TARSF Silver North Resources Ltd (QB)

Item 4. Information on the Company

DESCRIPTION OF BUSINESS

Introduction

Alianza's executive office is located at:

325 Howe Street, Suite 410, Vancouver, British Columbia, Canada V6C 1Z7

Telephone: (604) 687-3520

Facsimile: (888) 889-4874

E-Mail: info@alianzaminerals.com

Website: www.alianzaminerals.com

The Contact person in Vancouver is Jason Weber, President and CEO.

The Company currently leases its corporate office space in Vancouver from Pacific Opportunity Capital Ltd., a related party, under a month to month, verbal agreement.

The Company’s fiscal year ends September 30th.

The Company's common shares trade on the TSX Venture Exchange under the symbol "ANZ".

The authorized share capital of the Company consists of an unlimited number common shares and unlimited number of preferred shares, issuable in series. As of December 31, 2021, the end of the most recent fiscal quarter, there were 148,950,655 common shares and no preferred shares issued and outstanding.

Corporate Background

The Company was originally incorporated under the Business Corporations Act (Alberta) under the name "Tarsis Capital Corp." on October 21, 2005. The Company continued into British Columbia under the Business Corporations Act (British Columbia) on April 25, 2008 and changed its name to "Tarsis Resources Ltd." on June 17, 2009. On April 29, 2015, the Company acquired all the issued and outstanding common shares of Estrella Gold Corporation by way of a court-approved plan of arrangement. Upon completion of the acquisition, the Company effected a share consolidation of ten old shares for each new share and changed its name to “Alianza Minerals Ltd.”.

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The Company has the following subsidiaries:

(1) Estrella Gold DR, S.R.L is in the process of being wound up.

Currently, the Company conducts mineral exploration in Canada, the United States, and Peru.

History and Development of the Business

The Company was originally incorporated as a Capital Pool Company (“CPC”) under the policies of the TSX Venture Exchange and began trading on the TSX Venture Exchange on March 1, 2006 under the symbol "TCC".

On April 27, 2007, the Company entered into a Letter of Intent with Almaden Minerals Ltd. and its subsidiary Minera Gavilan SA de CV to acquire certain mineral property interests held by Almaden and Gavilan located in the Yukon Territory and Mexico. These interests included 6 mineral properties (MOR, Cabin Lake, Caribou Creek, Meister River, Tim/Wolf, and Goz Creek) in the Yukon Territory and 1 property (Erika) located in Mexico. Consideration for the acquisition was the issuance of 350,000 common shares of the Company at a price of $4.00 per share (adjusted for the 1 for 10 common share consolidation effective April 29, 2015) and a net smelter return royalty of 2% on all mineral products discovered on the properties. The Company also agreed to issue an additional 50,000 common shares to Almaden if an arms-length third party optioned one of the properties within 24 months of the closing date of the acquisition agreement and agreed to expend a minimum of $500,000 in exploration expenditures. A formal acquisition agreement was dated July 16, 2007, and represented the Company’s Qualifying Transaction under TSX Venture Exchange Policy 2.4. TSX approval was received on July 30, 2007.

In September 2007, the Company announced it had entered into an option agreement with ACME Resources (formerly known as International KRL Resources Corp.) where ACME could earn a 60% interest in the Tim property from the Company by issuing 1,000,000 common shares of ACME to the Company and completing $3,000,000 in exploration expenditures before September 10, 2011. This agreement and ACME's exploration spending triggered the bonus share clause in the acquisition agreement of the Tim property from Almaden. Therefore, an additional 50,000 common shares of the Company were issued to Almaden in Fiscal 2008. In November 2010, ACME withdrew from the option agreement and returned the Tim property to the Company. During the option period ACME increased the size of the property, by staking, to approximately 6,000 hectares and 288 claims.

In June 2008, the Company agreed to acquire a 100% interest in the Prospector Mountain gold-silver-copper property in the Yukon from Almaden Minerals. Consideration for the acquisition was 10,000 common shares of the Company, $30,000 cash, and a 2% net smelter royalty to Almaden. The Company will also issue an additional 50,000 common shares to Almaden upon receipt of a positive bankable feasibility study for the property. The acquisition of the property was completed in February 2009.

In December 2009, the Company announced that it had signed an option agreement with Silver Quest Resources Ltd. whereupon Silver Quest could earn up to a 70% interest in the Company’s Prospector Mountain project.

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Silver Quest could earn an initial 60% interest in the project by spending $4,000,000 in exploration, issuing 1,000,000 common shares, and paying $300,000 cash to the Company, all staged over 4 years. During the fiscal year ended September 30, 2012, the Company and Silver Quest amended the option agreement. Silver Quest assigned all of its rights and interest in the property to Independence Gold Corp in connection with a proposed plan of arrangement between the two companies. Independence returned the property to the Company in April 2012.

In fiscal 2009, the Company announced an agreement with Strategic Metals Ltd. to acquire a 100% interest in two mineral properties in the Yukon. The properties are the Highway Property, which is an extension to the Company’s existing MOR property, and the Cord Property. Consideration for the acquisitions was 1,000 common shares of the Company and a 2% NSR to Strategic.

In fiscal 2010, the Company acquired a 100% interest in the White River gold property in the Yukon by staking. The Caribou Creek property was written-off as the Company did not carry out an exploration in 2009 and 2010 and determined it was unlikely to attract an exploration partner.

In April 2011, the Company closed a private placement of 271,089 common shares for gross proceeds of $1,626,535. The entire placement was sold to Kinross Gold Corp., which represented an approximately 9.9% ownership interest in the Company. The Company also granted Kinross the right to maintain the percentage ownership interest through its participation in any future financings by the Company.

During the eleven months ended September 2011, the Rosie, Burns and Rogue properties in the Yukon were acquired by staking. The Dawson Gold, Cabin Lake, and Cord properties were written-off after the Company’s early stage exploration determined the properties were unlikely to attract an optionee to perform additional exploration. The Dawson Gold project was later transferred to Rackla Metals Inc. for a one-time cash payment of $10,000.

In April 2012, the Company signed an option agreement with Driven Capital Corp. for the White River Property. Driven could earn a 60% interest in the property by completing $4,250,000 in exploration and making cash payments and issuing shares to the Company. Driven completed the first phase of a diamond drill program before returning the property to the Company in February 2013.

In February 2013, the Company optioned its Erika property in Mexico to Osisko Mining Corporation. Osisko can earn up to a 75% interest in the property by expending $4,000,000 on the property over 4 years, making $1,000,000 in cash payments to the Company, and funding and delivering a Feasibility Study. In December 2013, Osisko returned the property to the Company.

In June 2013, the Company finalized the purchase of an additional 7 gold exploration properties from Almaden Minerals Ltd. Under the agreement, the company will own a 100% interest in 5 properties in Mexico and 2 in Nevada in exchange for issuing 400,000 common shares to Almaden and granting a 2% NSR on any production from the projects. The Company will also issue an additional 20,000 shares to Almaden for each new property acquired within the area of influence surrounding each of the 7 properties, and issue a further 80,000 common shares to Almaden upon the first time disclosure of a mineral resource on each and any of the new properties.

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In April 2015, the Company acquired all the issued and outstanding shares of Estrella Gold Corporation. Under the terms of the Plan of Arrangement, each Estrella shareholder received one Alianza common share for each Estrella common share. Estrella and the Company had officers and directors in common, and the acquisition was non-arms length. Estrella also operated as a mineral project generator with a focus on Peru, and their property interests included the advanced exploration properties Yanac and Pucarana.

In connection with the Plan of Arrangement with Estrella Gold Corporation, the Company effected a 1 for 10 common share consolidation and changed its name to Alianza Minerals Ltd. effective April 29, 2015.

In May 2015, the Company and the other property owners agreed to sell the Pucarana property in Peru to Compania de Minas Buenaventura S.A.A. (“Buenaventura”) in exchange for a 3% Net Smelter Royalty. The property is adjacent to Buenaventura’s operating Orcopampo Gold Mine in Arequipa, Peru. Alianza had a 36% interest in the property and received a net 1.08% NSR.

During the year ended September 30, 2015, the Company dropped the Erika and Llano Grande properties in Mexico, and as a result of its exploration program, reduced the size of seven of its exploration properties in Nevada.

In October 2015, the Company announced that it had completed the reconnaissance exploration programs at its Nevada exploration properties and will make the properties available for option or joint venture. Aliazna also completed the first phase of an ongoing exploration reconnaissance program on four mineral belts in Peru designed to generate specific target properties for follow-up exploration.

In December 2015, the Company’s joint-venture partner on the Yanac Copper property, Cliffs Natural Resources Ltd., sold its 50% interest in the JV to 50 King Capital Exploration Inc., a private Company. 50 King Capital terminated the JV agreement in July 2016 and transferred ownership in the property back to the Company but retained a 0.5% Net Smelter Royalty (“NSR”).

In February 2016, the Company sold its three remaining properties in Mexico. The Company sold the Yago, Mezquites and San Pedro properties to Almadex Minerals Limited for a 1% NSR capped at $1,000,000.

In November 2016, the Company commenced fieldwork on its Bellview, BP and Horsethief properties in Nevada. The Nevada program will further define drill targets and obtain the necessary drill permits for future drilling. This work successfully identified at third target area at Horsethief and outlined plans for a 1500 meter Reverse Circulation drill program on the property, which was approved by the Bureau of Land Management in January 2018.

During fiscal 2017, the Company acquired additional acreage by staking at Horsethief and BP in Nevada and filed applications for the acquisition of nine concessions in six properties in Peru.

During fiscal 2018, the Company acquired two new properties in Canada known as Haldane and KRL. The Company can acquire a 100% interest in Haldane in the Yukon in exchange for staged payments of cash and stock, subject to a 2% NSR. The Company can earn a 100% interest in KRL in British Columbia in exchange for staged payments of cash and stock and $2.25 million in exploration expenditures over 5 years, subject to a 1% NSR.

In fiscal 2019, exploration programs were conducted on the Haldane and KRL properties in Canada. At KRL, sampling identified additional gold-bearing quartz veins along trend which expands the known mineralization an additional 100 meters. On Haldane, drilling was conducted on the Bighorn and Middlecoff zones and identified new silver mineralization.

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In March 2019, the Company entered an option agreement with Hochschild Mining (US) Inc., a wholly owned subsidiary of Hochschild Mining PLC, on the Horsethief, Bellview and BP projects in Nevada. Under the agreement, Hochschild could earn an initial 60% interest in each project by funding exploration over an initial 4.5-5.5 year period, and could earn an additional 10% interest (for a total 70% interest) in each property by funding further exploration over another 3 year period. During fiscal 2019, initial exploration funded by Hochschild was completed on all 3 properties. Hochschild decided to discontinue the option on Belleview and BP and continue exploration on the Horsethief property, which included a ten hole RC drill program in fiscal 2020. In November 2020, Hochschild terminated its earn-in agreement on the Horsethief property.

In January 2020, the Coeur Mining Inc. signed an option agreement on the Company’s Tim Property in the Yukon. Under the agreement, Coeur can earn an 80% interest in the property by funding $3.55 million in exploration over five years and paying Alianza $575,000 in cash payments over eight years. The 2020 exploration program on Tim was planned to consist of detailed mapping, soil geochemical surveys, and reopening old trenches for sampling. However, since the required permits for the exploration program were not received until late in 2020, the program has been deferred and expected to begin in the first half of 2021.

In June 2020, the Company acquired a lease on the Twin Canyon gold property in southwest Colorado in exchange for cash payments upon signing and the issuance of common shares of Alianza when certain milestones are met. The Company also staked additional claims adjacent to the property which expanded the size of the project. A successful field program of soil sampling was completed in fiscal 2020, with a follow-up program of detailed prospecting and mapping, and additional soil sampling, commenced in September 2020.

During fiscal 2020, the Company released successful results of its 2019 drill program at Haldane and planned a follow-up drill program to begin in calendar 2020. This second drill program began in late-October 2020 and have returned encouraging silver values from the West Fault mineralization, including 8.72 meters true width averaging 311 g/t silver, 0.89% lead, and 1.13% zinc. A follow-up Phase Two drill program to test several targets on the property began in April 2021.

On June 15th, 2021, the Company and Cloudbreak Discovery PLC (“Cloudbreak”) entered into a Strategic Alliance to explore for Copper Projects in the Southwestern United States. The partners will identify, acquire and advance copper exploration projects with the intention to finding a partner to further the projects. The first project acquired by the partners is the Klondike Property in Colorado in July 2021. The second project is the Stateline Property in Colorado and Utah acquired in November 2021. Subsequently, the partners optioned the Klondike property to Allied Copper in December 2021 and the Stateline Property to Allied Copper in February 2022.

During fiscal 2021, the Company released the remaining drill results of its Phase 1 2020 drill program at Haldane and began its Phase II drill program in May 2021. Results from Phase II extended the West Fault structure. For the KRL property in British Columbia, the Company received its exploration permit which is valid into July 2026. For the Twin Canyon and Klondike properties, the Company reported results of its initial surface exploration programs.

In February 2022, the Company issued a Technical Report on the Haldane Property prepared by Equity Exploration Consultants Ltd.

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Business Overview

The Company currently has interests in mineral exploration projects located in Colorado and Nevada, USA, the Yukon Territory and British Columbia, Canada, and Peru. The Company and all of its properties are at the exploration stage. There is no assurance that a commercially viable resource deposit is present on any of the Company’s properties, and additional exploration is required before it is determined if any property is economically and legally viable.

