UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of May, 2026.
Commission File Number 001-39372
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| INTEGRA RESOURCES CORP. |
| (Translation of registrant’s name into English) |
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1050-400 Burrard Street Vancouver, British Columbia V6C 3A6 Canada |
| (Address of principal executive offices) |
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
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| | Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders. |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
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| | Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR. |
EXPLANATORY NOTE
Exhibits 99.1, 99.2, and 99.5 submitted with this Form 6-K are hereby incorporated by reference into Integra Resources Corp's Registration Statements on Form S-8 (File Nos. 333-242495 and 333-267507).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Date: May 11, 2026 | /s/ Andree St-Germain______________ Andree St-Germain Chief Financial Officer |
INDEX TO EXHIBITS
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99.1 | Management's Discussion & Analysis for the three months ended March 31, 2026 |
99.2 | Unaudited Condensed Interim Consolidated Financial Statements for the three months ended March 31, 2026 |
99.3 | Certificate of Interim Filings - CEO |
99.4 | Certificate of Interim Filings - CFO |
99.5 | Consent of James Frost |
99.6 | News release dated May 11, 2026 - First Quarter 2026 Results |
Management's Discussion and Analysis
FOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
Forward-Looking Information
This MD&A contains “forward-looking statements” and “forward-looking information” (collectively, “forward-looking statements”) within the meaning of applicable Canadian and United States securities legislation. Forward-looking statements are included to provide information about management’s current expectations and plans that allows investors and others to get a better understanding of the Company’s operating environment, business operations and financial performance and condition. Forward-looking statements relate, but are not limited, to: the planned exploration, development and mining activities and expenditures of the Company, including estimated production, cash costs, all-in sustaining costs and capital expenditures; the estimation, realization and growth of mineral resource and reserve estimates; the development, operational and economic results of economic studies on the Company's projects; magnitude or quality of mineral deposits; anticipated advancement, timing and results of permitting for the Company's projects; benefits of non-GAAP measures; anticipated advancement of the Company's projects and future exploration prospects; the future price of metals; government regulation of mining operations; environmental risks; relationships with local communities; and future growth potential of the Company's projects. Forward-looking statements are often identified by the use of words such as “may”, “will”, “could”, “would”, “anticipate”, ‘believe”, “expect”, “intend”, “potential”, “estimate”, “budget”, “scheduled”, “plans”, “planned”, “forecasts”, “goals” and similar expressions.
Forward-looking statements are based on a number of factors and assumptions made by management and considered reasonable at the time such statement was made. Assumptions and factors include: the Company's abilities to complete its planned exploration and development programs; the absence of adverse conditions at the Company's projects; no unforeseen operational delays; no material delays in obtaining necessary permits; results of independent engineer technical reviews; the possibility of cost overruns and unanticipated costs and expenses; the price of gold remaining at levels that continue to render the Company's projects economic, as applicable; the Company's ability to continue raising necessary capital to finance operations; and the ability to realize on the mineral resource and reserve estimates. Forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: general business, economic and competitive uncertainties; the actual results of current and future exploration activities; conclusions of economic evaluations; meeting various expected cost estimates; changes in project parameters and/or economic assessments as plans continue to be refined; future prices of metals; possible variations of mineral grade or recovery rates; the risk that actual costs may exceed estimated costs; geological, mining and exploration technical problems; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing; risks related to local communities; the speculative nature of mineral exploration and development (including the risks of obtaining necessary licenses, permits and approvals from government authorities); title to properties; and other factors beyond the Company's control and as well as those factors included herein and elsewhere in the Company's disclosure. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. This list in not exhaustive of the factors that may affect any of the Company's forward-looking statements. Although the Company believes its expectations are based on reasonable assumptions and have attempted to identify important factors that could cause actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Readers are advised to study and consider risk factors disclosed in the Company's Annual Information Form dated March 24, 2026 for the fiscal year ended December 31, 2025, which is available on the SEDAR+ issuer profile for the Company at www.sedarplus.ca and on the EDGAR issuer profile for the Company at www.sec.gov.
