10q10k10q10k.net

What changed in McEwen Inc.'s 10-K2024 vs 2025

vs

Paragraph-level year-over-year comparison of McEwen Inc.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+493 added484 removedSource: 10-K (2026-03-17) vs 10-K (2025-03-14)

Top changes in McEwen Inc.'s 2025 10-K

493 paragraphs added · 484 removed · 371 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

76 edited+19 added4 removed52 unchanged
Biggest changeEl Gallo Silver’s recoveries are 86% Au and 75% Ag. 10 Table of Contents MSC Mineral resources, exclusive of reserves, as at December 31, 2024: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG AgEq (g/t) Met Rec (%) San José (49% attrib.) 283 3.65 33.2 296 3.43 32.7 580 3.54 66.0 1,119 4.59 165.2 217.00 90 Total 283 3.65 33.2 296 3.44 32.7 580 3.54 66.0 1,119 4.59 165.2 Silver Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) COG AgEq (g/t) Met Rec (%) San José (49% attrib.) 283 181.00 1.6 296 120.00 1.1 580 150.00 2.8 1,119 252.00 9.1 217.00 90 Total 283 181.00 1.6 296 120.00 1.1 580 150.00 2.8 1,119 252.00 9.1 Mineral resources, exclusive of reserves, as at December 31, 2023: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG AgEq (g/t) Met Rec (%) San José (49% attrib.) 113 4.14 15.1 110 2.64 9.3 223 3.40 24.4 864 5.04 140.1 249.00 90 Total 113 4.14 15.1 110 2.63 9.3 223 3.40 24.4 864 5.04 140.1 Silver Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) COG AgEq (g/t) Met Rec (%) San José (49% attrib.) 113 223.00 0.8 110 185.00 0.7 223 204.00 1.5 864 329.00 9.1 249.00 90 Total 113 223.00 0.8 110 185.00 0.7 223 204.00 1.5 864 329.00 9.1 McEwen Copper Mineral resources, exclusive of reserves, as at December 31, 2024: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Cu (%) Met Rec (%) Los Azules (46.4% attrib.) 573,200 0.01 210.0 573,200 0.01 210.0 2,092,300 0.03 1,970.0 var 62-66 Total 573,200 0.01 210.0 573,200 0.01 210.0 2,092,300 0.03 1,970.0 Silver Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) COG Cu (%) Met Rec (%) Los Azules (46.4% attrib.) 573,200 0.25 4.6 573,200 0.25 4.6 2,092,300 1.03 69.2 var 54-69 Total 573,200 0.25 4.6 573,200 0.25 4.6 2,092,300 1.03 69.2 Copper Tonnes (000s) Cu Grade (%) Contained Cu (Blbs) Tonnes (000s) Cu Grade (%) Contained Cu (Blbs) Tonnes (000s) Cu Grade (%) Contained Cu (Blbs) Tonnes (000s) Cu Grade (%) Contained Cu (Blbs) COG Cu (%) Met Rec (%) Los Azules (46.4% attrib.) 573,200 0.40 5.1 573,200 0.40 5.1 2,092,300 0.31 12.4 var 95 Total 573,200 0.40 5.1 573,200 0.40 5.1 2,092,300 0.31 12.4 11 Table of Contents Mineral resources, exclusive of reserves, as at December 31, 2023: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Cu (%) Met Rec (%) Los Azules (47.7% attrib.) 589,200 0.01 220.0 589,200 0.01 220.0 2,150,900 0.03 2,020.0 0.03 62-66 Total 589,200 0.01 220.0 589,200 0.01 220.0 2,150,900 0.03 2,020.0 Silver Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) COG Cu (%) Met Rec (%) Los Azules (47.7% attrib.) 589,200 0.25 4.8 589,200 0.25 4.8 2,150,900 1.00 71.1 0.03 54-69 Total 589,200 0.25 4.8 589,200 0.25 4.8 2,150,900 1.00 71.1 Copper Tonnes (000s) Cu Grade (%) Contained Cu (Blbs) Tonnes (000s) Cu Grade (%) Contained Cu (Blbs) Tonnes (000s) Cu Grade (%) Contained Cu (Blbs) Tonnes (000s) Cu Grade (%) Contained Cu (Blbs) COG Cu (%) Met Rec (%) Los Azules (47.7% attrib.) 589,200 0.40 5.2 589,200 0.40 5.2 2,150,900 0.31 12.7 0.03 89-95 Total 589,200 0.40 5.2 589,200 0.40 5.2 2,150,900 0.31 12.7 The following table is a variance of the mineral resources from December 31, 2023 to December 31, 2024: Property Measured Indicated Measured & Indicated Inferred Mass % Grade % Metal % Mass % Grade % Metal % Mass % Grade % Metal % Mass % Grade % Metal % Froome mine (36.24) (11.34) (42.55) (2.26) (7.89) (11.76) (22.24) (9.49) (29.63) 17.48 2.03 18.75 Grey Fox 73.61 (24.17) 31.68 73.61 (24.19) 31.68 156.32 (24.14) 94.07 Stock West & Main Fuller 35.07 (9.18) 22.93 35.07 (9.18) 22.93 39.97 (14.08) 19.74 Stock East (29.71) 12.03 (21.05) (29.71) 12.58 (21.05) 2,657.14 14.66 2,400.00 Gold Bar mine 29.96 (9.33) 18.84 29.96 (9.33) 18.84 (34.68) (52.03) (68.90) Fenix Project (Gold) Fenix Project (Silver) 7.89 3.38 (0.35) (5.66) San José mine (Gold) 150.44 (11.84) 120.11 169.09 29.92 251.53 160.09 4.12 170.39 29.51 (8.93) 17.88 San José mine (Silver) 150.44 (18.83) 100.00 169.09 (35.14) 57.14 160.09 (26.47) 86.67 29.51 (23.40) Los Azules (Gold) (2.72) (4.55) (2.72) (4.55) (2.72) (2.48) Los Azules (Silver) (2.72) (4.17) (2.72) (4.17) (2.72) 3.00 (2.67) Los Azules (Copper) (2.72) (2.08) (2.72) (2.08) (2.72) (0.42) Others (18.25) 78.82 (25.96) (86.16) 405.94 (66.28) (66.38) 231.20 (44.21) 40.94 58.17 9.76 Notes to the 2024 Mineral Resource tables Mineral resources are not mineral reserves and do not have demonstrated economic viability.
Biggest changeTotal 573,179 0.40 5.1 573,179 0.40 5.1 2,092,315 0.27 12.4 12 Table of Contents The following table is a variance of the mineral resources from December 31, 2024 to December 31, 2025: Property Measured Indicated Measured & Indicated Inferred Mass % Grade % Metal % Mass % Grade % Metal % Mass % Grade % Metal % Mass % Grade % Metal % Froome mine (12.03) (28.78) (37.04) 69.88 (18.78) 40.00 30.20 (21.25) 1.75 79.76 (16.52) 47.37 Grey Fox 48.26 (17.03) 23.02 48.26 (17.03) 23.02 18.11 (19.39) (4.80) Stock West & Main 64.04 (20.54) 30.10 64.04 (20.54) 30.10 78.07 (21.96) 39.39 Fuller Stock East 106.70 (21.48) 62.67 106.70 (21.48) 62.67 133.16 (24.06) 74.00 Gold Bar mine 120.47 (23.53) 69.13 120.47 (23.53) 69.13 225.71 (27.12) 140.51 Lookout Mountain El Gallo (Gold) El Gallo (Silver) San José mine (Gold) (4.59) (19.73) (23.28) (31.42) (43.73) (61.46) (18.45) (29.38) (42.40) 16.71 (16.99) (3.12) San José mine (Silver) (4.59) 11.60 12.50 (31.42) 5.00 (27.27) (18.45) 12.67 (7.14) 16.71 (11.90) 2.20 Los Azules (Gold) 141.08 (5.86) 126.96 144.59 (5.53) 131.06 10.92 21.87 35.18 Los Azules (Silver) 141.08 7.54 159.25 144.59 (19.59) 165.20 10.92 (9.53) 0.35 Los Azules (Copper) (23.13) (36.36) (50.87) (22.01) (36.70) (50.43) (6.19) (20.47) (25.39) Others 13.35 (11.80) 24.26 (14.00) 6.90 16.72 (12.70) 1.89 44.69 (18.60) 17.78 Notes to the 2025 Mineral Resource tables Mineral resources are not mineral reserves and do not have demonstrated economic viability.
ITEM 1. BUSINES S History and Organization McEwen Mining Inc. (the “Company”) is a gold and silver mining production and exploration company with an advanced copper development project, focused on the Americas. We were incorporated under the laws of the state of Colorado in 1979 as US Gold Corp.
ITEM 1. BUSINES S History and Organization McEwen Inc. (the “Company”) is a gold and silver mining production and exploration company with an advanced copper development project, focused on the Americas. We were incorporated under the laws of the state of Colorado in 1979 as US Gold Corp.
The gold is stripped from the carbon and recovered with electrowinning cells, after which the gold is poured into doré bars. At the Gold Bar mine and the previously operating El Gallo mine, both open pit operations, the mineralized material is processed using heap leaching methods.
The gold is stripped from the carbon and recovered with electrowinning cells, after which the gold is poured into doré bars. At the Gold Bar mine and the previously operating El Gallo mine, both open pit operations, mineralized material is processed using heap leaching methods.
Customers Production from the Gold Bar mine and the Fox Complex is sold as refined metal on the spot market or doré under the terms set out in doré purchase agreements. The Company has entered into doré purchase agreements with Asahi Refining (“Asahi”), and Auramet International LLC (“Auramet”).
Customers Production from the Gold Bar Mine Complex and the Fox Complex is sold as refined metal on the spot market or doré under the terms set out in doré purchase agreements. The Company has entered into doré purchase agreements with Asahi Refining (“Asahi”), and Auramet International LLC (“Auramet”).
The development of the Los Azules project presents challenges that may negatively affect, if not completely negate, the feasibility for development of the property. We may acquire additional exploration-stage properties on which reserves may never be discovered. The nature of mineral exploration and production activities involves a high degree of risk and the possibility of uninsured losses that could adversely and materially affect our operations. Our operations are subject to permitting requirements which could require us to delay, suspend or terminate our operations on our mining properties. Tariffs and the imposition of other restrictions on trade could adversely affect our operating costs. Our operations in Argentina, Mexico, and Canada subject us to political and social risks. Our operations face substantial regulation of health and safety. Reform of the General Mining Law in the United States could adversely affect our results of operations. Title to mineral properties can be uncertain, and we may be at risk of loss of ownership of one or more of our properties. We cannot ensure that we will have an adequate supply of water to complete desired exploration or development of our mining properties. Our ongoing operations and past mining activities are subject to environmental risks, which could expose us to significant liability and delay, suspension, or termination of our operations. Our industry is highly competitive, attractive mineral lands are scarce, and we may not be able to obtain quality properties. We rely on contractors to conduct a significant portion of our operations and construction projects. If our employees or contractors engage in a strike, work stoppage or other slowdown, we could experience business disruptions and/or increased costs. Our business is sensitive to nature and climate conditions. Mining companies are increasingly required to consider and provide benefits to the communities, including indigenous communities, and countries, in which they operate in order to maintain operations. 18 Table of Contents Risks Related to Our Common Stock A small number of existing shareholders own a significant portion of McEwen Mining common stock, which could limit your ability to influence the outcome of any shareholder vote. Our stock price may be volatile, and as a result you could lose all or part of your investment. Failure of the Company to maintain compliance with the NYSE or TSX listing requirements could result in delisting of our common stock, which in turn could adversely affect our future financial condition and the market for our common stock. Failure of the Company to maintain proper and effective internal controls could impair our ability to produce accurate financial statements on a timely basis, which could adversely affect the market price of our common stock. The future issuances of our common stock will dilute current shareholders and may reduce the market price of our common stock. General Risks We do not insure against all risks to which we may be subject in our operations. Our business is subject to the U.S.
The development of the Los Azules project presents challenges that may negatively affect, if not completely negate, the feasibility for development of the property. We may acquire additional exploration-stage properties on which reserves may never be discovered. The nature of mineral exploration and production activities involves a high degree of risk and the possibility of uninsured losses that could adversely and materially affect our operations. Our operations are subject to permitting requirements which could require us to delay, suspend or terminate our operations on our mining properties. Tariffs and the imposition of other restrictions on trade could adversely affect our operating costs. 18 Table of Contents Our operations in Argentina, Mexico, and Canada subject us to political and social risks. Our operations face substantial regulation of health and safety. Reform of the General Mining Law in the United States could adversely affect our results of operations. Title to mineral properties can be uncertain, and we may be at risk of loss of ownership of one or more of our properties. We cannot ensure that we will have an adequate supply of water to complete desired exploration or development of our mining properties. Our ongoing operations and past mining activities are subject to environmental risks, which could expose us to significant liability and delay, suspension, or termination of our operations. Our industry is highly competitive, attractive mineral lands are scarce, and we may not be able to obtain quality properties. We rely on contractors to conduct a significant portion of our operations and construction projects. If our employees or contractors engage in a strike, work stoppage or other slowdown, we could experience business disruptions and/or increased costs. Our business is sensitive to nature and climate conditions. Mining companies are increasingly required to consider and provide benefits to the communities, including indigenous communities, and countries, in which they operate in order to maintain operations. Risks Related to Our Common Stock A small number of existing shareholders own a significant portion of McEwen Inc. common stock, which could limit your ability to influence the outcome of any shareholder vote. Our stock price may be volatile, and as a result you could lose all or part of your investment. Failure of the Company to maintain compliance with the NYSE or TSX listing requirements could result in delisting of our common stock, which in turn could adversely affect our future financial condition and the market for our common stock. Failure of the Company to maintain proper and effective internal controls could impair our ability to produce accurate financial statements on a timely basis, which could adversely affect the market price of our common stock. The future issuances of our common stock will dilute current shareholders and may reduce the market price of our common stock. General Risks We do not insure against all risks to which we may be subject in our operations. Our business is subject to the U.S.
These prices were based off the 3-year trailing average of the London Closing Fix for 2017 to 2019 ($1,306/oz and $16.32/oz) sourced from Kitco’s Historical Data charts. Mineral resources are stated as in situ for El Gallo Silver, and as crushed and stacked, ready for hauling and processing for the El Gallo mine HLM. El Gallo Silver: Milling recovery assumptions of 86% (sulfide) and 75% (oxide) for silver and 86% gold.
These prices were based off the 3-year trailing average of the London Closing Fix for 2017 to 2019 ($1,306/oz and $16.32/oz) sourced from Kitco’s Historical Data charts. Mineral resources are stated as in situ for El Gallo Silver, and as crushed and stacked, ready for hauling and processing for the El Gallo HLM. El Gallo Silver: Milling recovery assumptions of 86% (sulfide) and 75% (oxide) for silver and 86% gold.
All our financial information is reported in United States (U.S.) dollars, unless otherwise noted. References to our company include, where the context requires, all our subsidiaries. 3 Table of Contents Segment Information Our operating segments include Canada, United States, Mexico, MSC and McEwen Copper Inc. Financial information for each of our reportable segments can be found under Item 7.
All our financial information is reported in United States (U.S.) dollars, unless otherwise noted. References to our company include, where the context requires, all our subsidiaries. 3 Table of Contents Segment Information Our operating segments include Canada, United States, Mexico, MSC and McEwen Copper. Financial information for each of our reportable segments can be found under Item 7.
RISK FACTORS.” Risks Related to Our Financial Condition, Results of Operation and Cash Flows Our results of operations, cash flows and the value of our properties are highly dependent on the market prices of gold, silver, and copper and these prices can be volatile, which may cause volatility in the price of our common stock. We have incurred substantial losses in prior years and may not be consistently profitable in future years. Our current operations require substantial capital investment from outside sources, and we may be unable to raise additional funding on favorable terms to develop additional mining operations. Our ongoing reliance on equity funding will and any conversion of our convertible debt could result in continued dilution to our existing shareholders. Our indebtedness adversely affects our cash flow and may adversely affect our ability to operate our business. Our outstanding convertible debt may impact the trading price of our common stock. Any failure to meet our debt obligations could harm our business and financial condition and may require us to sell assets or take other steps to satisfy the debt. Increased operating and capital costs could adversely affect our results of operations. If we do not hedge our exposure to reductions in gold and silver prices, we may be subject to significant reductions in the price we receive for our products. Estimates relating to new development projects and mine plans of existing operations are uncertain and we may incur higher costs and lower economic returns than estimated. We are subject to foreign currency risks which may increase our costs and affect our results of operation. Our continuing reclamation obligations at Tonkin, Gold Bar, Fox Complex, El Gallo, and other properties could require significant additional expenditure. There is no guarantee that we will declare distributions to shareholders. 17 Table of Contents Risks Relating to our Operations as a Mining Company Our estimates of proven and probable mineral reserves and resources are based on interpretation and assumptions and may yield less mineral production than is currently estimated or may result in additional impairment charges to our operations. We may be unable to replace gold and silver reserves as they become depleted. Our acquisitions may not achieve their intended results. We own our 49.0% interest in the San José mine under the terms of an option and joint venture agreement and are therefore unable to control all aspects of the exploration and development of, and production from, this property. We own our 46.4% interest in the Los Azules project under the terms of the shareholder agreement and are therefore unable to control all aspects of the exploration and development of this property.
RISK FACTORS.” Risks Related to Our Financial Condition, Results of Operation and Cash Flows Our results of operations, cash flows and the value of our properties are highly dependent on the market prices of gold, silver, and copper and these prices can be volatile, which may cause volatility in the price of our common stock. We have incurred substantial losses in prior years and may not be consistently profitable in future years. Our current operations require substantial capital investment from outside sources, and we may be unable to raise additional funding on favorable terms to develop additional mining operations. Our ongoing reliance on equity funding and any conversion of our convertible debt could result in continued dilution to our existing shareholders. Our indebtedness adversely affects our cash flow and may adversely affect our ability to operate our business. Our outstanding convertible debt may impact the trading price of our common stock. Any failure to meet our debt obligations could harm our business and financial condition and may require us to sell assets or take other steps to satisfy the debt. Increased operating and capital costs could adversely affect our results of operations. If we do not hedge our exposure to reductions in gold and silver prices, we may be subject to significant reductions in the price we receive for our products. Estimates relating to new development projects and mine plans of existing operations are uncertain and we may incur higher costs and lower economic returns than estimated. We are subject to foreign currency risks which may increase our costs and affect our results of operation. Our continuing reclamation obligations at Tonkin, Gold Bar mine, Fox Complex, El Gallo, and other properties could require significant additional expenditure. There is no guarantee that we will declare distributions to shareholders. Risks Relating to our Operations as a Mining Company Our estimates of proven and probable mineral reserves and resources are based on interpretation and assumptions and may yield less mineral production than is currently estimated or may result in additional impairment charges to our operations. We may be unable to replace gold and silver reserves as they become depleted. Our acquisitions may not achieve their intended results. We own our 49.0% interest in the San José mine under the terms of an option and joint venture agreement and are therefore unable to control all aspects of the exploration and development of, and production from, this property. We own our 46.3% interest in the Los Azules project under the terms of the shareholder agreement and are therefore unable to control all aspects of the exploration and development of this property.
Foreign Corrupt Practices Act and similar worldwide anti-bribery laws, a breach or violation of which could lead to civil and criminal fines and penalties, loss of licenses or permits and reputational harm. We conduct operations in several foreign countries and are exposed to legal, political and social risks associated with those operations. Our business depends on good relations with our employees, and if we are unable to attract and retain additional highly skilled employees, our business and future operations may be adversely affected. Our business could be negatively impacted by security threats, including cybersecurity threats, and other disruptions. Several of our directors and officers are residents outside of the United States, and it may be difficult for shareholders to enforce within the United States any judgments obtained against such directors or officers. The laws of the State of Colorado, our Articles of Incorporation and agreements with certain officers and directors may protect our directors from certain types of lawsuits. We may be required to write down certain long-lived assets, due to metal prices, operational challenges or other factors.
Foreign Corrupt Practices Act and similar worldwide anti-bribery laws, a breach or violation of which could lead to civil and criminal fines and penalties, loss of licenses or permits and reputational harm. We conduct operations in several foreign countries and are exposed to legal, political and social risks associated with those operations. Our business depends on good relations with our employees, and if we are unable to attract and retain additional highly skilled employees, our business and future operations may be adversely affected. Our business could be negatively impacted by security threats, including cybersecurity threats, and other disruptions. Several of our directors and officers are residents outside of the United States, and it may be difficult for shareholders to enforce within the United States any judgments obtained against such directors or officers. The laws of the State of Colorado, our Articles of Incorporation and agreements with certain officers and directors may protect our directors from certain types of lawsuits. 19 Table of Contents We may be required to write down certain long-lived assets, due to metal prices, operational challenges or other factors.
Under the terms of the agreement with Auramet, we have an option to sell up to 100% of the gold and silver contained in doré bars produced at the Gold Bar and Fox Complex prior to the completion of refining.
Under the terms of the agreement with Auramet, we have an option to sell up to 100% of the gold and silver contained in doré bars produced at the Gold Bar Mine Complex and Fox Complex prior to the completion of refining.
Our inability to compete with other companies for these resources would have a material adverse effect on our results of operation, financial condition and cash flows. 14 Table of Contents General Government Regulations In the United States, Canada, Mexico, and Argentina, we are subject to various governmental laws and regulations, including environmental regulations.
Our inability to compete with other companies for these resources would have a material adverse effect on our results of operation, financial condition and cash flows. 15 Table of Contents General Government Regulations In the United States, Canada, Mexico, and Argentina, we are subject to various governmental laws and regulations, including environmental regulations.
Other than the San José mine and the Los Azules copper project, both located in Argentina, we generally conduct our activities as the sole operator, but we may enter into strategic arrangements with other companies through joint venture or similar agreements. We hold our mineral property interests and operate our business through various subsidiary companies.
Other than the San José mine and the Los Azules copper project, both located in Argentina, we generally conduct our activities as the sole owner, but we may enter into strategic arrangements with other companies through joint venture or similar agreements. We hold our mineral property interests and operate our business through various subsidiary companies.
Additional regulations or requirements may also be imposed upon our operations, tailings, and waste disposal areas, as well as upon mine closure under federal and state environmental laws and regulations, including, without limitation, CERCLA, the Clean Water Act, Clean Air Act, the Endangered Species Act, and state law equivalents. See Item 8 .
Additional regulations or requirements may also be imposed upon our operations, tailings, and waste disposal areas, as well as upon mine closure, under federal and state environmental laws and regulations, including, without limitation, CERCLA, the Clean Water Act, Clean Air Act, the Safe Drinking Water Act, the Endangered Species Act, and state law equivalents. See Item 8 .
Financial Statements and Supplementary Data , Note 12 , Asset Retirement Obligations , for information on reclamation obligations under governmental environmental laws. 15 Table of Contents We have reviewed and considered current federal legislation relating to climate change and do not believe it to have a material effect on our operations.
Financial Statements and Supplementary Data , Note 12 , Asset Retirement Obligations , for information on reclamation obligations under governmental environmental laws. 16 Table of Contents We have reviewed and considered current federal legislation relating to climate change and do not believe it to have a material effect on our operations.
MSC has sales agreements with each of these purchasers. The remaining 43% of San José’s sales are made to several customers under smaller contract quantities. If our customer relationships or MSC’s customer relationships were interrupted for any reason, we believe that we or MSC could locate other purchasers for our products.
MSC has sales agreements with each of these purchasers. The remaining 45% of San José’s sales are made to several customers under smaller contract quantities. If our customer relationships or MSC’s customer relationships were interrupted for any reason, we believe that we or MSC could locate other purchasers for our products.
Of our employees in Mexico, 39 are covered by union labor contracts and we believe we have good relations with them. As part of our fundamental need to attract and retain talent, we regularly evaluate our compensation, benefits, and employee wellness offerings. We have determined that our compensation arrangements are competitive in the industry.
Of our employees in Mexico, 82 are covered by union labor contracts and we believe we have good relations with them. As part of our fundamental need to attract and retain talent, we regularly evaluate our compensation, benefits, and employee wellness offerings. We have determined that our compensation arrangements are competitive in the industry.
Supplemental healthcare is provided above government requirements in both Canada and Mexico. 16 Table of Contents Risk Factor Summary Our business and operations are subject to a number of risks and uncertainties which you should be aware of prior to making a decision to invest in our common stock.
Supplemental healthcare is provided above government requirements in both Canada and Mexico. 17 Table of Contents Risk Factor Summary Our business and operations are subject to a number of risks and uncertainties which you should be aware of prior to making a decision to invest in our common stock.
For the 2024 mineral reserves estimate, inaccessible mineral resources that contained insufficient tonnages to permit the development of local infrastructure, mineral resources in mined out/isolated areas, mineral resources located in sill and rib pillars and operationally lost mineral resources were not included in the mineral reserves estimate.
For the 2025 mineral reserves estimate, inaccessible mineral resources that contained insufficient tonnages to permit the development of local infrastructure, mineral resources in mined out/isolated areas, mineral resources located in sill and rib pillars and operationally lost mineral resources were not included in the mineral reserves estimate.
At our Black Fox and Froome mines in Canada, mineralized material from the underground mine is fed to a crushing plant at the mine site and the crushed material is transported to our Stock mill. The final sized product is then leached with cyanide, and gold-cyanide in solution is recovered to activated carbon.
At our Froome mine in Canada, mineralized material from the underground mine is fed to a crushing plant at the mine site and the crushed material is transported to our Stock mill. The final sized product is then leached with cyanide, and gold-cyanide in solution is recovered to activated carbon.
Over 96% of our U.S. employees are enrolled in our medical benefit plan, over 93% of U.S. employees contribute to our 401(k) plan and over 82% of employees in Canada contribute to our registered retirement plans.
Over 96% of our U.S. employees are enrolled in our medical benefit plan, over 93% of U.S. employees contribute to our 401(k) plan and over 95% of employees in Canada contribute to our registered retirement plans.
Mineral resources stated are contained within a $2,000/oz gold sales price Lerchs-Grossmann pits based on end of December 2024 topography. The gold price used in estimating mineral resources of $2,000 was based on the trailing average from 2022 to 2024 and long-term consensus pricing forecasts for 2025 and 2026. Resources are reported as in-situ.
Mineral resources stated are contained within a $3,000/oz gold sales price Lerchs-Grossmann pits based on end of December 2025 topography. The gold price used in estimating mineral resources of $3,000 was based on the trailing average from 2022 to 2025 and long-term consensus pricing forecasts for 2026 and 2027. Resources are reported as in-situ.
All our employees based in Toronto work in an executive, technical or administrative position, while our employees in the United States, Timmins, and Mexico include management, laborers, craftsmen, miners, geologists, environmental specialists, information technologists, and various other support roles. As of December 31, 2024, MSC had 1,440 employees in Argentina.
All our employees based in Toronto work in an executive, technical or administrative position, while our employees in the United States, Timmins, and Mexico include management, laborers, craftsmen, miners, geologists, environmental specialists, information technologists, and various other support roles. As of December 31, 2025, MSC had 1,495 employees in Argentina.
Cut-off grades are variable and based on the presence or not of clay content, carbon content and recoveries. Changes in mineral resources are due to mining depletion during 2024, updated metal price, and updated block models at Gold Bar South, Pick, Ridge, Hunter, and Cabin based on new drilling results.
Cut-off grades are variable and based on the presence or not of clay content, carbon content and recoveries. Changes in mineral resources are due to mining depletion during 2025 at Pick and Gold Bar South, updated metal price, and updated block models at Pick based on new drilling results.
Mexico Mineral resources, exclusive of reserves, as at December 31, 2024: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Met Rec (%) Fenix Project 9,000 0.51 148.0 5,700 0.27 50.0 14,700 0.42 199.0 300 0.41 4.0 var (1) var (2) Total 9,000 0.51 148.0 5,700 0.27 50.0 14,700 0.42 199.0 300 0.41 4.0 Silver Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) COG Met Rec (%) Fenix Project 9,000 19.00 6.0 5,700 79.00 15.0 14,700 42.00 20.0 300 33.00 0.3 var (1) var (2) Total 9,000 19.00 6.0 5,700 79.00 15.0 14,700 42.00 20.0 300 33.00 0.3 (1) The El Gallo mine’s HLM has no COG as the entire heap is processed with zero selectivity.
El Gallo Silver’s recoveries are 86% Au and 75% Ag. Mineral resources, exclusive of reserves, as at December 31, 2024: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Met Rec (%) El Gallo 9,000 0.51 148.0 5,700 0.27 50.0 14,700 0.42 199.0 300 0.41 4.0 var (1) var (2) Total 9,000 0.51 148.0 5,700 0.27 50.0 14,700 0.42 199.0 300 0.41 4.0 Silver Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) COG Met Rec (%) El Gallo 9,000 19.00 5.6 5,700 79.00 14.5 14,700 42.00 20.0 300 33.00 0.3 var (1) var (2) Total 9,000 19.00 5.6 5,700 79.00 15.0 14,700 42.00 20.0 300 33.00 0.3 (1) The El Gallo mine’s HLM has no COG as the entire heap is processed with zero selectivity.
Mineral reserves are based on the following economic input parameters: $6.12 per average ore tonne mining cost, $4.67 per average waste tonne mining cost, $5.41 per ore tonne crushed process cost, $2.57 per average ore tonne run-of-mine (“ROM”) process cost, $4.16 per average ore tonne general and administrative (“G&A”) cost, $0.475/oz gold refining charge, $1.538/oz transport & sales cost, 99.95% payable gold, and a 1% royalty at Gold Bar South only.
Mineral reserves are based on the following economic input parameters: $6.17 per average ore tonne mining cost, $4.67 per average waste tonne mining cost, $5.41 per ore tonne crushed process cost, $2.57 per average ore tonne run-of-mine (“ROM”) process cost, $4.24 per average ore tonne general and administrative (“G&A”) cost, $0.475/oz gold refining charge, $1.538/oz transport & sales cost, 99.95% payable gold, a 1% royalty at Gold Bar South and Hunter and a 2% royalty at Cabin.
The December 31, 2024 mineral reserves estimate was based on a gold price of $1,750/oz and a silver price of $23/oz. P&E determined that these metal prices are suitable to be utilized for mineral reserve estimation since they are based on recognized consensus forecast metal prices.
The December 31, 2025 mineral reserves estimate was based on a gold price of $2,750/oz and a silver price of $31/oz. P&E determined that these metal prices are suitable to be utilized for mineral reserve estimation since they are based on recognized consensus forecast metal prices.
The gold price used in estimating mineral resources of $2,000 was based on the trailing average from 2022 to 2024 and long-term consensus pricing forecasts for 2025 and 2026. Resources are stated as in-situ. In addition, underground constraining shapes were used to better define reasonable prospects for eventual economic extraction.
The gold price used in estimating mineral resources of $3,000 was based on a combination of the trailing average from 2022 to 2025 and long-term consensus pricing forecasts for 2026 and 2027. Resources are stated as in-situ. In addition, underground constraining shapes were used to better define reasonable prospects for eventual economic extraction.
Canada Fox Complex Mineral resources for the Froome mine are reported above an economic cut-off grade of 2.05 g/t gold assuming underground extraction methods and based on a mining cost of C$84.59/t, milling cost of C$43.48/t, G&A cost of C$21.70/t, metallurgical recovery of 89.5%, royalty of C$9.72/t, dilution of 15%, and gold price of $2,000/oz.
Canada Mineral resources for the Froome mine are reported above an economic cut-off grade of 1.35 g/t gold assuming underground extraction methods and based on a mining cost of C$84.59/t, milling cost of C$43.48/t, G&A cost of C$21.70/t, metallurgical recovery of 89.5%, royalty of C$9.72/t, dilution of 15%, and gold price of $3,000/oz.
San José mine Mineral reserves are reported at McEwen’s 49% attributable interest. Hochschild hold a 51% interest in San José. COG is reported in silver equivalent grams per tonne, calculated using a ratio of 75:1 Ag:Au. For mineral reserves, the silver equivalent COG is: cut & fill 286 g/t silver equivalent, long hole 250 g/t silver equivalent.
San José mine Mineral reserves are reported at McEwen’s 49% attributable interest. Hochschild hold a 51% interest in San José. COG is reported in silver equivalent grams per tonne, calculated using a ratio of 83:1 Ag:Au. For mineral reserves, the silver equivalent COG is: cut & fill 192 g/t silver equivalent, long hole 176 g/t silver equivalent.
Mineral reserves are contained within an engineered pit design based on end of December 2024 topography. The metal price used $1,850/oz for mineral reserves reflects a conservative combination of a recent trailing average sourced from Kitco’s Historic Price data and a consensus forecast via Bloomberg.
Mineral reserves are contained within an engineered pit design based on the end of December 2025 topography. The metal price used $2,750/oz for mineral reserves reflects a conservative combination of a recent trailing average sourced from Kitco’s Historic Price data and a consensus forecast via Bloomberg.
As at December 31, 2024, we accrued $46.1 million for reclamation costs relating to currently developed and producing properties. These amounts are included in reclamation and remediation liabilities on I tem 8 . Financial Statements and Supplementary Data , Consolidated Balance Sheets. U.S.
As at December 31, 2025, we accrued $45.9 million for reclamation costs relating to currently developed and producing properties. These amounts are included in reclamation and remediation liabilities on I tem 8 . Financial Statements and Supplementary Data , Consolidated Balance Sheets. U.S.
Metallurgical recovery assumptions for the HLM are 85% gold and 60% silver. 13 Table of Contents The mineral resources for the Fenix Project have remained the same as last year as no drilling, mining or irrigation activity has taken place during 2024.
Metallurgical recovery assumptions for the HLM are 85% gold and 60% silver. 14 Table of Contents Mineral resources have remained the same as last year as no drilling, mining or irrigation activity has taken place during 2025.
(2) The reserve estimate for the San José mine as at December 31, 2024, presented on a 49% basis, was prepared by and audited by P&E Mining Consultants Inc.
(2) The reserve estimate for the San José mine as at December 31, 2025, presented on a 49% basis, was prepared by Hochschild and audited by P&E Mining Consultants Inc. (“P&E”).
We own 100% of the Froome mine and Stock mill in Ontario, Canada, 100% of the Gold Bar mine in Nevada, 100% of the Fenix Project in Sinaloa, Mexico, a 46.4% interest in McEwen Copper Inc., the owner of the Los Azules copper project (“Los Azules”) in San Juan, Argentina, and a 49% interest in MSC, the owner and operator of the San José mine in Santa Cruz, Argentina.