Operations are not seasonal as the Company can conduct certain exploration activities on its properties year-round. To date, the Company’s revenue has been limited to property option payments from optionees of certain of its mineral properties, interest on its cash balances, and sale of marketable securities and therefore it is not currently dependent upon market prices for its operations, nor is it dependent upon any patents, licenses or manufacturing processes. The Company’s operations are dependent upon exploration rights and claims as well as the terms of option and/or joint venture agreements on those properties. Please see the individual property descriptions below for the details of each of the Company’s current exploration projects.

The following information is an overview of the government requirements which apply to mineral exploration in the jurisdictions of each of the Company’s property locations.

In Peru, mineral exploration and mining activities are administered by the Federal government. The General Mining Law includes a number of regulations which govern mining concessions, exploration and mining activities, environmental protection, health and safety, and royalties and taxes. Mining concessions permit the holder to explore for and to produce mineral resources if the holder is in compliance with the applicable laws, including environmental, social and operational regulations. Concessions are not required for prospecting activities. Each concession is assessed an annual validity fee of US$3.00 per hectare payable on or before June 30th. In the 6th year after the year the concession title was granted, each concession must have minimum annual production of US$100 in gross sales per hectare. If there is no production, the concession holder must pay a penalty of US$6.00 per hectare per year through the 11th year, which rises to US$20.00 per hectare beginning in the 12th year. The penalty is not levied if exploration expenditures during the prior year were 10 times the amount of the applicable penalty. The concession will be forfeited if the annual validity fee or the applicable penalty fees are unpaid for two consecutive years. Surface rights are separate from mineral rights, which requires the concession holder to negotiate surface access with the individual landholders.

In the United States, federal mining laws govern mining claims on federal land, including land administered by the Bureau of Land Management (“BLM”). A payment of US$140 per claim is payable to the BLM by September 1 of each year per twenty acre mining claim. This is filed in advance for the upcoming assessment year. Prior to any exploration activity, an Exploration Plan is submitted to the BLM that outlines the work program and describes any proposed land disturbance. Reclamation plans are also submitted and an appropriate bond to ensure such reclamation is done may have to be provided before the permit is issued.

In Canada, mining law is a provincial or territorial matter. Maintaining a mineral property requires annual assessment work or cash in lieu of work. Prior to starting a work program, an application describing the program is submitted to the government authorities and this is then distributed for comment to various departments for review, such as fisheries or forestry that may discern impact from the proposed work. The government has an obligation to consult with First Nation groups in the area that may have a land claim over the mineral claims, but this consultation is often delegated to the Company to handle. A memorandum of understanding may have to be negotiated with the First Nation before the government will issue a permit to work. If there is to be any environmental impact, an appropriate reclamation amount is determined and a bond is posted by the Company for this amount before the permit is issued.

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Mineral Properties

The Company currently has interests in mineral exploration properties in Colorado and Nevada, USA, the Yukon Territory and British Columbia, Canada, and Peru. All of the Company's properties are currently at the exploration stage.

United States Properties

Colorado Properties

Twin Canyon Property

The Twin Canyon Property is a 450 hectare (1,100 acre) gold exploration project located in La Plata and Montezuma Counties in Southwest Colorado, approximately 20 kilometers from the town of Mancos.

The project is at the exploration stage and currently does not contain proven mineral reserves.

How Acquired

Under an agreement dated June 17, 2020, the Company acquired a lease on the property under the following terms:

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·Make cash payments of US$26,000 ($34,681) to Myron Goldstein and US$32,000 ($42,685) to Jon Thorson (paid) and issue 250,000 common shares to Myron Goldstein and 250,000 common shares to Jon Thorson (shares issued); 

·Issue 500,000 common shares five business days following the date the Company stakes any mineral claims adjacent to the property (shares issued); 

·Issue 500,000 common shares five business days following the date the Company enters into a joint-venture, option or similar agreement with a third party in respect to the property; and 

·Issue 500,000 common shares five business days following the date the Company commences a drill program in respect to the property. 

The Company has also assumed the commitments under the original lease to the property owner from Mr. Goldstein and Mr. Thorson, which includes annual lease payments of US$15,000 for ten years, with the right to extend the lease for two additional terms of ten years each. There is also a 1.5% NSR on the property, two-thirds (1%) of which is purchasable at any time for US$1,000,000. If annual NSR payments exceed US$20,000 in a given year, the Company will not have to make the US$15,000 lease payment for that year.

Property Geology

Native gold is hosted within the bleached and altered, bitumen-spotted Junction Creek Sandstone with minor limonite after pyrite. This mineralization is found within the crest of an anticlinal structure and is capped by overlying sandstones and shales of the Morrison Formation. Where gold mineralization is present, the host sandstone unit is bleached and spotted with bitumen and small amounts limonite after pyrite. Optical and microprobe work carried out on mineralized samples indicate a direct gold – bitumen association raising the novel possibility that the mineralizing process at Twin Canyon is driven by those associated with petroleum basin development.

A small underground gold mine operated at Twin Canyon during the 1980s and early 1990s. Historic sampling of the underground workings has returned grab samples ranging from 0.1 to 15.77 g/t gold. Twenty-eight historic channel samples 1.5 to 10 meters in length were anomalous in gold, eight of which exceeded 2 g/t gold (highlight of 8.1 g/t gold over 3 meters). Historic soil geochemical surveys in the mine area indicate an open, 1600 by 800 meters gold-in-soil geochemical anomaly with peripheral anomalies that also remain open, 1100 by 50 meters and 800 by 800 meters in size.

Previous and Current Exploration

A preliminary soil geochemical sampling program of 50 samples in 2017 targeted the upper portions of the Junction Creek sandstone in the Charlene Mine area. This small survey confirmed the historic sampling, identifying anomalous gold-in-soil geochemistry along 400 meters of strike, open in both directions. Additionally, 1980s vintage rotary drilling confirms the presence of > 0.5 g/t over a 500 by 500 meters area. This work suggests that gold mineralization may be more extensive than the immediate mine area and a compelling exploration target exists.

The Company conducted additional soil geochemical sampling and tested the extent of potential mineralization with positive results. Reconnaissance prospecting of targeted areas of the project successfully discovered bitumen-spotted sandstone that returned 0.148 g/t gold in a grab sample within the soil anomaly approximately 350 m southeast from the Charlene Mine. A second prospecting discovery located approximately 1.3 kilometers northeast of the Charlene Mine returned 0.208 g/t gold in a grab sample of bitumen-spotted altered Junction Creek Sandstone in an area that is not covered by soil sampling. The property was expanded through staking of additional claims targeting extensions of the prospective host Junction Creek sandstone unit.

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In September 2020, the Company commenced a follow-up exploration program of detailed prospecting and geological mapping within areas of soil anomalies, expansion of the soil sampling campaign to cover the prospective host Junction Creek sandstone unit throughout the property, and detailed structural mapping to determine the primary controls focusing gold mineralization. The work identified an area of anomalous gold in rocks and soil measuring over 3000 meters in length corresponding to the Junction Creek sandstone and confirming its potential to host widespread gold mineralization. The next step is a drill program to test this anomalous area, and permitting of this drill program is underway.

Klondike Property

The Klondike Property is a 843 hectare (2,083 acre) copper exploration project located in San Miguel County in Southwest Colorado, approximately 25 kilometers south of Naturita, Colorado.

The project is at the exploration stage and currently does not contain proven mineral reserves.

How Acquired

The Company originally staked the property for a 100% interest. In June 2021, the Company and Cloudbreak entered into the Strategic Alliance Agreement. Projects accepted into the Strategic Alliance will be held 50/50 but funding of the initial acquisition and any preliminary work programs will be funded 40% by the introducing partner and 60% by the other party. The initial term of the Alliance Agreement is two years and may be extended for an additional two years. The Company and Cloudbreak agreed to accept the Klondike property as part of the Strategic Alliance.

In December 2021, the Strategic Alliance optioned the property to Allied Copper Corp. (“Allied”), a public company traded on the TSX Venture Exchange. Under the option agreement, Allied will:

·Incur an aggregate of CAD $4,750,000 in exploration expenditures on the property, with at least CAD $500,000 to be spent prior to the first anniversary of the closing date. 

·Allied will issue 7,000,000 common shares and make an aggregate of CAD $400,000 in cash payments to the Alliance over a three-year period. 

·Upon completion of these option agreement obligations, the Alliance will transfer 100% interest in the Klondike Property to Allied. Allied will also issue 3,000,000 warrants exercisable for a three-year term at a price equal to the 10-day VWAP of Allied’s common shares at the time of the issuance. 

·The Alliance will retain a 2% net smelter royalty which is subject to a buy down provision where Allied may, at its discretion, repurchase half of the royalty for CAD $1,500,000 within 30 days of commercial production. 

If Allied files on SEDAR an NI 43-101 technical report establishing the existence of a resource on any portion of the Klondike Property of at least 50,000,000 tonnes of either copper or copper equivalent at a minimum cut-off grade of 0.50% copper or copper equivalent and categorized as a combination of inferred resources, indicated resources and measured resources, then Allied will also issue a further 3,000,000 warrants exercisable for a three year term at a price equal to the 10-day VWAP of Allied’s common shares at the time of the issuance.

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Property Geology

The property consists of 72 Bureau of Land Management (BLM) claims and a State of Colorado Exploration Permit with an exclusive right to a State Lease. It is road accessible year-round, traveling 2 km of gravel road from paved highway, approximately 25 kilometers south of Naturita, Colorado. The property covers a Paradox basin sedimentary package with favorable stratigraphy known to host sediment-hosted copper deposits within the emerging Paradox copper belt,

Previous and Current Exploration

The district contains numerous historical copper occurrences which have been explored using modern exploration methods as documented copper exploration ceased in the 1960’s and uranium exploration was conducted in the 1970’s. Copper mineralization occurs in bleached and altered, porous and permeable, sandstone units adjacent to small graben-bounding normal faults. Copper mineralization in outcrop includes malachite, azurite, chalcocite and black copper oxides. Surface sampling of mineralized outcrops along the graben faults has yielded assay results up to 6.3% copper and 23.3 g/t silver. Eleven of 15 samples reported from a limited historical prospecting and mapping program returned assays ranging from 0.12 to 6.3% copper and below detection to 85.4 g/t silver. Additionally, disseminated copper-silver mineralization has also been identified in outcropping sandstones of Jurassic and Permian age.

Three multi-kilometer scale copper-mineralized target areas have been identified known as the West Graben, East Graben and Northeast Fault targets. The Alliance completed a reconnaissance program consisting of mapping, stream sediment sampling and rock sampling to help define drill targets at the West Graben Fault and East Graben Fault targets. Rock sampling and mapping successfully expanded the footprint of both targets and identified the third target area, the Northeast Fault. Sampling at the Northeast Fault returned 1.56% copper and 1.4 grams per tonne (“g/t”) silver over a 4.6 meter chip sample of bleached, bitumen spotted and altered Jurassic sandstones of the Saltwash member of the Morrison Formation.

Copper mineralized sandstones at the Northeast Fault target can be traced along the fault and outboard from it into the adjacent sandstones over an area 200 meters long by 100 meters wide before becoming obscured beneath gravel cover. Further anomalous copper was encountered over one kilometer to the northwest where the structure and host strata next appear from beneath the same gravel cover.

Additional exploration designed to prepare for a drill program will be funded by Allied in 2022,

Stateline Property

The Stateline Property is a 148 hectare (365 acre) copper exploration project located in San Miguel County, Colorado and San Juan County, Utah, approximately 40 kilometers southwest of Naturita, Colorado.

The project is at the exploration stage and currently does not contain proven mineral reserves.

How Acquired

The property was acquired by the Strategic Alliance on a 50/50 basis between the Company and Cloudbreak from local prospectors in November 2021 for a US$20,000 cash payment and a further US$40,000 in the form of either cash and/or shares.

In February 2022, the property was optioned to Allied Copper who can earn a 100% interest in the property under the following terms.

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·Allied will spend an aggregate of CAD $3,750,000 in exploration expenditures on the property over a three-year period, with at least CAD $500,000 being spent prior to the first anniversary of the closing date; 

·Allied will Issue 4,250,000 common shares over a three-year period of which 500,000 are due on closing; and 

·Make an aggregate of CAD $315,000 in cash payments to the Alliance of which $40,000 will be paid shortly and with a further $50,000 due on closing. 

·The Alliance will retain a 2% net smelter royalty which is not subject to a buy down provision. 

All payments by Allied will be split between the Company and Cloudbreak on a 50/50 basis.

If Allied acquires additional mineral tenures within the Area of Interest (the “AOI”), it will issue the Alliance additional common shares on a sliding scale that is proportional to the area of the acquired mineral tenures. Conversely, if the Alliance acquires mineral tenures within the AOI, it will first offer them to Allied and be compensated on that same sliding scale, should Allied choose to acquire them.

Property Geology

The Stateline project is located approximately 40 kilometers southwest of Naturita, Colorado, covering the state boundary between Utah and Colorado at the southeast end of the Lisbon Valley. The property consists of 22 Federal mineral claims administered by the Bureau of Land Management (BLM). The project is road accessible year-round, via a network of roads, including those supporting access to the nearby active copper mining operations of the Lisbon Valley Mining Complex (“LVMC”), as the property’s underlying claims were once part of the LVMC claim package. The property lies within the Paradox Copper Belt where there are numerous historical copper occurrences that have been identified, but many of these have not been explored using modern exploration techniques.