Investors are cautioned not to put undue reliance on forward-looking statements. The forward looking-statements contained herein are made as of the date of this MD&A and, accordingly, are subject to change after such date. The Company disclaims any intent or obligation to update publicly or otherwise revise any forward-looking statements or the foregoing list of assumptions or factors, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.
Cautionary Note to U.S. Investors
This MD&A includes Mineral Resource and Reserve classification terms that comply with reporting standards in Canada and the Mineral Resource and Reserve estimates are made in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101"). NI 43-101 is a rule of the Canadian Securities Administrators which establishes
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. Technical disclosure contained in this MD&A has been prepared in accordance with NI 43-101 and the Canadian Institute of Mining, Metallurgy and Petroleum Classification System. These standards differ from the requirements of the U.S. Securities and Exchange Commission (“SEC”) and resource and reserve information contained in this MD&A may not be comparable to similar information disclosed by domestic United States companies subject to the SEC’s reporting and disclosure requirements.
Qualified Person
The scientific and technical information contained in this MD&A has been reviewed and approved by James Frost, P.Eng., Director, Technical Services of Integra, who is a “Qualified Person” as defined in National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”).
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
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TABLE OF CONTENTS | |
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1. | Introduction | 5 |
2. | Description of Business | 5 |
3. | Highlights | 6 |
4. | Guidance | 7 |
5. | Health, Safety and Environment | 7 |
6. | Operating Performance | 8 |
7. | Development Projects | 10 |
8. | Financial Performance | 11 |
9. | Liquidity and Capital Position | 12 |
10. | Non-GAAP Financial Measures | 14 |
11. | Quarterly Results | 17 |
12. | Related Party Transactions | 18 |
13. | Risks and Uncertainties | 18 |
14. | Material Accounting Policies, Standards and Judgements | 18 |
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15. | Disclosure and Internal Control Procedures | 18 |
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
This Management’s Discussion and Analysis (“MD&A”) is intended to help the reader understand Integra Resources Corp. (“Integra”, “we”, “our” or the “Company”), our liquidity, capital resources, and operational and financial performance as at, and for the three months ended March 31, 2026, in comparison to the corresponding prior-year periods.
This MD&A should be read in conjunction with the Company's unaudited condensed interim consolidated financial statements and notes (the "Financial Statements"), prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS Accounting Standards”) applicable to the preparation of interim financial statements under International Accounting Standard 34 Interim Financial Reporting (“IAS 34”), for the three months ended March 31, 2026. Integra's material accounting policies are set out in Note 3 of the 2025 Annual Financial Statements.
This MD&A should also be read in conjunction with the Company’s audited consolidated financial statements and notes for the year ended December 31, 2025 (the “2025 Annual Financial Statements”), related annual MD&A (the "2025 Annual MD&A"), Form 40-F/Annual Information Form, and other continuous disclosure materials available on our website at www.Integraresources.com, on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov, as applicable (for avoidance of doubt, unless specifically noted, no items from these or other websites mentioned in this MD&A are incorporated by reference).
All amounts in this MD&A and the unaudited condensed interim consolidated financial statements for the three months ended March 31, 2026 are presented in United States dollars (“USD”) unless identified otherwise.
The following are other abbreviations used throughout this MD&A: Au (gold), oz (ounces), gpt (grams per tonne), kt (kilotonne or thousands of tonnes), M tonnes (megatonnes or millions of tonnes), km (kilometres), and tpd (tonnes per day).
The effective date of this MD&A is May 11, 2026.
