testing and surveying;

- Construction of temporary facilities, erection and operation;

-

Land and ocean freight;

- Pre-operational verifications, commissioning and start-up support;

- Relocation costs to move the Alaska Department of Transport (DOT) Garage Facilities;

- Vendor representatives during construction.

■ Owner’s costs:

- Construction insurance;

- Preproduction employment and training;

- Corporate services and site support operations;

- Environmental monitoring and community development;

- Right of Way (ROW) and land acquisition;

-

Legal permits.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 18-8 provides a breakdown of the indirect and Owner’s costs by area:

Table 18-8: Indirect and Owner’s costs by area
($ Millions)

Cost Item / Area

Initial ($M)

Construction Camp (including resale)

Construction Operations Costs

Alaska DOT Garage Relocation Costs

EPCM Services

Sub-Consultants and Third-Party Services

Land and Ocean Freight

Vendor Representatives

Construction Mobile Equipment

Owner's Costs

Offsite and Other

 40 

 52 

 20 

 70 

 5 

 37 

 3 

 6 

 55 

 8 

Total

$296M

It  should  be  noted  that  costs  related  to  mine  and  mill  initial  fills,  commissioning  spares,  start-up  and  capital  spares  totaling  $40M,  normally  shown  as
indirect costs, are not included.

18.2.8 Contingency

Contingency provides an allowance to the capital cost estimate for undeveloped details within the scope of work covered by the estimate. Contingency is
not intended to take into account items such as labor disruptions, weather-related impediments, changes to the scope of the Project from what is defined
in the study, nor does contingency take into account price escalation or currency fluctuations.

To  establish  an  adequate  contingency  estimate,  BBA  along  with  the  other  contributors,  reviewed  the  overall  capital  cost  estimate  and  categorized  the
major project work items in terms of level of definition and the nature of how the costs were established for labor, materials and equipment. Depending on
the level of confidence, contingencies were allocated to each of the work items. Table 18-9 provides a summary of the contingency by major work area.
The total contingency cost for the Livengood Gold Project is estimated to be $220M or approximately 12% of the Project’s overall direct and indirect costs.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 18-9: Contingency by major area
($ Millions)

Cost Item / Area

Mine Equipment and Preproduction Work

Process Plant, Surface Facilities and Project Indirect Costs

Tailings, Waste Rock and Water Management Facilities

Initial ($M)

10

157

53

Total

$220M

18.3 Sustaining Capital Costs

The total estimated sustaining capital cost for the Livengood Gold Project is $658M (not including reclamation trust funding) and was developed by BBA
and NewFields. This is the estimated expense required to maintain operations over the proposed 20.3-year mine life. Including the reclamation trust fund
payments of $245M, the sustaining capital costs total $903M. Sustaining capital costs included are as follows:

■ Open pit mining equipment (new and replacements), equipment rebuilds and spare parts;

■ Phased (2 through 6) tailings management facility and water management system upgrades to achieve their ultimate capacity based on the design

provided by NewFields;

■ Lengthening and relocation of the process plant tailings pumping and pipeline systems;

■ Purchase of site mobile equipment and light vehicles;

■ Contingency related to the previously listed activities;

■ Annual funding of the reclamation trust fund for eventual site closure beginning in Year 21.

Table 18-10 summarizes the sustaining capital requirements over life of mine.

Table 18-10: Sustaining capital costs by major area
($ Millions)

Cost Item / Area

Infrastructure Facilities

Mine Equipment

Mobile Equipment and Light Vehicles

Sub-total before Reclamation

Funding of Reclamation Trust Fund

Sustaining ($M)

514

139

5

658

245

Total

$903M

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

18.4 Operating Cost Summary and Basis

The operating cost estimate for the Livengood Gold Project includes all expenses incurred to operate the mine and process plant from the start of Year 1
through Year 21 at a daily average production rate of 65,000 t/d (59,000 mt/d). Units presented in this chapter are presented as imperial unless otherwise
stated. The expected accuracy for the operating cost estimate is that of a pre-feasibility study level (+-/ 20%) and does not contain any allowances for
contingency or escalation beyond Q3 2021. Any ore excavated during the preproduction period is considered as a capital expense. Life of mine averages
presented in this section take into account all years of production, including the year of ramp-up and stockpile reclaim years at the end of the LOM.

Table 18-11: Operating cost estimate contributors

Scope / Responsibility

Mine Operations

Process Plant Operations

Contributor(s)

BBA USA Inc.

BBA USA Inc.

General and Administration (G&A)

THM and BBA USA Inc.

THM engaged various consultants to provide estimation support for various operating cost areas of the Project that fall within their specialized scope of
work (see Table 18-11). Operating costs were estimated using cost models, laboratory testwork, budgetary quotations from suppliers, general knowledge
and recent experience on similar projects. THM, in consultation with BBA, provided a list of personnel, based on mining, process plant and administrative
requirements, along with the salaries benefits and bonuses associated with each position.

The three major operating costs (on-site) areas are mining, processing, and general and administration (G&A). Table 1-9 provides the breakdown of the
projected operating costs for the Project. The unit cost areas including royalties and smelting, refining and transport costs are shown in terms of total cost
LOM  per  ton  mined,  per  ore  ton  processed  and  total  cost  per  ounce  of  gold  produced.  The  average  operating  cost,  including  royalties  and
smelting/refining fees (but not including reclamation fund payments), over the LOM is estimated to be $13.82/t ($15.23/mt) milled.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 18-12: Total operating cost breakdown (LOM average)

Cost Item / Area

Mining (including stockpile reclaim)

Processing

General and Administration

Onsite Mine Operating Costs

Royalties

Smelting, Refining and Transport

Sub-total before Reclamation

Funding of Reclamation Trust Fund

Total
($M)

1,910

3,659

639

6,208

323

22

6,553

317

Total

$6,893M

Average
($/t mined)

2.05

-

-

-

-

-

-

-

-

Average
($/t milled)

Average
($/oz)

OPEX
(%)

4.03

7.72

1.35

13.09

0.68

0.05

13.82

0.67

297

569

99

965

50

3

1,019

49

29

56

10

95

5

0.3

100

0

$14.50/t

$1,068/oz

100%

The operating cash costs per ounce of gold vary significantly, depending on the mill feed grade, rock type composition, mine strip ratio and stockpiling
activities. The annual variation in operating costs per ounce of gold produced can be seen in Figure 18-1. It should be noted that due to the processing of
lower grade stockpile material (between 0.3 and 0.4 g/t), the overall operating costs per ounce increase significantly during the later years.

FEBRUARY 2022

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Figure 18-1: Annual operating cash costs ($/oz)

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

18.4.1 Electricity, Diesel and LNG

The cost of electrical power for the Project was estimated based on the GVEA 2-year trailing average industrial rate of $0.16 / kWh provided by THM. A
diesel  fuel  unit  cost  of  $2.40  /  gal  was  used  for  estimating  the  operating  costs  of  the  mine  and  infrastructure  mobile  equipment.  Liquefied  natural  gas
(LNG) is planned to be used as the heat source for the process and ancillary facilities. At present, LNG is being supplied to Fairbanks and it is assumed
that LNG will be available in sufficient quantities at the time mine operations commence. A supply unit rate of $21 / MMBTU has been used for LNG in this
estimate.

18.4.2 Project Personnel

The mine and mill are planned to operate 365 days per year, primarily with two 12-hour shifts per day. Various crew schedules will be employed, including
crews  with  4  days  on,  4  days  off  rotation,  crews  with  14  days  on,  14  days  off  rotation,  and  staff  with  4  days  on,  3  days  off.  Most  General  and
Administration personnel will work 12-hour day shifts with 4 days on, 3 days off rotation. Personnel will be transported to site from Fairbanks on a daily
basis by third party contract highway coach.

The number of employees required by the Project during the production phase (Years 1 to 21) consists of personnel from the open pit mine, process plant
and site administration (G&A). On average, over the life of mine, the total number of personnel will be approximately 355. As shown in Figure 18-2, the
process  plant  and  general  and  administrative  employees  remain  fairly  constant  throughout  the  mine  life,  while  the  mine  employees  vary  on  an  annual
basis due to changes in operations and maintenance personnel requirements. The mine personnel requirements drop significantly in Year 17, due to the
end of open pit mining and all process plant feed requirements being met with 100% stockpile material.

Figure 18-2: Operations Personnel

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

The total personnel for the Livengood Gold Project peaks in Year 6 at 430 employees as shown in Table 18-13.

Table 18-13: Project peak personnel (Year 6)

Area

Open Pit Mine

Process Plant

General and Administration

Total

No. of
Employees

221

140

69

430

18.4.3 Open Pit Mine

18.4.3.1 Mine Operating Costs

Mine operating costs have been estimated for each period of the mine plan using supplier pricing, in-house databases, and outside sources particularly
for materials, services, and consumables. The mine operating costs are based on operating the mining equipment, the labor associated with operating the
mine, the cost for explosives as well as pit dewatering, road maintenance, stockpile rehandle, and other activities.

The mine operating cost was estimated to average $2.05/t mined for 20.3-year life of mine. Table 18-14 presents the mine operating cost by activity and
Table 18-15 presents the mine operating cost by consumable.

Over the life of the mine, the mine operating costs have been calculated to total $1.91B. This amount includes $152M dedicated to rehandling of the low
grade ore stockpile. When excluding the low grade ore stockpile rehandling costs, the mine operating costs, based purely on mining run of mine material
from the pit equate to $1.89/t.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 18-14: Average annual and life of mine operating costs – by activity

Cost Item / Activity

Production Loading

Hauling

Drilling

Blasting

Support & Services

Mine Supervision & Technical Services

Other

LOM Cost
($M)

Average Annual
Cost
($M/y)

Cost per Ton
($/t mined)

Cost per Ton
($/t milled)

OPEX
(%)

187

802

168

275

305

133

39

8.9

38.2

8.0

13.1

14.5

6.3

1.9

0.20

0.86

0.18

0.30

0.33

0.14

0.04

0.39

1.69

0.36

0.58

0.64

0.28

0.08

10

42

9

14

16

7

2

Total

$1,910M

$90.9M/y

$2.05/t

$4.03/t

100%

Table 18-15: Average annual and life of mine operating costs – by consumable

LOM Cost
($M)

Average Annual
Cost
($M/y)

Cost per Ton
($/t mined)

Cost per Ton
($/t milled)

OPEX
(%)

573

366

31

148

389

99

13

266

24

27.3

17.4

1.5

7.1

18.5

4.7

0.6

12.7

1.2

0.61

0.39

0.03

0.16

0.42

0.11

0.01

0.29

0.03

1.21

0.77

0.06

0.31

0.82

0.21

0.03

0.56

0.05

30

19

2

8

20

5

1

14

1

Total

$1,910

$90.9M/y

$2.05/t

$4.03/t

100%

Cost Item / Activity

Labor

Fuel

Lube

Tires

PM & Repair Parts

Ground Engaging Tools

Electricity

Explosives

Other

18.4.3.2 Mine Equipment

The  cost  to  operate  the  fleet  of  mining  equipment  considers  fuel  consumption,  consumables  such  as  tires,  wear  parts  and  ground  engaging  tools,
preventative maintenance, and repair parts. For the major equipment such as haul trucks, shovels, wheel loaders, production drills, track dozers, and road
graders, the maintenance costs have been calculated as a function of the hour intervals for each machine throughout the life of mine, while an average
cost per hour was considered for the support and service equipment.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

An  extended  life  of  up  to  140,000  hours  has  been  considered  for  the  fleet  of  haul  trucks  and  shovels  with  additional  maintenance  costs  having  been
provided by the equipment suppliers. Costs related to engine rebuilds and truck reframes have been treated as sustaining capital costs.

It is important to note that the fuel costs consider the addition of diesel exhaust fluid (DEF) for the Tier 4 equipment. A cost of $5.11/gallon has been used
for DEF which has been applied to 3% of the fuel burn. A cost of $15.14/gallon has been used for lubes and greases.

18.4.3.3 Explosives and Accessories

Explosives costs of $0.29/lb for ANFO and $0.69/lb for emulsion have been used, which are based on budgetary pricing from local explosive suppliers.
The suppliers also provided pricing for explosive accessories such as detonators, boosters, connectors, and surface wire, as well as a cost for delivery to
site.

18.4.3.4 Other Miscellaneous Costs

The  mine  operating  costs  include  an  additional  $1.2M/y  which  consider  the  costs  for  ore  grade  control,  dewatering  costs  that  are  in  addition  to  the
operation of the pumps, as well as other miscellaneous costs.

18.4.3.5 Mine Personnel

The workforce cost for the mining operations averages approximately $27.3M per year, which has been calculated based on the number of employees
and their annual salaries. The salaries include 45% for fringe benefits and 5% overtime for non-supervisory positions.

18.4.4 Process Plant

Process plant operating costs over the 20.3-year mine life were calculated based on the metallurgical testwork program, the mine schedule, salary cost
tables  (THM),  comparable  projects,  literature  reviews  and  recent  supplier  quotations.  Operating  costs  for  each  rock  type  were  developed  and  then
combined, based on the mine schedule, to calculate the overall operating cost on a per ton weighted average basis. The process plant operating costs
including the tailings management area are estimated to be $7.72/t over the life of mine.

The average operating cost includes reagents, consumables, grinding media, personnel (Salaried and Labor), electrical power, liquefied natural gas and
maintenance/operations parts. The consumables include spare parts, grinding media, liners and screen components. A breakdown of the process plant
operating costs is shown in Table 18-16. The main cost areas for the process plant are electrical power, crushing and grinding steel, and reagents and
chemicals. The majority of the reagent costs are associated with sodium cyanide and lime required for leaching.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 18-16: Average annual and life of mine operating costs – process plant

Cost Item / Activity

Labor (incl. tailings management)

Power (incl. tailings management)

Grinding Steel

Reagents

Fuel

Maintenance and Operations 
(incl. tailings management)

Crushing Steel

LOM Cost
($M)

Average Annual
Cost
($M/y)

Cost per Ton
($/t milled)

OPEX
(%)

277

1,415

497

1,136

129

186

19

13

67

24

54

6

9

1

0.58

2.98

1.05

2.40

0.27

0.39

0.04

8

39

14

31

4

5

1

Total

$3,659M

$174M/y

$7.72/t

100%

18.4.4.1 Crushing and Grinding Steel

The replacement costs of major equipment consumables, such as the primary crusher liners, pre-crusher/pebble crusher mantles and bowls, SAG and
ball  mill  liners,  and  screen  decks,  were  calculated  based  on  recommended  change-out  schedules,  recent  budgetary  quotations  and  BBA’s  internal
database.

The Livengood process flowsheet includes two types of grinding media for the SAG and ball mills. The consumption rates for the 5-inch SAG mill and 3-
inch ball mill media were calculated using MolyCop (V 3.0) tools and the abrasion index (Ai) distribution measured at the 50th percentile for the five rock
types  to  be  processed  over  the  LOM.  The  input  data  considered  the  average  operating  conditions  for  the  SAG  and  ball  mills,  in  terms  of  power  draw,
rotational speed, pulp density and media loading. The wear and annual media consumption rates for each type are presented in Table 18-17. Crushing
and grinding steel represents approximately 15% of the total process operating cost at $1.09/t milled.