The property lies adjacent to a northwest trending graben bounding fault near the southeast terminus of the Paradox Basin salt-cored anticline in a similar structural and stratigraphic setting as the LVMC. Copper mineralization occurs in bleached and altered, permeable sandstone units adjacent to the faults. Copper mineralization in outcrop includes malachite, azurite, chalcocite and black copper oxides.

Previous and Current Exploration

Historical surface sampling of mineralized outcrops has yielded assay results up to 1.6% copper and 1.7 g/t silver and 0.45% copper and 2.1 g/t silver. Disseminated copper-silver mineralization has also been identified in several outcropping sandstones in other stratigraphic positions. Both styles of mineralization will be investigated in upcoming work programs with the goal of refining drill targets in these units. The mineralization noted to date is interpreted to be the southeast extension of the Flying Diamond mineralization, which is a current target of interest associated with the Lisbon Valley Mining Complex. Initial exploration will include detailed geological mapping, soil and rock sampling, and geophysics.

Under the terms of the option agreement, Allied will fund exploration work on the property.

Sinbad Property

The Sinbad property in Colorado was acquired by the Company via staking for a 100% interest in 2021. The property was presented to Cloudbreak for review under the Strategic Alliance but was not accepted. Cloudbreak agreed to reimburse the Company $10,078 for the amounts spent on obtaining this property.

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During the year ended September 30, 2021, the Company dropped the Sinbad property and wrote off acquisition costs of $8,469.

Nevada Properties

The Company currently has an interest in five Nevada exploration properties which were acquired in two separate transactions.

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Under an agreement dated June 10, 2013 between the Company and Almaden Minerals, the Company acquired a 100% interest in the BP and BJS properties. The Company issued Almaden 400,000 common shares at a price of $0.55 per share (adjusted for the 1 for 10 common share consolidation), and a 2% NSR on any production from the properties. In addition to the acquisition of the BP and BJS properties, an area of influence will be outlined in Nevada, where Almaden will provide its proprietary data and concepts to the Company. In return the Company will issue 20,000 common shares to Almaden for each new property acquired within the area of influence. The Company will issue a further 80,000 common shares to Almaden upon the first time disclosure of a mineral resource on each and any of the new properties. In August 2015, the Company reduced the size of the BP property and dropped the BJS property and wrote-off capitalized property expenditures of $116,207. During fiscal 2017, the Company increased the size of the BP property by staking an additional 48 lode claims.

Under an agreement dated January 27, 2015, the Company acquired eight gold properties in Nevada from Sandstorm Gold Ltd. (“Sandstorm”) by issuing 150,000 common shares (adjusted for the 1 for 10 common share consolidation) and granting Sandstorm an NSR ranging from 0.5% to 1.0%. The Company also granted Sandstorm a right of first refusal on any future metal streaming agreements on the eight properties. During fiscal 2015, the Company conducted first phase exploration, including rock sampling and prospecting, on the eight properties. In August 2015, the Company reduced the size of the Ashby, Bellview, Columbia, East Walker, Fri Gold and Horsethief properties, and dropped the Hot Pot property. Capitalized property expenditures of $76,900 were written off. During 2016, the Company dropped the Columbia, Fri Gold and Kobeh properties and wrote off capitalized expenditures of $28,531. During 2017, the Company increased the size of the Horsethief property by staking an additional 33 lode claims, and further increased Horsethief by staking 26 claims in fiscal 2019.

The Company is currently seeking joint-venture partners for its Nevada properties.

Horsethief

The Horsethief property is located in Lincoln County, northeast of Pioche, Nevada. The property currently consists of 63 claims totaling 1,411 acres, as the Company dropped 66 claims of 1,478 acres in fiscal 2015 and staked 33 new claims in fiscal 2017, and staked 26 new claims in fiscal 2019. The Company has a 100% interest in the property, subject to a 1% NSR payable to Sandstorm on all the claims acquired from Sandstorm and a 2% NSR on some claims acquired from Sandstorm payable to Nevada Eagle Resources LLC (“NER”).

Under and agreement with an Effective Date of March 1, 2019, the Company entered into an option agreement with Hochschild Mining PLC whereby Hochschild could earn up to a 70% undivided interest in the Horsethief property. Hochschild could earn an initial 60% interest in the property by funding US$5,000,000 in exploration on the property over a 5 ½ year period. Subsequently, Hochschild could earn an additional 10% interest (for 70% total) in the property by funding a further US$5,000,000 in exploration over 3 years, with a minimum of US$500,000 in exploration per year.

On November 20, 2020, Hochschild terminated the earn-in on the Horsethief project and the Company retains its 100% interest in the Horsethief project.

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The exploration target at Horsethief is sediment-hosted (Carlin-style) gold mineralization. Work by prior operators included mapping and sampling hematite-rich jasperoid breccia outcrops and shallow drilling. Historic drilling, generally 100 meters or less in depth, returned multiple intervals of gold mineralization including 13.7 meters averaging 1.2 g/t gold and 39.6 meters averaging 0.79 g/t gold with four holes terminating in mineralization. Subsequent geophysical surveys (Induced Polarization chargeability and resistivity) indicate that stratigraphy and potentially mineralized targets dip to the east under the volcanic cover and below the extent of prior drilling. Work by prior operators included sampling hematite-rich jasperoid breccia outcrops. Drilling of 4,200 meters of rotary drilling in 1984 by a prior operator reported numerous shallow sub-gram gold intervals over tens of meters.

The primary targets on the property include:

Horsethief North – A large jasperoid breccia exposure, 900 by 150 meters in size, at the contact of carbonate rocks and overlying volcanic rocks. A surface rock sample assayed 21.94 g/t gold. Three historic drill holes ended in mineralization at shallow depths and one hole intersected 39.6 m of 0.79 g/t gold. Mineralized targets potentially exist at depths below 100 meters as evidenced by silicified collapse breccias and “terra rosa” soils corresponding to recessive-weathering karst breccias occurring at stratigraphic levels below previous drilling. These paleo-karst features may provide important conduits and traps for hosting gold mineralization.

Thoroughbred – This area is located 250 meters south of the Horsethief North and may be an extension of that target. It consists of jasperoid on surface overlying a buried 500-metre diameter chargeability high anomaly. This area exhibits a high degree of structural complexity. One historic hole tested this target to a depth of 52 meters but would not have tested the IP chargeability anomaly at depth.

Horsethief South

The Southern Jasperoid target is a historically drilled surface expression of silicified collapse and jasperoid breccias which have returned gold values up to 1.06g/t from surface grab samples. One historic drill hole returned 13.7 meters averaging 1.22 g/t gold. Alianza geologists have also identified jasperoid replacing limestone beds, decarbonatization alteration, favourable structural preparation and paleo-karst features that may be effective conduits and traps for gold bearing fluids below the depths of prior drilling.

Mustang – Mustang is large chargeability/coincident resistivity anomaly at depth that is the proposed source for gold bearing jasperoid on surface at the Horsethief South area. Historic drilling yielded a 6.1 metre intersection that averaged 1.22 g/t gold. The chargeability anomaly measures 1,000 by 800 meters in size. New drilling in this area would target the broad IP chargeability anomaly that extends to the Stallion and Horsethief South targets to determine if it represents stratigraphically controlled gold mineralization.

Stallion/NE Jasperoid – Stallion is a defined surficial target identified in 2017. Jasperoid outcrops with anomalous pathfinder element geochemistry are underlain by resistivity and chargeability (500 by 750 m) anomalies. The geophysical anomalies may represent the source for surface jasperoid exposures. The 2019 exploration program identified additional gold-bearing jasperoid alteration in carbonate outcrops northeast of the Stallion and the claim package was extended to cover this new occurrence. Management is planning a small IP survey to expand coverage over this new ground.

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Exploration by the Company

The Company’s 2015 exploration program was successful in identifying potential controls for mineralization as the breccias appear to be controlled by the intersection of north/northwest structures intersecting north-south faults. Limited sampling returned favorable pathfinder geochemistry indicating that the targets are prospective for Carlin-style mineralization in permissive stratigraphy projected to exist at depth.

An exploration program conducted by contractor Big Rock Exploration commenced in November 2016. The 2016 program focused on gaining an understanding of the property stratigraphy and potential structural controls for mineralization. It was successful in identifying multiple new occurrences of jasperoid alteration in limestone and dolostone rocks considered to be Upper Cambrian age Dunderburg Formation. Sampling of both the jasperoids and carbonate rocks returned gold values ranging from below detection to 1.22 g/t gold and 10 of 68 rock samples collected returned gold values more than 0.10 g/t gold. A further 10 samples were considered anomalous in gold.

Two primary target areas emerged, both characterized by jasperoid alteration, anomalous gold and pathfinder elements including silver, arsenic, mercury, molybdenum, and antimony. The North Horsethief target is dominated by a 900 by 150 metre jasperoid breccia occurrence at the contact of the Cambrian carbonate stratigraphy with Tertiary age volcanic tuffs that surround the property. Strongly anomalous gold geochemistry and coincident pathfinder element geochemistry in rocks and soils are associated with north-south, northeast and east-west oriented faulting. The highest rock sample reported from the property (sampled by a previous operator - 21.94 g/t gold) is located in this area. Immediately east of the main jasperoid body, vuggy fluorite and barite were noted in a smaller outcrop of jasperoid located on an east-west fault.

The second area, Horsethief South, lies approximately one kilometer southeast of Horsethief North. This area hosts jasperoid alteration coincident with east-west and lesser north-south and northeast oriented structures. Gold values are subdued as compared to the northern target, but pathfinder geochemical anomalies are strong for As, Hg, Sb and Mo in soils. A strong Induced Polarization (“IP”) geophysical anomaly exists at this target, persisting to depth to the limits of the survey (approximately 250 meters).

Bureau Veritas Minerals of Sparks, Nevada performed the analytical work using Ultra Trace (ICP-AES/MS) 53 element analysis (AQ252-EXT) using a 30-gram sample. Anomalous gold samples were then selected for Fire Assay - AAS analysis (FA430) to check and refine gold values further. Additionally, 10% of all samples will be sent to ALS for QA/QC check analysis.

In fiscal 2017, the Company staked an additional 33 claims which approximately doubled the size of the property. The Company also conducted additional exploration on the property, including the newly staked claims. A total of 56 panel, chip and grab rock samples were collected property-wide during the program. Sampling was conducted at existing targets as well as the new claims. Prospecting and geochemical sampling identified a third target area, the Stallion target, on the newly staked claims. Stallion consists of jasperoid outcrops with gold-arsenic-mercury-antimony geochemistry in rock samples. This new data, in conjunction with structural interpretation and IP/resistivity geophysics, prioritizes near surface targets underneath younger volcanic cover rocks that overlie eastern portions of the property.

The 2017 program was conducted by contractor Big Rock Exploration LLC. Rock samples were sent to Bureau Veritas Minerals in Reno, NV to be analyzed via 53 element ICPMS with Aqua Regia digestion (AQ252-EXT). All samples over 50 ppb Au where analyzed using a 30 gram sample gold Fire Assay (FA430). QA/QC using blanks, standards and duplicates were included; 10% of the samples will be sent to ALS for check analysis.

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In 2018, the Company contracted with Big Rock Exploration LLC to complete additional exploration at several of the Nevada properties, including Horsethief. Work included additional data compilation, mapping, and sampling, and identified drill targets. The 2019 exploration program funded by Hochschild included detailed mapping focused on lithology, structure and alteration of the prospective limestone and dolostone stratigraphy exposed at Horsethief. Significantly, based on lithological characteristics and fossil identification, this work confidently assigned stratigraphic ages ranging from upper Cambrian to lower Ordovician. This is an important age determination as it corresponds to the ages of rocks hosting other known deposits in the area. This program also identified a new window of upper Cambrian to lower Ordovician-aged carbonate stratigraphy with significant jasperoid alteration in the northeast portion of the property. An additional 26 claims were staked to cover this occurrence as well as prospective stratigraphy identified in the southern portion of the property.

Under the earn-in agreement with Hochschild Mining PLC effective March 1, 2019, Hochschild funded exploration on the property in 2019 and 2020. Exploration included magnetic and IP surveys over recently acquired claims and an RC drill program of 10 widely spaced holes totaling 2,804 meters over a 3.5 square kilometer area. Several of the holes among those drilled in the Horsethief South, Mustang, and Stallion targets returned anomalous gold and/or confirming the presence of favorable host stratigraphy.

As of September 30, 2020, Hochschild had forwarded a total of $1,601,766 for the Horsethief property.

On November 20, 2020, Hochschild terminated the earn-in agreement on the Horsethief project. The Company retains its 100% interest in the property.

Bellview

The Bellview property is located in White Pine County, southeast of Carlin, Nevada. The property currently consists of 44 claims totaling approximately 986 acres, as the Company dropped 44 claims of 985 acres in fiscal 2015 and 10 claims of 224 acres in fiscal 2016. The Company has a 100% interest in the property. All the 44 claims have a 2% NSR to Fronteer Development Group Inc. (“Fronteer”) and a 1% NSR to Sandstorm.