We own 100% of the Froome mine and Stock mill in Ontario, Canada; 100% of the Gold Bar Mine Complex in Nevada; 100% of El Gallo (previously known as the Fenix Project) in Sinaloa, Mexico; a 46.3% interest in McEwen Copper Inc., the owner of the Los Azules copper project (“Los Azules”) in San Juan, Argentina; and a 49% interest in MSC, the owner and operator of the San José mine in Santa Cruz, Argentina.
The reference point for the mineral reserves is at the primary crusher. The following changes have impacted mineral reserves during 2024: mining depletion at Pick and Gold Bar South; operating costs increase largely driven by an increase in mining costs; revised interpretation of the mineralization and 7 Table of Contents geological model, project costs were re-estimated based on current mining activity and current contractor quotes and updated engineered pit designs.
The reference point for the mineral reserves is at the primary crusher. The following changes have impacted mineral reserves during 2025: mining depletion at Pick and Gold Bar South; operating costs increased largely driven by an increase in mining costs; revised interpretation of the mineralization and geological model, an increase to the reserve metal price, project costs were re-estimated based on current mining activity, current contractor quotes and updated engineered pit designs.
Concentrate, as well as slag and fine carbons (which are by-products of the gold production process), are sent to third party smelters for further recovery of gold and silver. During 2024, production consisted of 100% doré from the Gold Bar mine, 97% doré and 3% slag and fine carbon from the Fox Complex, and 100% slag and fine carbon from El Gallo Mine.
Concentrate, as well as slag and fine carbons (which are by-products of the gold production process), are sent to third party smelters for further recovery of gold and silver. During 2025, production consisted of 100% doré from the Gold Bar Mine Complex, 98% doré and 2% slag and fine carbon from the Fox Complex, and 91% doré and 9% slag and fine carbon from El Gallo.
Mineral reserves as presented are in place and include average internal dilution of 5%, average mining and geotechnical dilution of 48%, and mine extraction of 35%, but do not include allowances for mill or smelter recoveries.
Mineral reserves as presented are in place and include average internal dilution of 31%, average mining and geotechnical dilution of 50%, and mine extraction of 45%, but do not include allowances for mill or smelter recoveries.
The Froome and Black Fox mines, the Stock project, and Grey Fox mineral resources used improvements to modeling and estimation methodology and updates based on drilling and chip sampling results.
The Froome and Black Fox mines, the Stock project, and Grey Fox mineral resources used improvements to modeling and estimation methodology and updates based on drilling and chip sampling results. The Froome and Black Fox mines also included changes due to mining depletion.
Mineral resources for the Stock project (East zone) are reported above an economic cut-off grade of 1.95 g/t gold assuming underground extraction methods and based on a mining cost of $84.59/t, milling cost of $43.48/t, G&A cost of $27.67/t, metallurgical recovery of 93%, and gold price of $2,000/oz.
Mineral resources for Black Fox are reported above an economic cut-off grade of 1.35 g/t gold assuming underground extraction methods and based on a mining cost of C$84.59/t, milling cost of C$43.48/t, G&A cost of C$27.67/t, metallurgical recovery of 95%, dilution of 15% and gold price of $3,000/oz. 13 Table of Contents Mineral resources for the Stock project (East zone) are reported above an economic cut-off grade of 1.30 g/t gold assuming underground extraction methods and based on a mining cost of C$84.59/t, milling cost of C$43.48/t, G&A cost of C$27.67/t, metallurgical recovery of 93%, and gold price of $3,000/oz.
We had attributable estimated inferred mineral resources of 2.9 million ounces of gold, 78.6 million ounces of silver, and 5.5 million tonnes (or 12.7 billion pounds) of copper at December 31, 2024. The measured, indicated, and inferred resource figures presented herein are estimates based on information available at the time of calculation and are exclusive of reserves.
We had attributable estimated inferred mineral resources of 3.86 million ounces of gold, 79.1 million ounces of silver, and 4.2 million tonnes (or 9.3 billion pounds) of copper at December 31, 2025. The measured, indicated, and inferred resource figures presented herein are estimates based on information available at the time of calculation and are exclusive of reserves.
COGs are variable and based on the presence or not of clay content, carbon content and recoveries and range from 0.0046 o/t to 0.0287 o/t.
COGs are variable and based on the presence or not of clay content, carbon content and recoveries and range from 0.09 g/t (0.0027 o/t) to 0.71 g/t 0.0206 o/t.
Mineral Resources for Fuller are reported above an economic cut-off grade of 1.95 g/t gold assuming underground extraction methods and based on a mining cost of C$99.9/t, milling cost of Cs$34.62/t, G&A cost of C$11.65/t, metallurgical recovery of 88%, 10% Net Profits Interest royalty, dilution of 15% and gold price of $2,000/oz. 12 Table of Contents Mineral resources for the Stock project (West and Main zones) are reported above an economic cut-off grade of 1.95 g/t gold assuming underground extraction methods and based on a mining cost of C$84.59/t, milling cost of C$43.48/t, G&A cost of C$27.67/t, metallurgical recovery of 93%, dilution of 15%, and gold price of $2,000/oz.
Mineral resources for Fuller are reported above an economic cut-off grade of 1.95 g/t gold assuming underground extraction methods and based on a mining cost of C$99.9/t, milling cost of C$34.62/t, G&A cost of C$11.65/t, metallurgical recovery of 88%, 10% Net Profits Interest royalty, dilution of 15% and gold price of $2,000/oz.
Recoveries are variable and as follows: ) 86% crushed oxide recovery at Pick & Cabin and 78% at Ridge, 0% mid-carbon recovery at Pick, Ridge and Cabin, 79% ROM oxide recovery at Pick & Cabin and 72% at Ridge, 61% ROM oxide recovery at Gold Bar South & Hunter, 0% ROM mid-carbon recovery.
Recoveries are variable and as follows: 86% crushed oxide recovery at Pick, 90% at Cabin and 78% at Ridge, 50% mid-carbon recovery at Pick, Ridge and Cabin, 79% ROM oxide recovery at Pick, 90% at Cabin, 72% at Ridge, 75% at GBS & Hunter, 0% ROM mid-carbon recovery.
However, any interruption may temporarily disrupt the sale of our products and may affect our operating results. Human Capital Resources As of December 31, 2024, we had 424 employees, including 103 in the United States, 22 in Toronto, Ontario, Canada, 210 in Timmins, Ontario, Canada, and 89 in Mexico.
However, any interruption may temporarily disrupt the sale of our products and may affect our operating results. Human Capital Resources As of December 31, 2025, we had 486 employees, including 113 in the United States, 30 in Toronto, Ontario, Canada, 213 in Timmins, Ontario, Canada, and 130 in Mexico.
This value is stored for each block of the model as Net Smelter Return (“NSR”) and used to generate an open pit with variable cutoff values to cover the material types and recovery methodology ($2.74/t for the Leach material, $5.46/t for Enriched in the mill and $5.43 for Primary in the mill).
This value is stored for each block of the model as Net Smelter Return (“NSR”) and used to generate an open pit with variable cutoff values to cover the material types and recovery methodology (ranging from $4.79/tonne NSR to $7.23/tonne NSR for the Leach material, $5.13/tonne NSR for Enriched in the mill and $5.11/tonne NSR for Primary in the mill).
Mineral resources for Grey Fox are reported above an economic cut-off grade of 1.60 g/t gold assuming underground extraction methods and based on a mining cost of C$79.05/t, milling cost of C$29.01/t, G&A cost of C$15.03/t, metallurgical recovery of 90%, NSR royalty of 2.45%, dilution of 15%, and gold price of $2,000/oz.
Mineral resources for Grey Fox are reported for underground extraction methods above an economic cut-off grade of 1.35 g/t gold based on a mining cost of C$91.42/t, milling cost of C$41.54/t, G&A cost of C$22.41/t, metallurgical recovery of 90%, variable NSR royalties of c.2.45%, dilution of 15%, and gold price of $3,000/oz.
Recoveries are variable and as follows: 86% crushed oxide recovery at Pick and 78% at Ridge, 79% ROM oxide recovery at Pick and 72% at Ridge, 61% ROM oxide recovery at Gold Bar South, and 0% ROM mid-carbon recovery.
Recoveries are variable and as follows: 86% crushed oxide recovery at Pick, 90% at Cabin and 78% at Ridge, 50% mid-carbon recovery at Pick, Ridge and Cabin, 79% ROM oxide recovery at Pick, 72% at Ridge, 75% at GBS, 0% ROM mid-carbon recovery.
Proven and Probable Mineral Reserves We had attributable estimated proven and probable gold reserves of 0.3 million ounces of gold at our Gold Bar mine and the San José mine, and 5.1 million ounces of proven and probable silver reserves at the San José mine at December 31, 2024.
Proven and Probable Mineral Reserves We had attributable estimated proven and probable gold reserves of 0.3 million ounces of gold at our Gold Bar mine and the San José mine, and 5.2 million ounces of proven and probable silver reserves at the San José mine and 4.7 billion pounds (Blbs) of proven and probable copper reserves at Los Azules at December 31, 2025.
During the year ended December 31, 2024, in respect of our 100% owned mines, 64% of our sales were made to Asahi and 33% of our sales were made to Auramet, with the remaining 3% made to other customers. During the year ended December 31, 2024, 57% of the total sales from the San José mine were made to three companies: Asahi accounted for 21% of the total sales; LS Mining, a Korean company, accounted for 18% of the total sales, and Ocean Partners, a Peruvian company, accounted for 18% of the total sales.
During the year ended December 31, 2025, in respect of our 100% owned mines, 32% of our sales were made to Asahi and 66% of our sales were made to Auramet, with the remaining 2% made to other customers. During the year ended December 31, 2025, 55% of the total sales from the San José mine were made to three companies: Aurubis accounted for 21% of the total sales; LS Mining, a Korean Company accounted for 20% of the total sales and Trafigura, accounted for 14% of the total sales.
If our mine wastes were treated as hazardous waste under RCRA or such wastes resulted in operations being designated as “Superfund” sites under the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”) or state law equivalents for cleanup, significant expenditures could be required for the construction of additional waste disposal facilities, for other remediation expenditures, or for natural resource damages.
If our mine wastes were regulated as hazardous waste under RCRA or if any of our properties were placed on the National Priorities List under the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”) or state law equivalents for cleanup, significant expenditures could be required for the construction of additional waste disposal facilities, remediation activities, or natural resource damages.
Competitive Business Conditions We compete with many companies in the mining and mineral exploration and production industry, including large, established mining companies with substantial capabilities, personnel, and financial resources.
Mineral resources are in-situ and are reported exclusive of reserves at McEwen’s 46.3% attributable interest. Competitive Business Conditions We compete with many companies in the mining and mineral exploration and production industry, including large, established mining companies with substantial capabilities, personnel, and financial resources.
Fix prices per ounce for gold and London Fix prices per ounce for silver over the past three years and 2025 to the most recent practical date on the London Bullion Market: Gold Silver Year High Low Average High Low Average (in dollars per ounce) 2022 $ 1,943 $ 1,684 $ 1,799 $ 29.59 $ 21.53 $ 25.14 2023 2,078 1,811 1,940 26.03 20.09 23.35 2024 2,778 1,985 2,386 34.51 22.08 28.27 2025 (through March 13, 2025) 2,974 2,633 2,819 33.15 29.41 31.45 On March 13, 2025, the London P.M.
Fix prices per ounce for gold and London Fix prices per ounce for silver over the past three years and 2026 to the most recent practical date on the London Bullion Market: Gold Silver Year High Low Average High Low Average (in dollars per ounce) 2023 $ 2,078 1,811 1,940 26.03 20.09 23.35 2024 2,778 1,985 2,386 34.51 22.08 28.27 2025 4,449 2,633 3,431 74.84 29.41 39.99 2026 (through March 13, 2026) 5,405 4,353 4,930 118.45 71.99 86.87 On March 13, 2026, the London P.M.
Metallurgical recovery rates vary depending on the metallurgical properties of each deposit and the production process used. Proven and probable reserves disclosed at December 31, 2024, and 2023 have been prepared in accordance with Regulation S-K 1300. The following tables summarize the estimated proven and probable gold and silver reserves attributable to our ownership or economic interest as of December 31, 2024: Gold Reserves at December 31, 2024 Proven Probable Proven and Probable Tonnes Gold Gold Tonnes Gold Gold Tonnes Gold Gold (kt) (g/t) (koz) (kt) (g/t) (koz) (kt) (g/t) (koz) Gold Bar mine (1) 10,852 0.64 222.0 10,852 0.64 222.0 San José mine (2) 343 4.72 52.1 215 5.50 38.0 558 5.02 90.1 Silver Reserves at December 31, 2024 Proven Probable Proven and Probable Tonnes Silver Silver Tonnes Silver Silver Tonnes Silver Silver (kt) (g/t) (Moz) (kt) (g/t) (Moz) (kt) (g/t) (Moz) San José mine (2) 343 295.00 3.3 215 272.00 1.9 558 286.00 5.1 (1) The reserve estimate for the Gold Bar mine as at December 31, 2024 was prepared by Independent Mining Consultants.
(3) The reserve estimate for Los Azules as at December 31, 2025, presented on a 46.3%, was prepared by AGP Mining Consultants. 6 Table of Contents The following tables summarize the estimated proven and probable gold and silver reserves attributable to our ownership or economic interest as of December 31, 2024: Gold Reserves at December 31, 2024 Proven Probable Proven and Probable Tonnes Gold Gold Tonnes Gold Gold Tonnes Gold Gold (kt) (g/t) (koz) (kt) (g/t) (koz) (kt) (g/t) (koz) Gold Bar mine (1) 10,852 0.64 222.0 10,852 0.64 222.0 San José mine (2) 343 4.72 52.1 215 5.50 38.0 558 5.02 90.1 Silver Reserves at December 31, 2024 Proven Probable Proven and Probable Tonnes Silver Silver Tonnes Silver Silver Tonnes Silver Silver (kt) (g/t) (Moz) (kt) (g/t) (Moz) (kt) (g/t) (Moz) San José mine (2) 343 295.00 3.3 215 272.00 1.9 558 286.00 5.1 Copper Reserves at December 31, 2024 Proven Probable Proven and Probable Tonnes Cu Cu Tonnes Cu Cu Tonnes Cu Cu (kt) (%) (Mlbs) (kt) (%) (Mlbs) (kt) (%) (Mlbs) Los Azules (1) The reserve estimate for the Gold Bar mine Complex as at December 31, 2024, was prepared by Independent Mining Consultants.
Mineral resources, exclusive of reserves, as at December 31, 2023: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Met Rec (%) Fenix Project 9,000 0.51 148.0 5,700 0.27 50.0 14,700 0.42 199.0 300 0.41 4.0 var (1) var (2) Total 9,000 0.51 148.0 5,700 0.27 50.0 14,700 0.42 199.0 300 0.41 4.0 Silver Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) COG Met Rec (%) Fenix Project 9,000 19.00 5.6 5,700 79.00 14.5 14,700 42.00 20.1 300 33.00 0.3 var (1) var (2) Total 9,000 19.00 5.6 5,700 79.00 14.5 14,700 42.00 20.1 300 33.00 0.3 (1) The El Gallo mine’s HLM has no COG as the entire heap is processed with zero selectivity.
Mineral resources, exclusive of reserves, as at December 31, 2024: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Au (g/t) Met Rec (%) Gold Bar mine 4,368 0.68 95.9 4,368 0.68 95.9 420 0.59 7.9 0.15 - 0.91 var (1) Lookout Mountain Total 4,368 0.68 95.9 4,368 0.68 95.9 420 0.59 7.9 (1) 86% crushed oxide recovery at Pick & Cabin and 78% at Ridge, 0% mid-carbon recovery at Pick, Ridge, and Cabin, 79% ROM oxide recovery at Pick & Cabin and 72% at Ridge, 61% ROM oxide recovery at Gold Bar South & Hunter, and 0% ROM mid-carbon recovery. 10 Table of Contents Mexico Mineral resources, exclusive of reserves, as at December 31, 2025: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Met Rec (%) El Gallo 9,000 0.51 148.0 5,700 0.27 50.0 14,700 0.42 199.0 300 0.41 4.0 var (1) var (2) Total 9,000 0.51 148.0 5,700 0.27 50.0 14,700 0.42 199.0 300 0.41 4.0 Silver Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) Tonnes (000s) Ag Grade (g/t) Contained Ag (Moz) COG Met Rec (%) El Gallo 9,000 19.00 5.6 5,700 79.00 14.5 14,700 42.00 20.0 300 33.00 0.3 var (1) var (2) Total 9,000 19.00 5.6 5,700 79.00 14.5 14,700 42.00 20.0 300 33.00 0.3 (1) The El Gallo mine’s HLM has no COG as the entire heap is processed with zero selectivity.
For example, certain mining wastes resulting from the extraction and processing of ores would be considered hazardous waste under the Resource Conservation and Recovery Act (“RCRA”) and state law equivalents, but we are currently exempt from the extensive set of Environmental Protection Agency (“EPA”) regulations governing hazardous waste.
For example, certain mining wastes resulting from the extraction and processing of ores would be considered hazardous waste under the Resource Conservation and Recovery Act (“RCRA”) and state law equivalents, but such mining wastes are currently excluded from regulation as hazardous waste under Subtitle C of RCRA.
Foreign Government Regulations Canada, where the Fox Complex is located, and Mexico, where the El Gallo mine and Fenix Project are located, have both adopted laws and guidelines for environmental permitting that are similar to those in effect in the U.S.
Future changes in U.S. federal or state laws or regulations could have a material adverse effect upon us and our results of operations. Foreign Government Regulations Canada, where the Fox Complex is located, and Mexico, where El Gallo is located, have both adopted laws and guidelines for environmental permitting that are similar to those in effect in the U.S.
During 2024, revenues from gold and silver sales were $105.1 million from the Gold Bar mine, $67.8 million from the Fox Complex, $1.5 million from the El Gallo mine, and $152.1 million from the San José mine on a 49% basis.
During 2025, revenues from gold and silver sales were $116.7 million from the Gold Bar Mine Complex, $76.0 million from the Fox Complex, $4.8 million from the El Gallo mine, and $225.2 million from the San José mine on a 49% basis.
Under CERCLA, any present or past owners or operators of a Superfund site generally may be held liable and may be forced to undertake remedial cleanup action or to pay for the government’s cleanup efforts. Such owners or operators may also be liable to governmental entities for the cost of damage to natural resources, which may be substantial.
Under CERCLA, any present or past owners or operators of a site may be held jointly and severally liable for investigation and remediation costs and may be required to undertake remedial actions or reimburse the government for its cleanup efforts. Such owners or operators may also be liable to governmental entities for damages to natural resources, which may be substantial.
There was a minor amount of metal recovered of 1,012 ounces of gold at the operation in 2024. MSC - San José mine Mineral resources are reported at McEwen’s 49% attributable interest. Hochschild has a 51% interest in San José. Mineral resources are in situ.
There was a minor amount of metal recovered of 1,152 ounces of gold at the operation in 2025. MSC Mineral resources are reported at McEwen’s 49% attributable interest. Hochschild has a 51% interest in San José. Mineral resources are in situ. Cut-off grades are reported in silver equivalent grams per tonne, calculated using a ratio of 83:1 Ag:Au.
A copper price of $4.00/lb was used with recoveries of 73% for the leach method. With the potential for froth flotation as a recovery method the NSR values were calculated for both high-grade enriched and primary material in a mill with recoveries of 86% and 90%, respectively. Mineral resources are in-situ and are reported at McEwen’s 46.4% attributable interest.
A copper price of $4.80/lb was used with variable recoveries depending on lithology types for the leach method. With the potential for froth flotation as a recovery method the NSR values were calculated for both high-grade enriched and primary material in a mill.
Measured, indicated, and inferred resources disclosed at December 31, 2024 have been prepared in accordance with Regulation S-K 1300 requirements of the SEC. The following tables summarize measured, indicated and inferred resources, exclusive of reserves attributable to our ownership or economic interest as of December 31, 2024, and December 31, 2023: Canada Mineral resources, exclusive of reserves, as at December 31, 2024: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Au (g/t) Met Rec (%) Froome mine 241 3.44 27.0 259 3.62 30.0 500 3.53 57.0 168 3.51 19.0 2.05 90 Grey Fox 0.0 13,135 3.64 1,538.0 13,135 3.64 1,538.0 4,319 3.30 458.0 1.60 90 Stock West & Main 0.0 1,938 3.31 206.0 1,938 3.31 206.0 1,386 2.96 132.0 1.95 93 Fuller 0.0 1,552 3.86 193.0 1,552 3.86 193.0 970 2.93 91.0 1.95 88 Stock East 0.0 866 2.70 75.0 866 2.70 75.0 579 2.66 50.0 1.95 93 Black Fox 189 4.61 28.0 100 4.38 14.0 288 4.53 42.0 225 3.93 28.0 2.00 95 Davidson Tisdale 223 6.87 49.0 69 6.70 15.0 292 6.83 64.0 133 4.01 17.0 1.85 92 Total 653 4.95 104.0 17,919 3.59 2,071.0 18,571 3.64 2,175.0 7,780 3.18 795.0 Mineral resources, exclusive of reserves, as at December 31, 2023: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Au (g/t) Met Rec (%) Froome mine 378 3.88 47 265 3.93 34 643 3.90 81 143 3.44 16 2.35 87 Grey Fox 7,566 4.80 1,168 7,566 4.80 1,168 1,685 4.35 236 2.30 85 Stock West & Main 1,938 3.31 206 1,938 3.31 206 1,386 2.96 132 1.95 94 Fuller 1,149 4.25 157 1,149 4.25 157 693 3.41 76 2.30 88 Stock East 1,232 2.41 95 1,232 2.40 95 21 2.32 2 1.67 94 Others 504 6.42 104 1,221 2.19 86 1,725 3.43 190 254 5.02 41 Total 882 5.32 151 13,371 4.06 1,746 14,253 4.14 1,897 4,182 3.74 503 United States Mineral resources, exclusive of reserves, as at December 31, 2024: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Au (g/t) Met Rec (%) Gold Bar mine 4,368 0.68 95.9 4,368 0.68 95.9 420 0.59 7.9 0.0043-0.0265 var (1) Total 4,368 0.68 95.9 4,368 0.68 95.9 420 0.59 7.9 (1) 86% crushed oxide recovery at Pick & Cabin and 78% at Ridge, 0% mid-carbon recovery at Pick, Ridge, and Cabin , 79% ROM oxide recovery at Pick & Cabin and 72% at Ridge, 61% ROM oxide recovery at Gold Bar South & Hunter, and 0% ROM mid-carbon recovery. 9 Table of Contents Mineral resources, exclusive of reserves, as at December 31, 2023: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Au (g/t) Met Rec (%) Gold Bar mine 3,361 0.75 80.7 3,361 0.75 80.7 643 1.23 25.4 0.0054 - 0.0323 var (1) Total 3,361 0.75 80.7 3,361 0.75 80.7 643 1.23 25.4 (1) 78% crushed oxide recovery at Pick & Ridge, 50% mid-carbon recovery at Pick & Ridge, 72% ROM oxide recovery at Pick & Ridge, 61% ROM oxide recovery at Gold Bar South, and 0% ROM mid-carbon recovery.
Measured, indicated, and inferred resources disclosed at December 31, 2025, have been prepared in accordance with Regulation S-K 1300 requirements of the SEC. The following tables summarize measured, indicated and inferred resources, exclusive of reserves attributable to our ownership or economic interest, by operating segment, as of December 31, 2025, and December 31, 2024: Canada Mineral resources, exclusive of reserves, as at December 31, 2025: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Au (g/t) Met Rec (%) Froome mine 212 2.45 17 440 2.94 42 651 2.78 58 302 2.93 28 1.35 89.5 Grey Fox (1) 19,474 3.02 1,892 19,474 3.02 1,892 5,101 2.66 436 0.4 / 1.35 (1) 90 Stock West & Main 3,179 2.63 268 3,179 2.63 268 2,468 2.31 184 1.30 93 Fuller 1,552 3.86 193 1,552 3.86 193 970 2.93 91 1.95 88 Stock East 1,790 2.12 122 1,790 2.12 122 1,350 2.02 87 1.30 93 Black Fox 244 3.59 28 141 3.54 16 385 3.57 44 385 2.90 36 1.35 95 Davidson Tisdale 223 6.87 49 69 6.70 15 292 6.83 64 133 4.01 17 1.85 92 Total 679 4.31 94 26,645 2.97 2,548 27,323 3.01 2,641 10,709 2.55 879 (1) The cut-off grade for the open pit portion of the resource was 0.4 g/t and for the underground portion was 1.35 g/t. 9 Table of Contents Mineral resources, exclusive of reserves, as at December 31, 2024: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Au (g/t) Met Rec (%) Froome mine 241 3.44 27 259 3.62 30 500 3.53 57 168 3.51 19 2.05 90 Grey Fox 13,135 3.64 1,538 13,135 3.64 1,538 4,319 3.30 458 1.60 90 Stock West & Main 1,938 3.31 206 1,938 3.31 206 1,386 2.96 132 1.95 93 Fuller 1,552 3.86 193 1,552 3.86 193 970 2.93 91 1.95 88 Stock East 866 2.70 75 866 2.70 75 579 2.66 50 1.95 93 Black Fox 189 4.61 28 100 4.38 14 288 4.53 42 225 3.93 28 2.00 95 Davidson Tisdale 223 6.87 49 69 6.70 15 292 6.83 64 133 4.01 17 1.85 92 Total 653 4.95 104 17,919 3.59 2,071 18,571 3.64 2,175 7,780 3.18 795 United States Mineral resources, exclusive of reserves, as at December 31, 2025: Gold Measured Indicated Measured & Indicated Inferred Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) Tonnes (000s) Au Grade (g/t) Contained Au (000s oz) COG Au (g/t) Met Rec (%) Gold Bar mine 9,630 0.52 162.2 9,630 0.52 162.2 1,368 0.43 19.0 0.09 - 0.71 var (1) Lookout Mountain 19,570 0.64 402.3 19,570 0.64 402.3 7,292 0.57 134.2 0.17 - 1.71 75-78 Total 29,200 0.60 565 29,200 0.60 565 8,660 0.55 153 (1) 86% crushed oxide recovery at Pick & Cabin and 78% at Ridge, 50% mid-carbon recovery at Pick, Ridge, and Cabin, 79% ROM oxide recovery at Pick & Cabin and 72% at Ridge, 75% at GBS Hunter, 0% ROM mid-carbon recovery.
The terms "measured resource," "indicated resource," and "inferred resource" mean that part of a mineral resource for which quantity and grade or quality are estimated on the basis of geological evidence and sampling that is considered to be comprehensive, adequate, or limited, respectively. 8 Table of Contents We publish measured, indicated and inferred resources annually, considering metal prices, changes, if any, to future production and capital costs, divestments and depletion as well as any acquisitions and additions.
The terms "measured resource," "indicated resource," and "inferred resource" mean that part of a mineral resource for which quantity and grade or quality are estimated on the basis of geological evidence and sampling that is considered to be comprehensive, adequate, or limited, respectively.
The stated mineral reserves are based on a variable cut-off grade (“COG”) based on rock type, mining area, carbon content, clay content and process response. The grades reported from Pick and Ridge include a mining dilution based on the surrounding block grades.
Hunter and Cabin are not included within the stated Reserve Estimate. The stated mineral reserves are based on a variable cut-off grade (“COG”) based on rock type, mining area, carbon content, clay content and process response.
(2) The reserve estimate for the San José mine as at December 31, 2023, presented on a 49% basis, was prepared and audited by P&E. The following table is a variance of the mineral reserves from December 31, 2023 to December 31, 2024: Gold Reserves Proven Probable Proven and Probable Mass % Au Grade % Metal % Mass % Au Grade % Metal % Mass % Au Grade % Metal % Gold Bar mine 119.50 (37.86) 35.37 119.50 (37.86) 35.37 San José mine 19.10 (7.09) 10.75 (6.11) (3.85) (9.43) 7.93 (6.34) 1.21 Silver Reserves Proven Probable Proven and Probable Mass % Ag Grade % Metal % Mass % Ag Grade % Metal % Mass % Ag Grade % Metal % San José mine 19.10 4.24 26.92 (6.11) (12.82) (17.39) 7.93 (3.38) 4.08 Notes to the 2024 Mineral Reserve tables Gold Bar mine Mineral reserves equal the total ore planned for processing from the mine plan based on a $1,850/oz gold price.
(2) The reserve estimate for the San José mine as at December 31, 2024, presented on a 49% basis, was prepared by Hochschild and audited by P&E. The following table is a variance of the mineral reserves from December 31, 2024 to December 31, 2025: Gold Reserves Proven Probable Proven and Probable Mass % Au Grade % Metal % Mass % Au Grade % Metal % Mass % Au Grade % Metal % Gold Bar mine (21) (5) (24) (21) (5) (24) San José mine 44 (21) 14 67 (33) 12 53 (26) 13 Silver Reserves Proven Probable Proven and Probable Mass % Ag Grade % Metal % Mass % Ag Grade % Metal % Mass % Ag Grade % Metal % San José mine 44 (33) (3) 67 (36) 5 53 (34) 2.0 Copper Reserves Proven Probable Proven and Probable Mass % Ag Grade % Metal % Mass % Ag Grade % Metal % Mass % Ag Grade % Metal % (kt) (%) (Mlbs) (kt) (%) (Mlbs) (kt) (%) (Mlbs) Los Azules (1) (1) A mineral reserve estimate for Los Azules was not reported as at December 31, 2024. 7 Table of Contents Notes to the 2025 Mineral Reserve tables Gold Bar mine Mineral reserves equal the total ore planned for processing from the mine plan based on a $2,750/oz gold price.
The Company is currently developing its Stock Property as an underground mine, with production expected to begin by early 2026. In the United States, construction began on our 100% owned Gold Bar mine in Nevada in 2017. The Gold Bar mine poured its first gold ingot on February 16, 2019, and achieved commercial production on May 23, 2019.
In the United States, construction began on our 100% owned Gold Bar mine in Nevada in 2017. The Gold Bar mine poured its first gold ingot on February 16, 2019, and achieved commercial production on May 23, 2019. Current production is from our Pick, Ridge and Gold Bar South deposits.
Measured, Indicated, and Inferred Mineral Resources We had attributable estimated measured and indicated mineral resources of 2.7 million ounces of gold, 27.4 million ounces of silver, and 2.3 million tonnes (or 5.1 billion pounds) of copper at December 31, 2024.
Copper cathode was assumed to be sold FOB the mine site. Measured, Indicated, and Inferred Mineral Resources We had attributable estimated measured and indicated mineral resources of 3.93 million ounces of gold, 35.1 million ounces of silver, and 1.1 million tonnes (or 2.52 billion pounds) of copper at December 31, 2025.
In September 2011, US Gold Corp. acquired Minera Andes Inc., and was renamed McEwen Mining Inc.
In September 2011, US Gold Corp. acquired Minera Andes Inc., and was renamed McEwen Mining Inc. Effective July 7, 2025, the Company changed its name from McEwen Mining Inc. to McEwen Inc.
The economic value of each block was calculated based on the metal content, the price of each metal, processing costs, and other downstream costs associated with having a final saleable product.
McEwen Copper The mineral resources estimate for Los Azules is reported inside of an optimized pit shell demonstrating its reasonable prospects for eventual economic extraction (“RPEEE”). The economic value of each block was calculated based on the metal content, the price of each metal, processing costs, and other downstream costs associated with having a final saleable product.
Fix for gold was $2,974.05 per ounce and the London Fix for silver was $33.15 per ounce.
Fix for gold was $ 5,045 per ounce and the London Fix for silver was $ 83.70 per ounce.
The Froome and Black Fox mines also included changes due to mining depletion. United States - Gold Bar mine Mineral resources are based on the following economic input parameters: $6.24/ore ton mining cost, $4.76/waste ton mining cost, $5.41/ore ton crushed process cost, $2.57/ore ton ROM process cost, $3.55/ore ton G&A cost, $0.475/oz gold refining charge, $1.538/oz transport & sales cost, 99.95% payable gold, and a 1% royalty (Gold Bar South only).
Davidson Tisdale and Fuller estimates remained as last year with no updates. United States Mineral resources for the Gold Bar mine are based on the following economic input parameters: $6.17 per average ore tonne mining cost, $4.67 per average waste tonne mining cost, $5.41 per ore tonne crushed process cost, $2.57 per average ore tonne run-of-mine (“ROM”) process cost, $4.24 per average ore tonne general and administrative (“G&A”) cost, $0.475/oz gold refining charge, $1.538/oz transport & sales cost, 99.95% payable gold, a 1% royalty (Gold Bar South and Hunter) and a 2% royalty at Cabin.
The Company is currently reviewing reprocessing heap leach material at the El Gallo mine (“HLM”) and silver processing operations (“El Gallo Silver”) as part of its Fenix Project. Our objective is to increase shareholder value through the exploration for and economic extraction of gold, silver, and other valuable minerals.
A second operational phase focusing on silver dominant material has also been planned (“El Gallo Silver”). Our objective is to increase shareholder value through the exploration for and economic extraction of gold, silver, and other valuable minerals.
P&E determined that these metal prices are suitable to be utilized for mineral resource estimation since they are based on recognized consensus forecast prices. Ongoing definition, delineation and mine exploration drilling will lead to better definition of existing resources or extensions of known veins that will be reflected on the year-on-year comparison of both mineral resources.
Ongoing definition, delineation and mine exploration drilling will lead to better definition of existing resources or extensions of known veins that will be reflected on the year-on-year comparison of both mineral resources. Mine depletion, commodity price changes and equivalents leading to cut-off grade changes will also have an effect on the comparative data.
Current production is from our Pick, Ridge and Gold Bar South deposits. In August 2024, we expanded our portfolio of exploration-stage properties in Nevada through the acquisition of Timberline Resources Corporation (“Timberline”).
In August 2024, we expanded our portfolio of exploration-stage properties in Nevada through the acquisition of Timberline Resources Corporation (“Timberline”). Together with our Tonkin Project, acquired in 2005, these properties comprise the Gold Bar Mine Complex. At El Gallo in Sinaloa, Mexico, mining and crushing activities ceased during the second quarter of 2018.
(“P&E”). 6 Table of Contents The following tables summarize the estimated proven and probable gold and silver reserves attributable to our ownership or economic interest as of December 31, 2023: Gold Reserves at December 31, 2023 Proven Probable Proven and Probable Tonnes Gold Gold Tonnes Gold Gold Tonnes Gold Gold (kt) (g/t) (koz) (kt) (g/t) (koz) (kt) (g/t) (koz) Gold Bar mine (1) 4,944 1.03 164.0 4,944 1.03 164.0 San José mine (2) 288 5.08 47.0 229 5.72 42.0 517 5.36 89.0 Silver Reserves at December 31, 2023 Proven Probable Proven and Probable Tonnes Silver Silver Tonnes Silver Silver Tonnes Silver Silver (kt) (g/t) (Moz) (kt) (g/t) (Moz) (kt) (g/t) (Moz) San José mine (2) 288 283.00 2.6 229 312.00 2.3 517 296.00 4.9 (1) The reserve estimate for the Gold Bar mine as at December 31, 2023 was prepared by Independent Mining Consultants.
Metallurgical recovery rates vary depending on the metallurgical properties of each deposit and the production process used. Proven and probable reserves disclosed at December 31, 2025, and 2024 have been prepared in accordance with Regulation S-K 1300. The following tables summarize the estimated proven and probable gold, silver and copper reserves attributable to our ownership or economic interest as of December 31, 2025: Gold Reserves at December 31, 2025 Proven Probable Proven and Probable Tonnes Gold Gold Tonnes Gold Gold Tonnes Gold Gold (kt) (g/t) (koz) (kt) (g/t) (koz) (kt) (g/t) (koz) Gold Bar mine (1) 8,624 0.61 168.0 8,624 0.61 168.0 San José mine (2) 494 3.72 59.1 358 3.69 42.5 852 3.71 101.6 Silver Reserves at December 31, 2025 Proven Probable Proven and Probable Tonnes Silver Silver Tonnes Silver Silver Tonnes Silver Silver (kt) (g/t) (Moz) (kt) (g/t) (Moz) (kt) (g/t) (Moz) San José mine (2) 494 199.00 3.2 358 175.00 2.0 852 189.00 5.2 Copper Reserves at December 31, 2025 Proven Probable Proven and Probable Tonnes Cu Cu Tonnes Cu Cu Tonnes Cu Cu (kt) (%) (Mlbs) (kt) (%) (Mlbs) (kt) (%) (Mlbs) Los Azules (3) 106,434 0.683 1,603 367,239 0.386 3,127 473,673 0.453 4,730 (1) The reserve estimate for the Gold Bar mine as at December 31, 2025 was prepared by Independent Mining Consultants.
Cut-off grades are reported in silver equivalent grams per tonne, calculated using a ratio of 75:1 Ag:Au. For mineral resources, the silver equivalent cut-off grades are: 217 g/t silver equivalent. The December 31, 2024 mineral resource estimate was based on a gold price of $2,100/oz and a silver price of $26/oz.
For mineral resources, the silver equivalent cut-off grades are: 186 g/t silver equivalent. The December 31, 2025 mineral resource estimate was based on a gold price of $2,900/oz and a silver price of $32/oz. P&E determined that these metal prices are suitable to be utilized for mineral resource estimation since they are based on recognized consensus forecast prices.
Production from the San José mine consisted of 36% doré and 64% concentrate. During 2024, we reported the following gold equivalent ounce production attributable to us: Gold Silver Gold equivalent Production ounces ounces ounces (1) Gold Bar mine 44,574 532 44,581 Fox Complex 30,101 4,245 30,151 El Gallo mine 1,012 3,495 1,052 San José mine (on 49% basis) 36,127 2,033,619 60,100 Total Production 111,814 2,041,891 135,884 (1) Calculated using an average silver to gold ratio of 85 : 1.
Production from the San José mine consisted of 13% doré and 87% concentrate. During 2025, we reported the following gold equivalent ounce production attributable to us: Gold Silver Gold equivalent Production ounces ounces ounces (1) Gold Bar Mine Complex 33,221 540 33,227 Fox Complex 23,144 3,605 23,187 El Gallo 396 53,047 1,152 San José mine (on 49% basis) 37,715 1,776,034 58,120 Total production 94,476 1,833,226 115,687 (1) Calculated using an average silver to gold spot price ratio of 86 : 1.
Removed
At the El Gallo mine in Sinaloa, Mexico, mining and crushing activities ceased during the second quarter of 2018, with production activities since that time limited to residual leaching up to the third quarter of 2022.
Added
The Company is currently developing its Stock Property as an underground mine, with production expected to begin by mid-2026. In January 2026, we closed the acquisition of Canadian Gold Corp. which holds a number of exploration-stage assets, including the Tartan Lake project in Manitoba.
Removed
The following changes have impacted the project mineral resources: Mining depletion at Pick and Gold Bar South; operating costs increase largely driven by an increase in mining costs; project costs were re-estimated based on current mining activity and new contractor quotes; an update to the mining schedule based on the costs. ​ Mexico – Fenix Project Gold and silver mineral resources were calculated using metal prices of $1,300/oz and $16/oz, respectively.
Added
The Company now plans to begin mill construction in H1 2026 as part of its heap leach material (“HLM”) reprocessing project contemplated in its 2021 feasibility study. Production is projected to begin by mid-2027 and is expected to run for 10 years, reaching an average annual output of approximately 20,000 GEOs once commercial production is achieved.