Table 18-17: Average LOM media wear and consumption rates

Media Type

SAG mill – 5-in steel media

Ball mill – 3-in steel media

Wear Rate
(lb/kWh)

0.081

0.110

Annual Consumption (t)

3,161

6,734

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

18.4.4.2 Reagents and Chemicals

The reagent and chemical consumptions were estimated based on testwork, industrial references, literature and assumed operational practice. Sodium
cyanide and lime have a higher consumption variability depending on rock type and, therefore, have been estimated based on an analysis of the various
testwork campaigns performed to date, as well as adjusted using scale-up factors and assumed process water recirculation rates within the process plant.

The reagent unit costs ($/t reagent) were established through recent vendor quotations and comparison to prices at reference sites and include delivery to
site. The Reagents and chemicals category represents approximately 31% of the total process operating cost at $2.40/t milled.

18.4.4.3 Electrical Power

The  largest  power  consumers  within  the  process  plant  are  the  SAG  and  ball  mills.  The  respective  power  required  for  the  SAG  mill  and  ball  mill  were
calculated based on the comminution testwork program, which provided the material hardness indices (A x b value) for the SAG mill and the BWi of the
ball mill for the five rock types expected to be processed during the LOM.

The SAG mill specific energy (kWh/t) was estimated from the analyzed relationships derived from testwork between the A x b value and the SAG motor
input specific energy as determined by JKSimMet. The ball mill specific energy (kWh/t) was calculated from the BWi and the Bond formula, assuming the
ball mill will grind the rock from 2,900 µm (F80) to 250 µm (P80).

The overall process plant energy consumption was estimated based on the SAG and ball mill grinding energy requirements and factored balance of plant
equipment running loads. Various factors (efficiency, load, diversity, and annual factors) were applied to adjust for equipment motor efficiency, the power
used  versus  installed,  the  synchronous  operation  of  equipment  and  average  plant  operating  availability.  The  electrical  power  of  the  process  plant
represents approximately 39% of the total process operating costs at $2.98/t milled.

18.4.4.4 Liquefied Natural Gas

Liquefied natural gas (LNG) is planned to be used for heating of the primary and secondary crusher buildings, the main process plant building and surface
ancillary facilities. LNG will also be used for process heat in the ADR circuit. LNG requirements have been estimated based on the building requirements
and similar sized installations. LNG represents approximately 4% of the total process operating costs at $0.27/t milled.

18.4.4.5 Maintenance and Operations Supplies

Maintenance supplies and materials are intended to cover the costs of maintaining the process facilities. Operations supplies are intended to cover the
cost  of  personnel  protection  wear,  minor  tools,  oil  and  other  consumables.  The  costs  of  maintenance  and  operations  supplies  were  derived  using  a
percentage of the capital cost of plant mechanical equipment. Combined maintenance and operations supplies represent approximately 5% of the total
process operating costs at $0.39/t milled.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

18.4.4.6 Personnel

A  total  of  140  employees  (26  salaried  and  114  hourly)  divided  into  management  and  technical  services,  operations  and  maintenance  departments  are
required  to  operate  and  maintain  the  process  plant  and  tailings  management  facility.  No  allowance  for  contractors  has  been  allocated.  The  list  of
personnel  (Chapter  14),  along  with  the  salaries  and  benefits,  was  provided  by  THM.  The  estimated  personnel  cost  (salaried  and  hourly  combined)
represents approximately 8% of the total process operating cost at $0.58/t milled.

18.4.5 General and Administration (G&A)

General and Administration (G&A) costs are expenses not directly related to the production of goods and encompass items not included in the mining and
processing  sectors  of  the  Project.  These  costs  were  developed  based  on  THM’s  past  project  experience,  similar  sized  operations  and  BBA’s  in-house
database.

The General and Administration area includes the following items:

■ Site administration, accounting and payroll labor;

■ Human Resources, Information Technology (IT) and Health Services labor;

■ Computer hardware and software costs/license fees;

■ Electricity and LNG requirements for the Project’s surface infrastructure, such as the mine garage, administration building and the freshwater pumping

system;

■ Health and Safety supplies;

■ Insurance (Earthquake, Physical Plant, and Rolling Stock including loss of production);

■ Security, maintenance, laundry, snow removal and janitorial service contracts;

■ Warehouse administration and supplies;

■ Waste collection and recycling services;

■ Environmental testwork and permitting fees;

■ Mobile equipment and building maintenance;

■ Fairbanks Integrated Operations Centre (IROC) operating costs;

■ Telecommunications and data service fees;

■ Staff and labor training;

■ Employee transportation fees.

The total G&A operating cost equals $1.35/t milled. Table 18-18 shows life of mine and average annual operating costs for G&A expenses. The largest
costs  within  the  G&A  category  is  employee  transport,  representing  approximately  15%,  while  insurance  is  the  second  largest  cost,  accounting  for
approximately  13%.  Electricity  and  heating,  followed  by  costs  related  to  the  integrated  operations  center,  environmental,  and  health  and  safety
departments are also significant contributors.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table 18-18: Average annual and life of mine operating costs – general and administration

Cost Item / Activity

General Management and Administration Labor

Environmental

Community Relations

Human Resources

Health, Safety & Security

Accounting

Information Technology and Communications

Warehouse

Purchasing

Integrated Operations Personnel

Employee Transport

Land

Electricity and Heating

Fuel, Tires and Maintenance for Mobile Equipment and Process Plant
Vehicles

Insurance

Integrated Operations - Collaborative Work, Building Lease and
Overhead

LOM Cost
($M)

Average
Annual Cost
($M/y)

Cost per Ton
($/t milled)

OPEX
(%)

21

51

19

24

53

31

24

25

13

58

97

11

75

40

82

14

1.0

2.4

0.9

1.2

2.5

1.5

1.1

1.2

0.6

2.8

4.6

0.5

3.6

1.9

3.9

0.7

0.04

0.11

0.04

0.05

0.11

0.06

0.05

0.05

0.03

0.12

0.20

0.02

0.16

0.08

0.17

0.03

3%

8%

3%

4%

8%

5%

4%

4%

2%

9%

15%

2%

12%

6%

13%

2%

Total

$639M

$30.4M/y

$1.35/t

100%

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

18.4.5.1 Personnel

A total of 69 employees are required by the general and administration group. The number of employees allocated to each administration department is
shown in Table 18-19.

Table 18-19: G&A employee list

Department

No. of Employees

General Management and Administration

Environmental

Community Relations

Human Resources

Health, Safety & Security

Accounting

Information Technology and Communications

Warehouse

Purchasing

Integrated Operations (IROC) Personnel

2

10

1

5

13

8

3

7

4

16

69

Total

18.5 Royalties

The annual royalty costs are based on the PFS mine design and production profile, along with the terms of the individual royalty agreements. Over the life
of the Project, based on an assumed 3.0% average royalty fee, approximately $323M in royalties is expected to be paid.

18.6

Transportation and Refining

A  weekly  shipment  of  doré  bars  will  be  transported  to  a  refinery.  A  flat  rate  transportation  cost  will  be  incurred  by  the  refinery  in  addition  to  a  cost  by
weight  and  a  variable  liability  fee.  A  treatment  cost  per  troy  ounce  of  material  shipped  to  the  refinery  will  also  be  charged.  THM  will  be  paid  for  a  set
recovery  of  the  assayed  gold  content,  which  is  assumed  to  be  99.9%  based  on  typical  contract  terms.  Over  the  LOM,  a  transport  and  refining  cost
including the payability discount of $22M ($3.48/oz) is estimated based on typical terms and pricing.

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

19.

ECONOMIC ANALYSIS

19.1

Introduction

The economic/financial assessment of the Livengood Gold Project is based on a financial model developed by Tower Hill Mines (THM) and BBA USA Inc.
(BBA). The model calculates revenues based on the recovered ounces determined by the mining plan and a gold price of $1,680/oz (base case). The
model then subtracts costs to generate the Project cash flow. The financial model provides the means to evaluate the Project’s discounted cash flow and
can guide future development decisions for the Project. The economic evaluation was carried out using a discounted cash flow approach on a pre-tax and
after-tax  basis,  based  on  Q4  2021  metal  price  projections.  No  provision  was  made  for  the  effects  of  inflation.  Current  tax  regulations  were  applied  to
assess the federal income tax liabilities, while the most recent state regulations were applied to assess the Alaska income and mining tax liabilities.

The internal rate of return (IRR) on total investment was calculated based on 100% equity financing, even though THM may decide in the future to finance
part of the Project with debt financing. The net present value (NPV) was calculated from the cash flow generated by the Project, based on a discount rate
of 5%. The payback period based on the undiscounted annual cash flow of the Project is also indicated as a financial measure. Furthermore, a sensitivity
analysis has been performed for the after-tax base case to assess the impact of the following variations on the Project economics: capital costs, operating
costs, and price of gold.

The  economic  analysis  presented  in  this  section  contains  forward-looking  information  with  regard  to  the  mineral  reserve  estimates,  commodity  prices,
proposed mine production plan, projected recovery rates, operating costs, construction costs and Project schedule. The results of the economic analysis
are  subject  to  a  number  of  known  and  unknown  risks,  uncertainties  and  other  factors  that  may  cause  actual  results  to  differ  materially  from  those
presented here. The reader is cautioned that this PFS is preliminary in nature and there is no certainty that the PFS economics will be realized.

19.2 Assumptions and Basis

The economic analysis was performed using the following assumptions and basis:

■ The conceptual mine plan developed in Chapter 13 provided the following inputs to the financial model: mine life, annual ore and waste tons mined,

and annual mill tons and head grade, annual ounces recovered based on recovery algorithms internal to the block model;

■ The  preproduction  period  and  construction  period  financial  inputs  flow  from  the  Project  execution  schedule  developed  in  Chapter  21,  taking  into

consideration key Project milestones;

■ The  financial  model  applies  metal  pricing  of  $1,680/oz,  which  was  estimated  on  the  basis  of  historical  trailing  averages  and  consensus  analyst
estimates that were deemed to be credible. The forecasts used are meant to reflect the average metal price expectation over the life of the Project. It
is understood that metal prices can be volatile and that there is the potential for deviation from the LOM forecasts;

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

■ All cost and sales estimates are in constant Q3 2021 United States dollars with no inflation or escalation factors taken into account;

■ All metal products are assumed sold in the same year that they are produced;

■ Class specific capital cost depreciation rates for tangible property under the Modified Accelerated Cost Recovery System (MACRS) are used for the

purpose of determining the allowable taxable income;

■ All project related payment and disbursements incurred prior to the effective date of this TRS are considered as sunk costs. Disbursements that may

occur after the effective date of this TRS, but before the start of construction, are considered as sunk costs;

■ Net present value (NPV) was calculated using the middle of period approach;

■ The after-tax model includes Alaska state taxes and Federal taxes according to 2021 guidelines;

■ The model applies 3% royalties on net smelter returns across the life of mine based on an average royalty calculation;

■ Project revenue is derived from the sale of gold doré into the international marketplace. No contractual arrangements for doré smelting or refining

exist at this time. Provisions for gold transportation, insurance, refining and payable charges have been included in the financial model;

■ Final rehabilitation and closure costs will be incurred after production Year 21.

This financial analysis was performed on both a pre-tax basis and after-tax basis with the assistance of an external tax consultant hired by THM. The
general  assumptions  used  for  this  financial  model  and  the  LOM  plan  tonnage  and  grade  estimates  are  summarized  in  Table  19-1,  and  outlined  in
Table 19-3.

Table 19-1: Financial model criteria

Description

Construction/Preproduction Period

Mine Life (after preproduction)

Total Ore Processed

Total Waste Mined (including 84Mt during preproduction)

Gold Head Grade (LOM)

Gold Head Grade (Year 1-5)

Gold Recovery (LOM)

Gold Production (LOM)

Average Annual Process Gold Production Rate (LOM)

Average Annual Process Gold Production Rate (Year 1-5)

Daily Milling Rate

Open Pit Mining Operating Cost (LOM Avg.)

Value

36 

20.3

474

547

0.65

0.79

71.4

6,430,178

317,000

388,600

65,000

2.05

Unit

Months

Years

Mt

Mt

g/mt

g/mt

%

Troy oz

Troy oz

Troy oz

t/d

$/t mined

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Description

Processing Operating Cost (LOM Avg.)

General and Administration Operating Cost (LOM Avg.)

Gold Transportation and Insurance, Refining, and Payable Charges

Doré Gold Payable Terms

Royalty on Net Smelter Return (NSR)

Base Case Gold Price

Discount Rate

Initial Capital Cost

Sustaining Capital Cost

Reclamation and Closure Cost

Value

7.72

1.35

3.48

99.90

3.00

1,680

5

1.93

658

317

Unit

$/t milled

$/t milled

$/oz

%

%

$/oz

%

$B

$M

$M

19.3 Royalties

The annual royalty costs are based on the conceptual open pit mine design and production profiles described in Chapter 13. Due to the fact that there are
numerous individual royalty agreements, for the purposes of this financial evaluation, a fixed 3.0% NSR has been assumed. Over the life of the Project,
approximately $323M in royalties is expected to be paid based on the base case metal prices and Project assumptions.

19.4

Third Party Smelting, Refining and Transportation

A  weekly  shipment  of  doré  bars  will  be  transported  to  a  refinery.  A  flat  rate  transportation  cost  will  be  incurred  by  the  refinery  in  addition  to  a  cost  by
weight  and  a  variable  liability  fee.  A  treatment  cost  per  troy  ounce  of  material  shipped  to  the  refinery  will  also  be  charged.  THM  will  be  paid  for  a  set
recovery (99.9%) of the assayed gold content. Over the life of the mine, the transport and refining cost including payable charges are estimated to be
$3.48/oz.

19.5

Taxes

The  Livengood  Gold  Project  is  subject  to  three  levels  of  taxation,  including  federal  income  tax,  Alaska  State  income  tax,  and  an  Alaska  State  mining
license tax. THM compiled the taxation calculations for the Project with assistance from third party taxation experts. This information was not verified by
BBA.

The current US tax system applicable to mineral resource income was used to assess the annual tax liabilities for the Project. The US Federal corporate
income tax, Alaska State corporate income tax and Alaska State license mining tax rates currently applicable over the operating life of the Project are
21.0%, 9.40% and 7.0% of taxable income, respectively.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

The tax calculations are underpinned by the following key assumptions:

■ The  Project  is  held  100%  by  a  corporate  entity  and  the  after-tax  analysis  does  not  attempt  to  reflect  any  future  changes  in  corporate  structure  or

property ownership;  

■ Assumes 100% equity financing and therefore does not consider interest and financing expenses;
■ Projected payments relating to Net Smelter Return (NSR) or Net Profits Interest (NPI) royalties, as applicable, are allowed as a deduction for federal

and state income tax purposes, but are added back for state mining tax purposes; and

■ Actual taxes payable will be affected by corporate activities, and current and future tax benefits have not been considered.