The property is located along the Carlin – Alligator Ridge Trend and features a geological setting prospective for Carlin style gold mineralization. Drilling by Teck Resources Inc. and others in the 1980’s identified a small non-NI 43-101 compliant gold resource and later work by Fronteer identified additional targets, primarily defined by gold-in-soil geochemical anomalies and gold-bearing silicified jasperoid breccias. Prior geophysical surveys indicate that the Saddle Zone, one of these new targets, lies approximately 100 meters above the Secret Canyon Shale and Eldorado Dolomite contact, a stratigraphic position recognized regionally for its potential to host mineralization.

A new exploration program conducted by contractor Big Rock Exploration commenced in November 2016. At the CS Target, the current program identified new jasperoid occurrences on a significant northwest trending structure where it intersected prospective carbonate stratigraphy. Additionally, the CS Target hosts elevated gold and arsenic geochemistry and a sub-surface Induced Polarization (IP) chargeability anomaly. Gold values in rock samples range from below detection to 1.21 g/t from silicified limestone. The CS Target is considered a high-priority target for drilling.

Bureau Veritas Minerals of Sparks, Nevada performed the analytical work using Ultra Trace (ICP-AES/MS) 53 element analysis (AQ252-EXT) using a 30-gram sample. Anomalous gold samples were then selected for Fire Assay – AAS analysis (FA430) to check and refine gold values further. Additionally, 10% of all samples will be sent to ALS for QA/QC check analysis.

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In 2018, the Company contracted with Big Rock Exploration LLC to complete additional exploration at several of the Nevada properties, including Bellview. Work included additional data compilation, mapping, and sampling.

During 2019, a magnetics geophysical survey with a small mapping and sampling program was funded by Hochshild PLC. The magnetic response was muted and as such did not identify any magnetic high features. However, mapping and sampling refined the CS target where gold mineralization associated with jasperoid alteration and evidence of decalcification within the Secret Canyon Formation confirm the target area’s potential to be linked to buried mineralization. Among the three targets identified on the property, the CS target was designated the highest priority on the property.

In November 2019, Hochschild informed the Company it will not be continuing with the earn-in on the Bellview project. The Company retains a 100% interest in the property.

BP Property

In May 2013, the Company commenced exploration on the BP property. The BP property consists of 142 claims of approximately 3,180 acres. It is road accessible via Nevada State highways 278 or 228, approximately 60 kilometers south of Carlin, Nevada. A network of trails on the property provides access to all areas of interest. There is no infrastructure on the property, and powerlines follow Highway 278, approximately 10 kilometers from the property.

Based on the stratigraphy, structure and geochemistry of the property, BP may be prospective for Carlin-style gold mineralization. Some of the prospective attributes include outcropping jasperoid breccias in the vicinity of interpreted structural corridors, anomalous gold plus arsenic-thallium-antimony-mercury pathfinder geochemistry and permissive stratigraphy. No evidence of modern gold exploration is visible on the property apart from a widely spaced preliminary soil geochemistry sampling program.

The Company’s 2013 exploration program at BP identified gold-bearing jasperoid breccias samples, with the most significant samples occurring intermittently along an 850 meter linear trend believed to coincide with a series of high-angle faults providing conduits for Carlin-style gold bearing fluids. Jasperoid with anomalous gold values feature elevated Carlin-style pathfinder elements which include arsenic, thallium, mercury and antimony, which are key Carlin-style pathfinder elements. Assays for the program were conducted by ALS Minerals. Sample preparation was conducted at ALS Reno and final analysis at ALS Minerals North Vancouver, B.C. Rock samples were weighed, dried, crushed and split being pulverized to 8% passing 75 microns. For gold assays, fire assay procedures were followed by atomic absorption spectroscopy. For silver and trace element assays, a 51 element “ultra trace” method is utilized using aqua regia acid and analyzed using inductively coupled plasma and mass spectroscopy.

In November 2016, the Company began a new exploration program on the property conducted by contractor Big Rock Exploration LLC. This program focused on delineating controlling structures related to jasperoid formation, identifying new jasperoid occurrences and geochemical sampling where gaps in sampling exist. Mapping identified potential structural conduits for mineralizing fluid flow as evidenced by anomalous pathfinder geochemistry and the presence of barite, clay alteration and limonite staining near the intersections of prominent structures. Additional evidence of favorable structural setting is seen in the eastern portion of the property where repetition of the stratigraphy suggests a series of northeast trending structures.

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Significantly, new jasperoid occurrences were identified along the aforementioned structures in proximity to the projected intersection with northwest trending graben structures. Jasperoids are elevated in gold and pathfinder geochemistry, including arsenic, barium, mercury, molybdenum and antimony. Three areas have been identified for follow up in subsequent programs. Additional mapping, prospecting, soil and rock sampling and geophysical surveys are being considered.

Bureau Veritas Minerals of Sparks, Nevada performed the analytical work using Ultra Trace (ICP-AES/MS) 53 element analysis (AQ252-EXT) using a 30-gram sample. Anomalous gold samples were then selected for Fire Assay – AAS analysis (FA430) to check and refine gold values further. Additionally, 10% of all samples will be sent to ALS for QA/QC check analysis.

In June 2017, the Company announced that it has increased the size of the BP property by staking 48 additional BLM lode mining claims. These claims were added to cover prospective geology and anomalous multi-element pathfinder geochemistry.

In 2018, the Company contracted with Big Rock Exploration LLC to complete additional exploration at several of the Nevada properties, including BP. Work included additional data compilation, mapping, and sampling. Further mapping and sampling and geophysical surveys are planned at BP in order to define drill targets.

Under an agreement with an Effective Date of March 1, 2019, the Company entered into an option agreement with Hochschild Mining PLC whereby Hochschild could have earned up to a 70% undivided interest in the Horsethief property.

Hochschild would have earned an initial 60% interest in the property by funding US$2,500,000 in exploration on the property over a 4 ½ year period, including a minimum qualifying expenditure of US$100,000 within 18 months from the Effective Date. Within 60 days of the acceptance of the first option, Hochchild could elect to enter a second option to earn an additional 10% interest (for 70% total) in the property by funding a further US$2,500,000 in exploration over 3 years.

Hochschild funded the 2019 exploration program, which consisted of mapping and sampling. Exploration focused on stratigraphic mapping to determine the ages of units present on the property and to identify lithologic characteristics that may provide conduits and traps for gold-bearing fluids. Additionally, structural and alteration mapping was completed, and 150 rock samples were collected. Mapping confirmed the presence of a northwest-trending central graben on the property that is bounded by Simonson dolostone on either side. Within the graben, mapping suggests that prospective stratigraphy analogous to that hosting mineralization at nearby deposits may be present within 50-200 meters of surface. Anomalous arsenic and antimony pathfinder signatures in rock samples demonstrate NNW and NE linear trends which appear to be associated with mapped features including bedding, faulting, and jasperoid breccias.

In November 2019, Hochschild informed the Company it will not be continuing with the earn-in on the BP project. The Company retains a 100% interest in the property.

Ashby

The Ashby property is located in Mineral County, near Hawthorne, Nevada. The property currently consists of 3 claims totaling approximately 62 acres, as the Company dropped 13 claims of 269 acres in fiscal 2015.

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The property covers mesothermal gold-bearing quartz veins within the Jurassic Dunlap Formation. Historic production of 9,000 ounces is reported from the 1930’s and several hundred ounces per year during the 1980’s and 1990’s. Vein widths range from 15 centimeters to 1.8 meters and gold grades are reported from sub-gram to multi-ounce intervals. The property has had very limited modern exploration.

The property is subject to a 2% NSR payable to NER and a 1% NSR to Sandstorm. In August 2017, the Company announced it has leased the property to Nevada Canyon Gold Corp. Under the agreement, Nevada Canyon paid the Company US$1,000 upon signing and will make annual payments of US$2,000. Nevada Canyon will also grant the Company a 2% NSR. Nevada Canyon will be responsible for all claim fees and certain reclamation work to be undertaken on the property. The initial term of the lease is 10 years and can be extended for an additional 20 years.

During the year ended September 30, 2021, Nevada Canyon reimbursed the Company $3,196 which includes US$543 for the 2020 annual property claim fee and US$2,000 for the 2020 annual payment.

East Walker Property

The East Walker Property is located in Lyon County, west of Hawthorne, Nevada. The property currently consists of 12 claims totaling approximately 269 acres, as the Company dropped 10 claims of approximately 224 acres in fiscal 2015. The Company has a 100% interest in the property, subject to a 1% NSR payable to Sandstorm on all the claims and a 2% NSR on some claims payable to Nevada Eagle Resources LLC (“NER”), the original owner of the property.

The property is prospective for high-sulphidation epithermal gold mineralization. The Company’s 2015 exploration expanded an area of clay-silica alteration to at least 900 by 600 meters in size, which remains open to the north and south. Geochemical results and visual observations indicate significant leaching, but two areas were chip sampled approximately 70 meters apart, returning 20 meters averaging 1.38 g/t Au and 23.1 meters averaging 0.49g/t Au. The system appears to consist of steeply east-west oriented structures. Prior operators carried out reverse circulation drill programs during the 1980’s and 1990’s and although anomalous gold was detected, results were generally poor. The shallow, vertical holes did not test these high angle structures.

Management believes that a small drill program to test the steep structures would greatly enhance the value of the project. The system at East Walker is thought to be extensive, as montmorillonite, a hydrothermal clay alteration mineral, has recently been mined from locations near the property.

Canadian Properties

Yukon Properties

Haldane Property

The Haldane property is a 8,579 hectare silver/lead/zinc exploration project located 25 kilometers west of Keno City, in the western portion of the Keno Hill Silver District in the Yukon. The Company can acquire a 100% interest in the property, subject to a 2% NSR on a portion of the claims.

The project is at the exploration stage and currently does not contain proven mineral reserves.

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How Acquired

The Company has two separate acquisition agreements on the Haldane Property.

Under the first agreement dated March 2, 2018, the Company agreed to purchase a 100% interest in 388 claims totaling 7,665 hectares from Equity Exploration Consultants Ltd. (“Equity”) by issuing shares and cash payments to Equity under the following schedule:

·issuing to Equity, 2 million shares of Alianza upon receipt of TSX-V approval (shares issued); 

·making two staged cash payments of $50,000 each to Equity by June 30, 2018 (paid) and June 30, 2019 (paid); 

·making a final $100,000 payment in cash or by issuing the number of shares of equivalent value at Alianza’s election, on June 30, 2019 ($25,000 cash paid and $75,000 of shares issued); and 

·by making the following bonus share payments to Equity: 

oissuing Equity 250,000 shares of Alianza upon the public disclosure of a Measured Mineral Resource (as such term is defined in National Instrument 43-101 - Standards of Disclosure for Mineral Projects) of 5 millon oz silver-equivalent at 500 g/t silver-equivalent; 

oissuing Equity 500,000 shares of Alianza upon the decision to commence construction of a mine or processing plant on any part of the Haldane Property. 

The Company also agreed to assume all obligations with respect to an underlying 2% NSR on these claims, and grant Equity the right to manage all exploration at Haldane through 2023.

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Under the second acquisition agreement dated April 12, 2018, the agreed to purchase a 100% interest in 44 claims totaling 914 hectares contiguous to the claims in the first acquisition agreement from the estate of Yukon prospector John Peter Ross (the “Estate”) by issuing shares and making cash payments under the following schedule:

·issue 100,000 shares to the Estate upon receipt of TSX-Venture approval (shares issued); 

·make cash payment of $10,000 to the Estate by June 30, 2018 (paid); 

·make cash payment of $20,000 (paid) and issue 125,000 shares (issued) to the Estate by April 12, 2019; 

·make cash payment of $20,000 (paid) and issue 125,000 shares (issued) to the Estate by April 12, 2020; 

·make cash payment of $25,000 and issue 150,000 shares to the Estate by April 12, 2021; and 

·make bonus share payments to the Estate as follows: 

oissue 250,000 shares to the Estate upon the public disclosure of a Measured Mineral Resource (as such term is defined in National Instrument 43-101- Standards of Disclosure for Mineral Projects) of 5 million oz silver-equivalent at 500g/t silver-equivalent; 

o500,000 shares to be issued upon the decision to commence construction of a mine or processing plant. 

Location and Access

The property consists of 432 contiguous quartz mineral claims for a total of 8,579 hectares located 25 kilometers west of Keno City along the Silver Trail highway between Mayo and Keno City. The property is within 5 kilometers from the highway, and primary access is via a four-wheel drive road. The location is within the historic Keno Hill mining district, which has produced silver for over 100 years.

Hydro-electric power is generated at Mayo Lake, 15 km south of the property, and a power line follows Highway 11 to the Keno Hill mining district, passing a few kilometers east of the property. Mayo, with a population of approximately 500 people, is the local supply center and a local airport with scheduled air service from Whitehorse. Travel time to Whitehorse by road is approximately 4 1/2 hours via Yukon Highways 11 and 2.

Regional and Property Geology

The Keno Hill District began producing silver in 1913, and historic production ranks as one the highest-grade silver districts in the world. The Yukon government Minfile (2003) production statistics for the period of 1913-1989 indicate that 4.87 million tonnes were mined at an average grade of 1,389 grams/tonne (g/t) silver, 5.62% lead and 3.14% zinc with total production of over 200 million ounces of silver through 1989. Over 65 deposits and prospects have been identified in the district.

Mineralization at the Haldane Property consists of structurally-controlled, silver-bearing veins of galena, sphalerite, tetrahedrite and pyrargyrite, with gangue of manganiferous siderite and quartz in veins hosted within Keno Hill quartzite in proximity to the Robert Service Thrust which is similar to many of the other identified silver deposits in the district.