Non-GAAP Financial Measures
This MD&A refers to various non-GAAP measures which are used by the Company to manage and evaluate operating performance at the Company's Florida Canyon Mine and though widely reported in the mining industry as benchmarks for performance, do not have standardized meanings under IFRS Accounting Standards, and the methodology by which these measures are calculated may differ from similar measures reported by other companies. To facilitate a better understanding of these non-GAAP measures as calculated by the Company, additional information has been provided in this MD&A. Please refer to the “Non-GAAP Financial Measures” section of this MD&A for detailed descriptions and reconciliations of the following metrics to their most comparable GAAP equivalents:
•Average realized gold price
•Adjusted earnings & adjusted earnings per share
•Sustaining and non-sustaining capital expenditures
•Free cash flow & free cash flow per share (basic)
•Working capital
•Operating margin
•Operating cash flow before change in working capital & operating cash flow before change in working capital per share (basic)
•Operating cash flow per share (basic)
•Cash costs
•Mine-site all-in sustaining costs ("Mine-site AISC")
•All-in sustaining costs ("AISC")
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2. Description of Business |
Integra is a growing Canadian-based precious metals producer headquartered in Vancouver, BC and is focused on gold mining, mine development and mineral exploration activities in the Great Basin of the Western United States. The Company's principal focus includes operating its Florida Canyon mining operation ("Florida Canyon" or the "Florida Canyon Operation" or the "Florida Canyon Mine") and engaging in exploration and development of its two flagship development-stage heap leach projects: the past producing DeLamar Project ("DeLamar" or "DeLamar Project") in southwestern Idaho, and the Nevada North Project ("Nevada North" or "Nevada North Project") in western Nevada.
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
Integra has an ongoing initiative to increase its asset base by expanding current Mineral Resource and Reserve Estimates, acquiring, discovering and developing high value precious metal projects, and ultimately operating multiple precious metals mines in the Americas. The Company's common shares are listed on the TSX Venture Exchange (the "TSX-V") under the symbol "ITR" and on the NYSE American under the symbol "ITRG". The Company's warrants trade on the TSX-V under the symbol "ITR.WT".
The following highlights refer to adjusted earnings, free cash flow, cash costs, AISC, operating cash flow before changes in working capital, and operating margin which are described in more detail in section "10. Non-GAAP Financial Measures" of this MD&A.
Q1 2026
•Mined 3.0M tonnes of ore and 3.9M tonnes of waste at a strip ratio of 1.30 at the Florida Canyon Mine for Q1 2026. As a result, ore mining rates were 33,421 tpd and total tonnes mined were 76,800 tpd, a record for the mine.
•In Q1 2026, Florida Canyon produced 12,635 gold ounces and sold 12,518 gold ounces at a record average realized price of $4,854 per gold ounce.
•Quarterly revenue of $61.7 million in Q1 2026, compared to revenue of $57.0 million in Q1 2025.
•Mine operating earnings of $24.9 million in Q1 2026 compared to $15.5 million in Q1 2025. Operating margin of 40% in Q1 2026 was improved from the 27% operating margin recorded in Q1 2025.
•Q1 2026 adjusted earnings of $12.9 million, or $0.07 per share, compared to $4.4 million, or $0.03 per share in Q1 2025. Adjustments were largely related to unrealized gains associated with the bullion contracts, losses on the disposal of mineral properties, plant, and equipment, and deferred tax expenses.
•Q1 2026 net earnings of $12.5 million, or $0.06 earnings per share improved from the net earnings of $1.0 million, or $0.01 earnings per share recorded in Q1 2025.
•Cash costs averaged $2,422 per gold ounce and Mine-site AISC averaged $3,310 per gold ounce in Q1 2026, both impacted by lower gold ounces sold, higher royalties and excise taxes on gold sales from higher than planned metal prices, and increased diesel prices.
•Operating cash flow of $13.8 million decreased from $15.7 million in Q1 2025, largely due to a $12.1 million increase in cash used for working capital, largely inventory buildups, partially offset by stronger mine operating earnings supported by higher metal prices.
•Free cash flow was $3.0 million, or $0.02 per share, for Q1 2026.
•Cash and cash equivalents of $105.8 million at March 31, 2026, an increase from $63.1 million at December 31, 2025 and benefitting from the $57.5 million bought deal public offering completed during the quarter.