19 more changes not shown on this page.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

100 edited+15 added16 removed149 unchanged
Biggest changeWith respect to our interests in McEwen Copper Inc., which owns the Los Azules copper project, and Minera Santa Cruz S.A, which owns the San José mine, there are risks relating to an uncertain or unpredictable political and economic environment in Argentina, illustrated by the following: Argentina defaulted on foreign debt repayments and on the repayment on a number of official loans to multinational organizations in 2002 and 2003 and defaulted again on its bonds in 2014. In 2012, Argentina’s President announced the nationalization of the majority stake of Yacimientos Petrolíferos Fiscales (“YPF”), Argentina’s largest oil company. In December 2017, Argentina enacted comprehensive tax reform (Law No. 27,430 (the “Law”)).
Biggest changeThe U.S. has solicited feedback from the trading community regarding the operation of the agreement, and the joint review could result in changes to the agreement including the processes by which goods qualify for preferential treatment under the agreement, the tariffs applicable to products under the agreement, or other restrictions on the movement of goods within the region which could further impact our operations and impact the cost, price and availability of our products and services. Our operations in Argentina and Mexico are subject to political and social risks. With respect to our interests in McEwen Copper Inc., which owns the Los Azules copper project, and Minera Santa Cruz S.A, which owns the San José mine, there are risks relating to an uncertain or unpredictable political and economic environment in Argentina, illustrated by the following: Argentina defaulted on foreign debt repayments and on the repayment on a number of official loans to multinational organizations in 2002 and 2003 and defaulted again on its bonds in 2014. In 2012, Argentina’s President announced the nationalization of the majority stake of Yacimientos Petrolíferos Fiscales (“YPF”), Argentina’s largest oil company. In December 2017, Argentina enacted comprehensive tax reform (Law No. 27,430 (the “Law”)).
Even if we have sufficient cash flow to retire the debt, those payments will affect the amount of cash we have available for capital investment, exploration, ongoing operations and other purposes. Payments on our debt may also inhibit our ability to react to changing business conditions. Our outstanding convertible debt may impact the trading price of our common stock.
Even if we have sufficient cash flow to retire our debt, those payments will affect the amount of cash we have available for capital investment, exploration, ongoing operations and other purposes. Payments on our debt may also inhibit our ability to react to changing business conditions. Our outstanding convertible debt may impact the trading price of our common stock.
Our recent development activities, including at our Gold Bar mine and at the Fox Complex, may not result in the expansion or replacement of past production with new production, or one or more of these new production sites or facilities may be less profitable than currently anticipated or may not be profitable at all, any of which could have a material adverse effect on our results of operations and financial position.
Our recent development activities, including at the Gold Bar Mine Complex and the Fox Complex, may not result in the expansion or replacement of past production with new production, or one or more of these new production sites or facilities may be less profitable than currently anticipated or may not be profitable at all, any of which could have a material adverse effect on our results of operations and financial position.
In December 2009, the United States Environmental Protection Agency (“EPA”) issued an endangerment finding under the U.S. Clean Air Act that current and projected concentrations of certain mixed greenhouse gases, including carbon dioxide, in the atmosphere threaten the public health and welfare.
In December 2009, the United States Environmental Protection Agency (“EPA”) issued an endangerment finding under the U.S. Clean Air Act that current and projected concentrations of certain mixed greenhouse gases, including carbon dioxide, in the atmosphere threaten public health and welfare.
Such tariffs and any further legislation or actions taken by the U.S. federal government that restrict trade, such as additional tariffs, trade barriers, and other protectionist or retaliatory measures taken by governments in Canada, Mexico, Europe, Asia, and other countries, could adversely impact the cost of our products and the components and raw materials that go into making them.
These tariffs and any further legislation or actions taken by the U.S. federal government that restrict trade, such as additional tariffs, trade barriers, and other protectionist or retaliatory measures taken by governments in Canada, Mexico, Europe, Asia, and other countries, could adversely impact the cost of our products and the components and raw materials that go into making them.
Nevertheless, services provided by a refiner or smelter may be disrupted by new or increased tariffs, duties or other cross-border trade barriers, shipping delays, the bankruptcy or insolvency of one or more refiners or smelters or the inability to agree on acceptable commercial or legal terms with a refiner or smelter.
Services provided by a refiner or smelter may be disrupted by new or increased tariffs, duties or other cross-border trade barriers, shipping delays, the bankruptcy or insolvency of one or more refiners or smelters or the inability to agree on acceptable commercial or legal terms with a refiner or smelter.
Our current exploration efforts, and future development and mining operations are 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; fluctuations in production costs that may render mining uneconomical; availability of labor, contractors, engineers, power, transportation and infrastructure; labor disputes; potential delays related to social, public health and community issues; negotiations or agreements with aboriginal groups or local populations affecting our efforts to explore, develop or produce gold and silver deposits; unanticipated variations in grade and other geological problems; environmental hazards; water conditions; difficult surface or underground conditions; metallurgical and other processing problems; mechanical and equipment performance problems; industrial accidents, personal injury, fire, flooding, cave-ins, landslides, and other natural disasters; and decrease in reserves or resources due to a lower price of silver, gold, or copper.
Our current exploration efforts, and future development and mining operations are 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; fluctuations in production costs that may render mining uneconomical; availability of labor, contractors, engineers, power, transportation and infrastructure; labor disputes; potential delays related to social, public health and community issues; negotiations or agreements with aboriginal groups or local populations affecting our efforts to explore, develop or produce gold and silver deposits; unanticipated variations in grade and other geological problems; environmental hazards; water conditions; difficult surface or underground conditions; 26 Table of Contents metallurgical and other processing problems; mechanical and equipment performance problems; industrial accidents, personal injury, fire, flooding, cave-ins, landslides, and other natural disasters; and decrease in reserves or resources due to a lower price of silver, gold, or copper.
These risks include the possible unilateral cancellation or forced renegotiation of contracts in which we may, directly or indirectly, have an interest, unfavorable changes in foreign laws and regulations, royalty and tax increases (including tariffs and taxes associated with the import or export of goods), risks associated with consumption taxes in Mexico, Argentina, and Canada, income tax refund recovery and collection processes in Mexico and Argentina, changes in US legislation as applicable to foreign operations, claims by governmental entities or indigenous communities, expropriation or nationalization of property and other risks arising out of foreign sovereignty over areas in which we conduct our operations.
These risks include the possible unilateral cancellation or forced renegotiation of contracts in which we may, directly or indirectly, have an interest, unfavorable changes in foreign laws and regulations, royalty and tax increases (including tariffs and taxes associated with the import or export of goods), risks associated with consumption taxes in Mexico, Argentina, and Canada, income tax refund recovery and collection processes in Mexico and Argentina, changes in US legislation as applicable to foreign operations, claims by governmental entities or indigenous communities, 35 Table of Contents expropriation or nationalization of property and other risks arising out of foreign sovereignty over areas in which we conduct our operations.
A significant portion of our revenue in 2024 was generated by operations outside the United States. Exploration, development, production, and closure activities in many countries are potentially subject to heightened political and social risks that are beyond our control and could result in increased costs, capacity constraints and potential disruptions to our business.
A significant portion of our revenue in 2025 was generated by operations outside the United States. Exploration, development, production, and closure activities in many countries are potentially subject to heightened political and social risks that are beyond our control and could result in increased costs, capacity constraints and potential disruptions to our business.
If the Company fails to maintain a safe environment that is free of harassment, discrimination, or bullying, it could adversely impact employee engagement, performance and productivity, result in potential legal claims and/or damage the Company’s reputation, which could have a material adverse effect on our business, financial position and results of operations or adversely affect the Company’s market value. 35 Table of Contents We conduct operations in several foreign countries and are exposed to legal, political and social risks associated with those operations.
If the Company fails to maintain a safe environment that is free of harassment, discrimination, or bullying, it could adversely impact employee engagement, performance and productivity, result in potential legal claims and/or damage the Company’s reputation, which could have a material adverse effect on our business, financial position and results of operations or adversely affect the Company’s market value. We conduct operations in several foreign countries and are exposed to legal, political and social risks associated with those operations.
Additionally, any conversion of our convertible debt, such as the 5.25% Convertible Senior Notes due 2030, could result in dilution to our existing equity shareholders to the extent we deliver common stock upon such conversion. Our indebtedness adversely affects our cash flow and may adversely affect our ability to operate our business.
Additionally, any conversion of our 5.25% Convertible Senior Notes due 2030, could result in dilution to our existing equity shareholders to the extent we deliver common stock upon such conversion. Our indebtedness adversely affects our cash flow and may adversely affect our ability to operate our business.
A period of significant and sustained lower gold and silver prices would materially and adversely affect our results of operations and cash flows.
A period of sustained lower gold and silver prices would materially and adversely affect our results of operations and cash flows.
Epidemics, pandemics, or natural disasters may also impact refiners, smelters or other third parties with which we have contractual arrangements or have an indirect effect on our ability to obtain refining, smelting or other third-party services. 38 Table of Contents Any delay or loss of access to refiners or smelters may significantly impact our ability to sell doré and concentrate products and generate revenue.
Epidemics, pandemics, or natural disasters may also impact refiners, smelters or other third parties with which we have contractual arrangements or have an indirect effect on our ability to obtain refining, smelting or other third-party services. Any delay or loss of access to refiners or smelters may significantly impact our ability to sell doré and concentrate products and generate revenue.
We cannot ensure that alternative refiners or smelters would be available or offer comparable terms if the need for them were to arise or that it would not experience delays or disruptions in sales that would materially and adversely affect results of operations. ITEM 1B. UNRESOLVED STAFF COMMENT S [NONE]
We cannot ensure that alternative refiners or smelters would be available or offer comparable terms if the need for them were to arise or that it would not experience delays or disruptions in sales that would materially and adversely affect results of operations. 38 Table of Contents ITEM 1B. UNRESOLVED STAFF COMMENT S [NONE]
In pursuit of profitability, we will seek to identify additional mineralization that can be extracted economically at operating and exploration properties. For our non-operating properties that we believe demonstrate economic potential, we need to either develop our properties, locate and enter into agreements with third party operators, or sell the properties.
In pursuit of profitability, we will seek to identify additional mineralization that can be extracted 20 Table of Contents economically at operating and exploration properties. For our non-operating properties that we believe demonstrate economic potential, we need to either develop our properties, locate and enter into agreements with third party operators, or sell the properties.
The following information summarizes all material risks known to us as of the date of filing this report: 19 Table of Contents Risks Relating to Our Financial Condition, Results of Operation and Cash Flows Our results of operations, cash flows and the value of our properties are highly dependent on the market prices of gold, silver, and copper and these prices can be volatile.
The following information summarizes all material risks known to us as of the date of filing this report: Risks Relating to Our Financial Condition, Results of Operation and Cash Flows Our results of operations, cash flows and the value of our properties are highly dependent on the market prices of gold, silver, and copper and these prices can be volatile.
We cannot ensure that these estimates will be accurate or that this mineralization can be mined or processed profitably. 24 Table of Contents Any material changes in mineral estimates and grades of mineralization may affect the economic viability of placing a property into production and such property’s return on capital.
We cannot ensure that these estimates will be accurate or that this mineralization can be mined or processed profitably. Any material changes in mineral estimates and grades of mineralization may affect the economic viability of placing a property into production and such property’s return on capital.
A portion of our operations and construction projects are currently conducted in whole or in part by contractors, including our operations at the Gold Bar mine and Fox Complex.
A portion of our operations and construction projects are currently conducted in whole or in part by contractors, including our operations at the Gold Bar Mine Complex, Fox Complex and El Gallo.
The foregoing risks also apply to those experts identified in this report that are not residents of the United States. 37 Table of Contents The laws of the State of Colorado, our Articles of Incorporation and agreements with certain officers and directors may protect our directors from certain types of lawsuits.
The foregoing risks also apply to those experts identified in this report that are not residents of the United States. The laws of the State of Colorado, our Articles of Incorporation and agreements with certain officers and directors may protect our directors from certain types of lawsuits.
Any determination to reinstate this distribution on our common stock will be based primarily upon covenants in outstanding debt instruments, our financial condition, results of operations and capital requirements, including for capital expenditures and acquisitions, and our Board of Directors’ determination that the distribution to shareholders is in the best interest of our shareholders and in compliance with all laws and agreements applicable to the Company.
Any determination to make distributions on our common stock will be based primarily upon covenants in outstanding debt instruments, our financial condition, results of operations and capital requirements, including for capital expenditures and acquisitions, and our Board of Directors’ determination that the distribution to shareholders is in the best interest of our shareholders and in compliance with all laws and agreements applicable to the Company.
We also hold portions of our cash reserves in Canadian, Mexican, and Argentine currency. 23 Table of Contents Our continuing reclamation obligations at Tonkin, Gold Bar, Fox Complex, El Gallo, and other properties could require significant additional expenditure. We are responsible for the reclamation obligations related to disturbances on all our properties.
We also hold portions of our cash reserves in Canadian, Mexican, and Argentine currency. Our continuing reclamation obligations at Tonkin, Gold Bar Complex, the Fox Complex, the El Gallo mine, and other properties could require significant additional expenditure. We are responsible for the reclamation obligations related to disturbances on all our properties.
A significant portion of that funding in the past has come in the form of sales of our common stock. We continue to evaluate capital and development expenditure requirements as well as other options to monetize certain assets in the Company’s portfolio including Los Azules, Grey Fox, Stock and the Fenix Project.
A significant portion of that funding in the past has come in the form of sales of our common stock. We continue to evaluate capital and development expenditure requirements as well as other options to monetize certain assets in the Company’s portfolio including Los Azules, Grey Fox, Stock and El Gallo.
We may not be successful in obtaining the required financing to advance our projects or for other purposes, on terms that are favorable to us or at all, in which case, our ability to replace depleted mineral reserves and 20 Table of Contents continue operating would be adversely affected.
We may not be successful in obtaining the required financing to advance our projects or for other purposes, on terms that are favorable to us or at all, in which case, our ability to replace depleted mineral reserves and continue operating would be adversely affected.
As of December 31, 2024, our accumulated deficit, which includes historic non-cash impairment charges, was $1.3 billion.
As of December 31, 2025, our accumulated deficit, which includes historic non-cash impairment charges, was $1.3 billion.
Although it is impossible to predict at this time what royalties may be imposed in the future, the imposition of such royalties could adversely affect the potential for development of such mining claims, and the economics of existing operating mines on federal unpatented mining claims. Passage of such legislation could adversely affect our business.
Although it is impossible to predict at this time what royalties may be imposed in the future, the imposition of such royalties could adversely affect the potential for development of such mining claims, and the economics of existing operating mines on federal unpatented mining claims.
As cyber threats continue to evolve, we may be required to expend significant additional resources to continue to modify or enhance our protective measures or to investigate and remediate any security vulnerabilities. 36 Table of Contents Environmental, social and governance matters may impact our business and reputation. Since 2020, our joint venture partner, Hochschild plc, has published annual sustainability reports.
As cyber threats continue to evolve, we may be required to expend significant additional resources to continue to modify or enhance our protective measures or to investigate and remediate any security vulnerabilities. Environmental, social and governance matters may impact our business and reputation. Since 2020, our joint venture partner, Hochschild Mining plc, has published annual sustainability reports.
These increased costs could adversely impact the gross margin that we earn on our products, which could make our business less competitive. Countries may also adopt other protectionist measures that could limit our ability to offer our products and services.
These increased costs could adversely impact the gross margin that we earn on our products, which could make our business less competitive. Countries may 27 Table of Contents also adopt other protectionist measures that could limit our ability to offer our products and services.
Under prior law, the corporate income tax rate was 25%. As per the new law applicable to fiscal years starting on or after January 1, 2021, corporate income will be subject to tax at progressive rates ranging from 28 Table of Contents 25% to 35%.
Under prior law, the corporate income tax rate was 25%. As per the new law applicable to fiscal years starting on or after January 1, 2021, corporate income will be subject to tax at progressive rates ranging from 25% to 35%.
We have not posted a bond in Mexico as none is required by the current legislation; however, we have recorded a liability of $7.0 million based on the estimated amount of our reclamation obligations in that jurisdiction.
We have not posted a bond in Mexico as none is required by the current legislation; however, we have recorded a liability of $6.4 million based on the estimated amount of our reclamation obligations in that jurisdiction.
As of December 31, 2024, we had an outstanding credit facility with a principal amount of $40.0 million. Repayment of the debt is secured by a lien on certain of our and our subsidiaries’ assets.
As of December 31, 2025, we had an outstanding credit facility with a principal amount of $20.0 million. Repayment of the debt is secured by a lien on certain of our and our subsidiaries’ assets.
In the future, our ability to remain profitable will depend on the profitability of the Gold Bar mine, the Fox Complex, including the Froome mine and Stock deposits, and the San José mine, our ability to generate revenue sufficient to cover our costs and expenses, and our ability to advance, sell or otherwise monetize our other properties and our interest in the Los Azules copper project.
In the future, our ability to remain profitable will depend on the profitability of the Gold Bar Mine Complex, Fox Complex, El Gallo and the San José mine, our ability to generate revenue sufficient to cover our costs and expenses, and our ability to advance, sell or otherwise monetize our other properties and our interest in the Los Azules copper project.
The laws of certain foreign countries may place restrictions on our ability to take certain employee-related actions or may require that we conduct additional negotiations with trade unions, works councils or other governmental authorities before we can take such actions.
Further, most of our employees are based in foreign locations. The laws of certain foreign countries may place restrictions on our ability to take certain employee-related actions or may require that we conduct additional negotiations with trade unions, works councils or other governmental authorities before we can take such actions.
We have incurred substantial losses in prior years and may not be consistently profitable in future years. For the year ended December 31, 2024, the Company incurred a pre-tax loss of $46.7 million. During the two years ended December 31, 2023, and 2022, we generated a pre-tax profit and a pretax loss of $67.0 million and $80.3 million, respectively.
We have incurred substantial losses in prior years and may not be consistently profitable in future years. For the year ended December 31, 2025, the Company generated a pre-tax income of $6.9 million. During the two years ended December 31, 2024, and 2023, we generated a pre-tax loss and a pretax income of $46.7 million and $67.0 million, respectively.
In addition to potential government restrictions and regulatory fines, penalties or sanctions, our ability to operate (including the effect of any impact on our workforce) and thus, our results of operations and our financial position, could be adversely affected by accidents, injuries, fatalities or events detrimental (or perceived to be detrimental) to the health and safety of our employees, the environment or the communities in which we operate.
In addition to potential government restrictions and regulatory fines, penalties or sanctions, our ability to operate (including the effect of any impact on our workforce) and thus, our results of operations and our financial position, could be adversely affected by accidents, injuries, fatalities or events detrimental (or perceived to be detrimental) to the health and safety of our employees, the environment or the communities in which we operate. 29 Table of Contents Reform of the General Mining Law in the United States could adversely affect our results of operations.
If our interests are materially adversely affected as a result of a violation of applicable laws, regulations, permitting requirements or a change in applicable law or regulations, it would have a significant negative impact on the value of our company and could have a significant impact on our stock price. 27 Table of Contents Tariffs and the imposition of other restrictions on trade could adversely affect the Company.
If our interests are materially adversely affected, as a result of a violation of applicable laws, regulations, permitting requirements or a change in applicable law or regulations, it would have a significant negative impact on the value of our company and could have a significant impact on our stock price.
Title to mineral properties can be uncertain, and we may be at risk of loss of ownership of one or more of our properties. Our ability to explore and operate our properties depends on the validity of our title to those properties.
Passage of such legislation could adversely affect our business. Title to mineral properties can be uncertain, and we may be at risk of loss of ownership of one or more of our properties. Our ability to explore and operate our properties depends on the validity of our title to those properties.
These businesses are increasingly required to meaningfully engage with impacted stakeholders, and understand, avoid, or mitigate negative impacts while optimizing economic development and employment opportunities associated with their operations. The expectation is for companies to create shared value for shareholders, employees, governments, local communities and host countries.
Extractive industries, and mining in particular, have seen significant increases in stakeholder expectations. These businesses are increasingly required to meaningfully engage with impacted stakeholders, and understand, avoid, or mitigate negative impacts while optimizing economic development and employment opportunities associated with their operations. The expectation is for companies to create shared value for shareholders, employees, governments, local communities and host countries.
If the common stock ultimately were to be delisted for any reason, it could negatively impact the Company by (i) reducing the liquidity and market price of the Company’s common stock; (ii) reducing the number of investors willing to hold or acquire the Company’s common stock, which could negatively impact the Company’s ability to raise equity financing; (iii) limiting the Company’s ability to use a registration statement to offer and sell freely tradable securities, adversely affecting the Company’s ability to access the public capital markets; and (iv) impairing the Company’s ability to provide equity incentives to its employees.
If the common stock ultimately were to be delisted for any reason, it could negatively impact the Company by (i) reducing the liquidity and market price of the Company’s common stock; (ii) reducing the number of investors willing to hold or acquire the Company’s common stock, which could negatively impact the Company’s ability to raise equity financing; (iii) limiting the Company’s ability to use a registration statement to offer and sell freely tradable securities, adversely affecting the Company’s ability to access the public capital markets; and (iv) impairing the Company’s ability to provide equity incentives to its employees. Failure of the Company to maintain proper and effective internal controls could impair our ability to produce accurate financial statements on a timely basis, which could adversely affect the market price of our common stock.
Specifically, the Law introduces amendments to tax and other various laws, including a special regime comprising an optional revaluation of assets for income tax purposes. In 2018, Argentina’s federal government introduced a decree imposing a temporary tax on all exports from Argentina. The tax was introduced as an emergency measure due to the significant peso devaluation during the year.
Specifically, the Law introduces amendments to tax and other various laws, including a special regime comprising an optional revaluation of assets for income tax purposes. In 2018, Argentina’s federal government introduced a decree imposing a temporary tax on all exports from Argentina.
A cyber incident involving our business partners’ information systems and related infrastructure could disrupt our business plans and negatively impact our operations. Although to date we have not experienced any significant cyberattacks, there can be no assurance that we will not be the target of such attacks in the future.
A cyber incident involving our business partners’ information systems and related infrastructure could disrupt our business plans and negatively impact our operations. There can be no assurance that we will not be the target of cyberattacks in the future.
Reform of the General Mining Law in the United States could adversely affect our results of operations. Periodically, members of the U.S. Congress have introduced bills which would supplant or alter the provisions of the General Mining Law of 1872, which governs the unpatented claims that we control with respect to our U.S. properties.
Periodically, members of the U.S. Congress have introduced bills which would supplant or alter the provisions of the General Mining Law of 1872, which governs the unpatented claims that we control with respect to our U.S. properties.
Since all day-to-day decisions are made by the 25 Table of Contents majority owner of each of the San José mine and the Los Azules copper project, we are unable to participate in those decisions, including whether and when to pay dividends to the venture partners. Even if McEwen Copper Inc. is successful in achieving one or more of its strategic initiatives at the Los Azules project, its development presents challenges that may negatively affect, if not completely negate, the feasibility for development of the property.
Since all day-to-day decisions are made by the majority owner of each of the San José mine and the Los Azules copper project, we are unable to participate in those decisions, including whether and when to pay dividends to the venture partners. Even if McEwen Copper Inc. is successful in achieving one or more of its strategic initiatives at the Los Azules project, its development and copper price assumption provide uncertainty for development of the property.
Environmental, title, and other problems could reduce the value of the properties to us, and depending on the circumstances, we could have limited or no recourse to the sellers with respect to those problems. We have assumed substantially all of the liabilities associated with acquired properties, and such liabilities could be significant.
Environmental, title, and other problems could reduce the value of the properties to us, and depending on the circumstances, we could have limited or no recourse to the sellers with respect to those problems.
Exploration for and production of minerals is highly speculative and involves greater risk than many other businesses. Many exploration programs do not result in the discovery of mineralization, and any mineralization discovered may not be of sufficient quantity or quality to be profitably mined. Few properties that are explored are ultimately advanced to production.
Many exploration programs do not result in the discovery of mineralization, and any mineralization discovered may not be of sufficient quantity or quality to be profitably mined. Few properties that are explored are ultimately advanced to production.
As we currently have mining operations in the United States, these tariffs would have the effect of increasing the costs of our inputs from Mexico and Canada used in our operations, such as supplies, equipment and machinery.
As we currently have mining operations in the United States, these tariffs increased the costs of our product from Argentina, Mexico and Canada as well as inputs from those countries used in our operations, such as supplies, equipment, and machinery.
We own our 49.0% interest in the San José mine under the terms of an option and joint venture agreement (“OJVA”), and our 46.4% interest in the Los Azules copper project under the terms of a shareholder agreement, and therefore we are unable to control all aspects of the exploration and development of, and production from, these properties.
We have assumed substantially all of the liabilities associated with acquired properties, and such liabilities could be significant. 25 Table of Contents We own our 49.0% interest in the San José mine under the terms of an option and joint venture agreement (“OJVA”), and our 46.3% interest in the Los Azules copper project under the terms of a shareholder agreement, and therefore we are unable to control all aspects of the exploration and development of, and production from, these properties.
We cannot ensure that we will have an adequate supply of water to complete desired exploration or development of our mining properties. Our mining operations require significant quantities of water for mining, ore processing and related support facilities.
There may be valid challenges to the title to our property which, if successful, could impair development and/or operations. We cannot ensure that we will have an adequate supply of water to complete desired exploration or development of our mining properties. Our mining operations require significant quantities of water for mining, ore processing and related support facilities.
Milei has proposed fast and radical measures to address a large fiscal imbalance, including dramatic cuts to federal spending, full dollarization, closure of the central bank and privatizations. On December 28, 2023, Argentine President Javier Milei sent a reform bill to Congress proposing far-reaching changes to the country's tax system, electoral law and public debt management. On October 21, 2024, Argentine President Javier Milei announced plans to replace Argentina’s existing tax agency with the newly formed Agencia de Recaudación y Control Aduanero. On February 11, 2025, McEwen Copper Inc. announced the application for admission of the Los Azules copper project to Argentina’s Large Investment Incentive Regime (“RIGI”).
Milei has proposed fast and radical measures to address a large fiscal imbalance, including dramatic cuts to federal spending, full dollarization, closure of the central bank and privatizations. 28 Table of Contents On December 28, 2023, Argentine President Javier Milei sent a reform bill to Congress proposing far-reaching changes to the country's tax system, electoral law and public debt management. On October 21, 2024, Argentine President Javier Milei announced plans to replace Argentina’s existing tax agency with the newly formed Agencia de Recaudación y Control Aduanero. On October 26, 2025, Argentine President Javier Milei’s La Libertad Avanza party secured a number of seats in both the Chamber of Deputies and the Senate.
We may also experience negative reactions from the financial markets if we are unable to successfully complete acquisitions of additional properties or if reserves are not located on acquired properties.
We may also experience negative reactions from the financial markets if we are unable to successfully complete acquisitions of additional properties or if reserves are not located on acquired properties. These factors may adversely affect the trading price of our common stock or our financial condition or results of operations.
Legislation and increased regulation and requirements regarding climate change could impose increased costs on us, our venture partners and our suppliers, including increased energy, capital equipment, environmental monitoring and reporting and other costs to comply with such regulations. 32 Table of Contents Mining companies are increasingly required to consider and provide benefits to the communities and countries in which they operate in order to maintain operations.
Legislation and increased regulation and requirements regarding climate change could impose increased costs on us, our venture partners and our suppliers, including increased energy, capital equipment, environmental monitoring and reporting and other costs to comply with such regulations. 32 Table of Contents Mining companies are increasingly required to consider and provide benefits to the communities and countries in which they operate in order to maintain operations. Greater scrutiny on the private sector broadly and multi-national companies specifically, to contribute to sustainable outcomes in the places where they operate, has led to a proliferation of standards and reporting initiatives focused on environmental stewardship, social performance and transparency.
If the employees or contractors at the Gold Bar mine, Fox Complex, or San José mine were to engage in a strike, work stoppage, or other slowdown in the future, we could experience a significant disruption of our operations. Such disruption could interfere with our business operations and could lead to decreased productivity, increased labor costs, and lost revenue.
If the employees or contractors at the Gold Bar Mine Complex, Fox Complex, El Gallo, or San José mine were to engage in a strike, work stoppage, or other slowdown in the future, we could experience a significant disruption of our operations.
If the current regulatory trend continues, this may result in increased costs at some or all of our project locations. In addition, the physical risks of climate change may also have an adverse effect on our operations and properties.
Regulations relating to emission levels (such as carbon taxes) and energy efficiency are becoming more stringent in some jurisdictions. If the current regulatory trend continues, this may result in increased costs at some or all of our project locations. In addition, the physical risks of climate change may also have an adverse effect on our operations and properties.
If we lose key personnel, or one or more members of our senior management team, and we fail to develop adequate succession plans, or if we fail to hire, retain, and develop qualified and diverse employees, our business, financial condition, results of operations and cash flows could be harmed.
If we lose key personnel, or one or more members of our senior management team, and we fail to develop adequate succession plans, or if we fail to hire, retain, and develop qualified and diverse employees, our business, financial condition, results of operations and cash flows could be harmed. Our business is dependent upon our workforce being able to safely perform their jobs, including the potential for physical injuries or illness.
Although each of our operations currently has sufficient water rights and claims to cover its operational demands, we cannot predict the potential outcome of pending or future legal proceedings relating to our water rights, claims and uses.
We cannot predict the potential outcome of pending or future legal proceedings relating to our water rights, claims and uses.
As a result, currency exchange fluctuations and foreign exchange regulations may impact our operating costs. The appreciation of non-U.S. dollar currencies against the U.S. dollar increases costs and the cost of purchasing property and equipment in U.S. dollar terms in Canada, Mexico, and Argentina, which can adversely impact our operating results and cash flows.
The appreciation of non-U.S. dollar currencies against the U.S. dollar increases costs and the cost of purchasing property and equipment in U.S. dollar terms in Canada, Mexico, and Argentina, which can adversely impact our operating results and cash flows. 23 Table of Contents The value of cash and cash equivalents denominated in foreign currencies also fluctuates with changes in currency exchange rates.
In Canada and the United States, we are required to post bonds to ensure performance of our reclamation obligations. As of December 31, 2024, we have accrued $46.1 million in estimated reclamation costs for our properties, including $44.8 million covered by surety bonds for projects in the United States and Canada.
In Canada and the United States, we are required to post bonds to ensure performance of our reclamation obligations. As of December 31, 2025, we have accrued $39.5 million in discounted estimated reclamation costs for our properties in United States and Canada with a corresponding $48.2 million covered by surety bonds.
We have not obtained title opinions covering our entire property, with the attendant risk that title to some claims, particularly title to undeveloped property, may be defective. There may be valid challenges to the title to our property which, if successful, could impair development and/or operations.
We have not obtained title opinions covering our entire property, with the attendant risk that title to some claims, particularly title to undeveloped property, may be defective.
Sinaloa State continued to be classified as a do not travel state in 2024 and this classification continues into 2025. These events may disrupt our ability to carry out exploration and mining activities and may affect the safety and security of our employees and contractors. Our operations and properties in Canada expose us to additional political risks.
These events may disrupt our ability to carry out exploration and mining activities and may affect the safety and security of our employees and contractors. Our operations and properties in Canada expose us to additional political risks.
These changing rules, regulations and stakeholder expectations have resulted in, and are likely to continue to result in, increased general and administrative expenses and increased management time and attention spent complying with or meeting such regulations and expectations. Reduced access to or increased cost of capital may occur as financial institutions and investors increase expectations related to ESG matters.
These changing rules, regulations and stakeholder expectations have resulted in, and are likely to continue to result in, increased general and administrative expenses and increased management time and attention spent complying with or 36 Table of Contents meeting such regulations and expectations.
For example, during the first quarter of 2020, we performed a comprehensive analysis of the Gold Bar mine and the related long-lived assets and determined that indicators of impairment existed, and we ultimately concluded that the carrying value of the long-lived assets for the Gold Bar mine were impaired, and a non-cash impairment charge of $83.8 million was recorded during the first quarter of 2020.
We conduct a review of the financial performance of our mines in connection with the preparation of our financial statements for each reported period and determine whether any triggering events are indicated. 37 Table of Contents For example, during the first quarter of 2020, we performed a comprehensive analysis of the Gold Bar mine and the related long-lived assets and determined that indicators of impairment existed, and we ultimately concluded that the carrying value of the long-lived assets for the Gold Bar mine were impaired, and a non-cash impairment charge of $83.8 million was recorded during the first quarter of 2020.
Future changes in applicable laws, regulations, permits and approvals or changes in their enforcement or regulatory interpretation could substantially increase costs to achieve compliance, lead to the revocation of existing or future exploration or mining rights or otherwise have an adverse impact on our results of operations and financial position. 29 Table of Contents Our mines are inspected on a regular basis by government regulators who may issue citations and orders when they believe a violation has occurred under local mining regulations.
Future changes in applicable laws, regulations, permits and approvals or changes in their enforcement or regulatory interpretation could substantially increase costs to achieve compliance, lead to the revocation of existing or future exploration or mining rights or otherwise have an adverse impact on our results of operations and financial position.
If the long-term price of copper decreased significantly below the current price or capital cost estimates increased significantly, Los Azules may not be feasible for development, and we may have to write off the remaining carrying value of our investment in McEwen Copper Inc. Furthermore, the project’s economic feasibility has not yet been demonstrated through a full feasibility study.
Even assuming that technical difficulties associated with this remote location can be overcome, if the long-term price of copper decreased significantly below the current price or capital cost estimates increased significantly, Los Azules may not be feasible for development, and we may have to write off the remaining carrying value of our investment in McEwen Copper Inc.
We may not be able to operate successfully if we are unable to recruit, hire, retain and develop key personnel and a qualified and diverse workforce. In addition, we are dependent upon our employees being able to perform their jobs in a safe and respectful work environment.
We may not be able to operate successfully if we are unable to recruit, hire, retain and develop key personnel and a qualified and diverse workforce.
The liability could include response costs for removing or remediating the release and damage to natural resources, including ground water, as well as the payment of fines and penalties.
Mining properties from the companies we have acquired may cause us to be liable for remediating any damage that those companies may have caused. The liability could include response costs for removing or remediating the release and damage to natural resources, including ground water, as well as the payment of fines and penalties.
We do not use hedging transactions with respect to any of our gold and silver production. Accordingly, we may be exposed to more significant price fluctuations if gold and/or silver prices decline. While the use of hedging transactions limits the downside risk of price declines, their use also may limit future revenues from price increases.
If we do not hedge our exposure to reductions in gold and silver prices, we may be subject to significant reductions in price. We do not use hedging transactions with respect to any of our gold and silver production. Accordingly, we may be exposed to more significant price fluctuations if gold and/or silver prices decline.
Failure to comply with applicable environmental laws, regulations and permitting requirements may also result in enforcement actions thereunder, 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.
Failure to comply with applicable environmental laws, regulations and permitting requirements may also result in enforcement actions thereunder, 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. Our industry is highly competitive, attractive mineral lands are scarce, and we may not be able to obtain quality properties. We compete with many companies in the mining industry, including large, established mining companies with substantial capabilities, personnel and financial resources.
The EPA in August 2015 issued final rules for the Clean Power Plan under Section 111 (d) of the Clean Air Act designed to reduce greenhouse gas emissions at electric utilities in line with reductions planned for the compliance with the Paris Agreement.
In August 2015, the EPA issued final rules for the Clean Power Plan under Section 111(d) of the Clean Air Act designed to reduce greenhouse gas emissions from electric utilities. On June 19, 2019, the EPA repealed the Clean Power Plan and replaced it with the Affordable Clean Energy rule.
We have not utilized market risk sensitive instruments to manage our exposure to foreign currency exchange rates but may do so in the future.
The appreciation of non-U.S. dollar currencies results in a foreign currency gain on such investments and a depreciation in non-U.S. dollar currencies results in a loss. We have not utilized market risk sensitive instruments to manage our exposure to foreign currency exchange rates but may do so in the future.
We could have significant increases in capital and operating costs over the next several years in connection with the development of new projects in challenging jurisdictions and in the sustaining and/or expansion of existing mining and processing operations. Costs associated with capital expenditures may increase in the future as a result of factors beyond our control.
A material increase in costs at any significant location could have a significant adverse effect on our results of operation and operating cash flow. 22 Table of Contents We could have significant increases in capital and operating costs over the next several years in connection with the development of new projects in challenging jurisdictions and in the sustaining and/or expansion of existing mining and processing operations.
We may not be successful in negotiating new collective bargaining agreements or other employment arrangements when the current ones expire. Furthermore, future labor negotiations could result in significant increases in our labor costs. The occurrence of any of the foregoing could have a material adverse effect on our business, financial condition, and results of operations.
Such disruption could interfere with our business operations and could lead to decreased productivity, increased labor costs, and lost revenue. We may not be successful in negotiating new collective bargaining agreements or other employment arrangements when the current ones expire. Furthermore, future labor negotiations could result in significant increases in our labor costs.
The price of our common stock and our convertible debt instruments could also be affected by possible sales of our common stock by investors who view our convertible debt instruments as more attractive means of equity participation in us.
The price of our common stock and our convertible debt instruments could also be affected by possible sales of our common stock by investors who view our convertible debt instruments as more attractive means of equity participation in us. 21 Table of Contents Any failure to meet our debt obligations could harm our business and financial condition and may require us to sell assets or take other steps to satisfy the debt.
In addition, any failure to make scheduled payments of interest and principal on our outstanding indebtedness could result in the immediate acceleration of the debt and foreclosure of our assets. 21 Table of Contents Restrictive debt covenants could limit our growth and our ability to finance our operations, fund our capital needs, respond to changing conditions, and engage in other business activities that may be in our best interests.
Restrictive debt covenants could limit our growth and our ability to finance our operations, fund our capital needs, respond to changing conditions, and engage in other business activities that may be in our best interests.
Environmental legislation is evolving in a manner which will require 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 us and our officers, directors and employees.
Furture environmental legislation may require 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 us and our officers, directors and employees. Future changes in environmental regulation, if any, may adversely affect our operations, make our operations prohibitively expensive, or prohibit them altogether.
This debt requires us to make monthly principal payments of $1.0 million beginning on January 31, 2027, with the remaining outstanding principal repayment on August 31, 2028. We cannot be certain that our cash flow from operations will be sufficient to allow us to pay the principal and interest on our debt and meet our other obligations.
We cannot be certain that our cash flow from operations will be sufficient to allow us to pay the principal and interest on our debt and meet our other obligations.
Our business is dependent upon our workforce being able to safely perform their jobs, including the potential for physical injuries or illness. If we experience periods where our employees are unable to perform their jobs for any reason, including as a result of illness, our operations could be adversely affected.
If we experience periods where our employees are unable to perform their jobs for any reason, including as a result of illness, our operations could be adversely affected. In addition to physical safety, protecting the psychological safety of our employees is necessary to maintaining a safe, respectful, and inclusive work environment.
Additionally, the Canadian and Mexican governments have indicated their intention to impose retaliatory tariffs on imports from the United States, which would have a similar effect on U.S. goods imported for use at our Mexican and Canadian operations.
These tariffs would have a similar effect on U.S. goods imported for use at our Mexican and Canadian operations.
We cannot assure that any of these remedies could, if necessary, be completed on commercially reasonable terms, in a timely manner or at all.
We cannot assure that any of these remedies could, if necessary, be completed on commercially reasonable terms, in a timely manner or at all. In addition, any failure to make scheduled payments of interest and principal on our outstanding indebtedness could result in the immediate acceleration of the debt and foreclosure of our assets.
As of December 31, 2024, a number of our employees were represented by different trade unions and work councils which subject us to employment arrangements very similar to collective bargaining agreements. Further, most of our employees are based in foreign locations.
If our employees or contractors engage in a strike, work stoppage or other slowdown, we could experience business disruptions and/or increased costs. As of December 31, 2025, a number of our employees were represented by different trade unions and work councils which subject us to employment arrangements very similar to collective bargaining agreements.
Our business is sensitive to nature and climate conditions. A number of governments have introduced or are moving to introduce climate change legislation and treaties at the international, national, state/provincial and local levels. Regulations relating to emission levels (such as carbon taxes) and energy efficiency are becoming more stringent.
The occurrence of any of the foregoing could have a material adverse effect on our business, financial condition, and results of operations. Our business is sensitive to nature and climate conditions. A number of governments have introduced or are moving to introduce climate change legislation and treaties at the international, national, state/provincial and local levels.
Features of the mining industry, such as being a historically hierarchical and male-dominated culture, create risk factors for harmful workplace behavior.
We recognize that bullying, sexual harassment and harassment based on other protected categories, including race, have been prevalent in every industry, including the mining industry. Features of the mining industry, such as being a historically hierarchical and male-dominated culture, create risk factors for harmful workplace behavior.

51 more changes not shown on this page.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

4 edited+0 added0 removed5 unchanged
Biggest changeOn a regular basis we implement into our operations these cybersecurity processes, technologies, and controls to assess, identify, and manage material risks.
Biggest changeOn a regular basis we implement into our operations these cybersecurity processes, technologies, and controls to assess, identify, and manage material risks, including those risks posed by our use of third-party service providers.
Together with the General Counsel, information technology staff and outside consultants that comprise our cybersecurity management team, we collectively possess significant experience in evaluating, managing, and mitigating security and other risks, including cybersecurity risks.
Together with the General Counsel, information technology staff and outside consultants that comprise our cybersecurity management team, we collectively possess significant experience in evaluating, managing, and mitigating security and other risks, including cybersecurity risks. 39 Table of Contents
Members of the Board of Directors regularly engage in discussions with management on cybersecurity-related news events and discuss any updates to our cybersecurity risk management and strategy programs. 39 Table of Contents Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our Vice President Finance.
Members of the Board of Directors regularly engage in discussions with management on cybersecurity-related news events and discuss any updates to our cybersecurity risk management and strategy programs. Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our Director of IT.
The Vice President Finance is informed about and monitors the prevention, mitigation, detection, and remediation of cybersecurity incidents through their management of the cybersecurity risk management and strategy processes described above, including our incident response plan.
The Director of IT is informed about and monitors the prevention, mitigation, detection, and remediation of cybersecurity through their management of the cybersecurity risk management and strategy processes described above, including our incident response plan.