The north-trending Mt. Haldane Vein System (MHVS) is the main target area on the property, where initial exploration dates back to 1918. Early workers hand sorted ore from underground workings at the Middlecoff Zone on the south side of Bighorn Creek in 1918-19, recovering a reported 24.7 tonnes of ore averaging 3,102 g/t silver and 59% lead. Later work at the Johnson Zone on the north side of Big Horn creek recovered 2.1 tonnes of ore averaging 4,602 g/t silver and 57.9% lead in 1927.

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Exploration History

Very little work was done in the area from the late 1920’s until the 1960s when two companies worked what are now the Haldane claims. One held the ground covering the MHVS on the western half of the property, rehabilitating the old workings and discovering additional mineralization through minor soil sampling and extensive bulldozer trench work. An optionor completed 701 m overburden drilling in 44 holes, one surface drill hole for 61.6 m, 487 m of underground drifting, mostly around the Johnson Zone, and 518 m of underground drilling around the Middlecoff Zone. The eastern half of the property was mapped, prospected and sampled during the same period by another owner, identifying silver-lead-zinc showings. Sporadic work continued on the property in the late 1970s and early 2000s looking for tin-tungsten and intrusion-related gold mineralization, respectively.

The most recent work on the property was completed by the Equity Exploration Consultants Inc (the property vendor) in 2010 and 2011 on behalf of an optionor. Work included upgrading the road access to the property, mapping, prospecting, soil geochemical sampling and 1800 meters of diamond drilling in two phases. This drilling extended the mineralization associated with the historic Johnson and Middlecoff zones, intersecting wide, strong structures. However, the extremely broken and strongly oxidized nature of the mineralized zones resulted in poor recoveries and limited remnant sulphide minerals potentially affecting the reliability of the assay results. Management believes that with an appropriate drill budget, larger diameter coring and testing lower parts of the system where the oxidation does not run as deep will lead to better recoveries and silver-lead-zinc concentrations in assays.

Current and Anticipated Exploration

In December 2018, the Company received a Class 3 Mining Land Use approval which allows for multiple phases of exploration. The permit is valid until November 25, 2028, subject to the standard restrictions and conditions contained in the Yukon Quartz Mining Act and the Quartz Mining Land Use Regulations.

After acquiring its interest in the property, the Company engaged Equity to conduct a 2018 exploration program. The program included mapping, prospecting and soil sampling peripheral to known mineralization at the MHVS, covering areas of the property that had not been explored in detail since at least the 1960’s. Mapping and prospecting located alteration and mineralization associated with several historical geochemical anomalies in the North Star Creek drainage, including galena-siderite mineralization, an assemblage that is typical in the faults/veins of the Keno Hill Mining district, two kilometers east of the MHVS at the Strebchuk Showing.

Trenching near the Johnson Adit (a component of MHVS) exposed a 15-metre wide fault zone in a lengthened historic trench. Black gouge and breccia with local concentrations of iron oxides and traces of galena were sampled. A second trench on the Ross Ag-Pb-Zn soil anomaly, two kilometers south of the MHVS, did not reach bedrock but did contain abundant quartzite and phyllitic quartzite float, rock units known to host larger vein structures in the Keno Hill District. Soil samples were taken at 5 m intervals along the 65-metre length of the trench and select rock samples of the float material were collected as well.

A total of 1,195 soil samples and 55 rock samples were collected predominantly in areas that had no previous or recent sampling, testing possible mineralized faults and lineaments outside of the relatively well-known Mt Haldane Vein System.

The Bighorn Anomaly is a new target based on anomalous soil geochemistry located approximately 2.8 kilometers west of the Mt Haldane Vein System. The anomaly stretches approximately 750 meters north-south by 150-250 meters east-west in a previously unknown area for mineralization. The anomaly contains lead (Pb) in soil which is the highest result outside of the Mt Haldane Vein System, supported by greater than 98th

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percentile Ag results. No significant mapping or prospecting has been done in the area to date. The orientation of the anomaly is consistent with the northerly trend of most of the mineralized structures on the Haldane property. The anomaly straddles the main access road on the property in an area of poor bedrock exposure.

The Ross lead-zinc-silver soil anomaly was extended to 600 m in length, doubling the known strike length with anomalous results open to north. Soil results also suggest a second, parallel, mineralized zone 100 to 150 meters east. A lack of outcrop in this area hindered evaluation of the Ross Anomaly on surface. A single 65 meter long, east-west oriented trench excavated near the south end of the anomaly failed to reach bedrock due to 4 meter thick overburden. Nonetheless, soil samples at 5 m intervals along the trench returned highly anomalous results, possibly reflecting proximity to buried mineralization. Results for lead potentially indicate a bedrock source of mineralization at depth. The Ross Anomaly is situated 1.8 kilometers south on strike from the Mt Haldane Vein System and the presence of multiple mineralized structures suggests it could be the extension of the vein system. This would give the Mt Haldane Vein System a strike length of at least 3.5 kilometers.

On the north side of the property, soil sampling delineated a narrow, 1000 meter long Pb-Ag-Sn-Zn anomaly where sampling in mid-1960’s had detected scattered anomalous Pb-Zn results. The North Star anomaly is continuous from the north side of the grid before disappearing to the south where it meets glacial and fluvial material near North Star Creek. The extent of the anomaly is dominated by large quartzite boulder float with minimal outcrop and mapping detected minor alteration and mineralization along the anomaly. However, mineralization would likely be recessive and buried by the boulders. Significantly, the anomaly trends towards the Strebchuk Pb-Ag Showing, 700 meters further south, where galena-siderite mineralization occurs in a fracture zone in quartzite.

During fiscal 2019, the Company completed a two phase exploration program on Haldane. Phase I consisted of additional soil geochemistry, mapping and trenching targeting the newly identified Bighorn and Ross anomalies and the Mt Haldane Vein System (MHVS). Trenching was completed at the Bighorn and MHVS areas with four trenches totaling 213 meters excavated. Mineralized faults mapped at the Bighorn target were strongly weathered at surface but returned anomalous lead and silver values. Continuous chip samples in trench BH02 returned 0.25% lead and 9.6 g/t silver over 10.9 meters, which included fault and heavily fractured and oxidized host rocks. Similar anomalous results were returned in trench BH01, 60 meters south. Soil geochemical results collected 300 meters south of BH01 on strike returned 63 g/t silver and greater than 1% lead, suggesting higher grade mineralization may be present.

The Phase II program consisted of four drill holes on targets identified by Phase I. The first two holes tested the Ross and Bighorn soil geochemical anomalies, neither of which had been previously tested by drilling.

At Bighorn, drill hole HLD19-51 cut a west to east cross section near the center of the 900 by 150 meter, north-south trending lead-silver-tin soil anomaly. Four significant north trending steep vein-structures were intersected, including a structure cut from 150 to 159 meters, and including 2.35 meters averaging 125 g/t silver and 4.4% lead from 154.15 meters depth within a wider 6.60 meter intersection that returned 50.1 g/t silver and 1.85% lead from 151.7 meters.

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Results from Drill Hole HLD19-15 in the Bighorn Zone are contained in the following table:

Mineralization consists of siderite-quartz-galena-sphalerite veins and/or breccia fillings, typical mineralogy for the vein-fault zones in the Keno Hill district. Locally, poor core recovery within these faults may have negatively impacted the results, such as in the interval from 196.95 to 198.00 m where despite recovering only 45% of the core from the interval, it assayed 48.2 g/t Ag, 2.08% Pb and 2.73% Zn.

At the Ross Target, the drill hole tested the Ross Anomaly, a 300 meter by 100 meter lead-zinc-silver soil anomaly, approximately 3 kilometers along trend from the Middlecoff Zone on the Mt Haldane Vein System. Drill hole HLD19-14 was drilled east at -50° for 225 m to cut under the soil anomaly looking for the lower Keno Hill contact and a potential structure related to the soil geochemical anomaly. The hole passed below the anomaly completely within schist and phyllite of the Sourdough Member. The hole contained evidence of mineralization in the schist/phyllite, including manganese and iron oxides in veinlets and shears at 69-71 m, and <0.1% galena-sphalerite disseminated along foliation at 87.4 to 94.0 m but no significant assays were returned. The hole intersected quartzite below 180 m suggesting the initial target may exist deeper on the section.

The final two holes were drilled in the Middlecoff Zone of the Mt Haldane Vein System. Hole HLD19-16 totaled 187 meters and was drilled -60° at 085°. Hole HLD19-17 totaled 200 meters and was drilled -70° at 090°. Both holes targeted the Middlecoff Zone along strike from a high-grade silver-bearing vein which returned an average of 775 g/t Ag in a series of 17 historic chip samples averaging 1.0 meter wide over 13.7 meters of strike. Hole HLD19-16 targeted this zone along a shallow plunge and intersected significant mineralization in the Middlecoff Zone from 110.30 to 125.00 meters downhole, crossing at least three mineralized vein-faults; from 110.30 to 112.76 meters, from 115.46 to 117.70 meters, and from 120.55 to 122.57 meters.

The zones consist of strongly oxidized, fractured and broken core with fault gouge and little remnant sulphide. Between these structures, the core is altered and mineralized with galena present in veins where preserved. Of note is the uppermost intersection within the Middlecoff zone which included a 0.35 metre section of 996 g/t silver and 1.486 g/t gold. This mineralization was marked by elevated gold-copper-antimony-arsenic values in contrast to the other intersections downhole which are lower in these elements. Further downhole, two additional

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mineralized structures were also intersected from 133.00 to 133.40 meters and 153.55 to 156.00 meters in Footwall Veins.

Results from Drill Holes HLD19-16 and HLD19-17 in the Middlecoff Zone are contained in the following table:

HLD19-17 targeted the Middlecoff Zone at approximately a -70° south plunge, 30-35 meters below the high-grade zone and 25 meters down dip from HLD19-16. This hole intersected a geologically similar section below the Ewing fault, but structures and veins are not as well-developed as in hole HLD19-16, with the vein-faults intersected between 125.00 and 133.15 meters. This may suggest the dominant control has a shallower plunge as seen in HLD19-16. In addition to this mineralization, there is a zone down hole that occurs in a strongly faulted, altered and mineralized section from 148.0 to 160.0 meters, that appears to correlate with the lower zone “Footwall Vein” in HLD19-16. This zone featured an intersection of 180.0 g/t silver and 0.129 g/t gold over 1.00 metre. Like the intersections in HLD19-16, the vein-fault zones consist of strongly oxidized, fractured and broken core with fault gouge and little remnant sulphide.

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The Middlecoff vein–faults intersected in the current drilling and limited historic underground workings remain open to depth and in both directions along strike below the Ewing Fault.

In 2020, the Company completed a four-hole drill program with two holes in the West Fault and two holes at Middlecoff. A total of 798.6 meters of drilling was completed in this program. Holes HLD20-18 and HLD20-19 targeted the West Fault, with both holes intersecting silver mineralization including a core length of 16.15 m (estimated true width 8.72 m) averaging 311 g/t silver, 0.89% lead and 1.13% zinc (390 g/t silver-equivalent*). This includes a high-grade core of 818 g/t silver, 3.47% lead and 1.03% zinc (980 g/t silver-equivalent) over 3.3 m (1.78 m estimated true width).

The West Fault structure, as interpreted from surface geology and historical drilling, is over 1,750 m in strike length. Drilling to date has successfully intersected the West Fault over a fraction of this strike length and the target remains open in all directions. The high-grade results from HLD20-19 now allow for additional vectoring along possible high-grade ore-shoot orientations.

At the Middlecoff Zone, two holes were drilled to test the extension of silver-lead-gold mineralization identified in drilling and historic underground development. One hole was terminated before reaching the target due to excessive deviation, while HLD20-21 intersected silver mineralization including a core length of 0.89 m averaging 342 g/t silver, 2.35% lead and 1.20% zinc (476 g/t silver-equivalent*).

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2020 Significant Drill Intersections – Middlecoff Target

The drill rig was winterized and remained on site to facilitate the start-up of the second phase of drilling 2021 to systematically follow up on the 2020 results which will include testing along strike and down dip to define possible high-grade shoots. Crews arrived on site in April and drilling commenced in May 2021. Drilling was focused on the West Fault target to follow up the results of the 2020 drilling on this target by testing in 50-meter step-outs to the south along strike and down dip.

Drilling was completed in July 2021. A total of six holes were drilled totaling 1,576.4 meters. Five holes reached target depth, intersecting the West Fault structure and associated splays. Significant results from those five holes are contained in the following table:

HLD21-25 intersected the West Fault structure at 291.5 m over a core length of 13.38 m (estimated true width of 8.36 m), averaging 220.5 g/t Ag (325.0 g/t silver-equivalent). Strong siderite/sulphide breccia and veining was intersected at 293.44 m returning a 6.83 m (4.27 m estimated true width) intersection of 363.4 g/t silver (534.2 g/t silver-equivalent). The highest grade interval of 1.6 m (1.00 m estimated true width) of 1,107 g/t silver, 3.97% lead and 3.97% zinc (1,485 g/t silver-equivalent) consisted of very strong siderite-galena-sphalerite with trace tetrahedrite in veins and breccia. Siderite/sulphide veining is bounded on both sides by zones of clay-gouge with elevated silver content.