The  combined  effect  on  the  Project  of  the  three  levels  of  taxation,  including  the  elements  described  above,  is  a  cumulative  effective  tax  rate  of  38%,
based on the Project’s LOM Operating Income (gross income less operating costs and depreciation). It is anticipated, based on the Project assumptions,
that THM will make tax payments of approximately $280M over the life of the Project.

19.6 Closure Costs

NewFields  developed  a  dry  closure  plan  for  the  tailings  management  facility.  Closure  costs  track  reclamation  and  closure  expenses  over  a  period  of
36 years (Year 17 through 52), including costs to build and operate a water treatment plant in Years 17-21, prior to the termination of operations. The main
closure  construction  effort  occurs  from  Year  22  through  31,  accounting  for  96%  of  the  overall  closure  costs.  Costs  for  pumping  and  management
operations are included in Years 23 through 52. Year 52 is the last year with planned closure expenses.

The  total  closure  cost  is  $317M.  This  total  closure  cost  is  applied  to  the  cash  flow  in  Year  21.  This  cost  includes  closure  of  the  overburden  stockpile,
tailings management facility, solid waste landfill, and ancillary facilities, including indirect costs.

Closure cost funding will flow from a closure trust fund financed by mine cash flow. Annual contributions to the closure trust fund are included in the cash
flow  model.  The  annual  contribution  is  $11.7M  during  Years  -2  through  21.  The  model  includes  trust  fund  earnings  at  a  3.0%  annual  percentage  rate
(APR), applied to the fund balance until closure is complete.

19.7 Working Capital

Working  capital  is  the  maximum  funding  required  during  the  initial  operating  period  to  offset  expenses  prior  to  the  cumulative  revenue  offsetting  the
cumulative expenses; that is, when the operation becomes self-sustaining in its cash flow. Working capital is recovered at the end of the Project.

The revenue was calculated on a weekly basis using the amount and price of the saleable product produced, allowing for the following ramp-up, which
corresponds to the mine production schedule:

Quarter 1:
Quarter 2:
Quarter 3:
Quarter 4:
Total:

15.3% of 1st year production
25.4% of 1st year production
27.1% of 1st year production
32.2% of 1st year production
100% of 1st year production (75% of design capacity)

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Revenue  receipt  was  projected  based  on  shipping  and  receipt  of  85%  of  funds  four  weeks  after  the  shipping  date,  with  the  balance  of  15%  of  funds
received eight weeks after shipping doré.

Average weekly expenditure rates were calculated from the operating costs for Year 1. The average weekly expenditure of funds starts immediately in
week one of Year 1.

The maximum cash flow deficiency would occur in week 12, totaling $46.1M. The model contains this working capital cost in Year 1 and recovers the
equivalent amount in Year 21.

19.8 Gold Production

Figure  19-1  highlights  the  anticipated  gold  production  schedule  for  the  Livengood  Gold  Project.  Total  life  of  mine  production  is  anticipated  to  be
6,430,178  oz  or  approximately  317,000  oz/y  based  on  the  PFS  mine  plan,  estimated  feed  grade  and  recovery  estimates.  The  average  feed  grade  is
expected to be 0.65 g/mt and process plant recovery is estimated to be 71.4% over the life of mine. Over the first five years, the operation is expected to
produce approximately 388,600 oz/y due to higher grade material being preferentially sent to the process plant. Low grade material will be stockpiled in
these early years to be used for future process plant feed. During Years 18 through 21, the process plant feed will consist entirely of reclaimed ore from
the low-grade stockpile.

Figure 19-1: Annual gold production schedule

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

19.9 Operating, All-in Sustaining, and All-in Costs

The operating costs over the LOM to produce gold at Livengood total $6.87B or $1,068/oz. The all-in sustaining costs (AISC) including sustaining capital
total $7.53B or $1,171/oz. All-in costs including operating, capital (initial and sustaining) and reclamation funding are estimated to be $9.72B or $1,512/oz.
Table 19-2 highlights the all-in sustaining costs (AISC) and all-in cost of production over the first 5 years and the life of the Project.

Sustaining Capital Expenditures (1)

Initial Capital Expenditures (2) (3)

Funding of Reclamation Trust Fund (4)

Table 19-2: Operating, All-in Sustaining, and All-in costs (pre-tax)

Years 1-5

LOM

Operating Costs

$/oz

887

151

All-In Sustaining Costs (AISC)

1,038

0

30

All-In Costs

1,068

$Million

1,724

292

2,016

0

58

2,075

$/oz

1,068

102

1,171

299

42

1,512

$Million

6,870

658

7,529

1,925

268

9,722

Notes:
Rounding of some figures may lead to minor discrepancies in totals.

(1) Excludes $18M upfront funding included in reclamation and remediation above and $37M of recoverable initial stores inventory.

(2)

Includes initial capital expenditures only under LOM.

(3) Excludes $40 million of recoverable initial stores inventories.

(4) Total $317 million estimated costs.

19.10 Financial Analysis

A  5%  discount  rate  was  applied  to  the  cash  flow  to  derive  the  NPV  for  the  Project  on  a  pre-tax  and  after-tax  basis.  The  summary  of  the  financial
evaluation results for the Project base case, at a gold price of $1,680/oz, is presented in Table 19-3.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Table 19-3: Financial analysis summary (pre-tax and after-tax)

Description

Base Case

x
a
T
-
e
r
P

x
a
T
-
r
e
t
f

A

Net Present Value (0% disc)

Net Present Value (5% disc)

Internal Rate of Return

Simple Payback Period

Net Present Value (0% disc)

Net Present Value (5% disc)

Internal Rate of Return

Simple Payback Period

1,397.1

168.5

6.1%

9.8

1,137.1

44.6

5.3%

10.4

Unit

$M

$M

%

Year

$M

$M

%

Year

The  pre-tax  base  case  financial  model  resulted  in  an  IRR  of  6.1%  and  an  NPV  of  $  168.5M  using  a  discount  rate  of  5%.  The  simple  pre-tax  payback
period is 9.8 years. On an after-tax basis, the base case financial model resulted in an IRR of 5.3% and an NPV of $ 44.6M with a discount rate of 5%.
The simple after-tax payback period is 10.4 years.

The summary of the Livengood Gold Project discounted cash flow financial model (pre-tax and after-tax) is presented in Table 19-4.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Year

Period

Production Summary

Total Ore Mined (Mt)

Total Waste Mined (Mt)

Total Milled (Mt)

Mill Head Grade Au (g/mt)

Gold Recovery (%)

Revenue

Gross Revenue ($M)

Operating Expenditures

Mining ($M)

Processing ($M)

General and Administration ($M)

Smelting, Refining and Transport Costs ($M)

Royalty Payments ($M)

Capital Expenditures

Preproduction ($M) (1)

Sustaining ($M)

Reclamation and Closure ($M)

Working Capital ($M)

Pre-Tax Cash Flow

Annual Pre-Tax Cash Flow ($M)

Cumulative Pre-Tax Cash Flow ($M)

Taxes

Alaska State Income and Mining Taxes ($M)

Federal Income Tax ($M)

After-Tax Cash Flow

Annual After-Tax Cash Flow ($M)

Cumulative After-Tax Cash Flow ($M)

Summary

Pre-Tax NPV @ 5% ($M)

Pre-Tax IRR (%)

After-Tax NPV @ 5% ($M)

After-Tax IRR (%)

Table 19-4: Simplified cash flow table

-3

-2

-1

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

Total/Average

Preproduction

Production

1

18

0

0

3

33

0

0

1

34

0

0

0%

0%

0%

33

32

18

0.76

80%

31

35

24

0.69

79%

36

30

24

0.93

73%

40

26

23

29

37

24

30

30

24

27

34

24

27

34

23

27

34

24

19

45

24

23

43

24

27

21

24

27

20

23

26

14

23

27

14

23

0.93

0.61

0.61

0.64

0.64

0.69

0.58

0.61

0.72

0.77

0.77

0.71

69% 74% 78% 77% 75% 76% 75% 70% 67% 65% 62% 64%

27

12

23

0.73

64%

14

3

23

0

0

24

0

0

24

0

0

24

0

0

7

0.65

0.36

0.36

0.36

0.37

66% 75% 75% 75% 74%

474

547

474

0.65

71%

540

653

810

734

528

550

572

553

601

514

498

564

569

540

518

531

492

315

315

315

90

10,803

-106

-153

-134

-184

-115

-193

-114

-182

-107

-111

-117

-111

-112

-117

-136

-92

-93

-93

-99

-174

-174

-174

-175

-175

-178

-182

-188

-187

-188

-186

-31

-1

-16

0

-81

-12

-46

-31

-1

-20

0

-94

-12

0

-31

-2

-24

0

-41

-12

0

-31

-2

-22

0

-37

-12

0

-31

-1

-16

0

-38

-12

0

-31

-1

-16

0

-34

-12

0

-31

-1

-17

0

-38

-12

0

-31

-1

-17

0

-26

-12

0

-31

-1

-18

0

-29

-12

0

-31

-1

-15

0

-41

-12

0

-994

-937

93

177

392

-1,051

-1,989

-1,896

-1,719

-1,327

334

-993

148

171

181

180

-846

-675

-494

-314

223

-92

119

27

0

0

0

0

-5

-2

0

0

-7

-3

-10

-3

-0.5

-0.1

-3

-1

-5

-1

-7

-2

-13

-3

-6

-4

-994

-937

89

177

386

326

147

168

177

175

207

-1,051

-1,989

-1,900

-1,723

-1,338

-1,012

-864

-696

-519

-344

-137

109

-28

-31

-1

-15

0

-37

-12

0

84

111

-4

-4

76

48

-31

-1

-17

0

-38

-12

0

-31

-1

-17

0

-23

-12

0

-31

-1

-16

0

-35

-12

0

185

296

203

499

164

664

-15

-15

-16

-16

-13

-13

155

203

171

374

138

512

-31

-1

-16

0

-17

-12

0

156

820

-11

-11

134

646

-86

-186

-31

-1

-16

0

-15

-12

0

-47

-36

-36

-31

-180

-176

-176

-176

-31

-1

-15

0

-18

-12

0

-31

-31

-31

-1

-9

0

-15

-12

0

-1

-9

0

0

-12

0

-1

-9

0

0

-12

0

-18

-72

-9

0

-3

40

0

-12

46

184

188

36

51

56

63

1,003

1,192

1,228

1,279

1,334

1,397

-14

-15

154

800

-18

-19

151

951

-3

-3

30

982

-3

-3

-4

-4

0

0

45

48

63

1,026

1,074

1,137

-1,910

-3,659

-639

-22

-323

-1,925

-658

-268

0

1,397

1,397

-157

-123

1,137

1,137

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

-58

-982

-926

0

-12

0

0

-12

0

0

0

0

-58

-58

0

0

-58

-58

168
6.1%  

45

5.3%  

(1) $40M of recoverable initial stores inventory in Year 21.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Figure 19-2 shows the cumulative cash flows for the Project projected for the life of the mine on a pre-tax and after-tax basis.

Figure 19-2: Life-of-mine cash flow projection (pre-tax and after-tax, discount rate: 5%)

19.11 Sensitivity Analysis

The economic evaluation includes an analysis of the Project sensitivity to key financial parameters compared to the base case. Sensitivity measures how
much impact a change in a given parameter has on the base Project value, all other factors remaining constant. Table 19-5 presents the after-tax IRR and
NPV (@ 5% discount rate) sensitivity results for varying gold recovery, gold price, total operating cost and total capital cost. Figure 19-3 and Figure 19-4
present each sensitivity analysis graphically, steeper curves represent greater sensitivity.

This sensitivity analysis shows that both gold price and recovery variations cause the greatest and almost equivalent impact on the Project value. A 30%
increase in gold price to $2,184/oz would yield an IRR of 14.1% and a NPV of $1,493. A 30% decrease in gold price to $1,176/oz would yield a reduced
IRR of -22.5% and NPV of -$1,647M. The impact of variations in operating and capital cost on both financial metrics is fairly similar, with the operating
cost changes resulting in marginally larger Project returns than capital cost changes, meaning that reducing operating expenses would benefit the Project
more than reducing capital costs by the same percentage.

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S-K 1300 – Technical Report Summary

Livengood Gold Project Pre-feasibility Study

Table 19-5: Project sensitivity analysis – after-tax IRR and NPV

Base Case Variance

Gold Recovery (%)

After Tax IRR (%)

After Tax NPV @ 5% ($M)

Gold Price ($/oz)

After Tax IRR (%)

After Tax NPV @ 5% ($M)

Operating Cost ($M)

After Tax IRR (%)

After Tax NPV @ 5% ($M)

Initial Capital Cost ($M)

After Tax IRR (%)

After Tax NPV @ 5% ($M)

-30%

50%

-16.2%

-1,637

1,176

-22.5%

-1,647

4,345

10.6%

877

1,391

10.4%

580

-20%

57%

-4.2%

-1,044

1,344

-4.5%

-1,051

4,966

9.0%

609

1,589

8.4%

402

-15%

61%

-1.1%

-753

1,428

-1.2%

-758

5,276

8.1%

470

1,689

7.5%

312

-10%

64%

1.4%

-469

1,512

1.4%

-472

5,587

7.3%

330

1,789

6.7%

223

-5%

68%

3.5%

-209

1,596

3.5%

-$210

5,897

6.3%

189

1,889

6.0%

134

Base Case

71.4%

5.3%

45

1,680

5.3%

45

6,208

5.3%

45

1,989

5.3%

45

5%

75%

7.0%

293

1,764

7.0%

295

6,518

4.3%

-$103

2,089

4.7%

-$45

10%

78%

8.6%

536

1,848

8.6%

540

$6,828

3.1%

-$251

2,190

4.1%

-$134

15%

82%

10.1%

776

1,932

10.1%

781

7,139

1.9%

-403

20%

86%

11.5%

1,014

2,016

11.5%

1,020

7,449

0.5%

-567

2,290 M

$2,391 M

3.6%

-223

3.1%

-312

30%

93%

14.1%

1,483

2,184

14.1%

1,493

8,070

-3.1%

-906

2,594

2.2%

-491

Figure 19-3: After-tax sensitivity analysis for project net present value (NPV @
5% discount rate)

Figure 19-4: After-tax sensitivity analysis for project internal rate of return
(IRR %)

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

20.

ADJACENT PROPERTIES

This chapter provides public source information on producing and exploration properties adjacent to the Livengood Gold Project. The information related
to adjacent properties is not necessarily indicative of the mineralization on the Livengood Gold property.

20.1 Producing Properties

The Fort Knox Gold Mine is an open pit mine owned and operated by Toronto-based Kinross Gold (TSX:K). A conventional gravity/carbon-in-pulp (CIP)
mill processes up to 50,000 t/d (45,000 mt/d) of higher grade ore (0.6 g/mt), with a heap leach for lower grade ore (0.3 g/mt). The mine is located 26 mi
(42  km)  northeast  from  the  city  of  Fairbanks  via  a  combination  of  paved  and  unpaved  roads.  In  production  since  1996  and  surpassing  production  of
8 Moz, Fort Knox is the single largest producer of gold in the history of the State of Alaska and is the largest single property taxpayer in the Fairbanks
North Star Borough. This information has no relation to Livengood.

