Magellan Copper & Gold Files Q2 2024 10-Q

TL;DR

Magellan Copper & Gold filed its Q2 2024 10-Q. Mining company based in ID.

AI Summary

Magellan Copper & Gold Inc. filed its 10-Q for the period ending June 30, 2024. The company, formerly known as Magellan Gold Corp, is incorporated in Nevada and operates in the metal mining sector. Its principal business address is in Wallace, Idaho. The filing covers the second quarter of 2024.

Why It Matters

This filing provides investors with an update on Magellan Copper & Gold's financial performance and operational status for the second quarter of 2024, crucial for understanding the company's current standing in the metal mining industry.

Risk Assessment

Risk Level: medium — As a metal mining company, Magellan Copper & Gold is subject to inherent risks associated with commodity prices, exploration, and operational challenges.

Key Numbers

• 2024 Q2 — Reporting Period (Covers the second quarter of 2024.)
• 1231 — Fiscal Year End (Indicates the company's fiscal year concludes on December 31st.)

Key Players & Entities

• MAGELLAN COPPER & GOLD INC. (company) — Filer of the 10-Q
• MAGELLAN GOLD Corp (company) — Former company name
• 20240630 (date) — End of the reporting period
• 20241015 (date) — Filing date
• WALLACE, ID (location) — Business address

FAQ

Key Financial Figures

• $400,000 — recorded as a deposit, and shall spend $400,000 on the Kris Project in allowable expend
• $0.001 — f the Company's common stock, par value $0.001 per share; and (ii) GEM agreed to assig
• $2.00 — tock warrants with an exercise price of $2.00 per share. The Company evaluated the co
• $0.50 — tock warrants with an exercise price of $0.50 per share for a term of 5 years. Two re
• $60,000 — 5 years. Two related parties purchased $60,000 of the 2020A notes. The Company evaluat
• $237,263 — in capital as of December 31, 2020. The $237,263 debt discount will be amortized over th
• $25,000 — ble quarterly in arrears. In July 2020, $25,000 of Series 2020A 8% Unsecured Convertibl
• $54,000 — ental value of the debt modification of $54,000 will be recorded over the remaining lif
• $0.30 — 34 shares of common stock at a price of $0.30 per share for a total value of $ 70,000
• $0.24 — 34 shares of common stock at a price of $0.24 per share for a total value of $ 56,000
• $56,000 — ental value of the debt modification of $56,000 will be recorded over the remaining lif

Filing Documents

• magellan_i10q-063024.htm (10-Q) — 472KB
• magellan_ex3101.htm (EX-31.1) — 10KB
• magellan_ex3102.htm (EX-31.2) — 10KB
• magellan_ex3201.htm (EX-32.1) — 4KB
• magellan_ex3202.htm (EX-32.2) — 4KB
• 0001683168-24-007128.txt ( ) — 3112KB
• mage-20240630.xsd (EX-101.SCH) — 25KB
• mage-20240630_cal.xml (EX-101.CAL) — 34KB
• mage-20240630_def.xml (EX-101.DEF) — 109KB
• mage-20240630_lab.xml (EX-101.LAB) — 247KB
• mage-20240630_pre.xml (EX-101.PRE) — 208KB
• magellan_i10q-063024_htm.xml (XML) — 309KB

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements 3 Consolidated Balance Sheets (unaudited) 3 Consolidated Statements of Operations (unaudited) 4 Consolidated Statements of Shareholders' Deficit (unaudited) 5 Consolidated Statements of Cash Flows (unaudited) 6

Notes to Consolidated Financial Statements (unaudited)