The West Fault intersection in HLD21-25 occurs approximately 25 meters uphole from where the target was modelled to occur and it is now believed that the West Fault is a complex of faults and splays rather than a single discreet fault structure. Narrow structures hosting siderite-galena-sphalerite veins have been intersected above the West Fault mineralization in previous holes (HLD20-19, HLD21-24) and are now thought to represent the

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upper splay of the West Fault, now referred to as WF2. The WF1 structure, host to the high-grade silver mineralization previously released in hole HLD20-19 and HLD21- 24, looks to weaken to down dip to the northwest, perhaps stepping over to the WF2 splay in this direction. HLD21-22 and -23 were drilled to test mineralization 50 meters on strike of HLD20-19 to the southwest. HLD21-22 was lost in a fault at 116.70 meters depth. HLD21-23 successfully intersected the West Fault Vein (WF1); however, recent remobilization of the fault is interpreted to have cut the vein mineralization off, yielding a 30 cm intersection of 145 g/t silver, 0.529 g/t gold, 0.30% lead and 19.3 % Zn (925.6 g/t Ag-equivalent). It appears that some of the intersection may have been lost as the footwall contact consists of rubble and gouge.

HLD21-26 intersected the West Fault structure at 268.43 m over a core length of 15.42 m (estimated true width of 9.25 m). Strong siderite/sulphide breccia and veining was intersected at 270.41 m returning a 5.09 m (3.05 m estimated true width) intersection of 205 g/t silver (369 g/t silver-equivalent). The highest-grade interval of 0.55 m (0.33 m estimated true width) of 437 g/t silver, 9.99% lead and 16.9% zinc (1,383 g/t silver-equivalent) consisted of very strong siderite-galena-sphalerite with trace tetrahedrite in veins and breccia. Siderite/sulphide veining is bounded on both sides by zones of clay-gouge with elevated silver content.

HLD21-27 intersected the West Fault structure at 222.40 m over a core length of 16.75m (estimated true width of 10.05 m). Strong siderite vein and vein breccia with banding open-space fill textures was intersected at 225.00 m, returning an 8.00 m (4.80 m estimated true width) intersection of weakly mineralized material grading 81.4 g/t silver (113 g/t silver-equivalent). This intersection expanded vein mineralization at the West Fault 50 m to the northeast along strike from HLD20-19 that intersected 8.30 m (4.48 m estimated true width) of 444 g/t silver (554 g/t silver-equivalent). Although the vein and vein breccia was wide and consisted of textures associated with productive mineralization, it was moderately to strongly oxidized with remnant sulphides occurring predominantly as disseminated blebs indicating a lower overall original galena and sphalerite content.

Holes HLD21-26 and -27 intersected the upper WF2 vein. The current interpretation is that a “step over” from the WF1 vein to the WF2 occurs in the vicinity of the HLD21-24 and -25, where the width and grade of the vein is the strongest. The orientation of the step over is not definitive, but one possibility is that it plunges steeply to the southwest in the plane of the West Fault Complex and high-grade shoot geometries could also be aligned in this direction. Our current level of understanding indicates that stepping out along strike to the southwest and down dip along the structure from HLD21-24 and -25, where our highest grades and thicknesses of veining to date have been intersected, is most prospective. However, the possibility still remains that stronger mineralization may redevelop along strike to the northeast of HLD21-26, and -27 where in excess of 350 m of structure remains open.

The West Fault Complex is traced for over 650 meters and can be interpreted to extend to 1.1 kilometers in length before merging with the 2.2 kilometer-long Main Zone structure. Drill testing to date covers only a fraction of the West Fault Complex target. Silver mineralization has now been intersected in nine holes that pierce the WF1 and WF2 veins over 90 meters of dip direction and 100 meters of strike direction. The West Fault Complex is one of four high-priority silver-lead-zinc-bearing vein drill targets at Haldane.

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All samples were analyzed by 33 element four acid digestion ICP-MS methods at ALS Canada Ltd. Sample preparation was completed in Whitehorse, Yukon and geochemical analyses were performed in Vancouver, British Columbia. Samples with over limit silver and gold were re-analyzed using a 30- gram fire assay fusion with a gravimetric finish. Over-limit lead and zinc samples were analyzed by four acid digestion and atomic absorption spectrometry. All results have passed the QA/QC screening by the lab Equity Exploration Consultants Ltd, of Vancouver BC is executing and managing the Haldane Project. Equity utilized a quality control and quality assurance protocol for the drill core sampling, including blank, duplicate, and standard reference samples.

The Haldane property has potential to host Ag-Pb-Zn mineralization that is similar to the nearby ore bodies in the Keno Hill silver mining district. Both the West Fault and Middlecoff zones are open to depth and along strike in both directions. The mineralization is typical of the Keno Hill mining camp, hosted by complex vein-faults with strong structural and lithological controls. Vein-faults show evidence of multiple fault movements and mineralizing events that may be conducive to forming larger mineralized bodies.

The property has several other silver-lead-zinc prospects beyond the drilled targets. These include vein-fault showings within the MHVS north of Bighorn Creek at the Johnson Adit area, the Main Zone, and other vein-faults sampled at surface like those at Johnson South. The area is largely covered by heavy talus hindering prospecting and soil sampling surveys. This talus also creates difficult drilling conditions resulting in several drill holes not reaching target depth in the Main Zone area. Geochemical and geological targets based on the Company’s exploration work exist in the north and east parts of the property, such as the North Star anomaly and Strebchuk Showing and these should be advanced through detailed mapping in conjunction with rock sampling and fill-in soil geochemical surveys. There are also a couple soil anomalies west of the Bighorn Anomaly that should be followed up with prospecting, geological mapping, and/or infill soil sampling. Additional follow-up work could be done on Pb-Zn-Ag mineralization that was defined through historical exploration on the on Sn-W showings on the east slopes of Mt Haldane.

Additional diamond drilling is recommended for the property and should focus on expanding the mineralization at the West Fault and the Middlecoff Zone. The drilling phase of the program is estimated to cost $2 million. Additional work is outlined to advance the numerous other showings on the property but has not been included in the current budget.

Tim Property

The Tim Property is located in the southeastern portion of the Yukon Territory. Currently, the property consists of 289 mineral claims (approximately 6,200 hectares). The Company currently has a 100% interest in the property, subject to a 2% NSR. Coeur Mining Inc. can earn an 80% interest in the property by funding exploration, a feasibility study, and making a determination to develop a mine, and making certain cash payments to the Company.

The project is at the exploration stage and currently does not contain proven mineral reserves.

How Acquired

The Company acquired a 100% interest in the property in July 2007 through its agreement with Almaden Minerals Ltd. The Company acquired 100% interest in 7 properties, including Tim, in exchange for 350,000 common shares of the Company at a price of $4.00 per share and a net smelter return royalty of 2% on all mineral products discovered on the properties. Due to exploration spending by ACME Resources as the optionee on the Tim property, the Company issued as a bonus an additional 50,000 common shares to Almaden in Fiscal 2008.

In September 2007, the Company optioned to the property to ACME Resources (formerly International KRL Resources). Under the agreement, ACME could earn a 60% interest in the property by spending $3,000,000 on

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exploration and issuing the Company 1,000,000 common shares by September 10, 2011. ACME staked additional claims and added them to the property but subsequently withdrew from the option agreement, and the Company retained its 100% interest in the property, including the additional claims.

In January 2020, the Company finalized an agreement with Coeur Mining, Inc. on the property. Coeur can earn an 80% interest in the Property by funding $3.55 million in exploration over five years and making scheduled cash payments totaling $575,000 over eight years. Coeur must also fund a feasibility study and notify the Company of its intention to develop a commercial mine on the property on or before the 8th anniversary from the date of notification of the class 1 exploration permit.

Location and Access

The property is located in the southeastern Yukon 72 kilometers west of Watson Lake. The property is road accessible from the Alaska Highway via an approximately 45 kilometer long access road, and additional roads provide access throughout the property. There is no infrastructure on the property, and no nearby source of power. Several creeks flow through the property and provide a year-round water supply.

Regional and Property Geology

The region overlies the Cassiar terrane of carbonate and clastic sedimentary rocks formed on the ancient continental margin of western North America. The property covers a folded sequence of Lower Cambrian and Cambrian rocks, and includes carbonate hosted silver-lead-zinc mineralization.

Exploration History

The property was first staked in the early 1980's at the same time as several other properties in the area. Work conducted in the late 1980's established anomalous soil geochemical results with elevated silver, lead, zinc and manganese values. Two large geochemical anomalies were defined, measuring 1,500 meters by 300 meters. An IP survey recorded results that coincided with the geochemical anomalies.

ACME optioned the property from the Company in September 2007 and in 2008 completed a five-hole, 1,254 diamond drill program targeting the previously identified IP anomalies. The drilling failed to intersect significant mineralization, although hole W-08-01 intersected a 4 meter zone of mineralization assaying 10.6 g/t silver, 0.21% lead and 0.83% zinc. ACME subsequently withdrew from the option agreement after spending approximately $800,000 on exploration.

Current and Anticipated Exploration

In September 2013, the Company conducted a short, focused work program on the property. The program was designed to re-evaluate a historical zone of silver-lead rich Carbonate Replacement Mineralization exposed by mechanized trenching in 1988. Historical chip sampling across the zone reportedly returned 352 g/t silver and 9.12% lead across 4.0 meters. In addition to this exposure, similar mineralization was also reported in adjacent trenches 180 and 250 meters on either side of the central trench. No drill testing of this zone has ever been conducted.

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The Company’s field crew located the central historical trench (T-3) and exposed the main mineralized showing with hand tools. A total of 6.4 meters of footwall alteration and CRM were exposed at the base of the trench. Three series of sawn channel samples were taken across the exposure of approximately 1 meter spacing between channels. The central channel tested a partial exposure of footwall alteration and the CRM while the outer channels only tested the partially exposed CRM. Weighted average assays for each of the channel samples are included in the table below. Sample intervals are true width.

Elevated accessory elements in the mineralized zone include zinc, arsenic, antimony, bismuth, indium, gold and tin. The CRM is hosted within a steep southeasterly dipping structural zone and is dominantly comprised of manganiferous carbonate and porous dark brown limonite. Hand trenching did not expose the hangingwall contact of the mineralized zone due to slough and extensive downslope cover. Historical soil geochemical response defines three distinct linear northwest trending silver-lead anomalies, each of which is continuously defined for a strike length of roughly 2,000 meters. All historical trenching was conducted along the trace of the central geochemical anomaly but the soil sample coverage was not completed over the mineralized zone encountered in trench T-3 or northwest along strike.

Sawn samples were approximately 4 centimeters in width, resulting in relatively large samples per interval, which the Company believes improves the reliability of the sampling. Samples were delivered to ALS Minerals in Whitehorse, Yukon for sample preparation and all analyses were completed in North Vancouver. Rock samples were weighed, dried, crushed and split being pulverized to 8% passing 75 microns. Silver and 50 other elements were analyzed using ICPMS techniques.

Coeur is funding exploration at Tim. A 2020 exploration program was planned to target high-grade silver-lead-zinc Carbonate Replacement Mineralization (“CRM”) similar to that occurring at Coeur’s producing Silvertip Mine located 12 kilometers south of the Tim property. The required Class I permit was not received until late in 2020. Therefore, the program was deferred and commenced in May 2021.

The 2021 exploration program at Tim targeted high-grade silver-lead-zinc Carbonate Replacement Mineralization (“CRM”), similar to that found at Coeur’s Silvertip operation. The program consisted of a SkyTEM airborne geophysical survey followed up by groundwork The SkyTEM airborne geophysical survey collected magnetic and resistivity data over the concessions to help identify and delineate structural features on the property and identified several conductors that appear to correlate with oxidized silver-bearing mineralization encountered in historic trenching programs by previous operators. Re-opening of the historic trenches in 2021 exposed oxidized material thought to be related to carbonate replacement mineralization, similar in nature to silver-bearing mineralization seen elsewhere in the region. Analytical results from trench samples are pending. In total, 1,298 soil samples, 38 rock chip and grab samples from the historic trenches, and 4 rock grab samples from regional reconnaissance were collected during the program.

Results of the groundwork will guide the next phase of exploration including identifying drill targets.

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White River Property

The White River Property is located in the western portion of the Yukon Territory. Currently, the property consists of 335 mineral claims (approximately 7,000 hectares). The Company has a 100% interest in the property.

The project is at the exploration stage and currently does not contain proven mineral reserves.

White River Property Location Map

How Acquired

During fiscal 2010, the Company acquired the White River property through staking. Additional claims were staked in the first quarter of fiscal 2011.

Location and Access

The property is located in the west-central Yukon 11 kilometers north of the settlement of Koidem and approximately 400 kilometers northwest of Whitehorse, Yukon. A grass airstrip is located 15 kilometers southwest of the property at White River Lodge, which is adjacent to the paved Alaska Highway, which can be seen from the property. Travel within the property is primarily by helicopter. There is no infrastructure on the property, and no outside source of power.

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Regional Geology

The property lies at the western end of the Nisling Mountain Range within the Tintina Gold Province. The property lies at the western end of the Nisling Range, within the Tintina Gold Province, a 200-km-wide, 1,200-km-long arc which extends from northern British Columbia through the Yukon west to southwest Alaska.