The Pogo Gold Mine is an underground mine owned and operated by Northern Star Resources. A conventional gravity/flotation/flotation concentrate CIP
leach processes up to 3,000 t/d (2,722 mt/d) of ore generally 7-10 g/mt. The mine is located 85 mi (137 km) southeast from the city of Fairbanks via a
combination of paved and unpaved roads. In production since 2006 and surpassing production of 4 Moz, Pogo is the largest underground gold mine in
Alaska. This information has no relationship to Livengood.

20.2 Exploration Projects

In  2014,  Freegold  Ventures  Limited  (FVL:TSX)  acquired  control  of  the  Shorty  Creek  property  comprising  27,000  acres  (10,800  hectares)  of  State  of
Alaska mining claims directly adjacent to and south of the Livengood Gold Project. During 2015, the company released a technical report on the property
(Abrams, Mark J., “Technical Report for the Shorty Creek Project, Livengood-Tolovana Mining District, Alaska”, March 31, 2015), completed a geophysical
program and conducted limited drilling.

In  2016,  Freegold  released  an  updated  technical  report  on  the  property  (Abrams,  Mark  J.,  “Updated  Technical  Report  for  the  Shorty  Creek  Project,
Livengood-Tolovana  Mining  District,  Alaska”,  March  25,  2016),  and  conducted  additional  drilling.  Hole  SC  16-01  intersected  434.5  m  grading  0.57%
copper equivalent from the base of oxidation at 86.1 m to EOH at 520.6 m. Within this broad intercept, a higher grade interval of 207 m grading 0.73%
copper equivalent from 138.6 m to 345 m was also intersected. Mineralization remains open to depth with the last 12 m grading 0.82% copper equivalent
(Cu 0.55%, Au 0.145 g/t and Ag 9.67 g/t). (Freegold Ventures Limited press release September 8, 2016).

In  March  2019,  Freegold  announced  that  it  had  entered  into  an  Agreement  with  a  wholly  owned  subsidiary  of  South32  Limited  (South32)  whereby
South32 has the option to earn a 70% interest in the Shorty Creek property. Drilling was conducted during 2019 and 2021.

The  QP  has  been  unable  to  verify  the  information  related  to  Shorty  Creek  and  the  information  is  not  necessarily  indicative  of  the  mineralization  at
Livengood.  Shorty Creek has no relationship to Livengood.

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21.

OTHER RELEVANT DATA AND INFORMATION

21.1 Execution Plan and Schedule

The  execution  plan  is  conceptual  in  nature  and  will  be  adjusted  and  refined  during  a  future  phase  of  the  Project.  The  plan  covers  the  period  from  the
initiation of the Environmental Impact Study (EIS) process to commercial production in Q2 Year 1. It is based on a recommended Project configuration
that includes an open pit mine, a processing plant with a capacity of 65,000 t/d (59,000 mt/d), surface infrastructure and a tailings management facility
(TMF)  with  storage  capacity  for  21  years  of  production.  The  durations  and  milestones  for  the  major  Project  activities  are  shown  in  Table  1-12  and
Figure 21-1.

Activity

Environmental Impact Statement and Permitting

Engineering Studies in Support of Permitting

Process Plant Detailed Engineering

Project Authorization

Pit Pre-Stripping / Waste Rock Supply for Construction

Tailings Management Embankment Construction

Process Plant Construction

Process Plant Dry Commissioning Completed

Start Process Plant Ramp-up to Commercial Production

Table 21-1: Key project activities (preliminary)

Start date

Completion date

Duration
(months)

Q1 YR -7

Q1 YR -7

Q1 YR -3

Q3 YR -3

Q3 YR -3

Q4 YR -3

Q1 YR 1

Q3 YR -3

Q3 YR -3

Q3 YR -2

Q3 YR -3

Q4 YR -1

Q4 YR -1

Q4 YR -1

Q1 YR 1

48

48

21

30

30

27

After the PFS, the next step for the Project would be a full feasibility study and detailed engineering necessary to support permit applications. In parallel,
environmental studies will be continued.

The  Project  schedule  includes  consideration  of  early  work  requirements,  the  permitting  process,  stakeholder  engagement,  engineering  studies,  the
procurement of long lead items and critical equipment, construction, and facility commissioning, including the power line and main substation, processing
plant, tailings management facility, and site infrastructure.

Off-site construction of a sub-station and a transmission line for the Project will need to be permitted, constructed, and operational by Q2 Year -1 to allow
for commissioning of the processing facilities.

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On-site construction at the Livengood site is planned to start with a major civil contractor preparing the site access roads, while contractor equipment and
crews begin preproduction stripping and site work in Q3 Year -3. THM mining equipment and crews will assume preproduction stripping and site work in
Q3 Year -2. The overall construction period from start of the access road construction to completion of the process plant is expected to last 32 months.
The  civil  contractor  will  begin  the  TMF  embankment  foundations  in  Q4  Year  -3,  while  the  ground  is  frozen.  Waste  rock  excavated  from  the  pit  by  the
mining team will be used for the construction of the embankment, haul roads, and other facilities. Waste rock fill will be delivered, placed and compacted
by  the  THM  mining  operations  team.  The  civil  contractor  will  be  responsible  for  the  installation  of  liners  and  smaller  volume  excavations  and  backfills.
Once  road  foundations  and  embankment  foundations  are  completed,  work  will  be  maximized  in  warmer  weather  and  scaled  back  during  the  coldest
winter months. The preproduction TMF embankment will be raised by the end of Q3 Year -1 to a height sufficient to accumulate process water required for
start-up and operations.

The construction of other surface facilities, including the main substation, process plant and surface fleet maintenance shop will begin in Q4 Year -3 with
the aim of completing construction and commissioning in Q1 Year 1. This schedule is in line with recent projects of similar scope and size.

An analysis of the construction schedule developed during the PFS facilitated the development of a preliminary site workforce plan, which is expected to
peak  at  approximately  800  workers  during  construction.  The  total  estimated  workforce  takes  into  account  the  development  of  the  open  pit,  direct  and
indirect  construction  labor  for  the  tailings  and  water  management  facilities,  process  plant  construction,  and  the  construction  of  other  site  facilities.  The
estimate  also  incorporates  commissioning  crews  and  an  allowance  for  THM  operating  and  supervision  personnel.  A  construction  camp  will  be  built  to
lodge the labor force.

Figure 21-1 shows the summary schedule for the Project.

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Livengood Gold Project Pre-feasibility Study

Figure 21-1: Summary project execution schedule

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21.2

Logistics and Transportation

21.2.1 Introduction

In 2012, SR International Logistics (SRIL) completed a logistics and transportation study to support the FS. SRIL reviewed and compiled extensive data to
plan  a  seamless  and  uninterrupted  flow  of  materials  and  equipment  from  global  suppliers  to  the  Project  site.  SRIL,  with  input  from  shippers  Lynden
Transport and Totem Ocean Express, created a comprehensive report detailing the logistics and transportation needs of the Project. This study will need
to be updated as part of a future FS, including pricing details for ocean freight, inland freight, air freight, heavy haul requirements, rail freight, consolidation
and marshaling points, and warehousing.

21.2.2 Freight Options Considered

The construction and commissioning of the Project will require effective frontend planning and a complete, schedule-driven transportation and logistics
plan. All freight forwarding activities will feature identification of critical path items. Expediting and inspection personnel will control, verify and facilitate the
movement of goods to the Project site.

Key  Project  personnel  and/or  agents  acting  on  behalf  of  the  Project  will  be  located  at  strategic  points  to  ensure  that  ocean  freight  and  inland  freight
schedules are met and that freight inspections/inventories and import customs documentation are compliant with US government requirements.

Foreign  shipments  will  be  pre-inspected  to  verify  quantities,  purchase  order  engineer’s  compliance  (EC)  certification,  customs  documentation  and
completeness.  The  B-Harmonization  classification  number  will  be  incorporated  in  all  import  documents  to  expedite  customs  clearance  and  delivery  of
goods to the Project site; duties and taxes will also be based on this number.

Designated key equipment will require pre-inspections to verify quality and quantities, EC certification and packing/handling compliance.

THM  will  set  up  a  primary  receiving  yard  to  hold  and  consolidate  freight  near  the  Project  site.  It  is  assumed  that  the  primary  receiving  yard  would  be
located on the northern outskirts of Fairbanks, near Highway 2. Alternatively, THM may decide to place the primary receiving yard closer to site, near the
current Alaska DOT station.

Ocean freight will be the dominant mode of transporting materials and equipment not readily available in Alaska. All methods of ocean freight may be
utilized. Ships may take five days and barges ten days duration from Puget Sound (Seattle, WA) to Anchorage.

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Trucking will be the primary method to move materials and equipment to the Project yards from Alaskan arrival ports. Freight will be consolidated at a
primary  receiving  yard  assumed  to  be  located  near  Fairbanks.  The  distances  and  drive  time  elements  between  Alaska  ports  and  the  prospective
Fairbanks yard are given below:

■ Anchorage  Port  to  Fairbanks  yard:  360  mi  (576  km)  (6  hours)  via  State  Highways  1  and  3.  The  road  has  year-round  state  maintenance  and

regulations.

■ Valdez Port to Fairbanks yard: 365 mi (584 km) (7 hours) via State Highway 4 with year-round state maintenance and regulations.

■ Seward Port to Fairbanks yard: 485 mi (776 km) (8 hours 30 min) via State Highways 1 and 3 with year-round state maintenance and regulations.

This route holds little benefit and should be avoided, but ocean shipping situations may dictate its use.

■ Whittier Port to Fairbanks yard: 417 mi (667 km) (7 hours 30 min) via State Highways 1 and 3 with year-round state maintenance and regulations.
The primary size restriction is the Anton Anderson Tunnel, which all road and rail must use. This is not a desirable location for on-forwarding freight by
road. The port is primarily used for rail. Ocean alternatives may dictate this route.

Railroads  have  very  detailed  size-weight  restrictions  but  are,  pound  for  pound,  the  most  cost-effective  method  to  move  materials  and  equipment  to
Fairbanks. Regularly scheduled rail service connects with US and Canadian lines via hydro-train barges.

Caterpillar, Komatsu and other mining and construction equipment dealers use rail as their primary method to move equipment to the Alaskan market.
Rail should be considered for any producer with national rail contracts selling FOB Fairbanks. Also, any mining contractor moving equipment from the
lower 48 states to Alaska should consider rail.

21.2.3 Recommended Base Routes

The  preferred  base  route  for  most  project  equipment  and  materials  contains  four  legs  and  is  shown  in  Figure  21-2.  The  legs  are  listed  below  with  the
approximate distances:

Table 21-2: Preferred base route legs and distances

Number

Leg

Distance (miles)

1

2

3

4

EX-works to Puget Sound

Puget Sound to Anchorage

Anchorage to Fairbanks

Fairbanks to Livengood

Total

Puget Sound to Livengood

-

1,726

352

71

2,109

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S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Figure 21-2: Primary route, Livengood logistics plan (Google Earth)

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22.

INTERPRETATION AND CONCLUSIONS

22.1 Overview

This  TRS  was  prepared  by  a  group  of  independent  consultants  (QPs)  to  demonstrate  the  economic  viability  of  an  open  pit  mine  and  process  plant
complex based on the reserves estimated for the Livengood Gold Project. This TRS provides a summary of the results and findings from each major area
of investigation, to a level that is equivalent and normally expected for a PFS of a resource development project. Standard industry practices, equipment
and processes were used in this study.

This  TRS  is  based  on  an  updated  resource  estimate  effective  as  of  August  20,  2021,  and  has  an  optimized  Project  configuration  with  a  throughput  of
65,000 t/d (59,000 mt/d) compared to the 52,600 t/d (47,700 mt/d) Project evaluated in the 2017 PFS.

22.2 PFS Improvements

The Project configuration evaluated in the PFS remains a conventional, owner operated surface mine that will utilize large-scale mining equipment in a
blast/load/haul operation. Mill feed would be processed in a 65,000 t/d (59,000 mt/d) comminution circuit consisting of primary and secondary crushing
(pre-crushing), wet grinding in a single semi-autogenous (SAG) mill and single ball mill, a gravity gold circuit, two parallel conventional carbon in leach
(CIL) circuits, followed by an ADR system and dewatering.

This  configuration  is  estimated  to  have  an  initial  capital  cost  of  $1.93B,  process  operating  costs  of  $7.72  per  ton,  and  sustaining  costs  of  $658M,
excluding a $317M reclamation and closure cost.

The slightly higher initial capital cost as compared to the 2017 PFS ($1.84B) can mostly be attributed to higher mine equipment and mine development
costs  and  escalation  offset  by  cost  savings  forecast  from  design  modifications  and  project  execution  strategy.    Only  minor  changes  were  made  to  the
process  equipment  selection,  which,  in  combination  with  a  decision  based  on  the  Whittle  EO  project  led  to  coarsen  the  grind,  resulting  in  a  higher
throughput and overall annual gold production.

A slightly higher OPEX was estimated in this PFS as compared to the 2017 PFS. This can largely be attributed to escalation in mining, process and G&A
costs.  However,  cost  escalation  was  also  mitigated  by  such  developments  as  incorporating  autonomous  drilling  and  an  integrated  remote  operations
center, as examples. One of the most significant developments reflected in this study was the decision to increase the grind size from 180 µm to 250 µm
(P80), which allowed a higher throughput, effectively distributing many fixed OPEX costs to more tons, e.g. operating personnel, and lowering the power
consumption per ton milled. Reagent costs were also further optimized as a result of the testwork leading up to this PFS.

The total G&A costs, developed on a similar basis to the 2017 PFS, went up due to escalation, but were also offset somewhat on a unit basis due to the
higher throughput.

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22.3 Key Outcomes

The key outcomes of this PFS study are:

■ The  Livengood  Gold  Project  mineral  resource  is  estimated  at  646.0  M  measured  metric  tons  at  an  average  grade  of  0.60  g/mt  (12.48  Moz)  and
58.5  M  indicated  metric  tons  at  an  average  grade  of  0.61  g/mt  (1.14  Moz),  for  a  total  of  704.5  M  metric  tons  at  an  average  grade  of  0.60  g/mt
(13.6 Moz). Mineral resources are inclusive of mineral reserves.

■ This PFS has converted a portion of these mineral resources into proven mineral reserves of 411.5 Mmt at an average grade of 0.64 g/mt (8.5 Moz
contained) and probable mineral reserves of 18.5 Mmt at an average grade of 0.86 g/mt (0.5 Moz contained), for a total of 430.1 Mmt at an average
grade of 0.65 g/mt (9.0 Moz contained). To access these mineral reserves, 496.1 Mmt of overburden and waste rock must be mined, resulting in a
strip ratio of 1.15:1

■ The mine plan developed for the PFS provides sufficient ore to support an annual production rate of approximately 317,000 oz/y over an estimated

20.3 year mine life, producing a total of approximately 6.4 Moz of gold.

■ The material mined from the open pit peaks at 66 Mt (60 Mmt) per year and averages 57 Mt (52 Mmt). A total of 105 Mt (95 Mmt) of ore is sent to the
low grade ore stockpile over the life of the mine, with an average gold grade of 0.38 g/mt. The maximum size of the low grade ore stockpile is 88 Mt
(80 Mmt).

