Star Gold Corp. Reports No Revenue, Deepens Exploration Focus
Ticker: SRGZ · Form: 10-K · Filed: Sep 10, 2025 · CIK: 1401835
| Field | Detail |
|---|---|
| Company | Star Gold Corp. (SRGZ) |
| Form Type | 10-K |
| Filed Date | Sep 10, 2025 |
| Risk Level | high |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $0.001, $0.01, $12,000, $257,386, $627,500 |
| Sentiment | bearish |
Sentiment: bearish
Topics: Mineral Exploration, Pre-Revenue Company, Gold Mining, Nevada Mining, Junior Miner, Speculative Investment, Exploration Stage
TL;DR
**SRGZ is a pure exploration play with no revenue, making it a highly speculative bet on future gold and silver discoveries.**
AI Summary
Star Gold Corp. (SRGZ) reported no operating revenue for the fiscal year ended April 30, 2025, continuing its status as an exploration-stage company focused on acquiring and exploring precious metal deposit properties. The company incurred a net loss during this period, reflecting its ongoing investment in exploration activities without generating income from mining operations. SRGZ's primary asset is the Longstreet Property in Nevada, comprising 142 mineral claims (137 owned, 5 leased), covering approximately 2,500 acres, which is at an intermediate stage of exploration. Key business changes include the 2019 amendment to the Longstreet Agreement, eliminating required property expenditures and accelerating payment to Great Basin Resources, Inc. for a quit claim deed on 137 claims. Strategic outlook remains focused on assembling high-quality mid-stage mineral exploration prospects, primarily gold and silver, in the western United States. Risks include the speculative nature of mineral exploration, reliance on additional capital for development, and fluctuations in precious metal prices, with the company having no employees and relying on independent contractors.
Why It Matters
Star Gold Corp.'s continued status as a pre-revenue exploration company highlights the high-risk, high-reward nature of junior mining investments. For investors, this means significant capital appreciation potential if economic deposits are found, but also a high probability of loss given the speculative stage. Employees are non-existent, with operations relying on consultants, indicating minimal direct job creation. Customers are not yet a factor as there are no producing mines. In the broader market, SRGZ's activities contribute to the competitive landscape of mineral exploration, vying for financing and properties against larger, more established players, underscoring the challenges for smaller entities in a capital-intensive industry.
Risk Assessment
Risk Level: high — Star Gold Corp. is an exploration-stage company with "Nil in operating revenue during the year" ended April 30, 2025, and a net loss, indicating a complete lack of income-generating operations. The company explicitly states it has "a limited operating history on which to base an evaluation of the business and prospects" and that its "properties being in the exploration stage" is a significant risk, directly evidencing its high-risk profile.
Analyst Insight
Investors should approach SRGZ with extreme caution, recognizing it as a highly speculative investment in the exploration phase. Conduct thorough due diligence on the Longstreet Property's geological potential and management's ability to secure future financing, as the company's success hinges entirely on discovering economically viable mineral deposits.
Financial Highlights
- debt To Equity
- N/A
- revenue
- $0
- operating Margin
- N/A
- total Assets
- $1,009,511
- total Debt
- $0
- net Income
- $-849,027
- eps
- N/A
- gross Margin
- N/A
- cash Position
- $10,910
- revenue Growth
- N/A
Revenue Breakdown
| Segment | Revenue | Growth |
|---|---|---|
| Exploration Activities | $0 | N/A |
Key Numbers
- $0 — Operating Revenue (for the fiscal year ended April 30, 2025, indicating pre-revenue exploration stage)
- 142 — Mineral Claims (comprising the Longstreet Property, with 137 owned and 5 leased)
- 2,500 — Acres (total area covered by the Longstreet Property)
- 3% — Net Smelter Royalty (NSR) (payable to third parties on the Longstreet Property)
- 0 — Employees (as of the date of the 10-K, relying on independent contractors)
- $849,027 — Non-Affiliate Market Value (of common stock as of October 31, 2024, reflecting market capitalization)
- 97,290,810 — Shares Outstanding (as of September 9, 2025, indicating potential for dilution)
Key Players & Entities
- Star Gold Corp. (company) — registrant
- SRGZ (company) — ticker symbol
- Great Basin Resources, Inc. (company) — assignee of claims
- Clifford (person) — lessor of 5 claims
- Nevada (regulator) — state of incorporation and operations
- Bureau of Land Management (regulator) — federal agency for mining claims
- Nevada Department of Environmental Protection (regulator) — state agency for reclamation permits
- $849,027 (dollar_amount) — market value of common stock held by non-affiliates on October 31, 2024
- 97,290,810 (dollar_amount) — shares of common stock outstanding as of September 9, 2025
- $12,000 (dollar_amount) — annual advance royalty payment for Longstreet Property
FAQ
What is Star Gold Corp.'s primary business activity?
Star Gold Corp. is an exploration stage company engaged in the acquisition and exploration of precious metal deposit properties, primarily gold and silver, with the goal of advancing them toward production. The company had no operating revenue for the fiscal year ended April 30, 2025.