Item 2. Properties

Properties — owned and leased real estate

52 edited+16 added17 removed61 unchanged
Biggest changeReduccion Rocio Fracción A Mocorito, Sinaloa Mexico 1 patented claim 40187/16263 None 100% McEwen Mining El Gallo Silver (partial) Mocorito, Sinaloa Mexico 1 patented claim 2923/1183 None 100% McEwen Mining El Encuentro (partial) Mocorito, Sinaloa Mexico 2 patented claims 1040/421 Payment of royalties as of January 31, 2022 Held by McEwen Mining via purchase option with Almaden de Mexico - Minera Gavilan SA de CV Palmarito Mocorito, Sinaloa Mexico 1 patented claim 282/114 Payment of royalties for the period from July 14, 2016 to July 14, 2026 Held by McEwen Mining via purchase option with Consorcio Minero Latinoamericano SA de CV Palmarito Mocorito, Sinaloa Mexico 2 patented claims 1774/718 None Held by McEwen Mining via purchase option with Atonilco Construcciones SA de CV San Dimas Mocorito, Sinaloa Mexico 1 patented claim 259/105 None Held by McEwen Mining via purchase option with Arturo Molina 3era.
Biggest changeEl Encuentro (partial) Mocorito, Sinaloa Mexico 2 patented claims 1040/421 Payment of royalties as of January 31, 2022 Held by McEwen Inc. via purchase option with Almaden de Mexico - Minera Gavilan SA de CV Palmarito Mocorito, Sinaloa Mexico 1 patented claim 282/114 Payment of royalties for the period from July 14, 2016 to July 14, 2026 Held by McEwen Inc. via purchase option with Consorcio Minero Latinoamericano SA de CV Palmarito Mocorito, Sinaloa Mexico 2 patented claims 1774/718 None Held by McEwen Inc. via purchase option with Atonilco Construcciones SA de CV San Dimas Mocorito, Sinaloa Mexico 1 patented claim 259/105 None Held by McEwen Inc. via purchase option with Arturo Molina Mina Grande (partial) Sinaloa de Leyva, Sinaloa Mexico 1 patented claim 151/61 None Held by McEwen Inc. via purchase option with Arturo Molina Twin Domes Mocorito, Sinaloa Mexico 1 patented claim 49/20 None 100% McEwen Inc.
All land parcels are located within the Beatty, Hislop, Stock, Bond, German, townships in the municipality of Black River-Matheson as well as within the Deloro, and Tisdale townships in the City of Timmins. Location and Access The Black Fox and Froome mines are located six miles east of Matheson, Ontario, and accessed directly from Highway 101 East.
All land parcels are located within the Beatty, Hislop, Stock, Bond and German townships in the municipality of Black River-Matheson as well as within the Deloro and Tisdale townships in the City of Timmins. Location and Access The Black Fox and Froome mines are located six miles east of Matheson, Ontario, and accessed directly from Highway 101 East.
These efforts led to the discovery of additional mineralized material at the East zone, and a new source of potentially economic bulk mineralization at West zone. From 2021 to 2023, a diamond drill program totaling 197 holes and 224,770 feet was executed at Stock and close to the former producing Stock Mine generally within two plunge vectors.
These efforts led to the discovery of additional mineralized material at the East zone, and a new source of potentially economic bulk mineralization at the West zone. From 2021 to 2023, a diamond drill program totaling 197 holes and 224,770 feet was executed at Stock and close to the former producing Stock Mine generally within two plunge vectors.
Vero Calingasta-San Juan 2 unpatented claims 409/165 None 100% Minandes S.A. 55 Table of Contents SEGMENT: MINERA SANTA CRUZ (“MSC”), ARGENTINA The following map depicts the location in the northwest corner of the Deseado Massif region of the San José mine land package, which forms the Minera Santa Cruz segment.
Vero Calingasta-San Juan 2 unpatented claims 409/165 None 100% Minandes S.A. 55 Table of Contents SEGMENT: MINERA SANTA CRUZ (“MSC”), ARGENTINA The following map depicts the location of the San José mine land package in the northwest corner of the Deseado Massif region, which forms the Minera Santa Cruz segment.
In 1994, Minera Andes Inc. (“Minera Andes”) acquired lands in the southern portion of the Los Azules area. Over the years, additional exploration was performed by Minera Andes and other companies who owned adjacent properties around Los Azules. McEwen Mining acquired Minera Andes in January 2012.
In 1994, Minera Andes Inc. (“Minera Andes”) acquired lands in the southern portion of the Los Azules area. Over the years, additional exploration was performed by Minera Andes and other companies who owned adjacent properties around Los Azules. McEwen Inc. acquired Minera Andes in January 2012.
Approximately 25 miles northwest of the Gold Bar property is the Cortez gold mine owned by Nevada Gold Mines (Barrick Gold Corporation and Newmont Corporation joint venture), and 25 miles southeast is the producing Ruby Hill mine owned by i-80 Gold Corp.
Approximately 25 miles northwest of the Gold Bar mine is the Cortez gold mine owned by Nevada Gold Mines (Barrick Gold Corporation and Newmont Corporation joint venture), and 25 miles southeast is the producing Ruby Hill mine owned by i-80 Gold Corp.
The gold is then recovered from the pregnant solution in the carbon plant by adsorbing the dissolved gold onto activated carbon followed by desorption, electrowinning, retorting and smelting to recover the gold as a final doré product.
The gold is recovered from the pregnant solution in the carbon plant by adsorbing the dissolved gold onto activated carbon followed by desorption, electrowinning, retorting and smelting to recover the gold as a final doré product.
The Stock property, the site of the former Stock mine, is located approximately 17 miles west of the Black Fox mine. The Stock property includes the Stock mill, where mineralized material from the Froome mine is transported to and processed, and the Stock advanced development project.
The Stock property, the site of the former Stock mine, is located approximately 17 miles west of the Black Fox mine. The Stock property includes the Stock mill, where mineralized material from the Froome mine is transported and processed, and the Stock advanced development project.
The El Gallo mine was an open pit gold mine and heap leach operation that we operated from September 2012 to June 2018, when we ceased active mining. Residual leaching production and ongoing closure and reclamation activities continued through 2024. The El Gallo mine consists of 8 square miles of concessions. Concession titles are granted under Mexican mining law.
The El Gallo mine was an open pit gold mine and heap leach operation that we operated from September 2012 to June 2018, when we ceased active mining. Residual leaching production and ongoing closure and reclamation activities continued through 2025. El Gallo consists of 8 square miles of concessions. Concession titles are granted under Mexican mining law.
The alteration footprint significantly extends to the north and south of the deposit with future drilling planned to expand the current footprint. 43 Table of Contents Facilities and Infrastructure Gold Bar mine construction began in November 2017 with key site facilities and infrastructure completed by the end of 2018. Commercial production was declared on May 23, 2019.
The alteration footprint significantly extends to the north and south of the deposit with future drilling planned to expand the current footprint. 42 Table of Contents Facilities and Infrastructure Gold Bar mine construction began in November 2017 with key site facilities and infrastructure completed by the end of 2018. Commercial production was declared on May 23, 2019.
Location and Access The project is located at approximately S31 o 13’30” and W70 o 13’50” and abuts the border of Chile and Argentina and is currently accessible via a 120 km gravel road known as the Exploration Road. The elevation at the site ranges between 11,500 feet to 14,750 feet above sea level (“ASL”).
Location and Access The project is located at approximately S31 o 05’25” and W70 o 13’30” and abuts the border of Chile and Argentina and is currently accessible via a 120 km gravel road known as the Exploration Road. The elevation at the site ranges between 11,500 feet to 14,750 feet above sea level (“ASL”).
The location of the various properties is shown below: 46 Table of Contents The following table summarizes the Canada land position of our company as of December 31, 2024: Number of Number of Square Square Canada Mineral Property Interest PINs (1) Claims Miles Kilometers Black Fox Property 38 53 11 28 Stock Property 27 108 10 26 Davidson-Tisdale 11 1 2 5 Fuller 4 1 3 Paymaster 15 1 3 Buffalo Ankerite 7 1 3 8 Total Canada Properties 102 163 28 73 (1) Parcel Identification Number (“PIN”) is a unique number assigned to each automated parcel in the Ontario Land Registry.
The location of the various properties is shown below: 46 Table of Contents The following table summarizes the Canada land position of our company as of December 31, 2025: Number of Number of Square Square Canada Mineral Property Interest PINs (1) Claims Miles Kilometers Black Fox Property 38 53 11 28 Stock Property 27 108 10 26 Davidson-Tisdale 11 - 2 5 Fuller 4 1 1 3 Paymaster 15 - 1 3 Buffalo Ankerite 7 - 3 8 Total Canada Properties 102 162 28 73 (1) Parcel Identification Number (“PIN”) is a unique number assigned to each automated parcel in the Ontario Land Registry.
Mining concessions are subject to annual work requirements and payment of annual surface taxes that are assessed and levied on a semi-annual basis in accordance with Mexican law. An annual lease agreement for surface access to the El Gallo mine is currently in place.
Mining concessions are subject to annual work requirements and payment of annual surface taxes that are assessed and levied on a semi-annual basis in accordance with Mexican law. An annual lease agreement for surface access to El Gallo is currently in place.
Production Properties Fox Complex, Canada (100% owned) For detailed information on the Fox Complex production statistics and financial results, refer to Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Overview and History We acquired the properties comprising the Fox Complex during 2017.
Production Properties Fox Complex, Canada (100% owned) For detailed information on the Fox Complex production statistics and financial results, refer to Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Overview and History We acquired the properties comprising the Fox Complex in 2017.
The Los Azules project is held directly by Andes Corporacion Minera S.A., a wholly owned subsidiary of McEwen Copper. The Company currently holds 46.4% of McEwen Copper indirectly through Minera Andes.
The Los Azules project is held directly by Andes Corporacion Minera S.A., a wholly owned subsidiary of McEwen Copper. The Company currently holds 46.3% of McEwen Copper indirectly through Minera Andes.
Mineralized material from the mine is transported to the crusher and conveyor system with the crushed and agglomerated material transported to the heap leach pad via an overland conveyor. The mineralized material is stacked onto the heap using a radial stacker and then leached with a diluted cyanide solution to extract the precious metal values.
Mineralized material from the mine is transported to the crusher and conveyor system with the crushed and agglomerated material transported to the heap leach pad via an overland conveyor. The mineralized material is stacked onto the heap using a radial stacker and then leached with a diluted cyanide solution to extract the precious metals.
No exploration work was performed at these properties in 2024. The following table summarizes our properties (other than Black Fox and Froome mines and the Stock Project) in the Province of Ontario, Canada: Property name Municipality Type of Interest Acres/Hectares Conditions Ownership Buffalo Ankerite Timmins 16 Patented claims 1364/552 Exploration Held by McEwen Mining via Lexam VG Gold Inc.
No exploration work was performed at these properties in 2025. The following table summarizes our properties (other than Black Fox, Grey Fox and Froome mines and the Stock Project) in the Province of Ontario, Canada: Property name Municipality Type of Interest Acres/Hectares Conditions Ownership Buffalo Ankerite Timmins 7 Patented claims 1364/552 Exploration Held by McEwen Inc. via Lexam VG Gold Inc.
Exploration initiated by us in 2018 through 2024 has defined three mineralized zones at the Stock property, the down dip component of the historical Stock Mine, and Stock West, within a 2-mile mineralized trend along the Destor-Porcupine Fault. The Company is currently developing the Stock property as an underground mine, targeting production by 2026.
Exploration initiated by us in 2018 through 2025 has defined three mineralized zones at the Stock property, the down dip component of the historical Stock Mine, and Stock West, within a 2-mile mineralized trend along the Destor-Porcupine Fault. The Company is currently developing the Stock property as an underground mine, targeting commercial production by 2027.
Held by Timberline Resources Corporation 45 Table of Contents SEGMENT: CANADA The following map depicts the location of our major properties forming the Canada segment of our operations. The properties within the Canada segment are located in the well-established Timmins Gold Mining district in Northern Ontario, Canada.
Held by Nevada Pacific Gold LLC 45 Table of Contents SEGMENT: CANADA The following map depicts the location of our major properties forming the Canada segment of our operations. The properties within the Canada segment are located in the well-established Timmins Gold Mining district in Northern Ontario, Canada.
Slaven Canyon Lander County 68 unpatented claims 1382/559 Not currently under agreement. Held by WKGUS LLC Keystone and O'Dair Eureka County 2 patented claims 16/7 Not currently under agreement. Owned by: 50% Nevada Pacific Gold (US), Inc. 50% Robert C.
Slaven Canyon Lander County 68 unpatented claims 1382/559 Not currently under agreement. Held by WKGUS LLC Keystone and O'Dair Eureka County 2 patented claims 16/7 Not currently under agreement. Owned by: 50% Nevada Pacific Gold (US), Inc. 50% Robert C. Withnell and Ralph S.Withnell Trail (Eureka) Eureka County 30 unpatented claims 620/251 Not currently under agreement.
The property is situated in the southern part of the Eureka mining district, within T19N, R53E and unsurveyed T17N and T18N, and R53E. The Eureka property consists of the Lookout Mountain gold resource along with a pipeline of earlier-stage targets that feature past gold production, historic gold estimates, and/or drill-indicated gold mineralization.
The property is situated in the southern part of the Eureka mining district and consists of the Lookout Mountain gold resource and a pipeline of earlier-stage targets that feature past gold production, historic gold estimates, and/or drill-indicated gold mineralization.
Held by BH Minerals USA Inc Silverado (Eureka) Eureka County Total of 52 claims 42 unpatented claims 10 lease claims 947/383 Not currently under agreement. Held by Timberline Resources Corporation Leased claims owned by Silver International Oswego (Eureka) Eureka County 111 unpatented claims 1488/602 Not currently under agreement.
Held by BH Minerals USA Inc Silverado (Eureka) Eureka County 10 leased unpatented claims 947/383 1% NSR to Silver International Held by Timberline Resources Corporation Leased claims owned by Silver International Oswego (Eureka) Eureka County 111 unpatented claims 1488/602 Not currently under agreement.
The following table summarizes the land position of our properties in Nevada as of December 31, 2024: Number of Square Square United States Mineral Property Interest Claims Miles Kilometers Gold Bar 2,376 97 251 Tonkin 1,390 45 117 Eureka 1,076 29 74 Other Properties 1,366 41 105 Total United States Properties 6,208 212 547 42 Table of Contents Production Properties Gold Bar mine, Nevada (100% owned) For detailed information on the Gold Bar mine production statistics and financial results, refer to Item 7.
The following table summarizes the land position of our properties in Nevada as of December 31, 2025: Number of Square Square United States Mineral Property Interest Claims Miles Kilometers Gold Bar mine 2,376 97 251 Tonkin 1,390 45 117 Eureka 1,076 29 75 Other Properties 1,389 44 114 Total United States Properties 6,231 215 557 41 Table of Contents Production Properties Gold Bar Mine Complex, Nevada (100% owned) For detailed information on the Gold Bar Mine Complex production statistics and financial results, refer to Item 7.
The following table summarizes our properties (other than the Gold Bar mine) in the State of Nevada, United States: Property name County Type of Interest Acres/Hectares Conditions Ownership Tonkin Springs Eureka County 1390 unpatented claims 27708/11213 Not currently under agreement.
The following table summarizes our properties (other than the Gold Bar Mine Complex properties) in the State of Nevada, United States: Property name County Type of Interest Acres/Hectares Conditions Ownership Cornerstone Eureka County 50 unpatented claims 1015/411 Not currently under agreement.
The property was previously mined from 1987 to 1994 by Atlas Precious Metals Inc. Location and Access The Gold Bar mine is located in the Southern Roberts Creek Mountains, in Eureka County, Nevada, approximately 30 miles northwest of the town of Eureka, Nevada, primarily in Township 22 North, Range 50 East (N39°48’16.5”; W116°21’09.65”).
Location and Access The Gold Bar mine is located in the Southern Roberts Creek Mountains, in Eureka County, Nevada, approximately 30 miles northwest of the town of Eureka, Nevada, primarily in Township 22 North, Range 50 East (N39°48’16.5”; W116°21’09.65”).
This will allow us to maximize the utilization of each acquired equipment, with the mills being the first to be mobilized and refurbished, now ready for installation. 51 Table of Contents The following table summarizes our properties (other than the El Gallo mine) in Mexico: Property name Municipality Type of Interest Acres/Hectares Conditions Ownership 2da.
This will allow us to maximize the utilization of each acquired equipment, with the mills being the first to be mobilized and refurbished, now ready for installation. The following table summarizes our properties (other than El Gallo) in Mexico: Property name Municipality Type of Interest Acres/Hectares Conditions Ownership El Gallo Silver (partial) Mocorito, Sinaloa Mexico 1 patented claim 2923/1183 None 100% McEwen Inc.
We commenced construction in November 2017 following receipt of the signed Record of Decision from the U.S. Environmental Protection Agency. The Gold Bar mine achieved commercial production on May 23, 2019. Mining currently occurs at the Pick, Ridge, and Gold Bar South deposits. The property is located within the Battle Mountain-Eureka-Cortez gold trend in Eureka County, Nevada.
The mine is located primarily on public lands managed by the Nevada Bureau of Land Management. We commenced construction in November 2017 following receipt of the signed Record of Decision from the U.S. Environmental Protection Agency. The Gold Bar mine achieved commercial production on May 23, 2019. Mining currently occurs at the Pick, Ridge, and Gold Bar South deposits.
Held by BH Minerals USA Inc Windfall (Eureka) Eureka County 22 patented claims 215 Not currently under agreement. Held by BH Minerals USA Inc New York Canyon (Eureka) Eureka County Total of 56 claims 45 unpatented claims 11 patented claims 929/376 Not currently under agreement.
Held by BH Minerals USA Inc New York Canyon (Eureka) Eureka County Total of 56 claims 45 unpatented claims 11 patented claims 929/376 Not currently under agreement. Held by BH Minerals USA Inc and Timberline Resources Corporation Q Claims (Eureka) Eureka County 104 unpatented claims 2149/870 Not currently under agreement.
Our current operating or advanced stage properties are the following: the Fox Complex in Ontario, Canada; the Gold Bar mine in Nevada, United States; the Fenix Project in Sinaloa, Mexico; the Los Azules copper project in San Juan, Argentina; and the San José mine in Santa Cruz, Argentina. 40 Table of Contents The location of our significant production, advanced-stage and exploration properties is shown below: 41 Table of Contents SEGMENT: UNITED STATES The following map depicts the location of our major properties in the United States segment, including the Gold Bar mine and exploration properties which are fully owned by us or subject to joint venture agreements.
The location of our significant production, advanced-stage and exploration properties is shown below: 40 Table of Contents SEGMENT: UNITED STATES The following map depicts the location of our major properties in the United States segment, including the Gold Bar Mine Complex and exploration properties which are fully owned by us or subject to joint venture agreements.
The laboratory is equipped to process all assay samples from the mine, core, chips and soil. The metallurgical lab can determine cyanide leaching amenability and gold and silver recoveries of mineralized material amenable to cyanide leaching.
The laboratory is equipped to process all assay samples from the mine, core, chips and soil. The metallurgical lab can determine cyanide leaching amenability and gold and silver recoveries of mineralized material amenable to cyanide leaching. 51 Table of Contents We purchased a secondhand gold processing plant and associated equipment in September 2022.
The following table summarizes the land position related to the McEwen Copper segment as of December 31, 2024: Number of Square Square McEwen Copper Mineral Property Interest Claims Miles Kilometers Los Azules project 21 126 326 Elder Creek exploration property (Nevada, USA) 573 18 47 Other Argentina properties 17 180 466 Total McEwen Copper Properties 611 324 839 53 Table of Contents Los Azules Copper Project, Argentina (46.4% owned) Overview and History The Los Azules copper project is an advanced stage porphyry copper exploration project located in the cordilleran region in the province of San Juan, Argentina near the border with Chile.
The following table summarizes the primary land positions related to the McEwen Copper segment as of December 31, 2025: Number of Square Square McEwen Copper Mineral Property Interest Claims Miles Kilometers Los Azules 22 124 320 Total McEwen Copper Properties 22 124 320 53 Table of Contents Los Azules Copper Project, Argentina (46.3% owned) Overview and History The Los Azules copper project is an advanced stage porphyry copper exploration project located in the cordilleran region in the province of San Juan, Argentina near the border with Chile.
Access is by paved and well maintained, two-way dirt roads. The concession area is located approximately 20 miles by road from the village of Mocorito, approximately 30 miles from the town of Guamúchil. The approximate coordinates for the center of the district are longitude W107°51’ and latitude N25°38’.
The concession area is located approximately 20 miles by road from the village of Mocorito, approximately 30 miles from the town of Guamúchil. The approximate coordinates for the center of the district are longitude W107°51’ and latitude N25°38’. Facilities and Infrastructure El Gallo has well-developed infrastructure including electricity, roads, water supply and high-speed internet access.
Two areas of interest located within these concessions are currently under consideration for the Fenix Project and form the basis for the resource estimate included in a feasibility study published on February 16, 2021. The Fenix Project envisions a two-phase development process.
Two areas of interest located within these concessions form the basis for the mineral resource estimate included in a feasibility study published on February 16, 2021 previously referred to as the Fenix Project.
Phase 1 involves the reprocessing of material from the leach pad at the existing El Gallo mine, referred to as HLM. Phase 2 encompasses the processing of open-pit silver mineralization from the nearby El Gallo Silver deposit, utilizing our existing processing plant. The processing plant is expected to employ proven and conventional mineral processing and precious metal recovery technologies.
The Fenix Project envisions a two-phase development process: Phase 1 involves the reprocessing of material from the leach pad at the existing El Gallo mine, referred to as HLM. Phase 2 encompasses the processing of open-pit silver mineralization from the nearby El Gallo Silver deposit, utilizing our existing processing plant.
Reducción Shakira Fracción A (**) Sinaloa de Leyva, Sinaloa Mexico 1 patented claim 50928/20610 None 100% McEwen Mining Mina Grande (partial) Sinaloa de Leyva, Sinaloa Mexico 1 patented claim 151/61 None Held by McEwen Mining via purchase option with Arturo Molina Twin Domes Mocorito, Sinaloa Mexico 1 patented claim 49/20 None 100% McEwen Mining Haciendita (partial) Sinaloa de Leyva, Sinaloa Mexico 1 patented claim 358/145 None 100% McEwen Mining 52 Table of Contents SEGMENT: MCEWEN COPPER Exploration Properties Our McEwen Copper segment contains the Los Azules copper project in the province of San Juan, Argentina as well as the Elder Creek exploration property in the state of Nevada, United States. The following map depicts the location of the Los Azules project.
Haciendita (partial) Sinaloa de Leyva, Sinaloa Mexico 1 patented claim 358/145 None 100% McEwen Inc. 52 Table of Contents SEGMENT: MCEWEN COPPER Our McEwen Copper segment contains the Los Azules copper project in the province of San Juan, Argentina as well as the Elder Creek exploration property in the state of Nevada, United States. The following map depicts the location of the Los Azules project.
The decision to proceed with the project remains under review at this time. Location and Access The Fenix Project and the surrounding properties are in northwestern Mexico in the western foothills of the Sierra Madre Occidental mountain range, within the State of Sinaloa in the Mocorito Municipality, approximately 60 miles by air northwest of Culiacan, the capital city of Sinaloa State.
Location and Access El Gallo and the surrounding properties are in northwestern Mexico in the western foothills of the Sierra Madre Occidental mountain range, within the State of Sinaloa in the Mocorito Municipality, approximately 60 miles by air northwest of Culiacan, the capital city of Sinaloa State. Access is by paved and well maintained, two-way dirt roads.
Elder Creek property The Elder Creek property spans approximately 9,600 acres, located along the boundary between T32 - 33N, R43 - 44 E in the Battle Mountain mining district of northern Nevada.
During 2023, an Environmental Impact Assessment (“EIA”) was completed, which included the geological mapping of the area. The EIA was approved in December of 2024. Elder Creek property The Elder Creek property spans approximately 9,600 acres, located along the boundary between T32 - 33N, R43 - 44 E in the Battle Mountain mining district of northern Nevada.
Management’s Discussion and Analysis of Financial Condition and Results of Operations. Overview and History The Gold Bar mine is an open pit, oxide gold mine with a processing facility, heap leach pad and gold recovery plant. The mine is located primarily on public lands managed by the Nevada Bureau of Land Management.
Management’s Discussion and Analysis of Financial Condition and Results of Operations. Overview and History The Gold Bar Mine Complex consists of the currently operating Gold Bar mine, as well as the Tonkin and Eureka exploration projects. The Gold Bar mine is an open pit, oxide gold mine with a processing facility, heap leach pad and gold recovery plant.
McEwen Copper is currently reviewing the technical data and results of KEX’s program to determine next steps for the Elder Creek property. The Company does not consider the Elder Creek property material at this time. Other exploration properties McEwen Mining holds other exploration stage properties throughout Argentina which are not considered material at this time.
The Company does not consider the Elder Creek property material at this time. Other exploration properties McEwen Inc. holds other exploration stage properties throughout Argentina which are not considered material at this time.
Held by Timberline Resources Corporation Seven Troughs Pershing County Total of 302 claims 238 patented claims 64 unpatented claims 4030/1631 Not currently under agreement. Held by Timberline Resources Corporation Paiute Lander-Humboldt County 65 unpatented claims 1500/607 Not currently under agreement. Held by Timberline Resources Corporation Downeyville Nye County 5 patented claims 63/25 Not currently under agreement.
Held by Timberline Resources Corporation Paiute Lander-Humboldt County 65 unpatented claims 1500/607 Not currently under agreement. Held by Timberline Resources Corporation Elder Creek Lander-Humboldt County 573 unpatented claims 11838/4791 Not currently under agreement. Held by Nevada Pacific Gold LLC Downeyville Nye County 5 patented claims 63/25 Not currently under agreement.
The expansion of mineral resources at Grey Fox are attributable to exploration activities conducted during the year and a change in the gold price used in calculations.
The mineral resource update increased the contained indicated gold by 23% to 1,892,000 ounces and due mainly to successful conversion of inferred to indicated, the inferred resource decreased by 5% to 436,000 ounces. The expansion of mineral resources at Grey Fox are attributable to exploration activities conducted during the year and a change in the gold price used in calculations.
In 2021, Grey Fox undertook a substantial surface exploration program of 185 holes and nearly 255,000 feet of core drilling that focused on the Stock and Grey Fox properties in support of a planned preliminary economic assessment. This was published in January 2022 in both NI 43-101 (Preliminary Economic Assessment or PEA) and S-K 1300 (Initial Assessment) Technical Reports.
In 2021, McEwen undertook a substantial surface exploration program of 185 holes and nearly 255,000 feet of core drilling that focused on the Stock and Grey Fox properties supporting a S-K 1300 Initial Assessment Technical Report. A mineral resource update was completed for Grey Fox as of December 31, 2025.
Paymaster Timmins 15 Patented claims 432/175 Exploration 60% JV interest with Newmont (40%) Black Fox North Black River-Matheson 50 Unpatented claims 1608/651 Exploration 100% McEwen Mining 49 Table of Contents SEGMENT: MEXICO The following map depicts the location of our property forming the Mexico segment, of which the El Gallo mine and the advanced-stage Fenix Project are described in the sections below: The following table summarizes the Company’s land position in Mexico as of December 31, 2024: Mexico Mineral Property Interest Claims Square Miles Square Kilometers Fenix Project (including the El Gallo mine) 20 178 461 Other Mexico properties 25 26 67 El Gallo Gold (In Remediation) 1 2 5 Total Mexico Properties 46 206 533 Mexico Properties Fenix Project, Mexico (100% owned) For detailed information on the El Gallo mine production statistics and financial results, refer to Item 7.
Paymaster Timmins 15 Patented claims 432/175 Exploration 60% JV interest with Newmont (40%) Black Fox North Black River-Matheson 50 Unpatented claims 1608/651 Exploration 100% McEwen Inc. 49 Table of Contents SEGMENT: MEXICO The following map depicts the location of our property forming the Mexico segment, of which El Gallo is described in the sections below: The following table summarizes the Company’s land position in Mexico as of December 31, 2025: Mexico Mineral Property Interest Claims Square Miles Square Kilometers El Gallo 8 32 84 Other Mexico properties 36 173 449 Total Mexico Properties 44 205 533 50 Table of Contents Mexico Properties El Gallo, Mexico (100% owned) Overview and History We own 100% of El Gallo, consisting of the El Gallo mine, originally known as the Magistral mine, in addition to the El Gallo Silver deposit.
Advanced-Stage Properties Stock, Canada (100% owned) The Stock project is located approximately one mile west of the historic Stock mine shaft and 0.6 mile southwest of the Stock mill. The Stock property is easily accessible via an access road from Highway 101 located approximately one mile to the south.
While current production is sourced from the Froome mine, we expect to transition activities to the higher grade Stock mine towards the end of 2026. Advanced-Stage Properties Stock, Canada (100% owned) The Stock project is located approximately one mile west of the historic Stock mine shaft and 0.6 miles southwest of the Stock mill.
Hypogene bornite appears at deeper levels together with chalcopyrite. Gold, silver, and molybdenum are present in trace amounts, but copper is by far the most important economic constituent of the Los Azules deposit. 54 Table of Contents Exploration Activities At Los Azules, infill drilling has upgraded resource classifications, validated the geological model, and confirmed the high-grade zone.
Hypogene bornite appears at deeper levels together with chalcopyrite. Gold, silver, and molybdenum are present in trace amounts, but copper is by far the most important economic constituent of the Los Azules deposit. Current Activities During Q3/25, McEwen Copper achieved a key milestone by completing its Feasibility Study and associated reserve estimate for the project.
The approximate coordinates for the geographic center for the Stock property are N48°33'0" and W80°45'1".
The Stock property is easily accessible via an access road from Highway 101 located approximately one mile to the south. The approximate coordinates for the geographic center for the Stock property are N48°33'0" and W80°45'1".
Phase 1 is projected to have a processing rate of 3,400 tons per day. Tailings generated during operations will be stored in the depleted open-pit Samaniego mine at the El Gallo site. This approach provides increased safety by avoiding the construction of embankment structures, focusing solely on the geochemical stability of the dam, rather than its physical stability.
The processing plant is expected to employ proven and conventional mineral processing and precious metal recovery technologies. Phase 1 is projected to have a processing rate of 3,400 tonnes per day. Tailings generated during operations will be stored in the depleted open-pit Samaniego pit at El Gallo.
In supporting the Fenix Project, we purchased a secondhand gold processing plant and associated equipment in September 2022, which includes all of the major components contemplated in Phase 1 of our feasibility study. As of the end of 2024, most of the equipment necessary for the plant has been mobilized at our project site to undergo a comprehensive refurbishment program.
As of the end of 2025, most of the equipment necessary for the plant has been mobilized to our project site to undergo a comprehensive refurbishment program.
In addition, 11,870 feet of drilling among 16 drillholes were initiated at the East zone (located approximately 2,600 ft east of the historic Stock Mine). Development activities at the Stock property commenced during the year to enable future access to mineral zones.
In addition, 11,870 feet of drilling from 16 drillholes were completed at the East zone (located approximately 2,600 feet east of the historic Stock Mine). Development activities at the Stock project advanced in line with the Company’s 2025 mine development plan. In Q4/25, we invested $10.9 million to advance development at the Stock project (full year 2025 - $29.5 million).
Held by BH Minerals USA Inc and Timberline Resources Corporation Q Claims (Eureka) Eureka County 104 unpatented claims 2149/870 Not currently under agreement. Held by Timberline Resources Corporation LS Claims (Eureka) Eureka County 28 unpatented claims 578/234 Not currently under agreement.
Held by Timberline Resources Corporation LS Claims (Eureka) Eureka County 28 unpatented claims 578/234 Not currently under agreement. Held by Timberline Resources Corporation Gold Canyon Eureka County 26 unpatented claims 578/234 Not currently under agreement. Held by Timberline Resources Corporation Seven Troughs Pershing County Total of 325 claims 261 patented claims 64 unpatented claims 4030/1631 Not currently under agreement.
The mine site is currently on care and maintenance, and we are advancing reclamation while evaluating future development opportunities at the Tonkin mine. Eureka property (100% owned) The Eureka property is a group of exploration stage claims acquired on August 19, 2024 through the acquisition of Timberline Resources Corporation.
As at December 31, 2025, the Company had surety facilities in place to cover its $4.2 million of bonding obligations on the Tonkin property. Eureka property (100% owned) The Eureka property is a group of exploration stage claims acquired on August 19, 2024 through the acquisition of Timberline Resources Corporation.
Other properties acquired from Timberline Resources Corporation include Seven Troughs, Paiute, and Downeyville, which are not considered material at this time. 44 Table of Contents Other exploration properties We hold other exploration stage properties throughout Nevada and Colorado which are not considered material at this time.
Recent drilling results as of December 8, 2025 include intercepts of 1.0 g/t gold over 89.9 meters at Lookout Mountain and 4.6 g/t gold over 26.7 meters at Windfall. 44 Table of Contents Other exploration properties We hold other exploration stage properties throughout Nevada and Colorado which are not considered material at this time.
Removed
Exploration Activities Exploration activities in 2024 included reverse circulation (“RC”) drilling focused on targets around the Gold Bar mine, including near-mine extensions at Cabin North, Cabin South, and Gold Bar South. Assays from RC drilling at Cabin North and Cabin South returned 90 feet of oxidized gold mineralization grading 0.63 g/t.
Added
Our current operating or advanced stage properties are the following: the Fox Complex in Ontario, Canada; the Gold Bar Mine Complex in Nevada, United States; El Gallo in Sinaloa, Mexico; the Los Azules copper project in San Juan, Argentina; and the San José mine in Santa Cruz, Argentina.
Removed
At Gold Bar South, we completed drilling in the North Zone, East Zone, and East Deep Zone, extending higher-grade oxidized gold mineralization estimates along ENE-trending structural zones. Based on the 2024 drilling results, we were able to extend the expected life of the Gold Bar mine to 2029. See Item 7.
Added
The property is located within the Battle Mountain-Eureka-Cortez gold trend in Eureka County, Nevada. The property was previously mined from 1987 to 1994 by Atlas Precious Metals Inc.
Removed
Management’s Discussion and Analysis of Financial Condition and Results of Operations for more details. With multiple near-surface targets identified, we expect to continue similar drilling around the Gold Bar mine in 2025.
Added
Exploration Activities We are in the early stages of evaluating the Trinity Ridge (previously known as Unity Ridge) concept, which contemplates the expansion and merger of three existing open pits at the Gold Bar mine into one larger mining area which could increase gold resources and extend mine life.
Removed
Preliminary exploration activities commenced following the acquisition, including drilling, corroboration of predecessor exploration data, and geological modelling. In Q4/24, the Company completed a 27-hole drilling program within Windfall, an exploration target within Eureka with historical production.
Added
As of the end of 2025, the Company has completed a series of drillholes between and below the open pits with results that intersected oxide gold mineralization, including a strong intercept of 3.6 g/t gold over 48.8 meters.
Removed
Held By Tonkin Springs LLC Cornerstone Eureka County 50 unpatented claims 1015/411 Not currently under agreement.
Added
The mine site is currently on care and maintenance, and we are advancing reclamation while evaluating future development opportunities at the Tonkin mine. As part of its ongoing business and operations, the Company is required to provide bonding for its environmental reclamation obligations.
Removed
Withnell and Ralph S.Withnell Lookout Mountain (Eureka) Eureka County 373 leased claims 6368/2577 3.5% NSR with Rocky Canyon Mining Company 1.5% NSR with Bisoni's Held by Timberline Resources Corporation Owned by Rocky Canyon Mining Company Trail (Eureka) Eureka County 30 unpatented claims 620/251 Not currently under agreement.
Added
The Company is currently advancing towards establishing a mineral resource on the Windfall property. ​ 43 Table of Contents Drilling at Lookout Mountain focused on infilling areas of the existing deposit to convert Inferred Resources into the Measured and Indicated categories, and obtain samples to commence metallurgical testing to confirm the use of the same heap leach recovery process currently used at the Gold Bar mine.
Removed
The Froome mine offers several benefits compared to the Black Fox mine such as a straighter, more efficient haulage route and wider, more consistent mineralization that is amenable to lower cost bulk mining methods.
Added
At Windfall, a resource estimate is planned for 2026 with recent results indicating excellent continuity of near-surface oxide gold mineralization along a 1.6-kilometre-long section of the north-south-trending Windfall fault zone.
Removed
The Company engaged contractors to construct a mine portal, with the objective of building a ramp from the East and West zones. Engineering plans for rehabilitation of the historic Stock shaft are also under review, with intention of using the shaft as ventilation infrastructure for the production phase of the project.
Added
Held by Timberline Resources Corporation Gold Canyon Eureka County 26 unpatented claims 537/217 Not currently under agreement. Held by McEwen Mining Nevada Inc. Elder Creek (BMX & E. Marigold) Lander-Humboldt County 573 unpatented claims 11838/4791 Not currently under agreement.
Removed
A mineral resource update was completed for Grey Fox as of December 31, 2024. The mineral resource update increased indicated gold contained by 32% to 1,538,000 ounces and inferred gold contained by 95% to 458,000 ounces.
Added
Site construction progressed across critical infrastructure, including access roads, building foundations, and essential service areas, as well as surface facilities, including the mine dry, office complex, and maintenance buildings. Rehabilitation of historical infrastructure continued, with steady progress on shaft access and safety improvements.
Removed
Exploration at Grey Fox in 2024 included 29,918 feet (9,119 meters) of drilling, as well as the initiation of a mineralogical study including laser-induced breakdown spectroscopy, of mineralized lithologies at the Gibson and Whiskey Jack zones.
Added
Ramp development advanced at an average rate of 20.0 feet (6.2 meters) per day during Q4/25, supporting key project milestones. Overall, project execution during full year 2025 remained consistent with schedule and budget expectations, reinforcing the Company’s target for commencement of commercial production in 2027.
Removed
Management’s Discussion and Analysis of Financial Condition and Results of Operations . 50 Table of Contents Overview and History We own 100% of the El Gallo mine, originally known as the Magistral mine.
Added
Exploration at Grey Fox in 2025 included 201,319 feet (61,362 meters) of diamond drilling, primarily focused on the Gibson Zone, where favorable grades and widths were identified. Other priority drill targets included the Stroud property, which is contiguous with Grey Fox, to verify a historical resource.
Removed
Facilities and Infrastructure The El Gallo mine has well-developed infrastructure including electricity, roads, water supply and high-speed internet access.
Added
Objectives for 2025 were centered on delineating near-term resources at Grey Fox in support of its prefeasibility study and identifying additional targets to support future resource growth.
Removed
During the 2023-24 drilling season, over 70,000 meters (m) were completed, enhancing the interpretation of the geological model and extending mineralization of the supergene enrichment zone both at its edges and at depth.
Added
This approach provides increased safety by avoiding the construction of embankment structures, focusing solely on the geochemical stability of the pit, rather than its physical stability. On December 16, 2025, the Company announced the extension of its Environmental Impact Assessment (Manifestación de Impacto Ambiental) for El Gallo, which was a crucial step in allowing the Company to begin mill construction.
Removed
Confirmatory metallurgical testing and environmental baseline studies are underway, and critical preliminary engineering contracts have been awarded for hydrogeologic field investigations and geotechnical studies to support the delivery of a feasibility study. The feasibility study is currently scheduled for completion by early 2025. McEwen Copper continues to perform environmental baseline monitoring work.
Added
Processing of the HLM is expected to continue for 10 years, producing approximately 20,000 GEOs annually once commercial production is achieved. Remaining capital costs to complete construction are estimated at $25 million. Since the material that will be processed has been previously leached, there will be no significant development or exploration costs anticipated.