■ The  peak  mine  fleet  requirements  have  been  estimated  at  18  -320  t  haul  trucks,  2  -40  yd3  hydraulic  shovels,  2  -40  yd3  wheel  loaders  and  5-

production drills.

■ Metallurgical  testwork  has  confirmed  the  preferred  flowsheet  consisting  of  primary  crushing,  secondary  crushing  and  a  comminution  circuit  (SABC
configuration) producing a final grind size of 250 µm (P80), with gravity recovery followed by whole ore leaching of the gravity tailings (CIL). LOM gold
recovery is estimated to be 71.4% based on the rock types tested.

■ Important Project surface infrastructure include:

- O’Connor Creek Substation and 50 mi (81 km) of new 230 kV transmission line;

- Administration, dry, maintenance, and warehouse complex;

- Fresh water wells, pumping and distribution system;

- Process plant including mechanical workshop, offices, cafeteria, HVAC, electrical rooms within the complex. The oxygen plant and sulfur burner

are stand-alone buildings found near the process plant;

- Waste rock, low grade ore and growth media stockpiles;

- Tailings management facility with capacity for approximately 486 Mt (441 Mmt) of mill tailings along with a supernatant pond. Design incorporates

best practices, including lined rock fill embankments with a lined tailings basin;

- Off-site Integrated Remote Operations Center (IROC) located in Fairbanks.

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■ The initial capital cost (-20% / +25% accuracy) of the open pit mine, 65,000 t/d (59,000 mt/d) process plant and general site infrastructure is estimated
at $1.93B, including a contingency of $220M. Additional pre-production costs include $40M for spare parts and initial fills (the costs are recovered
during the last year of operations) and $23M for funding of the reclamation trust fund.

■ LOM Project sustaining capital costs total $658M, which include mine equipment, tailings management facility construction and mobile equipment in

the mill. Additional sustaining costs of $317M are required for the reclamation and closure.

■ The mining cost is estimated at $2.05/t mined, process plant operating cost is estimated at an average of $7.72/t ore processed, and general and

administrative costs of $1.35/t ore processed.

■ The total power demand is estimated to be approximately 57.8 MW, including network losses.

■ Over the life of mine, the total number of personnel averages 355, including mining, processing and G&A. The total personnel numbers peak in Year 6

at 430 employees.

■ Based on review of the studies completed to date, there are no known environmental issues that are anticipated to materially impact the Project’s

ability to extract the gold resource.

22.4

Indicative Economics

The financial analysis performed as part of this PFS using the base case assumptions results in an after-tax net present value (NPV) of $44.6M at a 5%
discount  rate  and  an  internal  rate  of  return  (IRR)  of  5.3%  after  mining  and  income  taxes.  The  payback  period  is  10.4  years.  The  all-in  sustaining
costs  (AISC),  including  sustaining  capital,  total  $7.53B  or  $1,171/oz.  All-in  costs  including  operating,  capital  (initial  and  sustaining)  and  reclamation
funding are estimated to be $9.72B or $1,512 /oz.

The results of the PFS indicate that the proposed Livengood Gold Project is technically feasible, and has marginally positive economics at the base case
gold price of ($1,680/oz). However, development of the Project could have the potential to generate improved results with additional efforts as detailed by
the  opportunities  in  Table  22-2.  The  Project  QPs  recommend  advancing  the  Project  to  the  feasibility  study  level  including  the  completion  of  additional
metallurgical  testwork  and  various  confirmatory  studies  to  improve  the  Project’s  economics,  study  potential  opportunities  and  reduce  overall
implementation risk. The decision and timeline to pursue the feasibility study is at the discretion of THM.

22.5 Project Risks and Opportunities

As with most mining projects, there are risks that could affect the economic viability of the Project. Many of these risks are based on a lack of detailed
knowledge and can be managed as more sampling, testing, design, and engineering are conducted at the next study stages. Table 22-1 identifies what
are currently deemed to be the most significant internal Project risks, potential impacts, and possible mitigation approaches that could affect the technical
feasibility and economic outcome of the Project.

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External risks are, to a certain extent, beyond the control of the Project proponents and are much more difficult to anticipate and mitigate. Although, in
many instances, some risk reduction can be achieved. External risks are things such as the political situation in the Project region, metal prices, exchange
rates  and  government  legislation.  These  external  risks  are  generally  applicable  to  all  mining  projects.  Negative  variance  to  these  items  from  the
assumptions made in the economic model would reduce the profitability of the mine and the mineral resource estimates.

There  are  opportunities  that  could  improve  the  economics,  timing,  and/or  permitting  potential  of  the  Project.  The  major  opportunities  that  have  been
identified at this time are summarized in Table 22-2 excluding those typical to all mining projects, such as changes in metal prices, exchange rates, etc.
Further information and assessments are needed before these opportunities should be included in the Project economics.

Table 22-1: Project risks (preliminary risk assessment)

Area

Risk and Potential Impact

Possible Mitigation Approach

Geology and
Resource Estimation

1. Use of Reverse Circulation drilling. TMH has used both core and
reverse circulation (RC) drilling above and below the water table.
The use of RC drilling beneath the water table can result in
inaccurate assay data, due to cyclicity and/or downhole
contamination.

1. Detailed analysis of drilling data indicated the potential for cyclicity
contamination in portions of 12 holes. The data for the suspect
intervals was removed from the database used for resource
calculation. Similar analyses for downhole migration of mineralized
material indicated that significant downhole contamination is not an
issue.

Open Pit Mining

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1.

2.

Unable to provide sufficient construction material from the open
pit during pre-production. This may result in delays to the start of
operations and potential cost overruns.

1. Develop a detailed Project Execution Plan (PEP) to determine
appropriate productivities and ensure adequate fleet sizing.
Develop a more detailed earthworks mass balance.

Construction material sourced from mine waste. Uncertain what
proportion of mine waste can be used for construction purposes.

2. Testwork supports PFS construction plan but future regulatory

changes will need to be monitored.

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Area

Risk and Potential Impact

Possible Mitigation Approach

1. Local utility short-circuit capacity too low for motor mill starting.
Local utility short-circuit capacity might cause issues to start the
mill motors.

1.

Instead of a STATCOM compensation for the 230 kV power line,
the design has been done using two 15 MVAR synchronous
condensers at the Livengood substation. The synchronous
condensers will contribute positively to the short-circuit capacity
available. A mill motor starting study should also be performed
during the next development phase of the Project.

Metallurgy and
Process Plant

3.

4.

5.

1.

2.

Electrical availability and network studies date back to 2013.

Foundation design. Foundation quantities were estimated
according to available preliminary geotechnical investigation
report that does not provide details for all areas. The actual
soil/rock conditions encountered during construction may differ
from what is currently understood. The result could have
negative implications to both the execution schedule and
CAPEX.

Circuit design. The thickener design was based on best practice
as recent sedimentation testwork results were inconsistent.

2. Update all required electrical and network studies before or in

parallel to a future feasibility study.

3. Additional geotechnical investigations should be performed in the 
next engineering stage to improve the confidence in the design 
parameters for foundation works for the selected locations for 
crushing and processing areas.  

4. Perform additional thickening and sedimentation tests to confirm
thickener sizing and flocculant dosages for the next study phase.

5. Cold stripping should be investigated and modeled in the next

Circuit design. Cold stripping design was based on best practice
as no testwork was performed.

study phase.

Impact of climate change on site conditions. Climate change could
have impacts on weather and soil conditions.

1. Review Project designs to take into consideration the impact of

climate change on site conditions.

Environment

2. Evolving ESG and government guidelines. Over time, social
acceptance of the Project could be a risk as ESG becomes a
more critical deciding factor in project advancement.

2. Ensure that permitting guidelines are carefully monitored and ESG

trade-offs are performed.

Water Management

1. Operation of flow-through drain. The flow-through drain conveys

stormwater from upstream to downstream, under the TMF. The
integrity of the flow-through drain system in perpetuity is critical to
the permitting and long-term stability of the TMF.

1. Further the refinement of hydrological modeling and flow-through
drain system design focusing on system redundancy, integrity and
cost.

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Area

Risk and Potential Impact

Possible Mitigation Approach

1. Deleterious waste rock. Some waste rock proposed to be used as

1.

construction material may have acid generating or arsenic
leaching potential.

Identify additional testing, incorporate the results into the
geological block model. Include TMF construction material
requirements in the waste rock management plan.

Waste and Tailings
Management

2. Large area of liner installation.

The Project will require the surface preparation and placement of
approximately 24 Mft2 (2.2 Mm2) of LLDPE liner at the TMF during
the construction of the starter facility and prior to production.
There is a risk that the contractor may not be able to place the
quantity of liner required in the time available. The result could
have significant negative implications to both the execution
schedule and cost.

2. A detailed PEP should be developed, which will identify required
milestones for the earthworks and production rates for the liner
installation.

1. Less than optimum Project start date. The PFS execution plan
assumes a July 1st mobilization date for construction activities.
The actual Project release date is uncertain given the combination
of market variables and the multi-year permitting process that
must be completed prior to a construction decision. There is a risk
that a Project release date that is substantially different than July
1st could have negative implications to both the execution
schedule and Project cost.

Execution Plan

1. A detailed PEP should be developed, which will identify alternative
approaches to minimize the construction timeline and Project cost.

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Table 22-2: Project opportunities (preliminary opportunity assessment)

Area

Opportunity Explanation

Benefit

Open Pit Mining

1.

 In-Pit backfilling of waste rock. Waste rock can be placed back in
the pit once the eastern portion is mined to final design.

1. Reduction in hauling distances and provide a cost savings.
However, future potential resources may be sterilized.

1. Revision of the local utility network modification study. The latest
study available stating the required local utility modifications was
completed in 2013 and is based on a plant power demand of
90 MW. Some decisions, such as the selection of 230 kV for
power transmission, could prove not to be the most cost-effective
solution.

1. Potentially reducing the Project CAPEX if electrical power

transmission is proved to be more cost-effective at 138 kV. In
general, the CAPEX will benefit from a lower voltage. However,
the cost of energy for the OPEX may increase. It is mainly a
matter of validating if 230 kV is still the best decision for the
Project in 2021 and moving forward.

2. Reagent optimization. The impact of lead nitrate is not fully
developed and shows minor improvements to gold recovery
considering the high OPEX associated to the reagent.

Metallurgy and
Process Plant

3. Product grind size. No testwork has been conducted to investigate

a grind size above 250 µm (P80).

2. Perform additional testwork with and without lead nitrate using CIL
methodology and optimized reagent conditions (O2, NaCN, CaO
and pH) to determine whether and how to incorporate the addition
of lead nitrate into the circuit.

3. Coarser grinds would allow for higher throughput, which could be
achieved, and it is possible to separate the activated carbon from
the pulp at coarser grind sizes.

4. ADR circuit design is adequate; however, value engineering could

4. Potential reduction in required equipment and building space thus

lead to reduction of equipment and building space.

leading to CAPEX savings.

5. Reagent optimization. Perform leaching tests in stirred leach

reactor test to further optimize lime and cyanide consumption.

5. Lower reagent consumption would lead to a lower OPEX

Water and tailings
management

1. Reduce earthworks quantities. Continue to refine the TMF design
through a detailed grading and layer definition in the basin of the
Livengood Valley.

1. This opportunity could reduce the volume of waste rock required
during construction and reduce the volume of processed gravels
required. Potential CAPEX reduction

1. Alternative construction techniques. Investigate the application of

1. These concepts could compress the construction schedule and

Execution Plan

the following concepts to the Project:
- Pre-assembly of leach tank bridges, structural steel, and pipe

racks;

- Pre-welding of tanks and piping off-site;
- Use of pre-cast foundations;
- Use of prefabricated buildings for offices and non-industrial

use facilities.

reduce pre-production CAPEX.

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23.

RECOMMENDATIONS

23.1 Summary

This Technical Report Summary on Tower Hill Mines Livengood Gold Project was prepared by experienced and competent independent consultants using
accepted  engineering  methodologies  and  standards.  It  provides  a  summary  of  the  results  and  findings  from  each  major  area  of  investigation  including
exploration,  geological  modelling,  mineral  resource,  mine  design,  metallurgy,  process  design,  infrastructure,  environmental  management,  tailings  and
water  management,  capital  and  operating  costs,  and  economic  analysis.  The  level  of  investigation  for  each  of  these  areas  is  considered  to  meet  or
exceed what is normally expected of a preliminary feasibility study (PFS).

The 2021 PFS details a project which will process 65,000 tons per day and produce 6.4 million ounces of gold over 21 years at an all-in-sustaining cost of
$1,171/oz. Based on the results of the PFS, the QPs recommend that Tower Hill Mines proceed with a feasibility study (FS) as part of the Livengood Mine
development plan. Timing for the proposed FS and associated data collection activities is at the discretion of Tower Hill Mines. Recommendations and
associated  budgets  are  provided  by  the  QPs  to  ensure  sufficient  information  is  available  going  forward.  It  is  also  recommended  that  the  ongoing
environmental work continue to support project development and maintain continuity of baseline information.

It  is  estimated  that  the  full  feasibility  study  including  the  recommended  field  activities,  metallurgical  testwork  and  environmental  studies  would  cost
approximately $10.2M including a 20% contingency. A breakdown of the key components of this study is summarized in Table 23-1

Table 23-1: Cost estimate for feasibility study recommendations

Activities

Estimated Cost ($M)

Sampling Program (5,000 ft)

Metallurgical Studies and Testwork

Feasibility Study

Environmental Baseline

Contingency (20%)

2.5

1.0

4.0

1.0

8.5

1.7

Sub-total

Total

$10.2M

Sections 23.2 to 23.5 summarize the key recommendations arising from this study.

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23.2 Sampling Program to Obtain Fresh Core

Metallurgical  testwork  completed  in  Phases  7  to  13  between  2013  and  2021  were  conducted  on  core  and  RC  chips  obtained  by  drilling  programs
completed between 2008 and 2012. There has been a considerable evolution and improvement in the laboratory protocols and testwork flowsheet applied
to the composite samples during this period of time. As a recommended best practice, the final laboratory protocols and the final flowsheet recommended
in the PFS should be applied to recently obtained fresh core and the recovery estimates confirmed.

It is estimated that approximately 5,000 feet (1,500 m) of PQ core should be drilled targeting all 5 major rock types of the Livengood deposit.

23.3 Metallurgical Testwork

Additional metallurgical testwork using the fresh rock samples gathered above should be performed and include the following:

■ PFS recovery equations and reagent consumptions by rock type should be validated.

■ The PFS work has indicated that net operating income increases as the grind size (P80) is increased up to the limits of existing testwork at 250 µm.

Additional testwork should be completed to establish the upper economic boundary of a coarser grind size (above 250 µm)

■ Sedimentation and filtration testwork at a P80 of 250 µm and coarser.