Where are Star Gold Corp.'s main mineral properties located?
Star Gold Corp.'s primary asset is the Longstreet Property, located in the State of Nevada. This property comprises 142 mineral claims, covering approximately 2,500 acres, and is currently at an intermediate stage of exploration.
Did Star Gold Corp. generate any revenue in the last fiscal year?
No, Star Gold Corp. reported $Nil in operating revenue for the fiscal year ended April 30, 2025. The company is in the exploration stage and has not yet commenced production from any mines.
What are the key risks associated with investing in Star Gold Corp.?
Key risks include the company's limited operating history, its properties being in the exploration stage with no proven mineral reserves, the need for additional capital to develop resources, and the speculative nature of mineral exploration. Fluctuations in precious and base metal prices also pose a significant risk.
How many employees does Star Gold Corp. have?
As of the date of this Annual Report on Form 10-K, Star Gold Corp. has no employees. The company conducts its business largely through independent contractor agreements with consultants.
What is the Net Smelter Royalty (NSR) structure for Star Gold Corp.'s Longstreet Property?
Star Gold Corp. is obligated to pay a 3% Net Smelter Royalty (NSR) within thirty days following the end of the calendar quarter in which it receives Net Smelter Returns. This includes a 2% NSR to Clifford for 5 leased claims.
What was the market value of Star Gold Corp.'s common stock held by non-affiliates?
The aggregate market value of Star Gold Corp.'s common stock held by non-affiliates, computed by reference to the average of the high and low sale price on October 31, 2024, was $849,027.
What is Star Gold Corp.'s strategy for mineral exploration?
Star Gold Corp. plans to focus on assembling a high-quality group of mid-stage mineral exploration prospects, primarily gold and silver, in the western United States. This involves basic geological work, identifying drill targets, and collecting subsurface samples to confirm mineralization.
Is Star Gold Corp. subject to government regulations?
Yes, Star Gold Corp. must comply with all federal, state, and local regulations, rules, and directives applicable to mineral exploration in Nevada and the United States. This includes laws affecting land ownership, mining operations, and environmental protection, requiring various permits and approvals.
What is the current status of the Longstreet Project for Star Gold Corp.?
The Longstreet Project is at an intermediate stage of exploration. Geologic potential and ore deposit models have been defined, and specific drill targets have been identified. The company owns 137 claims and leases 5 claims from Clifford within this property.
Risk Factors
- Need for Additional Capital [high — financial]: Star Gold Corp. is an exploration-stage company and has not generated any operating revenue. The company will require significant additional capital to fund its ongoing exploration activities and potential future development of its mineral properties. Failure to secure adequate financing could impede or halt its operations.
- Commodity Price Volatility [medium — market]: The company's future profitability is highly dependent on the market prices of precious metals, particularly gold and silver. Significant fluctuations in these prices, driven by global economic conditions, geopolitical events, and market sentiment, can materially impact the economic viability of its exploration projects and the company's overall financial performance.
- Speculative Nature of Exploration [high — operational]: Mineral exploration is inherently speculative and involves a high degree of risk. There is no assurance that Star Gold Corp.'s current or future exploration projects, including the Longstreet Property, will result in the discovery of commercially viable mineral deposits. The success of exploration is subject to numerous factors, including geological conditions, technical challenges, and regulatory approvals.
- Reliance on Independent Contractors [low — operational]: Star Gold Corp. has no employees and relies entirely on independent contractors for its operations. This structure may present challenges in terms of direct oversight, control, and continuity of expertise, potentially impacting project execution and efficiency.
Industry Context
The precious metals exploration industry is characterized by high risk and high reward, with companies like Star Gold Corp. focusing on identifying and advancing promising mineral prospects. The sector is heavily influenced by global commodity prices, geopolitical stability, and advancements in exploration technology. Competition exists from both junior exploration companies and larger, established mining firms seeking to acquire promising assets.
Regulatory Implications
Star Gold Corp. operates within a complex regulatory framework governing mineral exploration and extraction, including environmental protection laws, land use regulations, and mining permits. Compliance with these regulations is crucial and can involve significant costs and time delays. Changes in environmental policies or permitting processes could impact the company's ability to develop its properties.
What Investors Should Do
- Monitor financing activities
- Evaluate exploration progress at Longstreet
- Assess precious metal price trends
Key Dates
- 2019-XX-XX: Amendment to Longstreet Agreement — Eliminated required property expenditures and accelerated payment for quit claim deed on 137 claims, altering the financial obligations and ownership structure of the Longstreet Property.
- 2025-04-30: Fiscal Year End — Reporting period for the 10-K, showing $0 operating revenue and a net loss, reflecting the company's exploration-stage status.
Glossary
- Exploration-stage company
- A company that is primarily engaged in the search for mineral deposits and has not yet established proven reserves or commenced commercial production. (Star Gold Corp. is classified as such, meaning it has no operating revenue and incurs losses from exploration activities.)