5 more changes not shown on this page.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

4 edited+0 added0 removed1 unchanged
Biggest changeBased on strong leadership and involvement from all levels of the organization, these programs and procedures form the cornerstone of safety at McEwen Mining, ensuring that employees are provided a safe and healthy environment and are intended to reduce workplace accidents, incidents and losses, comply with all mining-related regulations and provide support for both regulators and the industry to improve mine safety. 57 Table of Contents The operation of our Gold Bar mine is subject to regulation by the Federal Mine Safety and Health Administration (“MSHA”) under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”).
Biggest changeBased on strong leadership and involvement from all levels of the organization, these programs and procedures form the cornerstone of safety at McEwen Inc., ensuring that employees are provided a safe and healthy environment and are intended to reduce workplace accidents, incidents and losses, comply with all mining-related regulations and provide support for both regulators and the industry to improve mine safety. 57 Table of Contents The operation of our Gold Bar Mine Complex are subject to regulation by the Federal Mine Safety and Health Administration (“MSHA”) under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”).
While we assign most of the mining operations at Gold Bar to an independent contractor, we may be considered an “operator” for purposes of the Mine Act and may be issued notices or citations if MSHA believes that we are responsible for violations.
While we assign most of the mining operations at the Gold Bar mine to an independent contractor, we may be considered an “operator” for purposes of the Mine Act and may be issued notices or citations if MSHA believes that we are responsible for violations.
ITEM 4. MINE SAFETY DISCLOSURES At McEwen Mining, safety is a core value, and we strive for superior performance. Our health and safety management system, which includes detailed standards and procedures for safe operations, addresses topics such as employee training, risk management, workplace inspection, emergency response, accident investigation and program auditing.
ITEM 4. MINE SAFETY DISCLOSURES At McEwen Inc., safety is a core value, and we strive for superior performance. Our health and safety management system, which includes detailed standards and procedures for safe operations, addresses topics such as employee training, risk management, workplace inspection, emergency response, accident investigation and program auditing.
MSHA inspects our Gold Bar mine on a regular basis and may issue citations and orders when it believes a violation has occurred under the Mine Act.
MSHA inspects our projects and mine on a regular basis and may issue citations and orders when it believes a violation has occurred under the Mine Act.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

6 edited+2 added0 removed1 unchanged
Biggest changeThe graph assumes a $100 investment on December 31, 2019, in our common stock and the two other stock market indices, and assumes the reinvestment of dividends, if any. December 31, 2019 2020 2021 2022 2023 2024 McEwen Mining (MUX) $ 100 $ 78 $ 70 $ 46 $ 57 $ 61 NYSE Arca Gold Bugs Index 100 124 107 95 101 114 NYSE Composite Index 100 104 123 109 121 137 ITEM 6. [RESERVED] 59 Table of Contents ITEM 7.
Biggest changeThe graph assumes a $100 investment on December 31, 2020, in our common stock and the two other stock market indices, and assumes the reinvestment of dividends, if any. December 31, 2020 2021 2022 2023 2024 2025 McEwen Inc.
Performance Graph The above graph compares our cumulative total shareholder return for the five years ended December 31, 2024, with (I) the NYSE Arca Gold Bugs Index, which is an index of companies involved in the gold industry and (ii) the NYSE Composite Index, which is a performance indicator of the overall stock market.
Performance Graph The above graph compares our cumulative total shareholder return for the five years ended December 31, 2025, with (I) the NYSE Arca Gold Bugs Index, which is an index of companies involved in the gold industry and (ii) the NYSE Composite Index, which is a performance indicator of the overall stock market.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Introduction This section of this Annual Report on Form 10-K generally discusses fiscal 2024 and 2023 items including our results of operations and financial condition, and year-to-year comparisons between 2024 and 2023 with a particular emphasis on 2024.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Introduction This section of this Annual Report on Form 10-K generally discusses fiscal 2025 and 2024 items including our results of operations and financial condition, and year-to-year comparisons between 2025 and 2024 with a particular emphasis on 2025.
In each case, we discuss factors that we believe have affected our operating results and financial condition and may do so in the future. For a discussion of our financial condition and results of operations for 2023 compared to 2022, please refer to
In each case, we discuss factors that we believe have affected our operating results and financial condition and may do so in the future. For a discussion of our financial condition and results of operations for 2024 compared to 2023, please refer to
The transfer agent in Canada is Computershare Trust Company of Canada at 100 University Ave., 8th Floor, Toronto ON, M5J 2Y1 and its telephone number is 1-800-564-6253.
The transfer agent in Canada is Computershare Trust Company of Canada at 100 University Ave., 8th Floor, Toronto ON, M5J 2Y1 and its telephone number is 1-800-564-6253. Dividends We have not paid any cash dividends on our Common Stock since 2020 and currently do not expect to pay dividends on our Common Stock for the foreseeable future.
As of March 14, 2025, there were 53,934,510 shares of our common stock outstanding, which were held by approximately 3,000 stockholders of record. Transfer Agent Computershare Trust Company, N.A. is the transfer agent for our common stock. The principal office of Computershare is 250 Royall Street, Canton, Massachusetts, 02021 and its telephone number is (303) 262-0600.
As of March 16, 2026, there were 59,452,799 shares of our common stock outstanding, which were held by approximately 3,000 stockholders of record. Transfer Agent Computershare Trust Company, N.A. is the transfer agent for our common stock. The principal office of Computershare is 150 King Street West, Toronto, Ontario, Canada, M5H 1J9.
Added
The payment of future cash dividends, if any, will be reviewed periodically by the Board of Directors and will depend upon, among other things, our financial condition, funds from operations, the level of our capital and development expenditures, any restrictions imposed by present or future debt or equity instruments, and changes in federal tax policies, if any.
Added
(MUX) ​ $ 100 ​ $ 90 ​ $ 59 ​ $ 73 ​ $ 79 ​ $ 188 NYSE Arca Gold Bugs Index ​ 100 ​ 86 ​ 77 ​ 81 ​ 92 ​ 234 NYSE Composite Index ​ 100 ​ 118 ​ 105 ​ 116 ​ 131 ​ 151 ​ ​ ​ ​ 59 Table of Contents ITEM 6. [RESERVED] ​ ITEM 7.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

