Perpetua Resources Corp 2024年度报告

Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 or 15(d)of the SecuritiesExchange Act of 1934 during the preceding 12months (or for such shorter period that the Registrant was required to file such reports), and(2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant wasrequired to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and “emerging growth company” in Rule12b-2 of the Exchange Act.LargeacceleratedfilerAcceleratedfiler If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).Yes☐No☒The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, based on the closing priceof the shares of common shares on The Nasdaq Stock Market on the last business day of the registrant’s most recently completed secondfiscal quarter 2024, was $207,074,452.The registrant had71,254,636common shares outstanding as of March7, 2025. DOCUMENTS INCORPORATED BY REFERENCEPortions of the registrant’s Definitive Proxy Statement relating to the 2025 Annual Meeting of Shareholders, to be filed within 120days of the Registrant’s fiscalyear ended December 31, 2024, are incorporated by reference into PartIII of this Annual Report on Form10-K. TABLE OF CONTENTS PARTIItem1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff Comments Item1C.CybersecurityItem2.PropertiesItem3.Legal ProceedingsItem4.Mine Safety Disclosures PARTIIItem5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities51Item6.Reserved51Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations51Item8.Financial Statements and Supplementary DataF-1Item9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure62Item9A.Controls and Procedures62Item9B.Other Information62Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections62 PARTIII Item10.Directors, Executive Officers and Corporate Governance63Item11.Executive Compensation63Item12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters63Item13.Certain Relationships and Related Transactions, and Director Independence63Item14.Principal Accountant Fees and Services63 PARTIVItem15.Exhibitand Financial Statement Schedules64Item16.Form10-K Summary66 EXPLANATORY NOTE Unless the context otherwise indicates, references to the “Company,” “Perpetua Resources,” “Perpetua,”“we,” “us,” or “our” in this Annual Report refer to Perpetua Resources Corp. and its subsidiaries and the“Corporation” refers only to Perpetua Resources Corp. See the “Glossary of Technical Terms” for more information regarding some of the terms used in thisAnnual Report. CURRENCY AND EXCHANGE RATE INFORMATION Unless otherwise indicated, references herein to “US$”, “$” or “dollars” are expressed in U.S. dollars.References in this Annual Report to Canadian dollars are noted as “C$.” Our consolidated financial statements thatare included in this Annual Report are presented in U.S. dollars, unless otherwise stated. CAUTIONARY NOTEREGARDING FORWARD-LOOKING STATEMENTS Certain statements contained in this Annual Report are “forward-looking statements” within the meaningof “safe harbor” provisions of the United States Private Secur