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Fair Value Measurement
 6 Months Ended 12 Months Ended
Jun. 30, 2025
Dec. 31, 2024
Fair Value Measurement [Line Items]    
FAIR VALUE MEASUREMENT

14. FAIR VALUE MEASUREMENT

 

Financial Assets Measured at Fair Value on a Nonrecurring Basis

 

The significant Level 3 assumptions used in the calculation of estimated discounted cash flow model vary depending on its application and may include projections of estimated quantities of gold resources and reserves, expectations for timing and amount of future development, operating and asset retirement costs, projections of future rates of production, expected recovery rates and risk adjusted discount rates. See Note 6 for additional information regarding the mine acquisitions.

 

Royalty Liabilities

 

The estimated fair value of the royalty liabilities was determined using the income approach. Key inputs in the income valuation method include long-term gold prices (average gold price of $2,006/oz), level of gold production over the life of mine (3,885.4 koz), tonnes of ore processed (76.7 Mt) and the discount rate (10.0%).

Contingent Liability

 

The estimated fair value of the contingent consideration was determined using the Black-Scholes option-pricing model and were based on the following assumptions:

 

  

May 15,
2024
(acquisition date)

 
Dividend yield   0.0%
Volatility   13.8%
Risk Free Rate   4.3 – 4.4%
Expected life   3.6 – 6 years 
Cost of debt   17.6% – 18.3.%

 

Asset Retirement Obligation

 

BGL estimates the fair value of asset retirement obligations based on the projected discounted future cash outflows required to settle abandonment and restoration liabilities. Such an estimate requires assumptions and judgments regarding the existence of liabilities, the amount and timing of cash outflows required to settle the liability, what constitutes adequate restoration, inflation factors, credit adjusted discount rates, and consideration of changes in legal, regulatory, environmental and political environments. Asset retirement obligation fair value measurements in the current period were Level 3 fair value measurements. The estimated fair value of the asset retirement obligation was determined using an income approach. Key assumptions included the remaining term – 18.3 years; discount rate – 12.5%; inflation rate – 4.7%; market risk premium 5.50%. As further described in Note 11, BGL recognized the fair value of a liability for an asset retirement obligation at the close date of the Purchase Agreement. Future changes to underlying assumptions may result in revisions of the asset retirement obligation resulting in an adjustment to the asset retirement asset that is amortized prospectively using the unit of production method. The accretion expense from the closing date through June 30, 2025 and for the six months ended June 30, 2024 was $1,908,000 and $871,000, respectively.

  
PERCEPTION CAPITAL CORP IV [Member]    
Fair Value Measurement [Line Items]    
FAIR VALUE MEASUREMENT  

Note 6 - Fair Value Measurements

 

As of December 31, 2024 and 2023, assets held in the Trust Account were comprised of $3,954,190 and $52,977,929 in demand deposit account, respectively. The fair values of cash, prepaid assets, accounts payable and accrued expenses are estimated to approximate the carrying values as of December 31, 2024 and 2023 due to the short maturities of such instruments.

 

The following table presents information about the Company’s derivative assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2024 and 2023 and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value.

 

   As of December 31, 2024 
   Level 1   Level 2   Level 3   Total 
Liabilities:                
Public Warrants  $      —   $230,000   $        —   $230,000 
Private Placement Warrants-none   —    52,650    —    52,650 
Total  $—   $282,650   $—   $282,650 

 

   As of December 31, 2023 
   Level 1   Level 2   Level 3   Total 
Liabilities:                
Public Warrants  $
—
   $576,150   $
—
   $576,150 
Private Placement Warrants-none   
—
    586,170    
—
    586,170 
Total  $
—
   $1,162,320   $
—
   $1,169,593 

Transfer to or from Levels 1, 2, and 3 are recognized at the end of the reporting period. The estimated fair value of the Public Warrants transferred from a Level 1 measurement to a Level 2 fair value measurement during the year ended December 31, 2023 when the Public Warrants were not actively traded. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement and the estimated fair value of the Private Placement Warrants transferred from a Level 3 measurement to a Level 2 measurement during the year ended December 31, 2022 when the Public Warrants were separately listed and traded in January 2022.

 

Due to the Cancellation Agreement entered into on September 26, 2024, the derivative liability in connection with the Blue Capital Note was terminated. See Note 7. The following table presents the changes in the fair value of the derivative liability:

 

   Derivative
liability		 
Fair value as of December 31, 2023  $7,273 
Amortization of debt discount   115,024 
Change in fair value   41,609 
Termination due to Cancellation Agreement (Note 7)   (163,906)
Fair value as of December 31, 2024  $— 

 

As of December 31, 2023, the estimated fair value of the derivative liability is determined using Level 3 inputs. The key inputs into the present value model for the derivative liability were as follows at each draw on the Blue Capital Note (Note 7):

 

Valuation date  Volatility   Market
warrant
price		   Exercise
price		   Risk free
rate		   Term of
warrant
exercise		 
November 24, 2023   176.0%  $0.0787   $0.10    5.01%   1.75 
December 28, 2023   194.4%  $0.0501   $0.10    4.45%   1.66 
December 15, 2023   190.3%  $0.0746   $0.10    4.60%   1.69 
December 31, 2023   194.8%  $0.0501   $0.10    4.43%   1.65 

  

The following table presents the changes in the fair value of the derivative liability:

 

   Derivative
liability		 
Fair value as of December 31, 2022  $— 
Insurance of derivative liability   131,456 
Change in fair value   (9,159)
Unamortized debt discount   (131,456)
Amortization of debt discount   16,432 
Fair value as of December 31, 2023  $7,273