Notes to Consolidated Financial Statements (unaudited) 7

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 16

Quantitative and Qualitative Disclosures About Market Risk

Item 3. Quantitative and Qualitative Disclosures About Market Risk 20

Controls and Procedures

Item 4. Controls and Procedures 21

OTHER INFORMATION

PART II. OTHER INFORMATION

Legal Proceedings

Item 1. Legal Proceedings 22

Risk Factors

Item 1A. Risk Factors 22

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 22

Defaults Upon Senior Securities

Item 3. Defaults Upon Senior Securities 22

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 22

Other Information

Item 5. Other Information 22

Exhibits

Item 6. Exhibits 22

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements Magellan Copper & Gold Inc. (Formerly Magellan Gold Corporation) Consolidated Balance Sheets (Unaudited) June 30, 2024 December 31, 2023 ASSETS Current assets Cash $ 3,913 $ 99 Total current assets 3,913 99 Mineral rights and properties 522,565 100,000 Total assets $ 526,478 $ 100,099 LIABILITIES AND SHAREHOLDERS' DEFICIT Current liabilities: Accounts payable $ 210,848 $ 236,322 Accounts payable - related party 109,750 73,750 Accrued liabilities 214,089 214,089 Convertible note payable, net - related party 285,000 185,000 Convertible note payable, net 430,978 530,978 Accrued interest - related parties 85,731 39,778 Accrued interest 199,814 204,197 Advances payable - related party 21,875 21,875 Advances payable 39,338 39,338 Notes payable 99,000 100,000 Notes payable - related party 168,000 53,000 Derivative liability 77,068 86,443 Total current liabilities 1,941,491 1,784,770 Total liabilities 1,941,491 1,784,770 Commitments and contingencies – – Shareholders' deficit: Preferred shares, 25,000,000 shares Series A preferred stock - $ 10.00 stated value; 2,500,000 authorized; 0 shares issued and outstanding – – Common shares, $ 0.001 par value; 1,000,000,000 shares authorized; 25,412,072 and 19,577,072 shares issued and outstanding, respectively 25,412 19,577 Additional paid-in capital 19,757,755 19,289,530 Accumulated deficit ( 21,198,180 ) ( 20,993,778 ) Shareholders' deficit: ( 1,415,013 ) ( 1,684,671 ) Total liabilities and shareholders' deficit $ 526,478 $ 100,099 See accompanying notes to the unaudited consolidated financial statements 3 Magellan Copper & Gold Inc. (Formerly Magellan Gold Corporation) Consolidated Statements of Operations (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Operating expenses: General and administrative expenses $ 71,817 $ 67,6

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1 – Organization, Basis of Presentation, and Nature of Operations Organization and Nature of Operations Magellan Copper & Gold Inc. ("we" "our", "us", the "Company" or "Magellan") was incorporated on September 28, 2010, under the laws of the State of Nevada. Our principal business is the acquisition and exploration of mineral resources. We have not presently determined whether the properties to which we have mining rights contain mineral reserves that are economically recoverable. On August 1, 2024, the Company amended its articles of incorporation to change their name from Magellan Gold Corporation to Magellan Copper & Gold Inc. Our primary focus is to explore and develop mineral properties in the United States. Effective March 31, 2020, we divested our subsidiary holding all our international assets and plan to advance our Center Star Gold Project and our Kris Project towards resource definition and eventual development, to advance the exploration efforts on one or more of the Company's copper project, Blue Jacket, Copper Cliff or Copper Butte and possibly to acquire additional mineral rights and conduct additional exploration, development and permitting activities. Our mineral lease payments, mineral claim annual holding costs, permitting applications and exploration and development efforts will require additional capital. We rely upon the sale of our securities as well as advances and loans from executive management and significant shareholders to fund our operations as we have not generated any significant revenue. Note 2 – Summary of Significant Accounting Policies Basis of Presentation We prepare our financial statements in accordance with accounting principles generally accepted in the United States ("GAAP"). The accompanying unaudited interim consolidated financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of

financial statements

financial statements. Liquidity and Going Concern Our consolidated financial statements have been prepared on a going concern basis, which assumes that we will be able to meet our obligations and continue our operations during the next fiscal year. Asset realization values may be significantly different from carrying values as shown in our consolidated financial statements and do not give effect to adjustments that would be necessary to the carrying values of assets and liabilities should we be unable to continue as a going concern. At June 30, 2024, we had a working capital deficit of $ 1,937,578 , we had not yet generated any significant revenues or achieved profitable operations and we have accumulated losses of $ 21,198,180 . We expect to incur further losses in the development of our business, all of which raises substantial doubt as to our ability to continue as a going concern. Our ability to continue as a going concern depends on our ability to generate future profits and/or to obtain the necessary financing to meet our obligations arising from normal business operations when they come due, of which there can be no assurance. We anticipate that additional funding will be in the form of additional loans from officers, directors or significant shareholders, or equity financing from the sale of our common stock but cannot assure that any future financing will occur. Note 3 – Mineral Rights and Properties Kris Project On June 6, 2023, the Company entered a memorandum of understanding for earn-in agreement ("MOU") with Gold Express Mines, Inc. ("GEM"). Per the MOU, the Company agreed to earn-in for up to 50% working interest in the Kris Project, which is comprised of 74 unpatented mining claims located in Plumas County, CA. In March 2023, the Company paid Gold Express Mines, Inc. $ 100,000 , which was recorded as a deposit, and shall spend $400,000 on the Kris Project in allowable expenditures over the next thirty-six months, assuming permitting for the

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