•The Company commissioned six new Caterpillar 785 haul trucks during the quarter, materially enhancing mining capacity and supporting higher sustained mining rates going forward.
•The Company raised gross proceeds of $61.6 million ($57.5 million net of underwriting commissions and issuance costs of $4.1 million), through a bought deal public offering in Q1 2026 significantly strengthening the Company’s balance sheet and funding near-term growth initiatives at the DeLamar Project (the “DeLamar Project” or “DeLamar”). Net proceeds are expected to be used to commence pre-production expenditures at the DeLamar Project and funded the $12.5 million acquisition of a strategic land position near the DeLamar Project.
•Continued advancement of the resource growth drilling program at Florida Canyon in Q1 2026. The drilling program marks the first phase of a multi-year growth strategy designed to expand mineral reserves and resources. The Florida Canyon technical report is on track and expected to be released in the third quarter of 2026.
•Continued engagement with stakeholders across Nevada, Idaho, and Oregon, including local communities, civic and non-profit organizations, government officials, and Tribal nations.
•The Company filed its Feasibility Study Technical Report ("FS") for the DeLamar Project on February 2, 2026, with an effective date December 8, 2025. The FS for DeLamar confirmed robust economics for a low-cost, large-scale, conventional open pit oxide heap leach operation, with competitive operating costs and a high rate of return.
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
Based on year-to-date performance and expected results for the remainder of the year, Integra remains on track to achieve its 2026 guidance as outlined in the Company’s press release dated February 23, 2026, and provides the following update on mine production and operating costs.
With the expectation that the Company will maintain its ounce production guidance, the Company anticipates meeting 2026 annual cost guidance, however there remains pressure from elevated consumable prices and higher royalties. The royalty and excise tax component will continue to vary with realized gold prices relative to the $3,800/oz assumption; a $100 per ounce change in the gold price is estimated to result in approximately a $7 change per ounce.
Mine Production
Gold production from the Florida Canyon Mine was 12,635 ounces of gold reflecting temporary constraints with deferred ounces of gold expected to be recovered over the balance of the year. The Company mined a record 3.0M tonnes of ore and 3.9M tonnes of waste for a total of 6.9M tonnes, with a strip ratio of 1.30.
Operating costs
The Company’s Florida Canyon Mine reported Q1 2026 cash costs of $2,422 per ounce and Mine-site AISC of $3,310 per ounce, with both measures above the upper range of guidance. Full year guidance was $1,900 to $2,100 per ounce for cash costs and $2,750 to $2,950 per ounce for Mine-site AISC. This increase is primarily due lower gold ounces sold, higher royalties and excise taxes realized in higher gold prices than planned and an increase in diesel prices.
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5. Health, Safety and Environment |
Integra experienced zero fatalities and zero lost time incidents in Q1 2026. Zero MSHA-reportable injuries occurred at Florida Canyon in Q1 2026. The 2026, year to date total recordable incident frequency rate ("TRIFR") at Florida Canyon was zero compared to 1.79 for 2025.
Integra recorded zero quarterly or immediately reportable spills and 2 minor reportable permit noncompliances for the quarter.