106 edited+66 added70 removed46 unchanged
Biggest changeThe following tables reconcile these non-GAAP measures to the most directly comparable GAAP measure, production costs applicable to sales: Three months ended December 31, 2024 Year ended December 31, 2024 Gold Bar Fox Complex Total Gold Bar Fox Complex Total (in thousands, except per ounce) (in thousands, except per ounce) Production costs applicable to sales (100% owned) $ 14,032 $ 12,423 $ 26,455 $ 63,547 $ 49,766 $ 113,313 In‑mine exploration 149 149 796 796 Capitalized mine development (sustaining) 2,617 2,361 4,978 7,863 9,955 17,818 Capital expenditures on plant and equipment (sustaining) 1,407 1,407 2,491 2,491 Sustaining leases 14 68 82 84 273 357 All in sustaining costs $ 18,219 $ 14,852 $ 33,071 $ 74,781 $ 59,994 $ 134,775 Ounces sold, including stream (GEO) 6.6 6.6 13.2 44.6 30.3 74.9 Cash cost per ounce sold ($/GEO) $ 2,136 $ 1,874 $ 2,004 $ 1,425 $ 1,642 $ 1,513 AISC per ounce sold ($/GEO) $ 2,773 $ 2,240 $ 2,505 $ 1,677 $ 1,980 $ 1,799 78 Table of Contents Three months ended December 31, 2023 Year ended December 31, 2023 Gold Bar Fox Complex Total Gold Bar Fox Complex Total (in thousands, except per ounce) (in thousands, except per ounce) Production costs applicable to sales (100% owned) $ 25,889 $ 13,298 $ 39,187 $ 67,335 $ 51,895 $ 119,230 In‑mine exploration 1,705 1,705 4,759 4,759 Capitalized underground mine development (sustaining) 2,119 2,119 8,046 8,046 Capital expenditures on plant and equipment (sustaining) 1,374 1,374 9,028 9,028 Sustaining leases 11 153 164 248 676 923 All‑in sustaining costs $ 28,979 $ 15,570 $ 44,549 $ 81,370 $ 60,617 $ 141,986 Ounces sold, including stream (GEO) 19.2 10.6 29.9 43.0 44.9 87.9 Cash cost per ounce sold ($/GEO) $ 1,345 $ 1,253 $ 1,313 $ 1,565 $ 1,157 $ 1,356 AISC per ounce sold ($/GEO) $ 1,506 $ 1,467 $ 1,492 $ 1,891 $ 1,351 $ 1,615 Three months ended December 31, 2022 Year ended December 31, 2022 Gold Bar Fox Complex Total Gold Bar Fox Complex Total (in thousands, except per ounce) (in thousands, except per ounce) Production costs applicable to sales (100% owned) $ 8,666 $ 10,742 $ 19,408 $ 43,500 $ 36,845 $ 80,345 In‑mine exploration 505 505 3,335 3,335 Capitalized underground mine development (sustaining) 4,317 4,317 15,448 15,448 Capital expenditures on plant and equipment (sustaining) 1,576 1,576 3,084 3,084 Sustaining leases 191 110 301 1,754 619 2,373 All‑in sustaining costs $ 10,938 $ 15,169 $ 26,107 $ 51,673 $ 52,912 $ 104,585 Ounces sold, including stream (Au Eq. oz) 8.0 9.4 17.4 26.8 36.1 62.9 Cash cost per ounce ($/Au Eq. oz sold) $ 1,083 $ 1,137 $ 1,112 $ 1,622 $ 1,020 $ 1,276 AISC per ounce ($/Au Eq. oz sold) $ 1,367 $ 1,606 $ 1,496 $ 1,927 $ 1,465 $ 1,662 Three months ended December 31, Year ended December 31, 2024 2023 2024 2023 2022 San José mine cash costs (100% basis) (in thousands, except per ounce) Production costs applicable to sales $ 60,929 $ 45,800 $ 215,065 $ 177,234 $ 182,195 Site exploration expenses 303 1,831 5,229 9,167 8,946 Capitalized underground mine development (sustaining) 8,079 10,379 29,504 38,318 37,959 Less: Depreciation (696) (768) (2,732) (2,930) (1,990) Capital expenditures (sustaining) 7,316 2,106 16,990 9,224 11,636 All in sustaining costs $ 75,931 $ 59,348 $ 264,056 $ 231,013 $ 238,746 Ounces sold (GEO) 37.3 39.7 123.5 127.3 139.5 Cash cost per ounce sold ($/GEO) $ 1,635 $ 1,155 $ 1,742 $ 1,393 1,306 AISC per ounce sold ($/GEO) $ 2,038 $ 1,497 $ 2,139 $ 1,815 1,711 79 Table of Contents Adjusted EBITDA and adjusted EBITDA per share Adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) is a non-GAAP financial measure and does not have any standardized meaning.
Biggest changeCosts excluded from cash costs and all-in sustaining costs, in addition to depreciation and depletion, are income and mining tax expenses, all corporate financing charges, costs related to business combinations, asset acquisitions and asset disposals, impairment charges and any items that are deducted for the purpose of normalizing items. 78 Table of Contents The following tables reconcile these non-GAAP measures to the most directly comparable GAAP measure, production costs applicable to sales: Three months ended December 31, 2025 Year ended December 31, 2025 Gold Bar Fox Complex Total Gold Bar Fox Complex Total (in thousands, except per ounce) (in thousands, except per ounce) Production costs applicable to sales (100% owned) - cash costs $ 21,701 $ 13,485 $ 35,186 $ 68,099 $ 52,802 $ 120,901 In‑mine exploration 94 94 563 563 Capitalized mine development (sustaining) 461 461 8,833 6,187 15,020 Capital expenditures on plant and equipment (sustaining) 294 294 3,660 3,660 Sustaining leases 14 33 47 47 128 175 All in sustaining costs $ 22,103 $ 13,979 $ 36,082 $ 81,202 $ 59,117 $ 140,319 Ounces sold, including stream (GEO) 8,987 5,921 14,907 33,815 23,594 57,409 Cash cost per ounce sold ($/GEO) $ 2,415 $ 2,278 $ 2,360 $ 2,014 $ 2,238 $ 2,106 AISC per ounce sold ($/GEO) $ 2,460 $ 2,361 $ 2,420 $ 2,401 $ 2,506 $ 2,444 Three months ended December 31, 2024 Year ended December 31, 2024 Gold Bar Fox Complex Total Gold Bar Fox Complex Total (in thousands, except per ounce) (in thousands, except per ounce) Production costs applicable to sales (100% owned) - cash costs $ 14,032 $ 12,423 $ 26,455 $ 63,547 $ 49,766 $ 113,313 In‑mine exploration 149 149 796 796 Capitalized mine development (sustaining) 2,617 2,361 4,978 7,863 9,955 17,818 Capital expenditures on plant and equipment (sustaining) 1,407 1,407 2,491 2,491 Sustaining leases and other 14 68 82 84 273 357 All‑in sustaining costs $ 18,219 $ 14,852 $ 33,071 $ 74,781 $ 59,994 $ 134,775 Ounces sold, including stream (GEO) 6,570 6,630 13,200 44,603 30,307 74,911 Cash cost per ounce sold ($/GEO) $ 2,136 $ 1,874 $ 2,004 $ 1,425 $ 1,642 $ 1,514 AISC per ounce sold ($/GEO) $ 2,773 $ 2,240 $ 2,505 $ 1,677 $ 1,980 $ 1,799 Three months ended December 31, 2023 Year ended December 31, 2023 Gold Bar Fox Complex Total Gold Bar Fox Complex Total (in thousands, except per ounce) (in thousands, except per ounce) Production costs applicable to sales - Cash costs (100% owned) $ 25,889 $ 13,298 $ 39,187 $ 67,335 $ 51,895 $ 119,230 In‑mine exploration 1,705 1,705 4,759 4,759 Capitalized underground mine development (sustaining) 2,119 2,119 8,046 8,046 Capital expenditures on plant and equipment (sustaining) 1,374 1,374 9,028 9,028 Sustaining leases 11 153 164 248 676 923 All‑in sustaining costs $ 28,979 $ 15,570 $ 44,549 $ 81,370 $ 60,617 $ 141,986 Ounces sold, including stream (Au Eq. oz) 19,245 10,611 29,856 43,034 44,868 87,902 Cash cost per ounce ($/Au Eq. oz sold) $ 1,345 $ 1,253 $ 1,313 $ 1,565 $ 1,157 $ 1,356 AISC per ounce ($/Au Eq. oz sold) $ 1,506 $ 1,467 $ 1,492 $ 1,891 $ 1,351 $ 1,615 79 Table of Contents Three months ended December 31, Year ended December 31, 2025 2024 2025 2024 2023 San José mine cash costs (100% basis) (in thousands, except per ounce) Production costs applicable to sales - cash costs $ 78,217 $ 60,929 $ 248,459 $ 215,065 $ 177,234 Site exploration expenses 1,728 303 6,737 5,229 9,167 Capitalized underground mine development (sustaining) 6,683 8,079 32,716 29,504 38,318 Less: Depreciation (434) (696) (2,425) (2,732) (2,930) Capital expenditures (sustaining) 2,529 7,316 11,326 16,990 9,224 All in sustaining costs $ 88,723 $ 75,931 $ 296,813 $ 264,056 $ 231,013 Ounces sold (GEO) 40,317 37,264 112,612 123,471 127,254 Cash cost per ounce sold ($/GEO) $ 1,940 $ 1,635 $ 2,206 $ 1,742 $ 1,393 AISC per ounce sold ($/GEO) $ 2,201 $ 2,038 $ 2,636 $ 2,139 $ 1,815 Adjusted EBITDA and adjusted EBITDA per share Adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”) is a non-GAAP financial measure and does not have any standardized meaning.
This section provides information up to the date of filing this report. The discussion contains financial performance measures that are not prepared in accordance with United States Generally Accepted Accounting Principles (“US GAAP” or “GAAP”).
This section provides information up to the date of filing this report. This discussion contains financial performance measures that are not prepared in accordance with United States Generally Accepted Accounting Principles (“US GAAP” or “GAAP”).
We are committed to the safe handling of tailings, and we adhere to the Global Industry Standard on Tailings Management, as issued by the International Council on Mining and Metals, as well as the UN Environment Programme and Principles for Responsible Investment. Community Engagement McEwen Mining is engaged and proactive in its efforts to improve the quality of life for the communities around us, our employees, and all our stakeholders.
We are committed to the safe handling of tailings, and we adhere to the Global Industry Standard on Tailings Management, as issued by the International Council on Mining and Metals, as well as the UN Environment Programme and Principles for Responsible Investment. Community Engagement McEwen Inc. is engaged and proactive in its efforts to improve the quality of life for the communities around us, our employees, and all our stakeholders.
For asset groups where an impairment loss is determined using the discounted future net cash flows method or discounted future net cash flows method, future cash flows are estimated based on quantities of recoverable mineralized material, expected gold and silver prices (considering current and historical prices, trends and related factors), production levels, operating costs, capital requirements and reclamation costs, all based on life-of-mine plans.
For asset groups where an impairment loss is determined using the discounted future net cash flows method, future cash flows are estimated based on quantities of recoverable mineralized material, expected gold and silver prices (considering current and historical prices, trends and related factors), production levels, operating costs, capital requirements and reclamation costs, all based on life-of-mine plans.
In developing the mine production portion of the budget, we evaluate several factors and assumptions, which include, but are not limited to: gold and silver price forecasts. average gold and silver grade mined, using a resource model. average grade processed by the crushing facility (Gold Bar) or milling facility (San José mine and Fox Complex). expected tonnes moved and strip ratios. available stockpile material (grades, tonnes, and accessibility). estimates of in process inventory (either on the leach pad or plant for the El Gallo mine and Gold Bar, or in the mill facility for the San José mine and the Black Fox mine). estimated leach recovery rates and leach cycle times (the El Gallo mine and Gold Bar). estimated mill recovery rates (San José mine and Fox Complex). dilution of material processed. internal and contractor equipment and labor availability. seasonal weather patterns. Actual production results are sensitive to variances in any of the key factors and assumptions noted above.
In developing the mine production portion of the budget, we evaluate several factors and assumptions, which include, but are not limited to: gold and silver price forecasts. average gold and silver grade mined, using a resource model. average grade processed by the crushing facility (Gold Bar) or milling facility (San José mine and Fox Complex). expected tonnes moved and strip ratios. available stockpile material (grades, tonnes, and accessibility). estimates of in process inventory (either on the leach pad or plant for the El Gallo mine and Gold Bar, or in the mill facility for the San José mine and the Black Fox mine). estimated leach recovery rates and leach cycle times (the El Gallo mine and Gold Bar). estimated mill recovery rates (San José mine and Fox Complex). dilution of material processed. internal and contractor equipment and labor availability. seasonal weather patterns. 84 Table of Contents Actual production results are sensitive to variances in any of the key factors and assumptions noted above.
For a reconciliation of these non-GAAP measures to the amounts included in our Consolidated Statements of Operations for the years ended December 31, 2024, and 2023 and to our Balance Sheets as of December 31, 2024, and 2023, and certain limitations inherent in such measures, please see the discussion under “Non-GAAP Financial Performance Measures”,beginning on page 77.
For a reconciliation of these non-GAAP measures to the amounts included in our Consolidated Statements of Operations for the years ended December 31, 2025, and 2024 and to our Balance Sheets as of December 31, 2025, and 2024, and certain limitations inherent in such measures, please see the discussion under “Non-GAAP Financial Performance Measures”, beginning on page 77.
The amount of cash we receive is based upon specific provisions of the Option and Joint Venture Agreement (“OJVA”) and varies depending on factors including the profitability of the operations. The presentation of these measures, including the minority interest in the San José, has limitations as an analytical tool.
The amount of cash we receive is based upon specific provisions of the Option and Joint Venture Agreement (“OJVA”) and varies depending on factors including the profitability of the operations. 77 Table of Contents The presentation of these measures, including the minority interest in the San José, has limitations as an analytical tool.
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40). Amended guidance requires more detailed disclosures about the nature of expenses included in the Consolidated Statements of Operations and Comprehensive Income (Loss).
Recent Accounting Pronouncements: In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40). Amended guidance requires more detailed disclosures about the nature of expenses included in the Consolidated Statements of Operations and Comprehensive Income (Loss).
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 15, 2024. Regarding properties and projects that are not in production, we provide some details of our plan of operation.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 14, 2025. Regarding properties and projects that are not in production, we provide some details of our plan of operation.
As a result, the metallurgical balancing process is constantly monitored, and the engineering estimates are refined based on actual results over time. In-process material is measured based on assays of the material from the various stages of processing.
As a result, the metallurgical balancing process is constantly monitored, and the engineering estimates are refined based on actual results over time. 82 Table of Contents In-process material is measured based on assays of the material from the various stages of processing.
We completed our annual dam safety inspection at the Fox Complex in late 2024, with no significant findings noted. McEwen Mining conducts its operations with the utmost regard for the environment, focusing on conservation and sustainable development practices.
We completed our annual dam safety inspection at the Fox Complex in late 2025, with no significant findings noted. McEwen Inc. conducts its operations with the utmost regard for the environment, focusing on conservation and sustainable development practices.
Our ability to secure permits or other regulatory and government approvals needed to operate, develop or explore our mineral properties and projects. our ability to maintain an ongoing listing of our common stock on the New York Stock Exchange or another national securities exchange in the United States. decisions of foreign countries, banks, and courts within those countries . national and international geopolitical events and conflicts, and unexpected changes in business, economic, and political conditions . operating results of MSC and McEwen Copper. fluctuations in interest rates, inflation rates, currency exchange rates, or commodity prices. timing and amount of mine production. our ability to retain and attract key personnel. technological changes in the mining industry. changes in operating, exploration or overhead costs. access and availability of materials, equipment, supplies, labor and supervision, power and water. results of current and future exploration activities. results of pending and future feasibility studies or the expansion or commencement of mining operations without feasibility studies having been completed. changes in our business strategy. interpretation of drill hole results and the geology, grade and continuity of mineralization. the uncertainty of reserve estimates and timing of development expenditures. litigation or regulatory investigations and procedures affecting us. changes in federal, state, provincial and local laws and regulations. local, indigenous and community impacts and issues including criminal activity and violent crimes. accidents, public health issues, and labor disputes. uncertainty relating to title to mineral properties. changes in relationships with the local communities in the areas in which we operate; and decisions by third parties over which we have no control.
Our ability to secure permits or other regulatory and government approvals needed to operate, develop or explore our mineral properties and projects. our ability to maintain an ongoing listing of our common stock on the New York Stock Exchange or another national securities exchange in the United States. decisions of foreign countries, banks, and courts within those countries . national and international geopolitical events and conflicts, and unexpected changes in business, economic, and political conditions . operating results of MSC and McEwen Copper. fluctuations in interest rates, inflation rates, currency exchange rates, or commodity prices. timing and amount of mine production. our ability to retain and attract key personnel. technological changes in the mining industry. changes in operating, exploration or overhead costs. access and availability of materials, equipment, supplies, labor and supervision, power and water. results of current and future exploration activities. results of pending and future feasibility studies or the expansion or commencement of mining operations without feasibility studies having been completed. changes in our business strategy. interpretation of drill hole results and the geology, grade and continuity of mineralization. the uncertainty of reserve estimates and timing of development expenditures. litigation or regulatory investigations and procedures affecting us. changes in federal, state, provincial and local laws and regulations. local, indigenous and community impacts and issues including criminal activity and violent crimes. accidents, public health issues, and labor disputes. uncertainty relating to title to mineral properties. changes in relationships with the local communities in the areas in which we operate; and decisions by third parties over which we have no control. 85 Table of Contents We undertake no responsibility or obligation to update publicly these forward-looking statements, except as required by law and we may update these statements in the future in written or oral statements.
The increase in both cash costs and AISC on a year-over-year basis was primarily due to 18% higher production costs and 11% lower GEOs sold during 2024, as noted above. Investment in MSC Our 49% attributable share of operations from our investment in MSC in 2024 resulted in an income of $9.0 million, compared to an income of $0.1 million in 2023.
The increase in both cash costs and AISC on a year-over-year basis was primarily due to 16% higher production costs and 9% lower GEOs sold during 2025, as noted above. Investment in MSC Our 49% attributable share of operations from our investment in MSC in 2025 resulted in an income of $41.1 million, compared to an income of $9.0 million in 2024.
As of December 31, 2024, we own a 46.4% interest in McEwen Copper, which owns a 100% interest in the Los Azules copper project in San Juan, Argentina, and the Elder Creek exploration project in Nevada, USA.
As of December 31, 2025, we own a 46.3% interest in McEwen Copper, which owns a 100% interest in the Los Azules copper project in San Juan, Argentina, and the Elder Creek exploration project in Nevada, USA.
Throughout this Management’s Discussion and Analysis (“MDA”), the reporting periods for the three months ended on December 31, 2024, and December 31, 2023, are abbreviated as Q4/24 and Q4/23 and the reporting for the years ended December 31, 2024, and 2023 are abbreviated as the full year 2024 and the full year 2023 respectively.
Throughout this Management’s Discussion and Analysis (“MDA”), the reporting periods for the three months ended on December 31, 2025, and December 31, 2024, are abbreviated as Q4/25 and Q4/24 and the reporting for the years ended December 31, 2025, and 2024 are abbreviated as the full year 2025 and the full year 2024 respectively.
Our initiatives range from local development projects to educational and health programs. We engage closely with local communities to ensure our activities yield sustainable and positive outcomes. McEwen Copper At McEwen Copper, we integrate ESG principles into our business model, focusing on sustainable development and responsible mining.
Our initiatives range from local development projects to educational and health programs. We engage closely with local communities to ensure our activities yield sustainable and positive outcomes. McEwen Copper At McEwen Copper, we embed ESG principles into our business model, prioritizing sustainable development and responsible mining.
These statements include, among others: statements about our anticipated exploration results, cost and feasibility of production, production estimates, receipt of permits or other regulatory or government approvals and plans for the development of our properties; statements regarding strategic alternatives that we are, or may in the future, evaluate in connection with our business; statements concerning the benefits or outcomes that we expect will result from our business activities and certain transactions that we contemplate or have completed, such as receipt of proceeds, increased revenues, decreased expenses and avoided expenses and expenditures; the anticipated timeframe for remediating the material weakness in our internal control over financial reporting and effectiveness of our disclosure controls and procedures; and statements of our expectations, beliefs, future plans and strategies, anticipated developments and other matters that are not historical facts.
These statements include, among others: statements about our anticipated exploration results, cost and feasibility of production, production estimates, receipt of permits or other regulatory or government approvals and plans for the development of our properties; statements regarding strategic alternatives that we are, or may in the future, evaluate in connection with our business; statements concerning the benefits or outcomes that we expect will result from our business activities and certain transactions that we contemplate or have completed, such as receipt of proceeds, increased revenues, decreased expenses and avoided expenses and expenditures; statements of our expectations, beliefs, future plans and strategies, anticipated developments and other matters that are not historical facts.
The accounting estimates related to amortization are critical accounting estimates because (1) the determination of reserves involves uncertainties with respect to the ultimate geology of its reserves and the assumptions used in determining the economic feasibility of mining those reserves and (2) changes in estimated proven and probable reserves and asset useful lives can have a material impact on net (loss) income. 81 Table of Contents Estimates regarding mine development capitalization costs involve the determination of proven and probable reserves.
The accounting estimates related to amortization are critical accounting estimates because (1) the determination of reserves involves uncertainties with respect to the ultimate geology of its reserves and the assumptions used in determining the economic feasibility of mining those reserves and (2) changes in estimated proven and probable reserves and asset useful lives can have a material impact on net (loss) income.
Production costs applicable to sales were $60.9 million and $215.1 million in Q4/24 and full year 2024, respectively, compared to $45.8 million and $177.2 million in Q4/23 and full year 2023, respectively. Cost increases during the year were largely attributable to high inflation in the Argentine market, which outpaced the government controlled depreciation of the peso against the U.S. dollar.
Production costs applicable to sales were $78.2 million and $248.5 million in Q4/25 and full year 2025, respectively, compared to $60.9 million and $215.1 million in Q4/24 and full year 2024, respectively. Cost increases during the year were largely attributable to high inflation in the Argentine market, which outpaced the government-controlled depreciation of the peso against the U.S. dollar.
(Note 9) 10,297 57,821 46,977 57,821 Dilution gain from investments in McEwen Copper Inc.
(Note 9) 5,716 10,297 25,547 46,977 57,821 Dilution gain from investments in McEwen Copper Inc.
Further, the information contained in this document or incorporated herein by reference is a statement of our present intention and is based on present facts and assumptions, and may change at any time and without notice, based on changes in such facts or assumptions.
Further, the information contained in this document or incorporated herein by reference is a statement of our present intention and is based on present facts and assumptions, and may change at any time and without notice, based on changes in such facts or assumptions. Readers should not place undue reliance on forward-looking statements.
All quarterly financial and other interim results are unaudited. In addition, in this report, gold equivalent ounces (“GEO”) includes gold and silver ounces calculated based on a silver to gold ratio of 89:1 for Q1/24, 81:1 for Q2/24, 85:1 for Q3/24, and 85:1 for Q4/24.
All quarterly financial and other interim results are unaudited. In addition, in this report, gold equivalent ounces (“GEO”) includes gold and silver ounces calculated based on a silver to gold ratio of 90:1 for Q1/25, 99:1 for Q2/25, 88:1 for Q3/25, and 76:1 for Q4/25.
Our ESG highlights from 2021 to 2024 include: Health and Safety At our 100% owned Fox Complex and Gold Bar operations: We reported a total recordable injury frequency rate (“TRIFR”) of 1.30 for Fox Complex and 1.08 for Gold Bar in 2024. We continued to maintain a lost time injury frequency rate (“LTIFR”) of 0, consistent with 2022 and 2023. McEwen Mining strives to maintain a safe, healthy working environment for all.
Our ESG highlights during 2025 include: Health and Safety At our 100% owned Fox Complex, Gold Bar Mine Complex and El Gallo mine operations: We reported a total recordable injury frequency rate (“TRIFR”) of 1.60 for Fox Complex, 0 for Gold Bar Mine Complex and 0 for El Gallo mine in 2025. We continued to maintain a lost time injury frequency rate (“LTIFR”) of 0, consistent with 2024 and 2023. McEwen Inc. strives to maintain a safe, healthy working environment for all.
In Q4/24, cash cost and AISC per GEO sold were $1,635 and $2,038, respectively, compared to $1,155 and $1,497 in Q4/23.
In Q4/25, cash cost and AISC per GEO sold were $1,940 and $2,202, respectively, compared to $1,635 and $2,038 in Q4/24.
The Company’s reserves are affected largely by our assessment of future metals prices, as well as by engineering and geological estimates of ore grade, accessibility and production cost.
The Company’s reserves are affected largely by our assessment of future metals prices, as well as by engineering and geological estimates of ore grade, accessibility and production cost. The Company’s assessment of reserves occurs at least annually, and periodically utilizes external audits.
This resulted in higher real costs for expenses denominated in local currency. Despite management’s efforts to negotiate with key vendors and worker unions to align pricing with currency adjustments, the inflationary environment drove an overall rise in costs. Cash cost and AISC per GEO sold were $1,742 and $2,139, respectively, compared to $1,393 and $1,815 for full year 2023.
Despite management’s successful efforts to negotiate with key vendors and worker unions to align pricing with currency adjustments, the inflationary environment drove an overall rise in costs. Cash cost and AISC per GEO sold were $2,206 and $2,638, respectively, compared to $1,742 and $2,139 for full year 2024.
FORWARD-LOOKING S TATEMENTS This report contains or incorporates by reference “forward-looking statements”, as that term is used in federal securities laws, about our financial condition, results of operations and business.
The Company is currently evaluating the impact on reporting requirements. 83 Table of Contents FORWARD-LOOKING S TATEMENTS This report contains or incorporates by reference “forward-looking statements”, as that term is used in federal securities laws, about our financial condition, results of operations and business.
(Note 9) (5,777) (5,777) Gain on deconsolidation of McEwen Copper Inc. (222,157) (222,157) Advanced Projects McEwen Copper Inc. 76,345 61,148 General, interest and other McEwen Copper Inc. (4,451) (7,484) (13,268) Interest expense 983 982 3,911 5,749 5,488 Adjusted EBITDA $ 5,196 $ (4,867) $ 29,235 $ 7,669 $ (6,486) Weighted average shares outstanding (thousands) 52,926 47,844 51,021 47,544 47,427 Adjusted EBITDA per share $ 0.10 $ (0.10) $ 0.57 $ 0.16 $ (0.14) Average realized prices The term average realized price per ounce used in this report is also a non-GAAP financial measure.
(Note 9) (789) (5,777) (789) (5,777) Interest expense 1,947 983 6,607 3,911 5,749 Gain on deconsolidation of McEwen Copper Inc. (222,157) Advanced Projects - McEwen Copper Inc. 76,345 General, interest and other - McEwen Copper Inc. (7,484) Adjusted EBITDA $ 28,156 $ 5,196 $ 66,163 $ 29,235 $ 7,669 Weighted average shares outstanding (thousands) 54,751 52,926 54,046 51,021 47,544 Adjusted EBITDA per share $ 0.51 $ 0.10 $ 1.22 $ 0.57 $ 0.16 Average realized prices The term average realized price per ounce used in this report is also a non-GAAP financial measure.
We also achieved a major milestone with the approval of the EIA, demonstrating our commitment to environmental stewardship and community engagement. OPERATIONS REVIEW United States Segment The United States segment is comprised of the Gold Bar mine and our exploration properties in the State of Nevada.
We also achieved a major milestone with the approval of the EIA, demonstrating our commitment to environmental stewardship and community engagement. 68 Table of Contents OPERATIONS REVIEW United States Segment The United States segment is comprised of the Gold Bar Mine Complex, consisting of the operating Gold Bar mine, and the Tonkin, Windfall and Lookout Mountain exploration projects; as well as other exploration properties in the State of Nevada.
The comparative analysis below compares the operating and financial results of MSC on a 100% basis. 2024 compared to 2023 On a 100% basis, the San José mine produced 122,653 GEOs for full year 2024, compared to 134,027 GEOs for full year 2023. In Q4/24, production was 38,389 GEOs, compared to 39,093 GEOs in Q4/23.
The comparative analysis below compares the operating and financial results of MSC on a 100% basis. 74 Table of Contents 2025 compared to 2024 On a 100% basis, the San José mine produced 118,612 GEOs for full year 2025, compared to 122,653 GEOs for full year 2024. In Q4/2025 production was 37,739 GEOs, compared to 38,389 GEOs in Q4/24.
Additionnally, on February 21, 2025, the Company repaid $20.0 million of principal under this credit agreement. On February 11, 2025, the Company closed the offering of 5.25% Convertible Senior Notes due 2030 (the “Offering”), for an aggregate principal amount of notes sold in the offering was $110.0 million.
As consideration for such amendment, the Company issued 53,160 common shares. On February 21, 2025, the Company repaid $20.0 million of principal under this credit agreement. On February 11, 2025, the Company closed the offering of 5.25% Convertible Senior Notes due 2030 (the “Offering”), for an aggregate principal amount of $110.0 million.
This is discussed further in Note 9 to the Consolidated Financial Statements. Income and mining tax recovery: For the year ended December 31, 2024, the Company recorded an income tax recovery of $3.0 million, compared to an income tax expense of $33.9 million for the full year 2023, primarily due to the amortization of the flow-through share premium.
This is discussed further in Note 9 to the Consolidated Financial Statements . Income and mining tax recovery: For the year ended December 31, 2025, the Company recorded an income tax recovery of $27.5 million, compared to an income tax recovery of $3.0 million for the full year 2024.
Beginning in Q2/19, we adopted a variable silver to gold ratio for reporting that approximates the average price during each fiscal quarter. 60 Table of Contents Index to Management’s Discussion and Analysis: I Page 2024 and Q4/24 Operating and Financial Highlights 62 Selected Consolidated Financial and Operating Results 65 Consolidated Performance 66 Consolidated Operations Review 66 Liquidity and Capital Resources 67 Environmental, Social, and Governance 68 Operations Review 69 United States Segment 69 Gold Bar mine operating results 69 Exploration Activities - Nevada 70 Timberline Acquisition 70 2025 Production and Cost Outlook 70 Canada Segment 71 Fox Complex operating results 71 Exploration Activities Fox Complex 72 2025 Production and Cost Outlook 72 Mexico Segment 72 Advanced-Stage Properties - Fenix Project 72 MSC Segment, Argentina 73 MSC operating results 73 2025 Production and Cost Outlook 74 McEwen Copper Inc . 74 Los Azules Project 74 Commitments and Contingencies 76 Non-GAAP Financial Performance Measures 77 Critical Accounting Estimates and Accounting Developments 81 Forward-Looking Statements 83 Risk Factors Impacting Forward-Looking Statements 85 61 Table of Contents 2024 AND Q4/24 OPERATING AND FINANCIAL HIGHLIGHTS Highlights for the year and quarter ended December 31, 2024, are summarized below and discussed further under “Consolidated Performance”: Corporate Developments On June 14, 2024, the Company completed a flow-through share issuance for gross proceeds of $21.9 million.
Beginning in Q2/19, we adopted a variable silver to gold ratio for reporting that approximates the average price during each fiscal quarter. 60 Table of Contents Index to Management’s Discussion and Analysis: I Page 2025 and Q4/25 Operating and Financial Highlights 62 Selected Consolidated Financial and Operating Results 65 Consolidated Operations Review 66 Liquidity and Capital Resources 67 Environmental, Social, and Governance 68 Operations Review 69 United States Segment 69 Gold Bar Mine Complex 69 Exploration Activities 70 2026 Production and Cost Outlook 70 Canada Segment 71 Fox Complex 71 Exploration Activities 72 2026 Production and Cost Outlook 72 Mexico Segment 73 Advanced-Stage Properties - El Gallo 73 Minera Santa Cruz Segment , Argentina 74 San José Mine 74 2026 Production and Cost Outlook 75 McEwen Copper Inc . 76 Los Azules Project 76 Commitments and Contingencies 77 Non-GAAP Financial Performance Measures 77 Critical Accounting Estimates and Accounting Developments 81 Forward-Looking Statements 84 Risk Factors Impacting Forward-Looking Statements 85 61 Table of Contents 2025 AND Q4/25 OPERATING AND FINANCIAL HIGHLIGHTS Highlights for the year and quarter ended December 31, 2025, are summarized below and discussed further under “Consolidated Performance”: Corporate Developments On January 31, 2025, the Company amended its Third Amended and Restated Credit Agreement, extending the maturity date from August 31, 2026 to August 31, 2028, and extended the commencement date for monthly repayments of principal from January 31, 2025 to January 31, 2027.
The following tables present a reconciliation of adjusted EBITDA: Three months ended December 31, Year ended December 31, 2024 2023 2024 2023 2022 (in thousands) (in thousands) (Loss) income before income and mining taxes $ (7,161) $ 156,865 $ (46,739) $ 67,036 $ (80,288) Less: Depreciation and depletion 6,854 6,073 30,863 30,359 20,434 Loss from investment in McEwen Copper Inc.
The following tables present a reconciliation of adjusted EBITDA: Three months ended December 31, Year ended December 31, 2025 2024 2025 2024 2023 (in thousands) (in thousands) Income (loss) before income and mining taxes $ 14,100 $ (7,161) $ 6,949 $ (46,739) $ 67,036 Added back: Depreciation and depletion 7,182 6,854 27,849 30,863 30,359 Loss from investment in McEwen Copper Inc.
Income and Mining Taxes: The Company accounts for income and mining taxes under ASC 740 using the liability method, recognizing certain temporary differences between the financial reporting basis of liabilities and assets and the related tax basis for such liabilities and assets.
Changes in the estimates could result in material adjustments to the Company’s reserves and asset values. Income and Mining Taxes: The Company accounts for income and mining taxes under ASC 740 using the liability method, recognizing certain temporary differences between the financial reporting basis of liabilities and assets and the related tax basis for such liabilities and assets.
See “Non-GAAP Financial Performance Measures” beginning on page 77. 64 Table of Contents SE LECTED CONSOLIDATED FINANCIAL AND OPERATING RESULTS The following tables present selected financial and operating results of the company for the three months ended December 31, 2024, and 2023 and for the years ended December 31, 2024, 2023, and 2022: Three months ended December 31, Year ended December 31, 2024 2023 2024 2023 2022 (in thousands, except per share) Revenue from gold and silver sales (1) $ 33,523 $ 58,680 $ 174,477 $ 166,231 $ 110,417 Production costs applicable to sales (1) $ (26,455) $ (39,332) $ (113,313) $ (119,230) $ (91,260) Gross profit (loss) (1) $ 363 $ 13,050 $ 30,935 $ 17,780 $ (544) Adjusted EBITDA (2) $ 5,196 $ (4,867) $ 29,235 $ 7,669 $ (6,486) Adjusted EBITDA per share (2) $ 0.10 $ (0.10) $ 0.57 $ 0.16 $ (0.14) Net (loss) profit $ (8,232) $ 138,453 $ (43,691) $ 55,299 $ (81,075) Net (loss) profit per share $ (0.16) $ 2.89 $ (0.86) $ 1.16 $ (1.71) Cash from (used in) operating activities $ (1,212) $ 16,405 $ 29,454 $ (39,617) $ (56,580) Additions to mineral property interests and plant and equipment $ (12,749) $ (7,822) $ (43,095) $ (26,099) $ (24,187) (1) Excludes revenue from the San José mine, which is accounted for under the equity method.
See “Non-GAAP Financial Performance Measures” beginning on page 77 . 64 Table of Contents SE LECTED CONSOLIDATED FINANCIAL AND OPERATING RESULTS The following tables present selected financial and operating results of the company for the three months ended December 31, 2024, and 2025 and for the years ended December 31, 2023, 2024, and 2025. Three months ended December 31, Year ended December 31, 2025 2024 2025 2024 2023 (in thousands, except per share) Revenue from gold and silver sales (1) $ 64,623 $ 33,523 $ 197,553 $ 174,477 $ 166,231 Production costs applicable to sales (1) $ (40,189) $ (26,455) $ (122,760) $ (113,313) $ (119,230) Gross profit (1) $ 17,397 $ 363 $ 47,564 $ 30,935 $ 17,780 Net income (loss) $ 38,126 $ (8,232) $ 34,434 $ (43,691) $ 55,299 Net income (loss) per share $ 0.70 $ (0.16) $ 0.64 $ (0.86) $ 1.16 Adjusted EBITDA (2) $ 28,156 $ 5,196 $ 66,163 $ 29,235 $ 7,669 Adjusted EBITDA per share (2) $ 0.51 $ 0.10 $ 1.22 $ 0.57 $ 0.16 Cash from (used in) operating activities $ 3,104 $ (1,212) $ 6,865 $ 29,454 $ (39,617) Additions to mineral property interests and plant and equipment $ (13,075) $ (12,749) $ (48,087) $ (43,095) $ (26,099) (1) Excludes revenue from the San José mine, which is accounted for under the equity method.