Property Geology

The property covers an area of hydrothermal alteration and mineralization indicative of both intrusion related copper-gold and epithermal gold-silver mineralizing environment. Quartz and carbonate veining are present, primarily in east-west linear zones. Siliceous metasediments are present, along with mafic volcanics. A number of felsic dykes intrude these rocks. Abundant outcrop occurs on the property, particularly within a northwesterly facing moderately sloping cirque.

Exploration History

Prior to the Company's staking of the property, there is no known exploration history. During 2009, the Yukon Geological Survey and Geological Survey of Canada completed an airborne magnetic and radiometric survey over a wide area, which included the White River Property. The Company used this survey, along with a Government regional stream sediment database, to stake the initial 48 claims.

Subsequent to the initial claim staking, the Company commissioned a soil geochemical survey, as well as performing additional prospecting and reconnaissance work. Assays were received for 47 select prospecting samples collected from the main zone of mineralization on the property, which is roughly 350 by 600 meters. These samples returned gold, silver and copper values. As a result of this work, the Company staked an additional 120 claims, which increased the size of the property to 168 claims.

Detailed prospecting identified a east-trending gold zone ("HG zone") defined by strongly anomalous gold-in-soil response over an 800-meter strike length. An additional 140 claims were staked to cover prospective geology north and east of the original claim block. A new target zone, known as the "Cool Zone", was identified through follow-up prospecting of anomalous copper-in-soil geochemical anomalies defined in the 2010 soil sampling. The Cool Zone is located approximately 500 meters north of the HG Zone, and samples returned gold, silver and copper values.

During 2011, the Company conducted prospecting, mapping, two phases of soil sampling and hand trenching, along with a preliminary induced polarization (IP) survey. Highlights from this work included the discovery of 1.0 meters grading 82.2 g/t gold from trench TR-HG11-02, as well as strongly anomalous gold values from nine of eleven trenches excavated. The Company also added 27 claims to the property to cover anomalous soil samples on the eastern side of the property, approximately 8 kilometers from the HG zone.

Soil samples were weighed, dried and sieved to minus 180 microns. Fire assay procedures were followed by atomic absorption spectroscopy. Assays for the program were conducted by ALS Minerals. Sample preparation was conducted at ALS Whitehorse and final analysis at ALS Minerals North Vancouver, B.C.

In April 2012, the Company signed an option agreement with Driven Capital Corp. Under the option agreement, Driven could earn a 60% interest in the White River Property by making cash payments to the Company of $400,000, issuing 2,000,000 Driven common shares to the Company, and completing $4,250,000 in exploration expenditures on the property.

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Driven funded the 2012 exploration program on the property, which included 1,327 meters of diamond drilling in seven holes to partially test structurally associated gold-copper-silver mineralization in localized portions of the HG, MB and Cool zones. All drill holes encountered multiple, well-developed shear zones from 1 to 40 meters in drill thickness and mineralized by combinations of quartz-feldspar veining, pyrite-arsenopyrite-chalcopyrite veining and breccias, carbonate ± sulphide veining and breccia, limonitic fracture networks and gossans, present in complex, multiple cross-cutting relationships. About half of the shear zones intercepted by drilling can be correlated with trench exposures and surface lineaments, while the other half are blind with no surface geologic or geochemical indications. The presence of these blind zones is very encouraging and suggests that the degree of structural preparation and hydrothermal fluid flow is greater than initially thought.

Each drill hole encountered poor core recovery to total loss of core due to the high degree of fracturing, strong surface oxidation/weathering and presence of clay-rich gouge. The poor core recovery occurred in intervals of 1.0 to 3.0 meters in drill thickness within one or more shear zones in each drill hole. Since these intervals of missing geologic and assay data occur within some of the mineralized shear zones, drilling was not completely successful in testing the near surface mineralized zones. Moderately elevated gold values were identified in six of the seven holes. Elevated gold intervals are coincident with strongly anomalous arsenic and bismuth. All assays were carried out by ALS Canada Ltd. with sample preparation in Whitehorse and analysis in North Vancouver, B.C. Gold and silver were analyzed by 30 g fire assay with gravimetric finish; thirty-five element ICP analysis with four-acid digestion was also conducted.

Elsewhere on the property, two select prospecting samples which were not previously sampled were collected from the spoil pile of a trench which was excavated at the MS2 Showing in 2011, approximately 500 meters south of the HG Zone. The two samples returned 18.90 and 3.25 g/t gold and both samples have strongly anomalous accessory arsenic, bismuth and tellurium. The MS2 Showing is an alpine plateau coincident with a well-defined IP chargeability anomaly and remains untested by diamond drilling.

Current and Anticipated Exploration

In February 2013, Driver returned the project to the Company after expending approximately $833,000 on exploration. The 2012 diamond drill program was localized within a very small portion of the White River West gold-copper-arsenic geochemical anomaly and has not sufficiently explained the extensive soil geochemical surface expression of the White River mineralizing system. Additional areas of arsenic-copper±gold soil geochemical response previously outlined require further exploration. The Company plans to assimilate the data collected by Driven and determine the most effective means to advance the project.

On October 22, 2012, White River First Nation (“WRFN”), one of two First Nations which assert traditional territory in the White River area, filed a petition in the Supreme Court of Yukon. The petition challenged the Yukon Government’s decision to approve the proposed Class 3 exploration activities of the Company on the White River property, primarily on the basis of inadequate consultation by the Yukon Government. The Company was named as a Respondent in the petition, however all relief requested by WRFN was from the Yukon Government. During 2013, the matter was settled with no adverse findings made against the Company, and no costs or penalties were assessed against the Company. No further legal action is likely, and the Company and the Yukon Government are working on building a productive relationship with the WRFN.

Goz Creek Property

The Goz Creek Property is located in the east-central portion of the Yukon Territory. Currently, the property consists of 90 mineral claims (approximately 1,800 hectares). The Company has a 100% interest in the property, subject to a 2% Net Smelter Return Royalty (“NSR”).

The project is at the exploration stage and currently does not contain proven mineral reserves.

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Location and Access

The property is located east-central Yukon, 180 kilometers northeast of Mayo. Access to the property is by helicopter. There is no infrastructure on the property, and no nearby power supply. Several rivers cross the property and provide a consistent water supply.

Regional and Property Geology

The property covers an area of Lower Cambrian carbonate rocks that host stratabound replacement zinc mineralization of the Mississippi Valley Type. Mineralization is dominated by low iron sphalerite occuring in a stratabound and discordant zones within a locally extensive dolostone unit. The highest grades in the Main Zone is hosted within silica breccia believed to be associated with moderately to steeply dipping north north-easterly trending faults. Trace to moderate amounts of finely disseminated pyrite are observed in some drill core and coarse-grained galena bearing outcrops are visible at various locations on the property peripheral to the Main Zone.

Exploration History

Initial discovery on the property occurred in 1973. Exploration conducted in 1974 and 1975 included geochemical soil sampling, mapping and prospecting, and 55 diamond drill holes. This drilling program outlined a zinc resource in the Main Zone. A significant portion of the drill core from the 1974 and 1975 drilling is stored on the property.

In 2008, the Company completed a 7 hole diamond drill program totaling 722 meters to test down-dip and along strike from the historic resource at the main zone. Significant results from this program include:

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The Company also conducted gravity surveys over the Main Zone and the Walt Ridge prospect, and identified numerous mineralized showings elsewhere on the property.

Assays for the program were conducted by ALS Minerals. Sample preparation was conducted at ALS Whitehorse and final analysis at ALS Minerals North Vancouver, B.C. Rock samples and drill core were weighed, dried, crushed and split being pulverized to 8% passing 75 microns. Fire assay procedures were followed by atomic absorption spectroscopy. Reference standards were sourced from CDN Resource Laboratories Ltd.

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Current and Anticipated Exploration

The Company has not conducted any exploration work on the property since fiscal 2008, except for data review, primarily due to a regional land use plan being developed by the Peel Watershed Planning Commission and the Yukon Government. The Commission, which is made up of nominees from the local First Nations and the Yukon Government, recommended to the government that mining and mineral exploration be restricted or prohibited in a large area which includes the Goz Creek Property. In January 2014, the Yukon Government modified the Planning Commission’s proposals and will allow exploration in much of the disputed area. Currently, the dispute over the proposals is in litigation in Canadian Courts between several Yukon First Nations and Environmental Groups and the Yukon Government. If the dispute is favorably resolved, the Company intends to continue with exploration of the property. If the issue cannot be resolved, management intends to seek compensation from the dispute.

The Company believes the property continues to have value for an exploration partner and is available for option.

MOR Property

The MOR Property is located in the southern Yukon Territory. Currently, the property consists of 290 mineral claims (approximately 6,000 hectares). The Company has a 100% interest in the property, subject to a 2% Net Smelter Return Royalty (“NSR”).

The project is at the exploration stage and currently does not contain proven mineral reserves.

How Acquired

The Company acquired a 100% interest in the property in July 2007 through its agreement with Almaden Minerals Ltd. the Company acquired 100% interest in 7 properties, including MOR, in exchange for 350,000 common shares of the Company at a price of $4.00 per share and a net smelter return royalty of 2% on all mineral products discovered on the properties. After the completion of the acquisition of the 52 Almaden claims, the Company increased the size of the property by staking additional claims in fiscal 2007 and 2008.

In September 2009, the Company acquired a 100% interest in the Highway property of 6 mineral claims from Strategic Metals Ltd. Consideration for the interest was $5,000 cash and a 2% NSR to Strategic on the Highway claims. The Highway claims were incorporated into the MOR property, but the Highway claims subsequently expired in March 2014.

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Location and Access

The property is located south-central Yukon in the Watson Lake Mining District, 180 kilometers west of Watson Lake and 35 kilometers east of Teslin, Yukon. Access is via the paved Alaska Highway, which lies 1.5 kilometers south of the property. Access throughout the property is primarily by helicopter. There is no infrastructure on the property. The nearest power supply is approximately 35 kilometers away in the community of Teslin.

The property lies at an elevation of approximately 2700 to 4300 feet in mixed forest and sub-alpine terrain. Summers are moderate, and winters are cold, with moderate precipitation that averages several feet of snowfall each year.

Some of the property is situated on Category B Settlement Lands of the Teslin Tlingit Council ("TTC"), Yukon First Nations, which holds a fee simple surface title pursuant to its 1993 Final Agreement with the governments of Canada and the Yukon. Although the Company owns 100% of the mineral rights, permission from the TTC is required for entry to the lands to conduct exploration.

Regional Geology

The region lies within the Canadian Corillera in the Omineca Belt, a zone of uplifted metamorphic and intrusive rocks. In the property area, the belt has several deformed Paleozoic assemblages, which include a portion of the Tanana Terrane lying between the Teslin Fault to the west and the Cassiar terrane to the east. This Devono-Mississippian stratigraphy is known as the Big Salmon Complex. This Complex is similar to other units which host known volcanogenic massive sulphide ("VMS") deposits elsewhere in the Yukon.

Property Geology

The property is underlain by a thick sequence of green quartz-chlorite and chlorite schists, which are mafic to intermediate volcanic tuffs and minor flows. The mafic rocks are interbedded with quartz chlorite schist and intermediate tuff, which contain various amounts of parallel quartz and feldspar. The rocks are strongly deformed.

Mineralization is Kuroko style volcanic hosted massive sulphide ("VHMS") mineralization. Exploration has identified a number of heavily disseminated, semi-massive and massive sulphide horizons.

Exploration History

The initial claims were staked in 1997 to cover a small zone of base and precious metal values in soil and subcrop. Work conducted by Almaden including hand pitting and trenching, as well as prospecting and reconnaissance on and around the original claims. Geochemical surveys and sampling were performed, and additional claims were added. In 2004, a two-phase exploration program was completed, which included a 4.5 line-km Induced Polarization (IP) survey, and two drill locations were selected to test for mineralization at depth. A total of 185.3 meters was drilled, and both holes encountered several (0.35 to 4.9 meters) intervals of significant gold, silver, copper and zinc mineralization.

After acquisition of the property in July 2007, the Company completed a Versatile Time Domain Electromagnetic (VTEM) airborne geophysical survey which identified a number of conductors on the property. Several of the conductors were coincident with soil geochemical anomalies and the location of previous drilling.

Four diamond drill holes totaling 685 meters was completed within a 300 meter portion of a 2,500 meter long soil geochemical anomaly during 2007 All holes intersected massive to semi-massive sulphide mineralization

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with significant copper, zinc, silver and gold values, including 5.46 meters of 1.20% copper, 2.85% zinc, 1.356 g/t gold and 55.8 g/t silver from drill hole MOR 07-03 and 7.80 meters of 1.18% copper, 1.52% zinc, 1.256 g/t gold and 52.2 g/t silver from drill hole MOR 07-02.

An additional 172 claims were staked in 2007 to cover a series of anomalies outlined during the VTEM survey. During 2008, additional prospecting to follow up on geophysical anomalies was completed. This work resulted in the discovery of several new mineralized outcrops, including the Mag, SD, and Bean zones.

An eight hole drill program totaling 1,703 meters was completed in 2008. Three holes tested the original Discovery Horizon at 100 meter step-outs to the east, Each of the holes encountered the target horizon but contained decreasing sulphide and metal content. Two holes tested the down-dip extension of the thickest sulphide accumulations encountered by prior drilling. Neither of the holes encountered significant mineralization. One hole was drilled to test a near surface IP conductor. A narrow sulphide band near the top of the hole associated with the lower lens of the Discovery Horizon was cut, but did not encounter significant mineralization near the IP conductor. The remaining two holes were completed in the SD zone approximately 2 kilometers south of the Discovery Horizon. Both holes encountered narrow massive sulphide intervals.