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
The following operating performance refers to adjusted earnings, adjusted earnings per share (basic), operating cash flow per share (basic), free cash flow, free cash flow per share (basic), cash costs, and AISC which are described in more detail in section "10. Non-GAAP Financial Measures" of this MD&A:
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| OPERATIONAL | Unit | | | 2026 | 2025 | |
| Ore mined | kt | | | 3,008 | 3,021 | |
| Waste mined | kt | | | 3,902 | 1,799 | |
| Total Mined | kt | | | 6,910 | 4,820 | |
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| Crushed ore to pad | kt | | | 1,784 | 1,764 | |
| Run of mine ore to pad | kt | | | 1,074 | 1,199 | |
| Total placed | kt | | | 2,858 | 2,963 | |
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| Strip ratio | waste/ore | | | 1.30 | 0.60 | |
| Ore mined/day | tpd | | | 33,421 | 33,572 | |
| Total mined/day | tpd | | | 76,772 | 53,555 | |
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| Gold | | | | | | |
| Average grade | gpt | | | 0.19 | 0.23 | |
| Recovery | % | | | 59.9 | % | 60.4 | % | |
Produced | oz | | | 12,635 | 19,323 | |
| Sold | oz | | | 12,518 | 19,540 | |
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| | | Three months ended March 31, |
| FINANCIAL | Unit | | | 2026 | 2025 |
| Revenue | $ millions | | | $ | 61.7 | | $ | 57.0 | |
| Cost of sales | $ millions | | | $ | (36.9) | | $ | (41.5) | |
| Mine operating earnings | $ millions | | | $ | 24.9 | | $ | 15.5 | |
| Earnings for the period | $ millions | | | $ | 12.5 | | $ | 1.0 | |
| Earnings per share (basic) | $/share | | | $ | 0.06 | | $ | 0.01 | |
| Adjusted earnings for the period | $ millions | | | $ | 12.9 | | $ | 4.4 | |
| Adjusted earnings per share (basic) | $ millions | | | $ | 0.07 | | $ | 0.03 | |
| Operating cash flow | $ millions | | | $ | 13.8 | | $ | 15.7 | |
| Operating cash flow per share (basic) | $/share | | | $ | 0.07 | | $ | 0.09 | |
| Free cash flow | $ millions | | | $ | 3.0 | | $ | 9.7 | |
| Free cash flow per share (basic) | $/share | | | $ | 0.02 | | $ | 0.06 | |
| Cash costs | $/oz sold | | | $ | 2,422 | | $ | 2,016 | |
| Mine-site AISC | $/oz sold | | | $ | 3,310 | | $ | 2,342 | |
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| | | | March 31, 2026 | December 31, 2025 |
| Cash and cash equivalents | $ millions | | | $ | 105.8 | | $ | 63.1 | |
Mine
In Q1 2026, the Company mined 3.0M tonnes of ore from its open pit operations at Florida Canyon, consistent with tonnes mined in Q1 2025. The Company also mined 3.9M tonnes of waste in Q1 2026 in line with plan, resulting in a strip ratio of 1.30, up from 1.8M tonnes of waste and a strip ratio of 0.60 in Q1 2025. The higher strip ratio in Q1 2026 results from the Company’s stated commitment of reinvestment through increased capitalized waste stripping and ramping up new mining areas, as outlined in its 2026 guidance.
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
Mining activities at Florida Canyon during the first quarter 2026 increased significantly, achieving a record mining rate of 76,800 total tonnes per day and positioning the operation to deliver improved operational flexibility and production consistency in future quarters. This increase was driven by the addition of the six Caterpillar 785 haul trucks commissioned during the quarter, completing the expansion of the fleet since 2025 to include eight Caterpillar 785 haul trucks, one Caterpillar 992HL loader and one Hitachi EX3600 front shovel. With increased haulage capacity and an enhanced mining fleet, the operation is better equipped to manage the historical waste stripping inherited from prior operators.
The Company expects production to trend higher through the balance of 2026 as mining rates remain elevated and leach pad performance continues to normalize.
Production
In Q1 2026, the Company produced 12,635 ounces of gold, compared to 19,323 ounces in Q1 2025. Approximately 3,000 ounces were deferred from current quarter production due to temporarily reduced solution flow rates to a specific Phase II leach pad cell. The cell contains fine ore from the newly opened N2 pit, and a blending strategy has been developed to maintain nominal leach rates for this fine material. With this approach, together with the ramp up of the Phase IIIB leach pad, the Company expects to meet its annual gold production guidance of 70,000 to 75,000 ounces, with the majority of deferred first quarter ounces expected to be recovered through ongoing leaching over the remainder of 2026.
Average gold process recoveries were 59.9% in Q1 2026 slightly less than the 60.4% recovery achieved in Q1 2025. Annual recoveries were in line with expectations.