■ Column leach results of 12.5 mm show a negative sloping linear grade/recovery relationship over the grade ranges tested (approximately 0.5 to 1.0
g/mt).  When  evaluating  the  potential  economics  of  an  auxiliary  heap  leach  that  might  process  material  with  gold  grades  below  mill  cut-off
(approximately  0.25  to  0.5  g/mt).  extrapolation  of  the  negative  sloping  linear  relationship  into  the  lower  grade  ranges  resulted  in  low  recovery  and
unfavorable economics. If the grade/recovery relationship is not linear into the lower grade ranges, it could alter the economics of the auxiliary heap
leach. Additional column leach testwork should be completed on 12.5 mm crush to assess gold recovery at 0.25 to 0.5 g/mt.

23.4

Feasibility Study

A feasibility study that includes the additional metallurgical testwork results, as detailed in Section 23.3, should be completed to detail out designs to a
feasibility  level  of  engineering,  including  the  open  pit,  stockpiles,  mine  haul  and  site  roads,  mine  maintenance  facilities,  electrical  supply  &  distribution,
process plant, infrastructure, and reclamation and closure. These designs will be required to estimate the initial capital cost, sustaining capital cost and
operating  costs  at  the  feasibility  study  level  (+/-  15%),  which  will  be  in  turn  used  to  support  a  financial  analysis  and  a  potential  development  decision.
Additional studies as listed below should be undertaken as part of the FS or prior to the start of the FS as internal studies:

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■ Additional tailings studies are recommended to confirm the selected approach for the FS. These studies should be completed in coordination with the
mining team to optimize the use of in-pit material to construct portions of the facilities to save costs, but also understand the overall cost to the mine
with different configurations;

■ Update the 2013 detailed hydrologic/hydrogeological analysis and water balance to determine water intake, storage and discharge requirements;

■ Evaluate proposed and alternative designs for the flow-through drain system of the TMF for cost reductions and operational improvements;

■ Update of the geotechnical study to support the most recent designs for the mine, process plant, TMF and general site infrastructure is recommended

to verify foundation conditions for consideration in the FS design work.

23.5 Environment

Environmental baseline studies and geochemistry studies should continue to be progressed to support a timely environmental approvals process, as well
as to support the feasibility study engineering design.

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24.

REFERENCES

24.1 General Project

Kunter, R., Carew, T., Rehn, C., Levy, M., Prenn, N., 2013, Livengood Gold Project: Feasibility Study: Livengood, Alaska, Samuel Engineering 43-

101 Technical Report, Effective: September 4, 2013, 189 p.

Census Area: Data Source: https://live.laborstats.alaska.gov/cen/2020/downloads.

Federal Subsistence Board, 1992.

FNSB: Data Source: https://www.co.fairbanks.ak.us/ArchiveCenter/ViewFile/Item/311.

Hardie, C., Baker, R., Levy, M., Carew, T., Wilson, S., George, T. April 10, 2017: NI 43-101 Technical Report on the Livengood Gold Project – Pre-
feasibility Study, Livengood, Alaska: Technical report prepared by BBA for International Tower Hill Mines Ltd., effective date March 8,
2017.

24.2 Geology and Resources

Abrams, Mark J., 2015. “Technical Report for the Shorty Creek Project, Livengood-Tolovana Mining District, Alaska”, March 31, 2015.

Abrams, Mark J., 2016. “Updated Technical Report for the Shorty Creek Project, Livengood-Tolovana Mining District, Alaska”, March 25, 2016.

Athey, J.E., Layer, P.W., and Drake, J., 2004, 40Ar/39Ar ages of rocks collected in the Livengood C-3, C-4, and B-5 quadranges, Alaska: Alaska

Division of Geological and Geophysical Surveys Raw-Data File 2004-1, 12 p.

Athey, J.E., Szumigala, D.J., Newberry, R.J., Werdon, M.B., and Hicks, S.A., 2004, Bedrock geologic map of the Livengood SW C-3 and SE C-4
Quadrangles, Tolovana mining district, Alaska, Preliminary Interpretive report 2004-3, Division of Geological and Geophysical Surveys.

Bieniawski Z.T., Engineering Rock Mass Classifications, John Wiley & Sons, New York, 1989.

Brechtel, C.E., Carew, T.J., Myers, R., Pennstrom, W., Puchner, C., and Wilson, S., 2011, August 2011 Summary report on the Livengood Project,

Tolovana District, Alaska, 275 pp.

Brooks, A. H., 1916, Preliminary report on the Tolovana district: U.S. Geological Survey Bulletin 642, p. 201-209.

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Carew, T., Pennstrom, W., and Bell, R.J., 2010, November 2010 Summary report on the Livengood Project, Tolovana District, Alaska, 210 p.

Carew, T., 2011. Internal report analyzing drill sampling cyclicity.

D.L., 1997, Plutonic related gold deposits of interior Alaska, Society of Economic Geologists, Economic Geology Monograph 9, pp. 91-241.

Ebert, S., Dodd, S., Miller, L., and Petsel, S., 2000, The Donlin Creek Au-As-Sb-Hg deposit, southwestern Alaska, in Geology and Ore Deposits
2000, The Great Basin and Beyond, Symposium Proceedings, Geological Society of Nevada, ed., Cluer, J.K., Price, J.G., Struhsacker,
E.M., Hardyman, R.F., and Morris, C.L., p. 1069-1081.

Freegold Ventures Limited press release September 8, 2016.

Giroux Consultants Ltd, 2007, Livengood resource evaluation, Consultants report to THM, 22 p.

Giroux Consultants Ltd, 2008, Livengood resource evaluation, Consultants report to THM, 35 p.

Giroux Consultants Ltd, 2009, Livengood resource evaluation, January 2009, Consultants report to THM, 36 p.

Goldfarb, 1997, Metallogenic evolution of Alaska: Economic Geology Monograph 9, Society of Economic Geologists, pp. 4-34.

Goldfarb, R., Hart, C., Miller, M., Miller, L., Farmer, G.L., Groves, D., 2000, The Tintina gold belt – a global perspective, in The Tintina Gold Belt:
Concepts, Exploration, and Discoveries, British Columbia and Yukon Chamber of Mines, Cordilleran Roundup Special Volume 2, pp. 5-
31

Hoek E., Carranza-Torres CT, Corkum B., Hoek-Brown Failure Criterion, 2002 Edition. In: Proceedings of the Fifth International North American

Rock Mechanics Symposium, Toronto, Canada, Vol. 1, 2002. pp. 267-273.

Klipfel, P., 2006, Summary report on the Livengood Project, Tolovana District, Alaska, consultants report to THM, 37 p.

Klipfel, P. and Giroux, G., 2008a, Summary report on the Livengood Project, Tolovana District, Alaska; Consultants report to THM, 62 p.

Klipfel, P. and Giroux, G., 2008b, October 2008 Summary report on the Livengood Project, Tolovana District, Alaska; Consultants report to THM,

90 p.

Klipfel, P. and Giroux, G., 2009, January 2009 Summary report on the Livengood Project, Tolovana District, Alaska: consultant’s technical report

to THM, 99 p.

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Klipfel,  P.,  Barnes,  T.,  and  Pennstrom,  2009a,  July  2009  summary  report  on  the  Livengood  Project,  Tolovana  District,  Alaska:  consultant’s

technical report to ITH, 120 p.

Klipfel, P., Carew, T., and Pennstrom, W., 2009b, October 2009 summary report on the Livengood Project, Tolovana District, Alaska: consultant’s

technical report to ITH, 144 p.

Lechner, M., 2017, Internal report, Summary or RMI’s August 2017 Block Model.

McCoy,  D.,  Newberry,  R.J.,  Layer,  P.,  DiMarchi,  J.J.,  Bakke,  A.,  Masterman,  J.S.,  and  Minehane,  D.L.,  1997,  Plutonic  related  gold  deposits  of

interior Alaska, Society of Economic Geologists, Economic Geology Monograph 9, pp. 91-241.

Newberry,  R.J.,  McCoy,  D.T.,  and  Brew,  D.A.,  1995,  Plutonic-hosted  gold  ores  in  Alaska:  Igneous  vs.  metamorphic  origins:  Resource  Geology

special issue, N0 18, pp. 57-100.

24.3 Mining

AMEC,  2013.  “Livengood  Gold  Project,  Feasibility  Study  Geotechnical  Design  Report,  August  6,  2013”  prepared  by  AMEC  Environment  &

Infrastructure, Inc. 625 pgs.

SRK Consulting (U.S.), 2012. Report on acid rock drainage potential of the Livengood waste rock, titled “Metal Leaching and Acid Rock Drainage

Assessment, Livengood Project, Alaska. Progress Report 3 - Final. September 2012. 853 pgs.

SRK  Consulting  (U.S.),  Inc.,  2013a,  Feasibility  Pit  Slope  Evaluation,  Livengood  Project.  Report  prepared  for  Tower  Hill  Mines  Inc.  dated  July

2013. 213 pgs.

SRK  Consulting  (U.S.),  Inc.,  2013b.  Report  titled  “2012  Hydrogeologic  Investigations  and  Modeling  Results  -  Draft  3,  Livengood  Project”.

Prepared for Tower Hill Mines Inc. dated July 13, 2013. 286 pgs.

SRK Consulting (U.S.), Inc., 2016, Geotechnical Slope Optimization of Years 1 and 3 Pit Designs, Livengood Gold Project. Letter report prepared

by Michael Levy and John Tinucci for Tower Hill Mines Inc. dated March 14, 2016. 37 pgs.

24.4 Mineral Processing and Metallurgy

Altman, K., 2013. Report on the Metallurgical Sample Selection Livengood Project, for Tower Hill Mines, Inc., Alaska, USA. RPA Report.

Anon.  2013.  “Sample  Characterization  particle  Size  Analysis  Flocculant  Screening  Gravity  Sedimentation  and  Pulp  Rheology  Studies”.  Pocock

Industrial, Inc. Report conducted for Samuel Eng. (on behalf of Livengood Project).

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Del Bosco, R., 2016, Blasting Review & PSD Estimation, International Tower Hill – Livengood Project, BBA consultant’s presentation to THM, 8 p.

Deschênes,  G,  2016,  Optimisation  of  Leaching  Parameters  to  Extract  Gold  from  a  Sample  for  the  Livengood  Project  Containing  Antimony

Minerals: Scoping Study. BBA report (3661003-010001-49-ERA-0001/R00.doc), June 7, 2016.

Ding, L., Gajo, M. and Lascelles, D., 2018. “Phase 9B Metallurgical Test Program on Material from Livengood Deposit”. SGS Project 50223-014 –

Final report. May 29, 2018.

Fullam, M., 2021. “Gravity Modeling Report Livengood Gold Project”. FLSmidth report prepared for Torrealba, J. on behalf of THM. June 15, 2021.

Fullam, M., 2013. “Gravity Modeling Report Livengood Gold Project”. FLSmidth report prepared for Altman, K. on behalf of THM. February 15,

2013.

Gajo, M. and Lang, J., 2016. “Phase 8 Metallurgical Test Program on Material from Livengood Deposit”. SGS Project 50223-005 – Final Report

February 23, 2016.

Gajo, M. and Lascelles, D., 2017. “Phase 9A Metallurgical Test Program on Material from Livengood Deposit”. SGS Project 50223-013 – Final

report. December 6, 2017.

Gajo, M. and Prout, S., 2019. “Phase 11 Metallurgical Test Program on Material from Livengood Deposit”. SGS Project 50223-015 – Final report.

March 22, 2019.

Gajo, M. and Prout, S., 2019. “Phase 12 Metallurgical Test Program on Material from Livengood Deposit”. SGS Project 50223-16M – Final report.

September 18, 2019.

Hall , A. and Prout, S., 2016. “Phase 8a Metallurgical Test Program”. SGS Project 50223-007 – Final Report June 21, 2016.

Hall , A. and Lang, J., 2016. “Phase 9 Metallurgical Test Program”. SGS Project 50223-012 – Final Report May 27, 2016.

Lascelles, D. and Imeson, D., 2016. “Phase 8d Metallurgical Test Program on Material from the Livengood Deposit”. SGS Project 50223-011 –

Final Report June 17, 2016.

McClelland., 2011. “161020 Preg-Rob Test Data Summary slides.pptx”. Power point presentation provided by THM.

McMullen, J., 2015. Geological Section Review. BBA report (3661001-000000-40-ERA-0002-R01.docx), October 28, 2015.

Peevers, R., Pan, J. and Whittle, G., 2021. “Enterprise Optimization Report for the Livengood Gold Project by: Whittle Consulting”. June 2021.

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Pocock Industrial Inc., (August 2011). Sample Characterization & PSA Flocculant Screening Gravity sedimentation and Pulp Rheology Studies

Conducted for Talon Gold Alaska Inc., Livengood Project.

Pocock  Industrial  Inc.  (February  2013).  Sample  Characterization  Particle  Size  Analysis  Flocculant  Screening  Gravity  Sedimentation  and  Pulp

Rheology Studies Conducted for Samuel Engineering, Livengood Project.

Richardson, M., JKSimMet Raw Simulation files: Livengood v5.3, Version.jksm5, Livengood w Revised Conditions.jksmx, and Livengood.jksmx.

SGS Canada Inc. Phase 13 Metallurgical Test Program Data.

SGS Canada Inc. (February 2013). Comminution Testing of Samples from the Livengood Property.

SGS Canada Inc. (February 2013). Metallurgical Development Testing on Four Rock Types from the Livengood Property - Phase 1 Optimization.

SGS Canada Inc. (March 2013). Cyanide Detoxification of CIL Tailings.

SGS Canada Inc. (March 2013). Metallurgical Variability Testing of the Livengood Property.

Tajadod, J. and Lang, J., 2013. “Metallurgical Development Testing on Four Rock Types from The Livengood Property”. SGS Project 50223-001 –

Report 1. February 13, 2013. Phase 1 Optimization.

Tajadod, J. and Lang, J., 2013. “Metallurgical Variability Testing of the Livengood Property”. SGS Project 50223-001 – Report 4. October 7, 2013.

Phase II, Variability.

Tajadod, J. and Lang, J., 2013. Preparation of Final Tailing Samples Using Mine Water” SGS Project 50223-002 – Final Report. December 17,

2013

Tajadod, J. and Lang, J., 2015. “Phase 7 Metallurgical Test Program on Material from Livengood Deposit”. SGS Project 50223-003 – Final report.

April 6, 2015.

Tajadod,  J.  and  Lang,  J.,  2016.  “Phase  8b  Metallurgical  Test  Program  on  Material  from  Livengood  Deposit”.  SGS  Project  50223-008  –  Final

Report. February 12, 2016.

Tajadod, J. and Lang, J., 2016. “Phase 8c Intensive Cyanide Leach Test Program”. SGS Project 50223-010 – Final Report. February 26, 2016.

Tajadod, J. and Lang, J., 2013, Comminution Testing of Samples from the Livengood Property. SGS Project 50223-001 – Phase III, Comminution

Report 3. February 26, 2013. SGS Report.

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Wang, Z. and Prout, S., 2013, An Investigation by High Definitional Mineralogy into the Mineralogical Characteristics of Four Samples from the

Livengood Project. SGS Project 50223-001, MI5083-APR12, MI5101-MAY12, MI5004-MAY12, MI5005-MAY12. Revised May 3, 2013.

Weir, M., SMC Test Report for Tower Hill Mines, JKTech Job No 16007/P1. Testing date January 2016.

