NOTE 14 RELATED PARTY TRANSACTIONS

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Due to related parties

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The Company recorded the following expense in respect to the related party outlined below during the periods presented:

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The Company has the following outstanding accounts payable balances in respect to the related parties outlined below:

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On January 5, 2026, the Company completed the acquisition of Canadian Gold by acquiring all issued and outstanding common shares of Canadian Gold in exchange for shares of the Company’s common stock. All Canadian Gold shares, other than those held by Robert R. McEwen, Chairman and Chief Executive Officer of the Company, were exchanged for 3,208,481 common shares of the Company. In respect of his ownership interest, Mr. McEwen received 1,526,786 subscription receipts, the conversion of which into common shares of the Company is subject to approval by the Company’s shareholders in accordance with applicable listing rules. If shareholder approval is not obtained, the Company will be required to settle the subscription receipts in cash equal to the fair value of the underlying shares as of the transaction date, totaling $29.9 million. For further information, refer to Note 18 Canadian Gold Corp. Acquisition. As at March 31, 2026, the fair value of the consideration was $31.2 million, resulting in a $1.3 million loss recorded on Statements of Operations.

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Inventus Mining Corp. (“Inventus”) is an affiliate of Robert R. McEwen and Perry Ing, Interim Chief Financial Officer. On January 7, 2026, the Company purchased 9,865 tonnes of ore inventory from Inventus for processing at the Fox Complex. The Company paid $1.6 million, with the remaining $0.4 million payable upon completion of the final pour.

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REVlaw is a company owned by Carmen Diges, General Counsel and Secretary of the Company. The legal services of Ms. Diges as General Counsel and Secretary and other support staff, as needed, are provided by REVlaw in the normal course of business and have been recorded at their exchange amount.

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Paragon Advanced Labs Inc. is a related party of the Company, in which the Company holds a 27.0% ownership interest and exercises significant influence. The assaying services are provided by Paragon in the normal course of business and have been recorded at their exchange amount.

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An affiliate of Robert R. McEwen, Evanachan Limited, acted as a lender in the restructured $40.0 million term loan and continued as such under the ARCA. On January 31, 2025, the outstanding $40.0 million loan was refinanced, extending the repayment of principal by 24 months, and is due beginning on January 31, 2027, with the remaining outstanding principal repayment due on August 31, 2028. Following the aforementioned financing, the Company repaid $20.0 million in principal. As consideration for the maintenance, continuation, and extension of the maturity date of the loan, the Company issued 53,160 shares with a value equivalent to 2% of the outstanding loan balance as at March 31, 2026. During the three months ended March 31, 2026, the Company paid $0.5 million (three months ended March 31, 2025 – $0.8 million) in interest to this affiliate. Interest is payable monthly at a rate of 9.75% per annum.

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Due from related parties

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The Company has the following outstanding accounts receivable from McEwen Copper during the periods presented:

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As at March 31, 2026, current receivables from McEwen Copper primarily comprised of charges for management, technical, legal, financial, administrative, geological and engineering services incurred by the Company and billed to McEwen Copper.

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On February 6, 2026, the Company entered into a loan agreement with McEwen Copper in the amount of $13.6 million due on February 6, 2030. The loan consists of $6.1 million in previously advanced funds and $7.5 million in new advances. The loan bears interest at a rate of 12% per annum, payable monthly. In connection with the loan, McEwen Copper issued 203,280 warrants to the Company, which were measured at a fair value of $3.4 million at issuance and accounted for as a loan origination fee.

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For the three months ended March 31, 2026, the Company recognized total interest income of $0.2 million related to this loan, reflecting an effective interest rate of 24%. Interest income consisted of $0.2 million of contractual interest and $36 thousand related to the amortization of the loan origination fee (three months ended March 31, 2025 – $nil).

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On the same date, Minera Andes S.A., an Argentinian subsidiary of the Company entered into a loan agreement with Andes Corporation Minera S.A., an Argentinian subsidiary of McEwen Copper, in respect of $2.1 million in previously advanced funds. The loan is due on February 29, 2028, and bears interest at a rate of 12% per annum, payable monthly. For the three months ended March 31, 2026, the Company recognized interest income of $37 thousand, representing contractual interest (three months ended March 31, 2025 – $nil).

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As of March 31, 2026, the total carrying value of McEwen Copper term debt was $12.3 million (March 31, 2025 – $nil).

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Investments in related parties

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On March 27, 2025, the Company participated in a private placement offering of units issued by Canadian Gold, an affiliate of Robert R. McEwen, who owned approximately 32.5% of Canadian Gold Corp., and Ian Ball, a director of the Company, who serves as a consultant for Canadian Gold Corp. and served as its interim Chief Executive Officer from April 2023 to October 2023. For more information, refer to Note 5 Marketable Securities.

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On April 28, 2025, the Company exercised 9.2 million of its 10.0 million warrants in Inventus Mining Corp. Subsequently, on July 11, 2025, the Company exercised an additional 800,000 warrants. For more information, refer to Note 5 Marketable Securities.