- Mineral Claims
- Rights to explore for and potentially extract minerals from a specific area of land. (The Longstreet Property consists of 142 mineral claims, which are the core assets of the company.)
- Net Smelter Royalty (NSR)
- A royalty payment based on a percentage of the net revenue received from the sale of minerals after certain deductions, typically for smelting and refining costs. (Star Gold Corp. is subject to a 3% NSR on the Longstreet Property, representing a potential future cost or revenue share.)
- Quit Claim Deed
- A legal instrument used to transfer interest in real property. The grantor (seller) transfers whatever interest they may have in the property, without any warranties of title. (Used in the Longstreet Agreement amendment to transfer ownership of 137 claims.)
Year-Over-Year Comparison
Star Gold Corp. continues to operate as an exploration-stage company with no revenue in the fiscal year ended April 30, 2025, mirroring its status from the previous year. The company reported a net loss, consistent with its business model of investing in exploration without generating income. Key financial metrics such as revenue and operating margins remain at zero, reflecting its pre-production phase. The company's primary asset, the Longstreet Property, remains central to its strategy, with no significant changes in its acreage or claim count reported, though the financial terms of its acquisition were amended in 2019.
Filing Stats: 4,540 words · 18 min read · ~15 pages · Grade level 14.4 · Accepted 2025-09-09 17:51:47
Key Financial Figures
- $0.001 — ECTION 12(g) OF THE ACT: Common Stock, $0.001 par value Indicate by check mark if t
- $0.01 — 10 shares of registrant's common stock, $0.01 par value, issued and outstanding. Pa
- $12,000 — "NSR") Annual advance royalty payment $12,000 (1) Great Basin Resources, Inc. ("Gre
- $257,386 — 30, 2025, the Company had a net loss of $257,386 in connection with the maintenance and
- $627,500 — o 2,500,000 shares of common stock, and $627,500 of promissory notes convertible to 31,6
Filing Documents
- srgz20250430_10k.htm (10-K) — 1726KB
- ex_809035.htm (EX-31.1) — 13KB
- ex_809036.htm (EX-31.2) — 12KB
- ex_809037.htm (EX-32.1) — 5KB
- ex_809038.htm (EX-32.2) — 5KB
- sg001_v1.jpg (GRAPHIC) — 265KB
- sg002_v1.jpg (GRAPHIC) — 22KB
- sg003_v1.jpg (GRAPHIC) — 30KB
- sg004_v1.jpg (GRAPHIC) — 30KB
- sg005_v1.jpg (GRAPHIC) — 31KB
- sg006_v1.jpg (GRAPHIC) — 10KB
- 0001437749-25-028701.txt ( ) — 6482KB
- srgz-20250430.xsd (EX-101.SCH) — 40KB
- srgz-20250430_cal.xml (EX-101.CAL) — 30KB
- srgz-20250430_def.xml (EX-101.DEF) — 274KB
- srgz-20250430_lab.xml (EX-101.LAB) — 233KB
- srgz-20250430_pre.xml (EX-101.PRE) — 297KB
- srgz20250430_10k_htm.xml (XML) — 742KB
BUSINESS
BUSINESS 4 ITEM 1A. -
RISK FACTORS
RISK FACTORS 6 ITEM 1B. - UNRESOLVED STAFF COMMENTS 10 ITEM 1C. - CYBERSECURITY 10 ITEM 2. -
PROPERTIES
PROPERTIES 10 ITEM 3. -
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS 26 ITEM 4. - MINE SAFETY DISCLOSURES 26 PART II 26 ITEM 5. - MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 26 ITEM 6. -
SELECTED FINANCIAL DATA
SELECTED FINANCIAL DATA 28 ITEM 7. - MANAGEMENT ' S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 29 ITEM 7A. -
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 32 ITEM 8. -
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 33 ITEM 9. - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 48 ITEM 9A. -
CONTROLS AND PROCEDURES
CONTROLS AND PROCEDURES 48 ITEM 9B. - OTHER INFORMATION 49 PART III 49 ITEM 10. - DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 49 ITEM 11. -
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 51 ITEM 12. -
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 52 ITEM 13. - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 53 ITEM 14. - PRINCIPAL ACCOUNTANT FEES AND SERVICES 53 PART IV 54 ITEM 15. - EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 54
SIGNATURES
SIGNATURES 56 Page 2 Table of Contents CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K and the exhibits attached hereto contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements concern the Company's anticipated results and developments in the Company's operations in future periods, planned exploration and development of its properties, plans related to its business and other matters that may occur in the future. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management. Any statement that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always using words or phrases such as "believes", "expects" or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "estimates", or "intends", or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements, including, without limitation: Risks related to the Company's properties being in the exploration stage; Risks related to the mineral operations being subject to government regulation; Risks related to the Company's ability to obtain additional capital to develop the Company's resources, if any; Risks related to mineral exploration and development activities; Risks related to mineral estimates; Risks related to the Company's insurance coverage f