Sustaining and Non-sustaining Capital
The first quarter of 2026 continued to mark a capital-intensive period across the Company’s portfolio of assets with several key activities during the quarter. These investments reflect a deliberate focus on de-risking the portfolio and positioning the Company for sustainable production growth.
In Q1 2026, the Company invested $10.8 million in sustaining capital, compared to $6.0 million in Q1 2025. This increase reflects the Company's reinvestment strategy through new equipment leases, increased capital stripping, and mobile equipment refurbishments. The Company expects increased investment in sustaining capital expenditures to continue into Q2.
The Company also invested $1.8 million in non-sustaining growth capital during the first quarter with no comparative amount in Q1 2025. This spending was primarily directed toward the growth-focused capital stripping and drilling programs at the Florida Canyon Mine discussed further in the Exploration section below, as well as equipment lease payments for the expanded fleet.
These expenditures are in line with the Company's 2026 Guidance.
Cash Costs and Mine-site AISC
Cash costs averaged $2,422 per gold ounce and Mine-site AISC averaged $3,310 per gold ounce in Q1 2026, both metrics were elevated, with cash costs above the Company's guidance range of $1,900 to $2,100 per ounce and mine-site AISC above the Company's guidance range of $2,750 to $2,950 per ounce due to lower gold ounces sold, higher royalties and excise taxes on gold sales from higher than planned metal prices, and increased diesel prices.
Royalties and excise taxes, which constitute a material component of cash costs and Mine-site AISC, are directly impacted by fluctuations in the gold price. The Company's guidance assumed an average gold price of $3,800 per ounces, and a $100 per ounce change in the gold price results in an estimated $7 change to both cash costs and Mine-site AISC.
Exploration
In Q1 2026, the Company completed 8,530 meters of its 42,500 meter 2026 growth focused drilling program at Florida Canyon. The 2026 program continues on the success of the 2025 program focusing on four key areas: (1) Resource development at the Florida Canyon Mine Property; (2) underexplored extensions of Florida Canyon Gold mineralization exploration (3) Standard Mine area targets; and (4) greenfield exploration targets. The program is specifically designed to support resource and reserve growth and extend mine life at Florida Canyon.
Program expenditures totaled $1.5 million in Q1 2026.
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| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
Capital and exploration expenses
In Q1 2026, the Company incurred $4.0 million in exploration and development expenses, largely for engineering and permitting work at the DeLamar Project. In addition, the Company invested $17.7 million in mineral property, plant, and equipment at DeLamar, including $16.5 million in de-risking activities, of which $3.4 million related to an initial deposit to Idaho Power to begin planning work on upgrading the existing power infrastructure, and $12.5 million for the acquisition of a strategic land position near the DeLamar Project.
Permitting
Integra’s 2025 DeLamar Project Mine Plan of Operations ("MPO") Version 4.1 was determined to be administratively complete in August 2025, meeting the content requirements at 43 CFR 3809.401(b). Through the preparation of environmental resource modeling and completion of the FS, select project refinements have been incorporated to reduce potential environmental impacts. An optimized MPO Version 4.3 has been developed and was submitted to the United States Bureau of Land Management (the "BLM") on May 1, 2026. The MPO Version 4.3 is the project proposed action and will serve as the basis for BLM’s environmental review of the DeLamar Project under the National Environmental Policy Act ("NEPA"). Following the publishing of the Notice of Intent in Q2 2026, public and agency scoping will identify environmental concerns (issues) associated with project implementation. These issues will inform the development of potential alternatives. Environmental effects analysis of the DeLamar Project and a no action alternative will be issued in an Environmental Impact Statement ("EIS") . In the EIS and accompanying record of decision, anticipated in Q3 2027, the BLM will identify a preferred alternative and any required mitigation measures required for the DeLamar Project implementation. Following the NEPA process, a final revised MPO will be prepared that incorporates the preferred alternative and any identified mitigation measures. Once all applicable federal, state and local permits are obtained, the DeLamar Project will commence construction.