24.5

Infrastructure

Cope, L., Mayer, J., (February 2016), Analysis of 2015 PW-03 Pumping Test – Livengood Project, SRK Consulting, February 19, 2016, project

193800.050.

Electric  Power  Systems  INC  (EPS),  (August  14,  2013).  McCoy,  D.,  Newberry,  R.J.,  Layer,  P.,  DiMarchi,  J.J.,  Bakke,  A.,  Masterman,  J.S.,  and

Minehane.

Huffman, G.D, 2011 Power cost evaluation for the Livengood mine, Dryden & LaRue, Inc., October 6, 2011.

Meyer, D.A., Burlingame, D.W., International Tower Hill Mines, Ltd., Livengood Gold Project Power Supply Study, Project # 13-0126.

24.6

TMF and Water Management

AMEC, 2013. Feasibility Study report titled “Geotechnical Design Report August 6, 2013.

Ecological  Resource  Consultants,  Inc.,  2016,  Livengood  Water  Balance  for  Pre-Feasibility  Study,  Technical  Memorandum,  dated  September  2,

2016.

Knight Piésold and Co. 2012, Report on Pre-Feasibility Design of Geotechnical Infrastructure, Livengood Gold Project, dated May 11, 2012.

Samuel Engineering, Inc., 2013, Livengood Gold Project Feasibility Study, Volumes I and VII, dated August 25, 2013.

SRK  Consulting  (U.S.),  Inc.,  2016,  Analysis  of  2015  PW-03  Pumping  Test  –  Livengood  Project,  Memorandum  to  Tower  Hill  Mines  Inc.  dated

February 19, 2016.

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25.

RELIANCE ON INFORMATION PROVIDED BY REGISTRANT

The consulting firm’s and their Qualified Persons (QPs) have relied upon written reports and statements of other individuals and companies with whom
they do business. It is believed that the basic assumptions are factual and accurate, and that the interpretations are reasonable. This data has been relied
upon  in  the  prefeasibility  study  and  there  is  no  reason  to  believe  that  any  material  facts  have  been  withheld  or  misstated.  The  QPs  have  taken  all
appropriate steps, in their professional judgment, to ensure that the work, information, or advice from the below listed employees of THM or others, is
sound and the QPs do not disclaim any responsibility for the Technical Report Summary. THM personnel who have been instrumental in supporting this
study are as follows:

■ Karl L. Hanneman – Chief Executive Officer

■ Debbie L. Evans – Corporate Controller

■ Denise A. Herzog – Environmental Affairs Manager

All of these individuals have had a longstanding affiliation with the Project.

For  the  specific  purpose  of  this  Technical  Report  Summary,  the  QPs  relied  upon  legal,  environmental,  and  tax  matters  provided  by  the  registrant  as
follows:

■ Ownership and legal status of the mineral tenures comprising the Livengood Gold Project provided by THM as of September 30, 2021 as set forth in
Section 3.1, Appendix A, and the relevant portions of Chapter 1. The various agreements under which THM holds title to the mineral claims for this
Project have not been reviewed by the QPs, and the QPs offer no legal opinion as to the validity of the mineral title claimed.

■ Environmental status of the LIvengood Gold Project, the required permits for project development and the socioeconomic conditions in the Project

area as provided by THM, as of November 13, 2021, as set forth in Chapter 17 and in the relevant portions of Chapter 1.

■ Taxes,  royalties,  and  other  government  levies  or  interests  applicable  to  revenue  or  income  from  the  Livengood  Gold  Project,  relevant  to  and

incorporated into the financial model developed as summarized in Chapter 19 and the relevant portions of Chapter 1.

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Appendix A:

Properties and Claims

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

ADL
Number

330936

330937

330938

330939

330940

330941

330942

330943

330944

330945

330946

330947

330948

330949

330950

330951

330952

330953

330954

330955

330956

330957

330958

330959

330960

330961

330962

330963

330964

330965

330966

330967

330968

330969

Table A1: State of Alaska Claims – 100% Owned

Parcel Name

Meridian Township
Range and Section

Acres

Count

LUCKY 55

LUCKY 56

LUCKY 64

LUCKY 65

LUCKY 66

LUCKY 72

LUCKY 73

LUCKY 74

LUCKY 75

LUCKY 76

LUCKY 82

LUCKY 83

LUCKY 84

LUCKY 85

LUCKY 86

LUCKY 91

LUCKY 92

LUCKY 93

LUCKY 94

LUCKY 95

LUCKY 96

LUCKY 101

LUCKY 102

LUCKY 103

LUCKY 104

LUCKY 105

LUCKY 106

LUCKY 202

LUCKY 203

LUCKY 204

LUCKY 205

LUCKY 206

LUCKY 207

LUCKY 208

F009N004W33

F009N004W33

F009N004W32
F009N004W33

F009N004W33

F009N004W33

F008N004W05

F008N004W05

F008N004W05

F008N004W04

F008N004W04

F008N004W05

F008N004W05

F008N004W05

F008N004W04

F008N004W04

F008N004W05

F008N004W05

F008N004W05

F008N004W05

F008N004W04

F008N004W04

F008N004W05

F008N004W05

F008N004W05

F008N004W05

F008N004W04

F008N004W04

F008N004W08

F008N004W08

F008N004W08

F008N004W09

F008N004W09

F008N004W09

F008N004W09

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

29

30

31

32

33

34

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

ADL
Number

Parcel Name

Meridian Township
Range and Section

Acres

Count

330970

330971

330972

330973

330974

330975

330976

330977

330978

330979

338477

338478

338479

338480

338481

338482

338483

338484

338485

338486

338487

338488

338489

338490

338491

338492

338493

338494

338495

338496

338497

338498

338499

338500

338501

LUCKY 302

LUCKY 303

LUCKY 304

LUCKY 305

LUCKY 306

LUCKY 307

LUCKY 308

LUCKY 404

LUCKY 405

LUCKY 406

LUCKY 198

LUCKY 199

LUCKY 295

LUCKY 296

LUCKY 297

LUCKY 298

LUCKY 299

LUCKY 392

LUCKY 395

LUCKY 396

LUCKY 397

LUCKY 398

LUCKY 399

LUCKY 400

LUCKY 491

LUCKY 492

LUCKY 493

LUCKY 494

LUCKY 495

LUCKY 496

LUCKY 497

LUCKY 498

LUCKY 499

LUCKY 500

LUCKY 504

F008N004W08

F008N004W08

F008N004W08

F008N004W09

F008N004W09

F008N004W09

F008N004W09

F008N004W08

F008N004W09

F008N004W09

F008N004W07

F008N004W07

F008N005W12

F008N005W12

F008N004W07

F008N004W07

F008N004W07

F008N005W11

F008N005W12

F008N005W12

F008N004W07

F008N004W07

F008N004W07

F008N004W07
F008N004W08

F008N005W11

F008N005W11

F008N005W12

F008N005W12

F008N005W12

F008N005W12

F008N004W07

F008N004W07

F008N004W07

F008N004W07
F008N004W08

F008N004W08

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

35

36

37

38

39

40

41

42

43

44

45

46

47

48

49

50

51

52

53

54

55

56

57

58

59

60

61

62

63

64

65

66

67

68

69

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

ADL
Number

Parcel Name

Meridian Township
Range and Section

Acres

Count

338502

338503

338504

338505

338506

338507

338508

338509

338510

338511

338512

338513

338514

338515

338516

338517

338518

338519

338520

338521

338522

347943

347944

347945

347946

347947

347948

347949

347950

347951

347952

347953

347954

347955

347956

LUCKY 505

LUCKY 589

LUCKY 590

LUCKY 591

LUCKY 592

LUCKY 593

LUCKY 594

LUCKY 595

LUCKY 596

LUCKY 597

LUCKY 598

LUCKY 599

LUCKY 689

LUCKY 690

LUCKY 691

LUCKY 692

LUCKY 693

LUCKY 694

LUCKY 697

LUCKY 698

LUCKY 699

LC 407

LC 408

LC 502

LC 503

LC 506

LC 507

LC 600

LC 601

LC 602

LC 603

LC 604

LC 605

LC 695

LC 696

F008N004W09

F008N005W14

F008N005W14

F008N005W14

F008N005W14

F008N005W13

F008N005W13

F008N005W13

F008N005W13

F008N004W18

F008N004W18

F008N004W18

F008N005W14

F008N005W14

F008N005W14

F008N005W14

F008N005W13

F008N005W13

F008N004W18

F008N004W18

F008N004W18

F008N004W09

F008N004W09

F008N004W08

F008N004W08

F008N004W09

F008N004W09

F008N004W17
F008N004W18

F008N004W17

F008N004W17

F008N004W17

F008N004W17

F008N004W16

F008N005W13

F008N005W13

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

70

71

72

73

74

75

76

77

78

79

80

81

82

83

84

85

86

87

88

89

90

91

92

93

94

95

96

97

98

99

100

101

102

103

104

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Claim Owner

ADL
Number

Parcel Name

Meridian Township
Range and Section

Acres

Count

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

347957

347958

347959

347960

347961

347962

347963

347964

347965

347966

347967

347968

347969

347970

347971

347972

347973

347974

347975

347976

347977

347978

347979

347980

348802

348803

348804

348805

348806

348807

348808

348809

348810

348811

348812

LC 700

LC 701

LC 702

LC 703

LC 704

LC 790

LC 791

LC 792

LC 793

LC 794

LC 795

LC 796

LC 797

LC 798

LC 799

LC 800

LC 801

LC 802

LC 803

LC 891

LC 892

LC 893

LC 894

LC 895

LC 688

LC 787

LC 788

LC 884

LC 885

LC 886

LC 887

LC 888

LC 984

LC 985

LC 986

F008N004W17
F008N004W18

F008N004W17

F008N004W17

F008N004W17

F008N004W17

F008N005W14

F008N005W14

F008N005W14

F008N005W13

F008N005W13

F008N005W13

F008N005W13

F008N004W18

F008N004W18

F008N004W18

F008N004W17
F008N004W18

F008N004W17

F008N004W17

F008N004W17

F008N005W14

F008N005W14

F008N005W13

F008N005W13

F008N005W13

F008N005W15

F008N005W15

F008N005W15

F008N005W16

F008N005W15

F008N005W15

F008N005W15

F008N005W15

F008N005W21

F008N005W22

F008N005W22

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

105

106

107

108

109

110

111

112

113

114

115

116

117

118

119

120

121

122

123

124

125

126

127

128

129

130

131

132

133

134

135

136

137

138

139

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

ADL
Number

Parcel Name

Meridian Township
Range and Section

Acres

Count

348813

348814

348815

348816

348817

348818

348819

348820

348821

348822

348823

348824

348825

348826

348827

348828

348829

348830

348831

348832

361326

361327

361328

361329

361330

361331

361332

361333

361334

361335

LC 987

LC 1083

LC 1084

LC 1085

LC 1086

LC 1183

LC 1184

LC 1185

LC 1186

LC 1282

LC 1283

LC 1284

LC 1285

LC 1286

LC 1287

LC 1288

LC 1382

LC 1383

LC 1384

LC 1385

LUCKY 90

LUCKY 100

LUCKY 200

LUCKY 294

LUCKY 300

LUCKY 394

LUCKY 401

LUCKY 402

LUCKY 403

LUCKY 501

F008N005W22

F008N005W21

F008N005W21

F008N005W22

F008N005W22

F008N005W21

F008N005W21

F008N005W22

F008N005W22

F008N005W21

F008N005W21

F008N005W21

F008N005W22

F008N005W22

F008N005W22

F008N005W22

F008N005W28

F008N005W28

F008N005W28

F008N005W27

F008N004W06

F008N004W06

F008N004W07

F008N005W12

F008N004W07

F008N005W12

F008N004W08

F008N004W08

F008N004W08

F008N004W08

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

140

141

142

143

144

145

146

147

148

149

150

151

152

153

154

155

156

157

158

159

160

161

162

163

164

165

166

167

168

169

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table A2: State of Alaska Claims – 100% Owned