In 2009, the Company performed a property-wide program of lithogeochemical sampling, as well as additional gravity surveys and prospecting. In September 2009, the Highway claims were acquired from Strategic Metals and added to the MOR property. These claims cover a similar stratigraphy adjacent to the MOR claims block that is also prospective for VHMS mineralization. In 2007, Strategic completed VTEM surveys over the Highway claims that identified a strong linear EM anomaly.

In 2010, the Company collected soil geochemical samples over the newly acquired Highway claims which returned weakly anomalous copper and zinc values over a portion of the claims. A two hole diamond drill program totaling 443.83 meters was completed at the east end of the Discovery Zone. This drilling was designed to test the IP and gravity anomaly defined in 2009. Drilling intercepted massive, semi-massive and heavily disseminated sulphides. Highlights from the program are:

Assays for the program were conducted by ALS Minerals. Sample preparation was conducted at ALS Whitehorse and final analysis at ALS Minerals North Vancouver, B.C. Rock samples and drill core were weighed, dried, crushed and split being pulverized to 8% passing 75 microns. For gold assays, fire assay procedures were followed by atomic absorption spectroscopy. For silver and trace element assays, a 51 element “ultra trace” method is utilized using aqua regia acid and analyzed using inductively coupled plasma and mass spectroscopy.

The drilling successfully intersected an extension to the Discovery Horizon, which has now been tested and is apparently continuous over 600 meters of strike length.

Current and Anticipated Exploration

The Company believes it has satisfactorily explained the geochemical anomaly identified through prior augur soil sampling and that significant potential exists for the discovery of additional VHMS mineralization on the property, particularly in the Discovery Zone.

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The Company believes the property continues to have value for an exploration partner and is available for option.

Prospector Mountain Property

The Prospector Mountain Property is located in west central Yukon Territory. During the 2020 fiscal year, the Company dropped the property and wrote off the capitalized acquisition and exploration expenditures.

British Columbia Property

KRL Property

The KRL property is a 781 hectare gold exploration project located within the Golden Triangle of northwest British Columbia. The Company can acquire a 100% interest in the property, subject to a 1% NSR.

The project is at the exploration stage and currently does not contain proven mineral reserves.

How Acquired

The Company optioned the KRL property from Bernie Kreft (“Kreft”) for the following consideration:

·make cash payments of $10,000 (paid) and issue 100,000 shares to Kreft upon receipt of TSX-Venture approval (issued); 

·make cash payments of $15,000 to Kreft by October 15, 2018 (paid); 

·make cash payments of $5,000 by October 31, 2019 (paid) and a further $20,000 by January 1, 2020 (paid) and issue 100,000 shares (issued) to Kreft by September 30, 2019; 

·make cash payments of $50,000 (paid) and issue 200,000 shares (issued) to Kreft by September 30, 2020; 

·make cash payments of $50,000 and issue 200,000 shares to Kreft by September 30, 2021; 

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·make cash payments of $100,000 and issue 200,000 shares to Kreft by September 30, 2022; 

·make bonus share payments to Kreft as follows: 

oissue additional shares upon the disclosure of an NI43-101 inferred resource estimate equal to 1 share per ounce of inferred resource, to a maximum of 350,000 shares; 

o500,000 shares to be issued on the commencement of commercial production. 

Location and Access

The Property is located near the junction of McLymont Creek and the Iskut River, adjacent to Aben Resources’ Forrest Kerr Gold project and approximately 5 kilometers from the McLymont Creek and Forrest Kerr power generation plants and 23 kilometers northwest of the formerly producing Eskay Creek Mine. Road access exists less than 2 km from the property boundary.

Regional and Property Geology

The KRL Property is situated in the historic Golden Triangle mining district of northwest British Columbia, which is located east of the southern portion of the Alaska panhandle. The geology of the Golden Triangle is complex and not yet well understood, with several types of deposits known to occur. KRL host s swarm gold bearing quartz veins exposed in the alpine slopes east of McLymont Creek near its junction with the Iskut River. The quartz veins ranged up to 1.0 metre in width, dip steeply to the north and strike northwesterly, with the largest vein exposed for a distance of sixty meters along strike. Mineralization includes pyrite, chalcopyrite and visible gold with narrow channel samples returning up to 248.1 g/t Au. Soil sampling encountered several scattered anomalies. Magnetometer and VLF-EM surveying delineated a number of localized magnetic anomalies and a large number of VLF-EM anomalies.

Exploration History

Fieldwork conducted in 1989 on behalf of a previous operator consisted of geological mapping, soil sampling, ground magnetometer, electro-magnetometer, mapping, hand trenching, and rock chip sampling. Prospecting and sampling encountered a quartz vein swarm along the west boundary of the property directly adjacent to another company’s ground. Trenching exposed numerous 10-100 cm-wide quartz veins that assayed in excess of 8.5 g/t gold with multiple samples returning values in excess of 200 g/t gold. At least 11 veins were identified with potential for additional veining below the treeline and under cover.

On the adjacent ground, a 1990 field program included soil sampling and further prospecting. Rock sample values of up to 0.979 oz/t Au (33.6 g/t) were encountered, but the veins were thought to lack the size and continuity necessary for an economic deposit and likely due to the nature of the claim position, no further work was recommended

The combined work of the previous operators show a vein swarm with minimum dimensions of 400m x 600m and which appears to be open to the west, north and south. It is thought that the compromised land position as the gold showings straddle the property boundary may have been detrimental to the development of the project. The current KRL property encompasses the entire showing and surrounding area allowing for a coherent assessment of the high-grade gold veins and the potential for additional, and perhaps economic, gold concentrations under talus or vegetation cover below the treeline.

Current and Anticipated Exploration

During 2018, Alianza completed a reconnaissance program on the property to confirm historic sampling and to plan an exploration program for 2019. Samples returned higher-grade gold values from the KRL showing,

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including 122 g/t gold from a 50 cm-wide quartz vein. A total of 12 grab samples were collected from two steeply-dipping northwesterly and two northeasterly-oriented quartz veins in the vicinity of the KRL showing. Sampled veins range from 10-50 cm in width. The northeasterly-oriented veins correlate with historic trenches 1 and 7. Four samples of a 40-50 cm-wide vein (historic Trench 1) returned 3.15, 8.24, 122 and 7.94 g/t gold, respectively. These were collected over 18 meters strike length and compare favorably to historically reported results. Three samples were also collected from historic Trench 7 over a strike length of 16 meters, returning 7.43, 22.4 and 0.235 g/t gold from a 30 cm-wide vein, also confirming historic sampling. Veins are variably-banded, white to grey quartz with brown to yellow-orange limonitic weathering. Higher-grade gold mineralization appears to correlate with the presence of sulphides, particularly chalcopyrite.

Those samples correlate with high grade mineralization sampled by a prior operator near the old property boundary. The current property covers the prospective geology which allows the Company to integrate the data sets from both prior operators on either side of the former claim boundary. This will aid in identifying additional mineralization below treeline where it may be obscured by vegetation and talus.

The 2019 exploration program began in August 2019. Exploration investigated areas west and north of known mineralization, which is largely located above treeline. Prospecting, mapping and soil geochemical sampling will targeted prospective areas, especially where overburden and vegetation may obscure mineralization. This work was designed to provide context and guide further exploration. The 2019 program identified additional high-grade gold-bearing quartz veins approximately 100 meters southeast of the main showing area, returning 9.2 g/t and 35.7 g/t gold from grab and locally-derived float samples. Importantly, these veins may be part of a zone which may be as much as 800 meters in length and 40 meters wide.

Mapping has identified a northeast trending fault-bounded corridor that encompasses the main KRL gold showing as well as other high-grade vein occurrences. The current interpretation is that the main KRL gold-bearing quartz vein trend is controlled by the contact between massive andesites and sedimentary rocks, at a high angle to the corridor. A total of 30 rock samples and 358 soil samples were collected in the 2019 program. In addition to the high-grade rock samples several gold-in-soil geochemical anomalies northeast of the KRL were defined by the 2019 program that will require follow-up in 2020.

In 2020, a follow-up program was planned, including detailed mapping of the identified corridor to assess the potential for additional gold veins and to prioritize targets for drilling which would make the property more attractive for potential partners. Due to the COVID-19 Pandemic, the Company deferred the exploration program.

In July 2021 the Company received a Multi-Year Area-Based (MYAB) Mines Act Permit for exploration activities at the KRL Project from the British Columbia Ministry of Mines, Energy and Low Carbon Innovation. This Permit allows for activities including trenching and diamond drilling to be conducted at KRL until July 5, 2026.

Management is actively seeking a partner to conduct an exploration program on the property.

Peruvian Properties

Yanac Property

The Yanac Property is an approximate 1,572 hectares copper-molybdenum exploration project located in the Ica Department of Southern Peru. The Company currently has a 100% interest in the property, subject to a 0.5% NSR.

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The project is at the exploration stage and currently does not contain proven mineral reserves.

The property is located in the Ica Department of southern Peru, approximately 60 km inland from the Pacific coast and 50 km from the nearest town of Chincha Alta.

How Acquired

The property was originally acquired by Estrella through concession applications in April 2011 under a Strategic Exploration Alliance Agreement with Cliffs Natural Resources Exploration Inc. (“Cliffs”). The Company acquired the property through its acquisition of Estrella in April 2015.

In February 2013, Cliffs and Estrella entered into a Limited Liability Company Membership Agreement which included the Yanac property. Cliffs spent a total of $1,818,290 on exploration on the Yanac Property and had a 50% interest. In December 2015, Cliffs sold its 50% interest in the property to a private company, 50 King Capital Exploration Inc. (“50 King”) who assumed Cliffs’ obligations under the Membership Agreement. In July 2016, 50 King terminated the agreement are returned the property to the Company. 50 King has no further ownership interest in the property but retained a 0.5% NSR.

The property currently consists of three claims held by the Limited Liability Company, Yanac Mining. During fiscal 2017, the Company reduced the size of the property by dropping certain claims. The details of each remaining claim are in the following table:

The annual tax due on the property claims is $4,717.

Property Geology

The property is a copper/molybdenum porphyry occurrence within the Andean southern porphyry mineralization trend. The hydrothermal system is associated with Upper Cretaceous fine diorite to quartz diorite stocks of the Coastal Batholith.

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The surface expression is an area of alteration approximately 1.1 kilometers by 1.25 kilometers. Rock geochemistry is anomalous in copper and molybdenite over an area approximately 900 m x 900 m. Within this lies a 400 m x 400 m expression of porphyry-style mineralization with chlorite-epidote assemblages that also includes quartz stockwork (up to 10%) with magnetite and secondary biotite. Mineralization consists of chalcopyrite-pyrite and molybdenite reflected in a 250 x 400 m area of >0.3% copper in rock samples. Adjacent to this is a second area of >0.3% copper in rocks reflecting a copper-bearing coarse white silica breccia to the porphyry mineralization.

The alteration and geochemical pathfinder element distribution indicates the possible presence of an upper level porphyry system with potential open at depth.

Current and Anticipated Exploration

Exploration to date on the property has been limited. The Company conducted a systematic grid sampling program and IP geophysics which brought the property to drill ready status. Cliffs was in the process of obtaining a drill permit when, due to corporate issues relating to low iron ore prices, management cut all greenfields exploration including plans for a 2014 drill program.

The Company has recently acquired additional data from drilling completed in 2005. This program was a five-hole reverse circulation drill program totaling 1,135 meters under a joint-venture between the Japan Oil, Gas, and Metals Corporation (JOGMEC) and Phelps Dodge. One hole from the 2005 program returned 232 meters averaging 0.23% Cu and 0.015% Mo. Interrogation of the detailed drill log reveals that this hole was drilled largely within phyllic altered rocks leaving the enticing possibility that the potassic core of the system has not been properly tested. The data from the program will be further evaluated and incorporated into the existing database to target follow up drilling.

The Company is is actively seeking a partner to conduct the next phase of drilling at Yanac, testing the observed porphyry system at surface and potential extension to depth.

Pucarana

The Company previously owned a 36% interest in Pucarana S.A.C. (“Pucarana”), an exploration company in Peru which owned the Pucarana Gold project in the Orcopampa Silver-Gold District. The Company acquired its interest in through the acquisition of Alianza Holdings in April 2015. In May 2015, the Company and the other owners of Pucarana signed an Assignment Agreement with Buenaventura whereby Pucarana assigned the rights to the Pucarana property to Buenaventura in exchange for a 3% NSR. The Company received a 1.08% NSR as its portion of the ownership of Pucarana.

To date, no royalties have been received from Buenaventura. Prior to the Company’s investment in Pucarana, the Company had capitalized as exploration and evaluation assets $566,782 in exploration and evaluation expenditures incurred on the property. That amount had been carried forward, with minor adjustments, as investment in associates – royalty interest. As of September 30, 2019, the Company wrote-off the entire remaining amount of $560,139. The Company continues to hold its 1.08% NSR.

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Mexico Properties

In February 2016, the Company sold its entire interest in the three remaining Mexico properties to Almadex Minerals. The consideration for the sale of the 100% interest in the Yago, Mezquites and San Pedro properties was a 1% NSR which is capped at $1,000,000. The Company had written down its interest in each of the properties to $Nil prior to the sale.