Cash costs for the Company’s 100% owned operations equal Production costs applicable to sales. See “Non-GAAP Financial Performance Measures” beginning on page 77 for additional information. 2024 compared to 2023 For the full year 2024, the Gold Bar mine produced 44,581 GEOs, a 2% increase from 43,678 GEOs in 2023, driven by a 4% improvement in recovery rates.
Cash costs for the Company’s 100% owned operations equal Production costs applicable to sales. See “Non-GAAP Financial Performance Measures” beginning on page 77 for additional information. 2025 compared to 2024 For the full year 2025, the Gold Bar Mine Complex produced 33,227 GEOs, a 25% decrease from 44,581 GEOs in 2024.
Adjusted EBITDA excludes the impact of McEwen Copper’s results and reflects the earnings of our operating properties, including the San José mine (1) . Fox Complex unit costs: Cash costs (2) and AISC (2) per GEO sold for the Fox Complex for full year 2024 were $1,642 and $1,980, respectively, compared to full year 2024 guidance of $1,225 to $1,325 and $1,450 to $1,550, respectively.
Adjusted EBITDA includes the impact of McEwen Copper’s results and reflects the earnings of our operating properties, including the San José mine (1) . Fox Complex unit costs: Cash costs (2) and AISC (2) per GEO sold for the Fox Complex for full year 2025 were $2,238 and $2,506, respectively, compared to revised full year 2025 guidance of $2,000 to $2,100 and $2,300 to $2,400, respectively.
Reserves also play a key role in the valuation of certain assets in the determination of the purchase price allocations for acquisitions. Reserves involve many estimates and there are no guarantees that the Company will recover the indicated quantities of metals. Changes in the estimates could result in material adjustments to the Company’s reserves and asset values.
The Company’s forecasts are also used in determining the level of valuation allowances on the Company’s deferred tax assets. Reserves also play a key role in the valuation of certain assets in the determination of the purchase price allocations for acquisitions. Reserves involve many estimates and there are no guarantees that the Company will recover the indicated quantities of metals.
The amendments are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. The Company is currently evaluating the impact on reporting requirements.
The amendments are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027.
Readers should not place undue reliance on forward-looking statements. 84 Table of Contents RISK FACTORS IMPACTING FORWARD-LOOKING STATEMENTS Important factors that could prevent us from achieving our stated goals and objectives include, but are not limited to, those set forth in the “Risk Factors” section in our report on Form 10-K for the year ended December 31, 2024, and other reports filed with the SEC, and the following: our ability to raise funds required for the execution of our business strategy. our acquisitions may not achieve their intended results.
RISK FACTORS IMPACTING FORWARD-LOOKING STATEMENTS Important factors that could prevent us from achieving our stated goals and objectives include, but are not limited to, those set forth in the “Risk Factors” section and the following: our ability to raise funds required for the execution of our business strategy. our acquisitions may not achieve their intended results.
Including amounts spent by Minera Andes Inc. prior to 2012, and directly by McEwen Mining prior to 2021, we have invested over $380 million in exploration expenditures to develop Los Azules as a world-class copper deposit. Los Azule s, San Juan, Argentina The Los Azules project is one of the world’s largest undeveloped copper deposits and is located in the Province of San Juan, Argentina. Following the successful conclusion of the 2023-2024 drilling program, which provided sufficient data for the planned study, McEwen Copper finalized the resource model supporting the feasibility study efforts.
Including amounts spent by Minera Andes Inc. prior to 2012, and directly by McEwen Inc. prior to 2021, we have invested over $430 million in exploration expenditures to develop Los Azules as a world-class copper deposit. Los Azule s, San Juan, Argentina The Los Azules project is one of the world’s largest undeveloped copper deposits and is located in the Province of San Juan, Argentina.
MSC Dividend Distribution (49%) We received $0.4 million in dividends from MSC for full year 2024 (2023 - $0.3 million). 2025 Production and Cost Outlook For full year 2025, we expect to produce between 50,000 to 60,000 attributable GEOs at a cash cost per GEO sold between $1,600 and $1,800 per ounce and an AISC per GEO sold between $1,900 and $2,100 per ounce. McEwen Copper Inc.
MSC Dividend Distribution (49%) We received $2.2 million in dividends from MSC for full year 2025 (2024 - $0.4 million). 2026 Production and Cost Outlook For full year 2026, we expect to produce between 59,000 to 64,000 GEOs at a cash cost per GEO sold between $2,000 and $2,200 per ounce and an AISC per GEO sold between $2,300 and $2,500 per ounce. 75 Table of Contents McEwen Copper Inc.
Fix Gold ($/oz) $ 2,663 $ 1,971 $ 2,386 $ 1,940 $ 1,800 Cash costs per ounce ($/GEO sold) (2) 100% owned operations $ 2,004 $ 1,313 $ 1,513 $ 1,356 $ 1,276 San José mine (49% attributable) $ 1,635 $ 1,155 $ 1,742 $ 1,393 $ 1,306 AISC per ounce ($/GEO sold) (2) 100% owned operations $ 2,505 $ 1,492 $ 1,799 $ 1,615 $ 1,662 San José mine (49% attributable) $ 2,038 $ 1,497 $ 2,139 $ 1,815 $ 1,711 Gold : Silver ratio (1) 85 : 1 85 : 1 85 : 1 83 : 1 84 : 1 (1) Silver production is presented as a gold equivalent; the silver to gold ratio used is 85:1 for 2024, 83:1 for 2023, 84:1 for 2022 and 85:1 for Q4/24 and 85:1 for Q4/23.
Fix Gold ($/oz) $ 4,135 $ 2,663 $ 3,431 $ 2,386 $ 1,940 Cash costs per ounce ($/GEO sold) (2) 100% owned operations $ 2,360 $ 2,004 $ 2,106 $ 1,513 $ 1,356 San José mine (49% attributable) $ 1,940 $ 1,635 $ 2,206 $ 1,742 $ 1,393 AISC per ounce ($/GEO sold) (2) 100% owned operations $ 2,460 $ 2,505 $ 2,444 $ 1,799 $ 1,615 San José mine (49% attributable) $ 2,201 $ 2,038 $ 2,636 $ 2,139 $ 1,815 Gold : Silver ratio (1) 76:1 85 : 1 86:1 85 : 1 83 : 1 (1) Silver production is presented as a gold equivalent; the silver to gold ratio used is 86:1 for 2025, 85:1 for 2024, 83:1 for 2023 and 76:1 for Q4/25 and 85:1 for Q4/24.
In the gold mining industry, these are common performance measures but do not have any standardized meaning and are considered non-GAAP measures.
NON-GAAP FINANCIAL PERFORMANCE M EASURES We have included in this report certain non-GAAP performance measures as detailed below. In the gold mining industry, these are common performance measures but do not have any standardized meaning and are considered non-GAAP measures.
We conduct regular training and safety audits and foster a culture of safety throughout our organization. Environment At our 100% owned Fox Complex and Gold Bar operations: We reported zero significant environmental incidents and zero reportable spills in 2022, 2023 and 2024. Our rates of water recycling have improved significantly from 2021 to 2024, increasing from 24% at our 100% owned operations in 2021, to over 90% in 2023 and 2024 for both operations. Our water consumption decreased by 38% at the Fox Complex, from 1,423,000 in 2023 to 884,000 in 2024, and by 21% at the Gold Bar Mine, from 206,000 to 163,000 over the same period. During 2024, we revised our Operations, Maintenance and Surveillance manual for tailings handling, in line with our policies.
We conduct regular training and safety audits and foster a culture of safety throughout our organization. Environment At our 100% owned Fox Complex, Gold Bar Mine Complex and El Gallo mine operations: We reported zero significant environmental incidents and zero reportable spills in 2023, 2024 and 2025. Our rates of water recycling have decreased slightly from 2023 to 2025, from over 90% in 2023, to over 80% in 2024 and 2025 at our 100% owned operations. During 2025, we continued our Operations, Maintenance and Surveillance manual for tailings handling, in line with our policies.
Operational Highlights Achieved annual consolidated GEO production guidance, producing 135,884 GEOs compared with 154,588 GEOs produced in full year 2023. Similarly, we sold 135,411 GEOs on a consolidated basis during 2024 , including 60,501 attributable GEOs from the San José mine (1) .
Annual interest on the loan is 12%. Operational Highlights Achieved revised annual consolidated GEO production guidance, producing 115,687 GEOs compared with 135,884 GEOs produced in full year 2024. Similarly, we sold 113,732 GEOs on a consolidated basis during 2025 , including 55,180 attributable GEOs from the San José mine (1) .
This compares to revenue of $166.2 million from the sale of 88,699 GEOs at an average realized price (2) of $1,927 per GEO during full year 2023. We reported a gross profit of $30.9 million for full year 2024, compared with gross profit of $17.8 million for full year 2023.
This compares to revenue of $174.5 million from the sale of 74,911 GEOs at an average realized price (2) of $2,390 per GEO during full year 2024. We reported a gross profit of $47.6 million for full year 2025, compared to a gross profit of $30.9 million for full year 2024.
In Q4/24, cash cost and AISC per GEO sold were $2,136 and $2,773, respectively, compared to $1,345 and $1,506 in Q4/23. The increase in cash costs and AISC per GEO was primarily driven by lower GEOs sold, as noted above.
In Q4/25, cash costs and AISC per GEO sold were $2,415 and $2,460, respectively, compared to $2,136 and $2,773 in Q4/24. The increase in cash costs and AISC per GEO was primarily driven by lower GEOs sold, as noted above. Exploration Activities During Q4/25, exploration activities were focused on Windfall and Lookout Mountain.
Details of McEwen Copper s operating results are presented in the Operations Review section of this MDA and Note 9 to the Consolidated Financial Statements .
These losses represent our proportion of McEwen Copper s net loss, which is driven primarily by exploration expenditure. Details of McEwen Copper s operating results are presented in the Operations Review section of this MDA and Note 9 to the Consolidated Financial Statements .
All-in sustaining costs consist of cash costs (as described above), plus accretion of retirement obligations and amortization of the asset retirement costs related to operating sites, environmental rehabilitation costs for mines with no reserves, sustaining exploration and development costs, sustaining capital expenditures and sustaining lease payments. Our all-in sustaining costs exclude the allocation of corporate general and administrative costs.
The sum of these costs is divided by the corresponding gold equivalent ounces sold to determine a per ounce amount. All-in sustaining costs consist of cash costs (as described above), plus accretion of retirement obligations and amortization of the asset retirement costs related to operating sites, environmental rehabilitation costs for mines with no reserves, sustaining exploration and development costs, sustaining capital expenditures and sustaining lease payments.
Our GEO sales in full year 2023 totaled 151,054 GEOs, including 62,355 GEOs from the San José mine (1) . 62 Table of Contents At the Fox Complex, we invested $9.0 million in advancing the development of the Stock project.
Our GEO sales in full year 2024 totaled 135,411 GEOs, including 60,501 GEOs from the San José mine (1) . At the Fox Complex, we invested $29.5 million in advancing the development of the Stock project.
If approved, the Los Azules project would become eligible for a range of fiscal and regulatory benefits, including a reduction in the corporate income tax rate from 35% to 25%, exemption from sales tax payments during the construction phase, elimination of export duties, and relief from the requirement to repatriate export proceeds.
RIGI approval entitles the Los Azules project to a series of tax and regulatory benefits, including a reduction in the corporate income tax rate from 35% to 25%, exemption from sales tax during the construction phase, elimination of export duties, and exemption from the obligation to repatriate export revenues.
Further details are provided in Note 19 to the Consolidated Financial Statements . LIQUIDITY AND CAPITAL RESOURCES Our cash, cash equivalents and restricted cash balance decreased by $10.0 million during 2024, from $27.5 million as at December 31, 2023 to $17.5 million as at December 31, 2024. Cash provided by operating activities of $29.5 million during 2024 reflects the net loss of $43.7 million for the period, adjusted for non-cash impacts, including net losses from equity method investments of $38.0 million, depreciation, amortization, and depletion of $30.9 million, income and mining tax recovery of $7.0 million, stock-based compensation of $3.2 million, a $5.8 million accounting gain resulting from dilution of Company’s ownership in McEwen Copper, and a $12.3 million change in non-cash working capital.
Additional information is provided in Note 19 to the Consolidated Financial Statements . LIQUIDITY AND CAPITAL RESOURCES Our cash, cash equivalents and restricted cash balance increased by $37.8 million during 2025, from $17.5 million as at December 31, 2024 to $55.3 million as at December 31, 2025. Cash provided by operating activities of $6.9 million during 2025 reflects the net income of $34.4 million for the period, adjusted for non-cash impacts, including net income from equity method investments of $15.6 million, depreciation, amortization, and depletion of $27.8 million, flow-through premium amortization of $5.6 million, income and mining tax recovery of $22.3 million, stock-based compensation of $3.7 million, and a $6.7 million change in non-cash working capital.
Revenue from gold and silver sales for full year 2024 was $105.1 million, up from $83.4 million in 2023, driven by a 4% increase in GEOs sold and a 20% higher realized gold price.
Revenue from gold and silver sales for full year 2025 was $116.7 million, up from $105.1 million in 2024, driven by a 48% higher average realized gold price which was partially offset by a 24% decrease in GEOs sold.
Despite higher than planned unit costs arising from negative macroeconomic factors, the metal price environment has allowed the operation to strengthen its liquidity, improving its working capital balance to $202.6 million as at December 31, 2024, while also investing $10.5 million in exploration expenditures and $8.7 million in mill expansion costs during 2024.
Despite higher than planned unit costs arising from negative macroeconomic factors, the metal price environment has allowed the operation to strengthen its liquidity, improving its working capital balance to $182.8 million as at December 31, 2025, compared to $87.0 million as of December 31, 2024.
Many of these statements can be found by looking for words such as “believes”, “expects”, “anticipates”, “estimates” or similar expressions used in this report or incorporated by reference in this report. 83 Table of Contents Forward-looking statements and information are based upon several estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, risks and contingencies, and there can be no assurance that such statements and information will prove to be accurate.
Forward-looking statements and information are based upon several estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, risks and contingencies, and there can be no assurance that such statements and information will prove to be accurate.
Gold Bar mine The following table sets out operating results for the Gold Bar mine for the three months ended December 31, 2024, and 2023, and year ended December 31, 2024, compared to 2023 and 2022: Three months ended December 31, Year ended December 31, 2024 2023 2024 2023 2022 Operating Results (in thousands, unless otherwise indicated) Mined mineralized material (t) 251 699 1,960 2,495 1,382 Average grade (g/t Au) 0.60 0.86 0.82 0.84 0.65 Stacked mineralized material (t) 401 877 2,037 2,537 1,336 Average grade (g/t Au) 0.66 0.69 0.85 0.77 0.67 Gold ounces: Produced 6.9 19.8 44.6 43.7 26.6 Sold 6.6 19.2 44.6 43.0 26.8 Silver ounces: Produced 0.1 0.2 0.5 0.8 0.7 Sold 0.0 0.7 0.7 0.6 GEOs: Produced 6.9 19.8 44.6 43.7 26.6 Sold 6.6 19.2 44.6 43.0 26.8 Revenue from gold and silver sales $ 16,932 $ 37,883 $ 105,147 $ 83,409 $ 47,926 Cash costs (1) $ 14,032 $ 25,889 $ 63,547 $ 67,335 $ 43,500 Cash costs per ounce ($/GEO sold) (1) $ 2,136 $ 1,345 $ 1,425 $ 1,565 $ 1,622 All‑in sustaining costs (1) $ 18,219 $ 28,978 $ 74,781 $ 81,370 $ 51,674 AISC per ounce ($/GEO sold) (1) $ 2,773 $ 1,506 $ 1,677 $ 1,891 $ 1,927 Gold : Silver ratio 85 : 1 85 : 1 85 : 1 83 : 1 84 : 1 (1) As used here and elsewhere in this report, this is a Non-GAAP financial performance measure.
Gold Bar Mine Complex The following table sets out operating results for the Gold Bar Mine Complex for the three months ended December 31, 2025, and 2024, and year ended December 31, 2025, compared to 2024 and 2023: Three months ended December 31, Year ended December 31, 2025 2024 2025 2024 2023 Operating Results (in thousands, unless otherwise indicated) Mined mineralized material (kt) 652 251 1,931 1,960 2,495 Average grade (g/t Au) 0.55 0.60 0.62 0.82 0.84 Stacked mineralized material (kt) 690 401 1,989 2,037 2,537 Average grade (g/t Au) 0.58 0.66 0.62 0.85 0.77 Gold ounces: Produced 8,940 6,926 33,221 44,574 43,669 Sold 8,984 6,570 33,807 44,595 43,025 Silver ounces: Produced 188 107 540 532 756 Sold 184 - 656 706 708 GEOs: Produced 8,943 6,927 33,227 44,581 43,678 Sold 8,987 6,570 33,815 44,603 43,034 Revenue from gold and silver sales ($000s) $ 29,427 $ 16,932 $ 116,706 $ 105,147 $ 83,409 Cash costs (1) ($000s) $ 21,701 $ 14,032 $ 68,099 $ 63,547 $ 67,335 Cash costs per ounce ($/GEO sold) (1) $ 2,415 $ 2,136 $ 2,014 $ 1,425 $ 1,565 All‑in sustaining costs (1) ($000s) $ 22,103 $ 18,219 $ 81,202 $ 74,781 $ 81,370 AISC per ounce ($/GEO sold) (1) $ 2,460 $ 2,773 $ 2,401 $ 1,677 $ 1,891 Gold : Silver ratio 76:1 85 : 1 86:1 85 : 1 83 : 1 (1) As used here and elsewhere in this report, this is a Non-GAAP financial performance measure.
Asset Retirement Obligation, Reclamation and Remediation Costs: The Company records the fair value of a liability for an asset retirement obligation (“ARO”) in the period that it is incurred if a reasonable estimate of fair value can be made.
In the section below we identify estimates critical to the understanding of our financial condition and results of operations and that require the application of significant management judgment. 81 Table of Contents Asset Retirement Obligation, Reclamation and Remediation Costs: The Company records the fair value of a liability for an asset retirement obligation (“ARO”) in the period that it is incurred if a reasonable estimate of fair value can be made.
For full year 2023, cash costs and AISC per GEO sold for the Gold Bar mine were $1,565 and $1,891, respectively. San Jos é unit costs: Cash costs (2) and AISC (2) per GEO sold for MSC for full year 2024 were $1,742 and $2,139, respectively, compared to full year 2024 guidance of $1,300 to $1,500 and $1,500 to $1,700, respectively.
For full year 2024, cash costs and AISC per GEO sold for the Gold Bar Mine Complex were $1,425 and $1,677, respectively. San Jos é unit costs: Cash costs (2) and AISC (2) per GEO sold for MSC for full year 2025 were $2,206 and $2,636, respectively, compared to full year revised 2025 guidance of $1,900 to $2,050 and $2,200 to $2,350 respectively.
We report these measures to provide additional information regarding operational efficiencies on an individual mine basis, and believe these measures provide investors and analysts with useful information about our underlying costs of operations. 77 Table of Contents Cash costs consist of mining, processing, on-site general and administrative expenses, community and permitting costs related to current operations, royalty costs, refining and treatment charges (for both doré and concentrate products), sales costs, export taxes and operational stripping costs, but exclude depreciation and amortization (non-cash items).
Cash Costs and All-In Sustaining Costs Cash costs consist of mining, processing, on-site general and administrative expenses, community and permitting costs related to current operations, royalty costs, refining and treatment charges (for both doré and concentrate products), sales costs, export taxes and operational stripping costs, but exclude depreciation and amortization (non-cash items).
We prepare this measure to evaluate our performance against market (London P.M. Fix). The average realized price for our 100% owned properties is calculated as gross sales of gold and silver, less streaming revenue, divided by the number of net ounces sold in the period, less ounces sold under the streaming agreement.
The average realized price for our 100% owned properties is calculated as gross sales of gold and silver, less streaming revenue, divided by the number of net ounces sold in the period, less ounces sold under the streaming agreement. 80 Table of Contents The following table reconciles the average realized prices to the most directly comparable U.S.
These statements may be made expressly in this document or may be incorporated by reference to other documents that we will file with the SEC.
These statements may be made expressly in this document or may be incorporated by reference to other documents that we will file with the SEC. Many of these statements can be found by looking for words such as “believes”, “expects”, “anticipates”, “estimates” or similar expressions used in this report or incorporated by reference in this report.
The Company believes that it has sufficient liquidity along with funds generated from ongoing operations to fund anticipated cash requirements for operations, capital expenditures and working capital purposes for the next 12 months. 67 Table of Contents ENVIRONMENTAL, SOCIAL, AND GOVERNANCE McEwen Mining is committed to upholding the highest corporate governance and sustainability standards, adhering to Environmental, Social and Governance (“ESG”) guidelines, as defined by the Global Reporting Initiative (“GRI”) and other organizations.
The increase in working capital was driven by an increase in cash and cash equivalents of $37.3 million, a $2.9 million increase in receivables from McEwen Copper, a $19.5 million increase in marketable securities, a $8.7 million increase in inventories, a $4.5 million decrease in flow-through share premium, and a $1.5 million decrease in tax liabilities, offset by a $16.5 million increase in accounts payables and accrued liabilities, a $4.0 million increase in contract liability, and a $1.5 million increase in reclamation and remediation liabilities. The Company believes that it has sufficient liquidity along with funds generated from ongoing operations to fund anticipated cash requirements for operations, capital expenditures and working capital purposes for the next 12 months. 67 Table of Contents ENVIRONMENTAL, SOCIAL, AND GOVERNANCE McEwen Inc. is committed to upholding the highest corporate governance and sustainability standards, adhering to Environmental, Social and Governance (“ESG”) guidelines, as defined by the Global Reporting Initiative (“GRI”) and other organizations.
MSC Operating Results The following table sets out operating results for the San José mine for the three months ended December 31, 2024, and 2023, and for the years ended December 31, 2024, 2023, and 2022 (on a 100% basis): Three months ended December 31, Year ended December 31, 2024 2023 2024 2023 2022 Operating Results (in thousands, except otherwise indicated) San José Mine—100% basis Stacked mineralized material (t) 174 173 641 563 555 Average grade mined (g/t) Gold 4.7 4.7 3.9 4.8 5.0 Silver 269 274 209 270 345 Processed mineralized material (t) 160 154 581 579 507 Average grade processed (g/t) Gold 5.3 5.5 4.5 5.0 5.6 Silver 275 297 253 270 369 Average recovery (%): Gold 87.3 87.2 86.7 86.5 87.0 Silver 88.6 88.1 87.8 88.0 88.0 Gold ounces: Produced 23.6 23.8 73.7 81.0 78.8 Sold 23.0 23.4 74.3 75.1 77.2 Silver ounces: Produced 1,256 1,297 4,150 4,422 5,292 Sold 1,213 1,384 4,170 4,363 5,303 GEOs: Produced 38.4 39.1 122.7 134.0 141.1 Sold 37.3 39.7 123.5 127.3 139.5 Revenue from gold and silver sales $ 99,776 $ 76,979 $ 310,411 $ 242,461 $ 254,698 Average realized price: Gold ($/Au oz) $ 2,675 $ 1,941 $ 2,516 $ 1,985 $ 1,826 Silver ($/Ag oz) $ 31.49 $ 22.81 $ 29.59 $ 21.43 $ 21.45 Cash costs (1) $ 60,929 $ 45,800 $ 215,065 $ 177,234 $ 182,195 Cash costs per ounce sold ($/GEO) (1) $ 1,635 $ 1,155 $ 1,742 $ 1,393 $ 1,306 All‑in sustaining costs (1) $ 75,931 $ 59,348 $ 264,056 $ 231,013 $ 238,746 AISC per ounce sold ($/GEO) (1) $ 2,038 $ 1,497 $ 2,139 $ 1,815 $ 1,711 Gold : Silver ratio 85 : 1 85 : 1 85 : 1 83 : 1 84 : 1 (1) As used here and elsewhere in this report, this is a Non-GAAP financial performance measure.
MSC Operating Results The following table sets out operating results for the San José mine for the three months ended December 31, 2025, and 2024, and for the years ended December 31, 2025, 2024 and 2023 (on a 100% basis): Three months ended December 31, Year ended December 31, 2025 2024 2025 2024 2023 Operating Results (in thousands, unless otherwise indicated) San José Mine—100% basis Mined mineralized material (kt) 211 174 701 641 563 Average grade mined (g/t) Gold 3.9 4.7 3.7 3.9 4.8 Silver 207 269 191 209 270 Processed mineralized material (kt) 186 160 705 581 579 Average grade processed (g/t) Gold 4.7 5.3 3.7 4.5 5.0 Silver 197 275 185 253 270 Average recovery (%): Gold 87.27 87.27 83.08 86.72 86.52 Silver 85.38 88.59 83.08 87.78 88.01 Gold ounces: Produced 24,486 23,605 76,970 73,729 80,985 Sold 25,295 23,026 72,072 74,333 75,064 Silver ounces: Produced 1,008,753 1,255,611 3,624,560 4,150,244 4,422,108 Sold 1,093,826 1,212,846 3,435,365 4,169,739 4,362,725 GEOs: Produced 37,739 38,389 118,612 122,653 134,027 Sold 40,317 37,264 112,612 123,471 127,255 Revenue from gold and silver sales ($000s) $ 201,034 $ 99,776 $ 459,545 $ 310,411 $ 242,461 Average realized price: Gold ($/Au oz) $ 4,815 $ 2,675 $ 3,904 $ 2,516 $ 1,985 Silver ($/Ag oz) $ 63.05 $ 31.49 $ 45.17 $ 29.59 $ 21.43 Cash costs (1) ($000s) $ 78,217 $ 60,929 $ 248,459 $ 215,065 $ 177,234 Cash costs per ounce sold ($/GEO) (1) $ 1,940 $ 1,635 $ 2,206 $ 1,742 $ 1,393 All‑in sustaining costs (1) ($000s) $ 88,723 $ 75,931 $ 296,813 $ 264,056 $ 231,013 AISC per ounce sold ($/GEO) (1) $ 2,201 $ 2,038 $ 2,636 $ 2,139 $ 1,815 Gold : Silver ratio 76 : 1 85 : 1 86:1 85 : 1 83 : 1 (1) As used here and elsewhere in this report, this is a Non-GAAP financial performance measure.
Reserves are also a key component in forecasts, with which the Company compares future cash flows to current asset values to ensure that carrying values are reported appropriately. The Company’s forecasts are also used in determining the level of valuation allowances on the Company’s deferred tax assets.
Reserve estimates are used in determining appropriate rates of unit-of-production depreciation, with net book value of many assets depreciated over remaining estimated reserves. Reserves are also a key component in forecasts, with which the Company compares future cash flows to current asset values to ensure that carrying values are reported appropriately.
During Q4/24, we commenced exploration activities at newly acquired properties from the Timberline acquisition, incurring $1.2 million in expenses. (1) At our 49% attributable interest. (2) As used here and elsewhere in this report, this is a Non-GAAP financial performance measure.
(1) At our 49% attributable interest. (2) As used here and elsewhere in this report, this is a Non-GAAP financial performance measure.
The companies signed a Memorandum of Understanding to negotiate the energy supply, which will come from YPF Luz’s renewable assets connected to the Argentine Interconnection System.
Energy Supply Contract McEwen Copper has reached an agreement with YPF Luz to power its Los Azules copper project in San Juan, Argentina, with renewable energy. The companies signed a Memorandum of Understanding to negotiate the energy supply, which will come from YPF Luz’s renewable assets connected to the Argentine Interconnection System.
Working capital as at December 31, 2024 was negative $6.5 million, a $29.2 million decrease from $22.7 million as at December 31, 2023.
Working capital as at December 31, 2025 was $44.1 million, a $50.6 million increase from negative $6.5 million as at December 31, 2024.
In Q4/24, revenue declined to $16.9 million from $37.9 million in Q4/23, primarily due to a 66% decrease in GEOs sold, partially offset by a 29% higher average realized gold price. 69 Table of Contents Production cost applicable to sales for full year 2024 totaled $63.5 million, down from $67.3 million in 2023, primarily due to a 18% reduction in mining costs driven by a 21% decrease in ore tonnes mined, partially offset by a 4% increase in mining contractor rates.
In Q4/25, revenue increased to $29.4 million from $16.9 million in Q4/24, primarily due to a 29% increase in GEOs sold, and a 48% higher average realized gold price. 69 Table of Contents Production cost applicable to sales for full year 2025 totaled $68.1 million, which increased from $63.5 million in 2024.
For full year 2023, cash costs and AISC per GEO sold for MSC were $1,393 and $1,815, respectively. 63 Table of Contents Exploration and Mineral Resources and Reserves During 2024, McEwen Copper invested $114.5 million in Los Azules to advance to the feasibility stage.
For full year 2024, cash costs and AISC per GEO sold for MSC were $1,742 and $2,139, respectively. Exploration and Mineral Resources and Reserves During 2025, McEwen Copper invested $39.9 million to complete the Feasibility Study for the Los Azules copper project, the results of which were published on October 7, 2025.
Net proceeds from the issuance totaled approximately $90.8 million after deducting $15.1 million in capped call costs and $4.1 million in underwriting fees and other offering expenses.
The net proceeds from the Offering were approximately $90.7 million after deducting offering related costs of $4.2 million and the purchase of a related capped call of $15.1 million.
Cash used in investing activities of $58.0 million during 2024 consisted of additions to mineral property interests and plant and equipment of $43.1 million, driven primarily by capital development at the Fox Complex and capitalized pre-stripping at the Gold Bar mine, the investment of an additional $14.0 million in McEwen Copper, and notes receivable acquired of $1.9 million.
Cash used in investing activities of $48.0 million during 2025 consisted of additions to mineral property interests and plant and equipment of $44.6 million, driven primarily by capital development at the Fox Complex and capitalized pre-stripping at the Gold Bar Mine Complex, the investment in marketable securities of $2.2 million, and advances to related parties of $5.1 million, partially offset by the proceeds from sale of marketable securities of $1.6 million and dividends received from MSC of $2.2 million.
These surety bonds are available for draw down in the event we do not perform our reclamation obligations. If the bond is drawn, we would be obligated to reimburse the surety. When the specific reclamation requirements are met, the beneficiary of the surety bonds will cancel and/or return the instrument to the issuing entity.
With respect to reclamation cost commitments disclosed above, we have surety bonds outstanding to provide bonding for our obligations in the United States and Canada. These surety bonds are available for draw down in the event we do not perform our reclamation obligations. If the bond is drawn, we would be obligated to reimburse the surety.
This increase was primarily driven by 27% and 38%% higher realized gold and silver prices, respectively, partially offset by a 3% decrease in GEOs sold. In Q4/24, revenue from gold and silver sales was $99.8 million, compared to $77.0 million in Q4/23. The increase in Q4/24 was primarily driven by 38% higher average realized prices for both gold and silver.
The same factors apply for the change in Q4/25. Revenue from gold and silver sales was $459.5 million for full year 2025, compared to $310.4 million for full year 2024. This increase was primarily driven by 63% and 53% higher realized gold and silver prices, respectively, partially offset by a 9% decrease in GEOs sold.
See “Non-GAAP Financial Performance Measures” beginning on page 77. Three months ended December 31, Year ended December 31, 2024 2023 2024 2023 2022 (in thousands, except per ounce) GEOs produced (1) 32.4 49.9 135.9 154.6 133.3 100% owned operations 13.6 30.7 75.8 88.9 64.2 San José mine (49% attributable) 18.8 19.2 60.1 65.7 69.1 GEOs sold (1) 31.5 50.0 135.4 151.1 132.2 100% owned operations 13.2 30.6 74.9 88.7 63.8 San José mine (49% attributable) 18.3 19.4 60.5 62.4 68.4 Average realized price ($/GEO) (2)(3) $ 2,648 $ 1,956 $ 2,390 $ 1,927 $ 1,788 P.M.
See “Non-GAAP Financial Performance Measures” beginning on page 77. Three months ended December 31, Year ended December 31, 2025 2024 2025 2024 2023 (in thousands, except per share) GEOs produced (1) 34,341 32,403 115,687 135,884 154,588 100% owned operations 15,849 13,591 57,567 75,784 88,915 San José mine (49% attributable) 18,492 18,812 58,120 60,100 65,673 GEOs sold (1) 34,952 31,460 113,732 135,411 151,054 100% owned operations 15,196 13,200 58,552 74,911 88,699 San José mine (49% attributable) 19,755 18,260 55,180 60,501 62,355 Average realized price ($/GEO) (2)(3) $ 4,436 $ 2,648 $ 3,532 $ 2,390 $ 1,927 P.M.
Lower production, described above, negatively impacted unit costs. Gold Bar unit costs: Cash costs (2) and AISC (2) per GEO sold for the Gold Bar mine for full year 2024 were $1,425 and $1,677, respectively, compared to full year 2024 guidance of $1,450 to $1,550 and $1,650 to $1,750, respectively.
For full year 2024, cash costs and AISC per GEO sold for the Fox Complex were $1,642 and $1,980, respectively. Gold Bar unit costs: Cash costs (2) and AISC (2) per GEO sold for the Gold Bar Mine Complex for full year 2025 were $2,014 and $2,401, respectively, compared to revised full year 2025 guidance of $2,050 to $2,150 and $2,400 to $2,500, respectively.
Our local labor program employed over 100 local workers, while the local suppliers development program expanded our local supplier database by 60%. 68 Table of Contents Additionally, the community training program supported 894 individuals with skills development, and educational initiatives continued to prepare students for careers in mining.
The Local Supplier Development Program achieved a 13% year-over-year increase in our supplier database, integrating 213 local businesses into our supply chain. Additionally, the community training program supported 713 individuals with skills development, and educational initiatives continued to prepare students for careers in mining.
Impairment of Long-lived Assets: The Company reviews and evaluates its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Once it is determined that impairment exists, an impairment loss is measured as the amount by which the asset carrying value exceeds its fair value.
Estimates regarding mine development capitalization costs involve the determination of proven and probable reserves. Impairment of Long-lived Assets: The Company reviews and evaluates its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable.
For full year 2025, we expect to produce between 40,000 to 45,000 GEOs at a cash cost per GEO sold between $1,500 and $1,700 per ounce and an AISC per GEO sold between $1,700 and $1,900 per ounce. 70 Table of Contents Canada Segmen t The Canada segment is comprised of our Fox Complex property, which includes the Froome and Black Fox underground mines; the Grey Fox and Stock advanced-stage projects; the Stock mill; and a number of exploration properties located near the city of Timmins, Ontario, Canada. Fox Complex The following table sets out operating results for the Fox Complex mines for the three months ended December 31, 2024, and 2023, and the years ended December 31, 2024, 2023, and 2022: Three months ended December 31, Year ended December 31, 2024 2023 2024 2023 2022 Operating Results (in thousands, unless otherwise indicated) Mined mineralized material (t) 68 96 309 391 419 Average grade (g/t Au) 3.05 3.08 2.90 3.40 3.49 Processed mineralized material (t) 88 120 404 457 345 Average grade (g/t Au) 2.52 2.84 2.54 3.31 3.77 Gold ounces: Produced 6.5 10.2 30.1 44.4 26.8 Sold, excluding stream 5.9 9.8 27.7 41.3 24.5 Sold, stream 0.7 0.8 2.6 3.5 2.2 Sold, including stream 6.6 10.6 30.3 44.8 26.7 Silver ounces: Produced 0.8 1.4 4.2 5.6 2.6 Sold 0.9 4.3 5.6 3.0 GEOs: Produced 6.5 10.2 30.2 44.4 36.7 Sold, excluding stream 5.9 10.3 27.7 41.3 Sold 6.6 10.6 30.3 44.9 36.7 Revenue from gold and silver sales $ 16,269 $ 19,448 $ 67,808 $ 81,295 $ 60,848 Cash costs (1) $ 12,423 $ 13,298 $ 49,766 $ 51,895 $ 36,845 Cash costs per ounce ($/GEO sold) (1) $ 1,874 $ 1,253 $ 1,642 $ 1,157 $ 1,020 All‑in sustaining costs (1) $ 14,852 $ 15,570 $ 59,994 $ 60,617 $ 52,912 AISC per ounce ($/GEO sold) (1) $ 2,240 $ 1,467 $ 1,980 $ 1,351 $ 1,465 Gold : Silver ratio 85 : 1 85 : 1 85 : 1 83 : 1 84 : 1 (1) As used here and elsewhere in this report, this is a Non-GAAP financial performance measure.
Fox Complex The following table sets out operating results for the Fox Complex mines for the three months ended December 31, 2025, and 2024, and the years ended December 31, 2025, 2024, and 2023: Three months ended December 31, Year ended December 31, 2025 2024 2025 2024 2023 Operating Results (in thousands, unless otherwise indicated) Mined mineralized material (kt) 80 68 303 309 391 Average grade (g/t Au) 3.05 3.05 2.86 2.90 3.40 Processed mineralized material (kt) 86 88 307 404 457 Average grade (g/t Au) 2.69 2.52 2.77 2.54 3.31 Gold ounces: Produced 5,832 6,504 23,144 30,101 44,373 Sold, excluding stream 5,512 5,930 21,762 27,700 41,300 Sold, stream 392 700 1,779 2,600 3,500 Sold, including stream 5,904 6,600 23,541 30,300 44,800 Silver ounces: Produced 1,493 816 3,605 4,245 5,590 Sold 1,132 - 4,358 4,270 5,646 GEOs: Produced 5,853 6,514 23,187 30,151 44,439 Sold, excluding stream 5,527 5,930 21,813 27,700 41,300 Sold 5,921 6,630 23,594 30,307 44,868 Revenue from gold and silver sales ($000s) $ 20,780 $ 16,269 $ 76,038 $ 67,808 $ 81,295 Cash costs (1) ($000s) $ 13,485 $ 12,423 $ 52,802 $ 49,766 $ 51,895 Cash costs per ounce ($/GEO sold) (1) $ 2,278 $ 1,874 $ 2,238 $ 1,642 $ 1,157 All‑in sustaining costs (1) ($000s) $ 13,979 $ 14,852 $ 59,117 $ 59,994 $ 60,617 AISC per ounce ($/GEO sold) (1) $ 2,361 $ 2,240 $ 2,506 $ 1,980 $ 1,351 Gold : Silver ratio 76:1 85 : 1 86:1 85 : 1 83:1 (1) As used here and elsewhere in this report, this is a Non-GAAP financial performance measure.