ADL
Number

Parcel Name

Meridian Township
Range and Section

Acres

Count

669377

669378

669379

669380

669381

669382

669383

669384

669385

669386

669387

669388

669389

669390

669391

669392

669393

669394

669395

669396

669397

669398

669399

669400

669401

669402

669403

669404

669405

669406

669407

669408

669409

669410

669411

LVG 1

LVG 2

LVG 3

LVG 4

LVG 5

LVG 6

LVG 7

LVG 8

LVG 9

LVG 10

LVG 11

LVG 12

LVG 13

LVG 14

LVG 15

LVG 16

LVG 17

LVG 18

LVG 19

LVG 20

LVG 21

LVG 22

LVG 23

LVG 24

LVG 25

LVG 26

LVG 27

LVG 28

LVG 29

LVG 30

LVG 31

LVG 32

LVG 33

LVG 34

LVG 35

F008N004W09

F008N004W16

F008N004W16

F008N004W16

F009N004W20

F009N004W20

F009N004W21

F009N004W21

F009N004W22

F009N004W22

F009N004W20

F009N004W20

F009N004W21

F009N004W21

F009N004W22

F009N004W22

F009N005W25

F009N005W25

F009N004W30

F009N004W30

F009N004W29

F009N004W29

F009N005W25

F009N005W25

F009N004W30

F009N004W30

F009N004W29

F009N004W29

F009N005W35

F009N005W35

F009N005W36

F009N005W36

F009N005W35

F009N005W35

F009N005W36

40

40

40

40

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

170

171

172

173

174

175

176

177

178

179

180

181

182

183

184

185

186

187

188

189

190

191

192

193

194

195

196

197

198

199

200

201

202

203

204

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

ADL
Number

Parcel Name

Meridian Township
Range and Section

Acres

Count

669412

669413

669414

669415

669416

669417

669418

669419

669420

669421

669422

669423

669424

669425

669426

669427

669428

669429

669430

669431

669432

669433

669434

669435

669436

669437

669438

669439

669440

669441

669442

669443

669444

669445

669446

669447

669448

LVG 36

LVG 37

LVG 38

LVG 39

LVG 40

LVG 41

LVG 42

LVG 43

LVG 44

LVG 45

LVG 46

LVG 47

LVG 48

LVG 49

LVG 50

LVG 51

LVG 52

LVG 53

LVG 54

LVG 55

LVG 56

LVG 57

LVG 58

LVG 59

LVG 60

LVG 61

LVG 62

LVG 63

LVG 64

LVG 65

LVG 66

LVG 67

LVG 68

LVG 69

LVG 70

LVG 71

LVG 72

F009N005W36

F008N005W03

F008N005W03

F008N005W03

F008N005W03

F009N004W27

F009N004W27

F009N004W27

F009N004W27

F009N004W34

F009N004W34

F009N004W34

F009N004W34

F008N004W04

F008N004W03

F008N004W03

F008N004W02

F008N004W02

F008N004W04

F008N004W03

F008N004W03

F008N004W02

F008N004W02

F008N004W10

F008N004W10

F008N004W11

F008N004W11

F008N004W10

F008N004W10

F008N004W11

F008N004W11

F008N004W16

F008N004W15

F008N004W15

F008N004W14

F008N004W14

F008N004W16

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

205

206

207

208

209

210

211

212

213

214

215

216

217

218

219

220

221

222

223

224

225

226

227

228

229

230

231

232

233

234

235

236

237

238

239

240

241

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

ADL
Number

Parcel Name

Meridian Township
Range and Section

Acres

Count

669449

669450

669451

669452

669453

669454

669455

669456

669457

669458

669459

669460

669461

669462

669463

669464

669465

700008

700009

700010

700011

700012

700013

700014

700015

700016

700017

700018

700019

703377

703378

703379

703380

703381

703382

703383

703384

LVG 73

LVG 74

LVG 75

LVG 76

LVG 77

LVG 78

LVG 79

LVG 80

LVG 81

LVG 82

LVG 83

LVG 84

LVG 85

LVG 86

LVG 87

LVG 88

LVG 89

LVG 90

LVG 91

LVG 92

LVG 93

LVG 94

LVG 95

LVG 96

LVG 97

LVG 98

LVG 99

LVG 100

LVG 101

LVG 116

LVG 117

LVG 118

LVG 119

LVG 120

LVG 121

LVG 122

LVG 123

F008N004W16

F008N004W15

F008N004W15

F008N004W14

F008N004W14

F008N004W21

F008N004W21

F008N004W22

F008N004W22

F008N004W23

F008N004W23

F008N004W21

F008N004W21

F008N004W22

F008N004W22

F008N004W23

F008N004W23

F009N004W17

F009N004W17

F009N004W16

F009N004W16

F009N004W17

F009N004W17

F009N004W16

F009N004W16

F008N005W09

F008N005W09

F008N005W09

F008N005W09

F009N004W14

F009N004W14

F009N004W13

F009N004W13

F009N004W15

F009N004W14

F009N004W14

F009N004W13

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

242

243

244

245

246

247

248

249

250

251

252

253

254

255

256

257

258

259

260

261

262

263

264

265

266

267

268

269

270

271

272

273

274

275

276

277

278

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

ADL
Number

Parcel Name

Meridian Township
Range and Section

Acres

Count

703385

703386

703387

703388

703389

703390

703391

703392

703393

703394

703395

703396

703397

703398

703399

703400

703401

703402

703403

703404

703405

703406

703407

703408

703409

703410

703411

703412

703413

703414

703415

703416

703417

703418

703419

703420

703421

LVG 124

LVG 125

LVG 126

LVG 127

LVG 128

LVG 129

LVG 130

LVG 131

LVG 132

LVG 133

LVG 134

LVG 135

LVG 136

LVG 137

LVG 138

LVG 139

LVG 140

LVG 141

LVG 142

LVG 143

LVG 144

LVG 145

LVG 146

LVG 147

LVG 148

LVG 149

LVG 150

LVG 151

LVG 152

LVG 153

LVG 154

LVG 155

LVG 156

LVG 157

LVG 158

LVG 159

LVG 160

F009N004W13

F009N004W23

F009N004W23

F009N004W24

F009N004W24

F009N004W23

F009N004W23

F009N004W24

F009N004W24

F009N004W26

F009N004W26

F009N004W25

F009N004W25

F009N004W26

F009N004W26

F009N004W25

F009N004W25

F009N004W35

F009N004W35

F009N004W36

F009N004W36

F009N003W31

F009N004W35

F009N004W35

F009N004W36

F009N004W36

F009N003W31

F008N004W01

F008N004W01

F008N003W06

F008N004W01

F008N004W01

F008N003W06

F008N004W12

F008N004W12

F008N003W07

F008N003W07

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

160

279

280

281

282

283

284

285

286

287

288

289

290

291

292

293

294

295

296

297

298

299

300

301

302

303

304

305

306

307

308

309

310

311

312

313

314

315

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Claim Owner

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

Tower Hill Mines, Inc.

ADL
Number

703422

703423

703424

703425

703426

703427

703428

703429

703430

703431

703432

Parcel Name

Meridian Township
Range and Section

Acres

Count

LVG 161

LVG 162

LVG 163

LVG 164

LVG 165

LVG 166

LVG 167

LVG 168

LVG 169

LVG 170

LVG 171

F008N004W12

F008N004W12

F008N003W07

F008N003W07

F008N004W13

F008N004W13

F008N003W18

F008N004W13

F008N004W13

F008N004W24

F008N004W24

160

160

160

160

160

160

160

160

160

160

160

316

317

318

319

320

321

322

323

324

325

326

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Township

8 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

8 North

8 North

8 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

Range

5 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

5 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

Table A3: Federal Unpatented Placer Claims – 100% Owned

Section

BLM Claim #

Claim Name

15NW

31SE

32SW

32SW

32SW

32SW

32SW

32NE

32NE

32NE

32NE

32NE

29SE

28SW

28SW

29SE

6SW

6NE

5NW

32SW

32SE

32SE

32SE

32SE

32SE

32SE

32SE

32NE

1SE

61477

61478

61479

61480

61481

61482

61483

61484

61485

61486

61487

61488

61489

61490

61491

61492

61498

61499

61500

61501

61502

61503

61504

61505

61506

61507

61508

61493

61494

Patsy Bench

Black Bench

Little Ben Bench

Oregon

Moonshine

Blue Bird

Nerma Fisko

Prosper

#2 Below Heine Creek

Windy Association

Triangle

Black Dimond

Robin

Dimond Ski Association

Hoover Devide

Mellon

#9 Above Discovery Association

#10 Above Bench

Gem Association

#18 Above Discovery Association

Sunshine

Last Chance Fraction

#23 above Discovery Association

Star Association

May Association

Hot Air Association

Option Association

Tomtit Association

LaFrance Association

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table A4: Patented Claims – 100% Owned

Mineral
Survey

832

1604

1604

1604

1609

1609

1623

1624

1624

1625

1625

1640

1641

1641

1641

1641

1641

1641

1960

1960

1960

1960

1960

1963

1966

2060

2071

2152

2152

Patent
Number

743623

1041577

1041577

1041577

1043895

1043895

1073686

1073687

1073687

1075872

1075872

1069069

1069097

1069097

1069097

1069097

1069097

1069097

1036259

1036259

1036259

1036259

1036259

1045457

1031406

1117204

1117929

1127946

1127946

Claim Names

Wagner Association Bench

Snow Bird Bench

Mint Bench

Black Jack

Navada Bench Placer

Gold Brick Fraction Placer

Italy

Trustworthy Association

Imperial Association

Etna-Sunnyside Association

Sunny Bench Association

Duncan

Eureka or No. 22 Creek Above on Livengood

Placer Mining Claim No. 21 Above Discovery on Livengood Creek

Placer Mining Claim No. 20 Above Discovery on Livengood Creek

Placer Mining Claim No. 19 Above Discovery on Livengood Creek

Last Chance

Tolovana Bench

No.1 Above Discovery on Livengood Creek

The Tolovana Placer Mining Bench Claim on Right Limit of Livengood Creek

No.1 Above Discovery Bench

No. One Bench Fraction Above Discovery Right Limit Livengood Creek

Ready Bullion Placer Mining Bench Claim on Right Limit of Livengood Creek

Deep Channel Association

Golden Rod Association

Eldorado Bench

Marietta Association

Hidden Treasure

Hot Day

LPI
Ownership

100%

100%

100%

100%

100%

100%

100%

100%

100%

15/16

100%

100%

100%

100%

3/4

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Township

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

9 North

9 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

Range

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

4 West

4 West

4 West

4 West

5 West

5 West

5 West

5 West

5 West

5 West

4 West

4 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

Table A5: Federal Unpatented Placer Claims – 100% Owned

Section

BLM Claim #

Claim Name

11SE

11SE

11SW

11SE

11NE

11SE

11NE

11NE

11NE

12NW

12NW

12NW

12NW

1SW

1SW

7NW

6SW

6SW

6SE

11NE

11NE

12NW

12NW

12NW

1SW

33SW

33SW

28SW

28NW

21SE

21NE

21SE

16SE

16SW

16SW

16SE

61249

61250

61256

61257

61258

61259

61260

61261

61262

61263

61264

61265

61266

61267

61268

61269

61270

61271

61272

61273

61274

61275

61276

61277

61278

61292

61293

61322

61323

61324

61325

61326

61327

61328

61329

61330

#5 above Discovery

Star fraction

#3 above discovery

#4 above discovery

Dickey-fraction

#4-a above discovery

#5 above discovery bench

#5 bench fraction, 1st tier

Leitrim a/k/a letruim, letrium, letram association

#7 bench right limit 1st tier above discovery

#7 above discovery

Rosalind fraction

#8 above discovery

Chatham bench association

Gold dollar association claim

Basin association claim

Dorothy association bench claim

Riffle association claim

Montana association

High grade fraction

Triangle fraction

#6 above discovery

o.k. fraction

#1 frank (franklin) gulch

#2 franklin gulch

Cloud association

Ruby bench

Pete

Mike

Ike

Carolyn

Sunshine Fraction

Frio

Ring

Pilot

Dan

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Township

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

Range

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

Section

BLM Claim #

Claim Name

16SE

16SE

15SW

15SW

15NW

16NE

16NE

15NW

15NW

15NW

9SE

9SE

10SW

15NW

15NW

15NE

10SW

9SE

9NE

10NW

10NW

10NW

10SW

10NW

10SE

10SE

10NE

10NE

10NE

10SE

10NE

10NE

10NE

10NE

11NW

11NW

10NW

11NE

61331

61332

61333

61334

61335

61336

61337

61338

61339

61340

61341

61342

61343

61344

61345

61346

61347

61348

61349

61350

61351

61352

61353

61354

61355

61356

61357

61358

61359

61360

61361

61362

61363

61364

61365

61366

61367

61368

Nyuk

Sweede Association

Eureka Banch claim

Bessie Bench

Jeanne

Hawk

Gypsy

Reef Association

California Fraction

No. 1 Below Discovery

Horse

Close

No. 2 Below Myrtle Creek

No. 1 Bench Right Limit

No. 1 Bench Fraction

Discovery Livengood Cr. Association

Placer Mining Claim No. 1 Below Discovery

Destiny

Jackpot

Nancy

Paystreak Bench Claim

Eureka Bench Claim on Left Limit

Deep Channel Fraction

Colorado Association

George Association, 2nd Tier

Gan Fraction, 2nd Tier right limit

Colorado Fraction, 3rd tier right limit

Sacramento Bench

Three Star Association

Toni Placer Mining Claim

Little Butch

Horseshoe claim

Carryall

Fish Association

Homesite Bench

Virgina Association

Eagle Bench Association

Birch Fraction

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Township

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

8 North

9 North

8 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

9 North

Range

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

5 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

4 West

Section

BLM Claim #

Claim Name

2SE

2SW

2SE

1SW

1SW

1SW

1NW

1NE

1SE

1SE

1SE

6SW

6NW

6NW

6NW

6NW

6SW

6NE

6NE

6NW

31SE

6NE

31SE

32SW

32NW

32NW

29SE

28SE

28SE

28SE

27SW

28SW

29SW

1SW

61369

61370

61371

61372

61373

61374

61375

61376

61377

61378

61379

61380

61381

61382

61383

61385

61386

61387

61388

61389

61391

61392

61393

61394

61395

61396

61399

61406

61407

61408

61409

61420

63462

63466

Brendan or Brandon Bench

Xmas

Blanche

Audrey Fraction

Gold Dollar Fraction

Livengood Bench Right Limit

Snow

Ice

Harding (Pearson)

Mayflower Claim

Golden Gusher Bench Claim

Bonznza Bench

North Star Association

Black Bear Association

Tom Cat Bench

Flat Association

Magnus Opus

Banner Bench claim

Jewel Bench

Wild Cat bench

Hum Dinger

Red Claim

Jerry Association

Alaska

California Association claim

Gol Run Bench, 2nd Tier

Spring Association

Wedge Claim

Bulldozer

Eve

Resavoir Association

Alabam on the divide

Dome a/k/a Dome Association

Marjorie Bench

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table A6: State of Alaska Claims – 100% Owned

Claim Owner

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

ADL
Number

361349

361350

361351

Parcel Name

Galaxy 1

Galaxy 2

Galaxy 3

Livengood Placers, Inc.

361352

Galaxy 4

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

Livengood Placers, Inc.

361353

361354

361355

361356

361357

361358

361359

361360

361361

361362

361363

361364

361365

361366

361367

361368

603474

603475

603476

603477

Galaxy 5

Galaxy 6

Galaxy 7

Galaxy 8

Galaxy 9

Galaxy 10

Galaxy 11

Galaxy 12

Galaxy 13

Galaxy 14

Galaxy 15

Galaxy 16

Galaxy 17

Galaxy 18

Galaxy 19

Galaxy 20

FM9N4W28SW

FM9N4W28SE

FM9N4W28NE

FM9N4W28NW

Meridian Township
Range and Section

Acres

Count

F008N005W10

F008N005W10

F008N005W02

F008N005W02
F008N005W03
F008N005W10
F008N005W11

F008N005W10
F008N005W11

F008N005W02

F008N005W02
F008N005W11

F008N005W11

F008N005W02

F008N005W02
F008N005W11

F008N005W01
F008N005W02

F008N005W01
F008N005W02

F008N005W01
F008N005W02

F008N005W01

F008N005W01

F008N005W01

F008N004W06
F008N004W07
F009N004W31

F008N004W06
F009N004W31

F009N004W31

F009N004W31

F009N004W28

F009N004W28

F009N004W28

F009N004W28

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

40

160

160

160

160

327

328

329

330

331

332

333

334

335

336

337

338

339

340

341

342

343

344

345

346

347

348

349

350

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

Table A7: Hudson/Geraghty Lease - Federal Unpatented Lode Claims

BLM File
Number

55452

55453

55454

55455

55456

55457

55458

55459

55460

55461

55462

55463

55464

55465

55466

55467

55468

55469

55470

55471

Parcel Name

SHARON

DOROTHEA

LENORA

FOSTER

VANCE

TWERPIT

SAUNDERS

NICKIE

PATRICK

WHITE ROCK

SUNSHINE #1

SUNSHINE #2

OLD SMOKY

WITTROCK

BLACK ROCK

TRAPLINE

PATRICIA

ANNE

EILEEN

BRIDGET

Owner

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

GERAGHTY

GERAGHTY

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

HUDSON

APPENDIX A

FEBRUARY 2022

International Tower Hill Mines Ltd.

S-K 1300 – Technical Report Summary
Livengood Gold Project Pre-feasibility Study

The Property consists of the following six (6) unpatented Federal Lode and Placer claims:

Table A8: Tucker Lease – Federal Unpatented Lode and Placer Claims

File
Number

37580

37581

37582

37583

37584

37585

Parcel Name

Date Acquired

Acres

Type

Lillian No. 1

Satellite

Nickel Bench R.L.

The Nickel

Overlooked

The Lad

30-Sep-1968

30-Sep-1968

30-Jun-1972

12-Aug-1965

6-Sep-1975

12-Aug-1965

21

20

20

19

18

20

Lode Claim

Lode Claim

Placer Claim

Placer Claim

Placer Claim

Placer Claim

APPENDIX A

FEBRUARY 2022