162 more changes not shown on this page.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

23 edited+4 added6 removed4 unchanged
Biggest changeSome of our investments may be highly volatile and lack liquidity caused by lower trading volumes. As a result, we are inherently exposed to fluctuations in the fair value of our investments, which may result in gains or losses upon their valuation.
Biggest changeAs a result, we are inherently exposed to fluctuations in the fair value of our investments, which may result in gains or losses upon their valuation. Based on the marketable securities balance of $21.1 million as at December 31, 2025, a 1.0% change in fair value would result in a gain or loss of approximately $0.2 million.
We have in the past and may in the future hold a portion of our treasury in gold and silver bullion, where the value is recorded at the lower of cost or market. Gold and silver prices may affect the value of any bullion that we hold in treasury.
We have in the past and may in the future hold a portion of our treasury in gold and silver bullion, where the value is recorded at the lower of cost or market. Gold and silver prices will affect the value of any bullion that we hold in treasury.
We also hold negligible portions of our cash reserves in Mexican and Argentine pesos, with effect of a 1% change in this currency resulting in gains/losses immaterial for disclosure purposes. Further, we are also subject to foreign currency risk on the fluctuation of the Mexican peso on our VAT receivable balance.
We also hold negligible portions of our cash reserves in Mexican and Argentine pesos, with effect of a 1% change in this currency resulting in gains/losses immaterial for disclosure purposes. Furthermore, we are also subject to foreign currency risk on the fluctuation of the Mexican peso on our VAT receivable balance.
Further, our participation in the joint venture with Hochschild for the 49.0% interest held at MSC and our 46.4% ownership in McEwen Copper as of December 31, 2024, each creates additional risks because, among other things, we do not exercise decision-making power over the day-to-day activities at MSC or McEwen Copper; however, implications from our partner’s decisions may result in us having to provide additional funding to MSC or McEwen Copper, or result in a further decrease in our percentage of ownership.
Further, our participation in the joint venture with Hochschild for the 49.0% interest held at MSC, and 46.3% ownership in McEwen Copper as of December 31, 2025, each creates additional risks because, among other things, we do not exercise decision-making power over the day-to-day activities at MSC or McEwen Copper; however, implications from our partner’s decisions may result in us having to provide additional funding to MSC or McEwen Copper, or result in a further decrease in our percentage of ownership.
Since 2008, the Argentine peso has been steadily devaluing against the U.S. dollar by 10% to 73% on an annual basis. As noted in the graph below, during 2024 the Argentine peso devalued 37% compared to devaluations of 73% and 41% in 2023 and 2022 respectively.
Since 2008, the Argentine peso has been steadily devaluing against the U.S. dollar by 10% to 73% on an annual basis. As noted in the graph below, during 2025 the Argentine peso devalued 30% compared to devaluations of 37% and 73% in 2024 and 2023 respectively.
The bonds have an annual fee of 2.4% of their value and require a deposit of 7.2% of the amount of the bond.
The bonds have an annual fee of 2.4% of their value and require an average deposit of 7.2% of the amount of the bond.
Although we do not believe we have any significant credit exposure associated with these bonds, we are exposed to the risk that the surety bonds may no longer be accepted by the governmental agencies as satisfactory reclamation coverage, in which case we would be required to replace the surety bonding with cash.
Although we do not believe we have any significant credit exposure associated with these bonds or the deposit, we are exposed to the risk that the surety may default in returning our deposit or that the surety bonds may no longer be accepted by the governmental agencies as satisfactory reclamation coverage, in which case we would be required to replace the surety bonding with cash.
Equity Price Risk We have in the past sought and will likely in the future seek to acquire additional funding by sale of common stock or other equity securities. Movements in the price of our common stock have been volatile in the past and may also be volatile in the future.
We have in the past sought and will likely in the future seek to acquire additional funding from the sale of common stock or other equity securities. Movements in the price of our investments have been volatile in the past and may also be volatile in the future.
We do not hedge any of our sales and are therefore subject to all changes in commodity prices. Credit Risk We may be exposed to credit loss through our precious metals and doré sales agreements with Canadian and American financial institutions and refineries, should these customers be unable to make payment in accordance with the terms of the agreements.
We do not hedge any of our sales and are therefore subject to all changes in commodity prices. 87 Table of Contents Credit Risk We may be exposed to credit loss through our precious metals and doré sales agreements with financial institutions and refineries if these customers are unable to make payment in accordance with the terms of the agreements.
Based on our Canadian cash balance of $0.5 million (C$0.7 million) as at December 31, 2024, a 1% fluctuation in the Canadian dollar would result in a gain/loss of less than $0.1 million in the Consolidated Statements of Operations and Comprehensive (Loss) Income .
Based on our Canadian cash balance of $7.4 million (C$10.3 million) as at December 31, 2025, a 1% fluctuation in the Canadian dollar would result in a gain/loss of less than $0.1 million in the Consolidated Statements of Operations and Comprehensive (Loss) Income .
In Nevada and Ontario, Canada we are required to provide security to cover our projected reclamation costs. As at December 31, 2024, we have surety bonds of $44.8 million in place to satisfy bonding requirements for this purpose.
In Nevada and Ontario, Canada we are required to provide security to cover our projected reclamation costs. As at December 31, 2025, we have surety bonds of $48.2 million in place to satisfy bonding requirements for this purpose.
As of December 31, 2024, our VAT receivable balance was MEX$14.8 million, equivalent to approximately $0.7 million, for which a 1% change in the Mexican peso would have resulted in a gain/loss of less than $0.1 million in the Consolidated Statements of Operations and Comprehensive (Loss) Income .
As of December 31, 2025, our VAT receivable balance was MXN15.5 million, equivalent to approximately $0.9 million, for which a 1% change in the Mexican peso would have resulted in a gain/loss of less than $0.1 million in the Consolidated Statements of Operations and Comprehensive (Loss) Income .
As of December 31, 2024, 54% of our foreign currency holdings was held in Canadian dollars, representing 3.3% of our total treasury. We held minor positions in Mexican and Argentine Pesos.
As of December 31, 2025, 96.5% of our foreign currency holdings was held in Canadian dollars, representing 14.5% of our total treasury. We held minor positions in Mexican and Argentine Pesos.
MSC holds a portion of its local cash balances in Argentine pesos and is therefore exposed to the effects of this continued devaluation and also the risk that there may be a sudden severe devaluation of the Argentine peso. A severe devaluation could result in material foreign exchange losses as reported in U.S. dollars.
MSC holds a portion of its local cash balances in Argentine pesos and is therefore exposed to the effects of this continued devaluation and also the risk that there may be a sudden severe devaluation of the Argentine peso.
Changes in the price of gold and silver can also affect the provisionally priced sales that we make under agreements with refiners and other purchasers of our products. As at December 31, 2024, we had no gold or silver sales subject to final pricing.
Changes in the price of gold and silver can also affect the provisionally priced sales that we make under sales agreements. At December 31, 2025, we had no gold or silver sales subject to provisional pricing at our 100% owned operations.
Commodity Price Risk We produce and sell gold and silver, therefore changes in the market price of gold and silver could significantly affect our results of operations and cash flows in the future. Change in the price of gold and silver could materially affect our revenues.
Changes in the market price of gold and silver have and will in the future significantly affect the results of our operations and cash flows. Changes in the price of gold and silver could materially affect our revenues.
During 2024, the Canadian dollar depreciated by 5.6% against the U.S. dollar, compared to an appreciation of 1.3% in 2023 and a depreciation of 6% in 2022. 86 Table of Contents The following chart illustrates changes in the value of these currencies compared to the U.S. dollar in the twelve months ended December 31, 2024: The value of cash and cash equivalents denominated in foreign currencies also fluctuates with changes in currency exchange rates.
The following chart illustrates changes in the value of these currencies compared to the U.S. dollar in the twelve months ended December 31, 2025: 86 Table of Contents The value of cash and cash equivalents denominated in foreign currencies also fluctuates with changes in currency exchange rates.
During 2024, the Mexican peso depreciated 15% against the US dollar, compared to an appreciation of 14% and 12% in 2023 and 2022, respectively.
During 2025, the Mexican peso appreciated 12% against the US dollar, compared to a depreciation of 15% in 2024 and an appreciation of 14% in 2023. During 2025, the Canadian dollar appreciated by 3.3% against the U.S. dollar, compared to a depreciation of 5.6% in 2024 and an appreciation of 1.3% in 2023.
In our case, the functional currency of all our Argentine subsidiaries has always been our reporting currency, the U.S. dollar. As such, we do not expect the classification of Argentina’s economy as a highly inflationary economy, to change our financial reporting methodology. 89 Table of Contents
As such, we do not expect the classification of Argentina’s economy as a hyperinflationary economy, to change our financial reporting methodology. 88 Table of Contents
Based on our revenues from gold and silver sales of $174.5 million for the year ended December 31, 2024, with all other variables held constant, a 10% change in the price of gold and silver would have had resulted in an additional income or loss before income and mining taxes of approximately $17.5 million.
Based on our revenues from gold and silver sales of $197.6 million for the full year December 31, 2025, a 10% change in the price of gold and silver would have had an impact of approximately $19.8 million on our revenues.
ASC 830 defines a hyperinflationary economy as one where the cumulative inflation rate exceeds 100% over the last three years which precede the reporting period. In this scenario, ASC 830 requires companies to change the functional currency of its foreign subsidiaries operating in a highly inflationary economy, to match the company’s reporting currency.
Inflationary Risk Argentina has experienced a significant amount of inflation over the last ten years and has now been classified as a hyperinflationary economy. ASC 830 defines a hyperinflationary economy as one where the cumulative inflation rate exceeds 100% over the last three years which precede the reporting period.
However, based on the history and financial condition of our counterparties, we do not anticipate any of the financial institutions or refineries to default on their obligation.
However, based on the history and the financial condition of our counterparties, we do not anticipate that any of our customers will default on their obligations. As of December 31, 2025, we do not believe we have any significant credit exposure associated with precious metals and our doré sales agreements.
As a result, there is a risk that we may not be able to sell equity securities at an acceptable price to meet future funding requirements. 87 Table of Contents We have invested and may continue to invest in shares of common stock of other entities in the mining sector.
As a result, there is a risk that we may not be able to sell equity securities at an acceptable price to meet future funding requirements. In February 2025, we raised gross proceeds of $110.0 million through the issuance of Convertible Senior Notes due August 15, 2030, as further described in Note 10 to the consolidated financial statements.
Removed
Decreases in the market price of gold or silver can also significantly affect the value of our product inventory, stockpiles and leach pads, and it may be necessary to record a write-down to net realizable value.
Added
A severe devaluation could result in material foreign exchange losses as reported in U.S. dollars. ​ Equity Price Risk We have invested and may continue to invest in shares of common stock of other entities in the mining sector. Some of our investments may be highly volatile and lack liquidity caused by lower trading volumes.
Removed
As of December 31, 2024, we do not believe we have any significant credit exposure associated with precious metals and our doré sales agreements . ​ In Mexico, we are exposed to credit loss regarding our VAT taxes receivable if the Mexican tax authorities are unable or unwilling to make payments in accordance with our monthly filings.
Added
In connection with the offering, we entered into separate Capped Call Transactions intended to offset potential dilution upon conversion of the Convertible Notes. These transactions, which are subject to customary anti-dilution adjustments, cover the aggregate number of shares of common stock initially underlying the Convertible Notes. Commodity Price Risk We produce and sell gold and silver.
Removed
Timing of collection on VAT receivables is uncertain as VAT refund procedures require a significant amount of information and follow-up. The risk is mitigated to the extent that the VAT receivable balance can be applied against future income taxes payable.
Added
Interest rate risk Our outstanding debt consists of the $110.0 million convertible notes due 2030, the $20.0 million term loan facility, and various equipment leases. As the convertible notes and term loan have fixed coupons, we do not have any significant exposure to interest rate risks.
Removed
However, at this time we are uncertain when, if ever, our Mexican operations will generate sufficient taxable operating profits to offset this receivable against taxes payable. We continue to face risk on the collection of our VAT receivables, which amount to $0.7 million as at December 31, 2024.
Added
In this scenario, ASC 830 requires companies to change the functional currency of its foreign subsidiaries operating in a hyperinflationary economy, to match the company’s reporting currency. In our case, the functional currency of all our Argentine subsidiaries has always been our reporting currency, the U.S. dollar.
Removed
Interest rate risk Our outstanding debt consists of various equipment leases, a revolving gold prepayment facility, and the senior secured credit facility. The leases and senior secured facility are at fixed rates; the prepayment facility is subject to variable rates.
Removed
Exposure to variable rates is very limited, (less than 30 days) and as the debt is at fixed rates, we consider our interest rate risk exposure to be insignificant at this time. 88 Table of Contents Inflationary Risk Argentina has experienced a significant amount of inflation over the last ten years and has now been classified as a highly inflationary economy.

Other MUX 10-K year-over-year comparisons