The DeLamar Project’s permitting timeline was posted to the FAST-41 project dashboard on January 13, 2026. The FAST-41 Transparency Project program is a federal permitting framework designed to streamline environmental reviews, improve interagency coordination, and increase transparency. Agencies must develop and maintain a coordinated, project-specific timetable for all required environmental review and permitting actions. Integra will be designated a dedicated project advisor from the Permitting Council, who will monitor the advancement of the project – maintaining active engagement and coordination across multiple regulatory agencies. The Permitting Council provides high-level oversight to ensure that federal agencies adhere to established timetables. The DeLamar Project’s permitting timeline posted to the FAST-41 project dashboard highlights an accelerated 15 month NEPA schedule from start to finish.
The Company completed its FS for the DeLamar Project with an effective date December 8, 2025. The FS for DeLamar confirmed robust economics for a low-cost, large-scale, conventional open pit oxide heap leach operation, with competitive operating costs and a high rate of return. The FS outlines total production of 1.1 million ounces of gold equivalent (“AuEq”) over a 10-year operating mine life (plus two years of residual leaching), resulting in an average annual production profile of 106,000 ounces AuEq per annum at a co-product Mine-site AISC of $1,480 per ounce (“/oz”) AuEq. Initial capital cost are $389 million, including $38 million of owners’ cost, and sustaining capital of $305 million over the mine life. The DeLamar Project generates an after-tax net present value (“NPV5%”) of approximately $774 million with an after-tax internal rate of return (“IRR”) of 46% at base case gold and silver prices of $3,000/oz and $35/oz, respectively. After-tax NPV5% improves to approximately $1.9 billion and after-tax IRR to 97% using recent gold and silver prices of $4,500/oz and $65/oz, respectively.
During the quarter the Company also advanced the Nevada North Project, which consists of the Wildcat Deposit ("Wildcat") and the Mountain View Deposit ("Mountain View") (collectively, the "Nevada North Project" or "Nevada North"). A preliminary hydrogeological study completed at Wildcat in Q4 2025 provided preliminary data related to groundwater depth, flow direction and water quality. Additional hydrogeological data collection in 2026 will support the development of a hydrogeological conceptual site model ("HCSM") and further assessment of potential water management and supply issues impacting mining and reclamation planning. Decision record documentation for the Wildcat Exploration Plan of Operations ("EPO") is complete as of April 9, 2026, and the Reclamation Permit from Nevada Division of Environmental Protection ("NDEP") Bureau of Mining Regulation and Reclamation ("BMRR") was received on April 20, 2026, with an effective date of May 5, 2026. The Wildcat EPO, now fully approved, will provide greater flexibility for significantly expanded exploration and hydrogeological drilling campaigns scheduled to begin in Q2 2026.
At Mountain View, environmental analysis for the EPO is also complete, and the NDEP BMRR Reclamation Permit is anticipated in Q2 2026. Once fully approved and permitted, the Mountain View EPO will provide greater flexibility for
| | | | | |
| INTEGRA RESOURCES CORP. | 10 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
significantly expanded exploration and drilling campaigns in the future. Integra expects to begin work on an updated technical report for Nevada North in 2026 with a target release date in early 2027.
External affairs activities for the quarter maintained broad stakeholder engagement, with the most frequent stakeholder categories including local residents, civic and non-profit organizations, government and elected officials, and Tribal Nations, totaling over 4,250 stakeholders engaged in Nevada, Idaho, and Oregon. Specific initiatives included workforce development planning, community wood-bank support, seasonal food-bank holiday drives, industry conferences, and Tribal Relationship Agreement implementation. Targeted engagement informing mine planning and design included regenerative grazing, park & ride location, reclamation planning, visual effects, Indigenous knowledge and cultural studies.
Net earnings
During the three months ended March 31, 2026, net earnings were $12.5 million compared to net earnings of $1.0 million for the same period in 2025. The net earnings in Q1 2026 largely resulted from strong mine operating earnings supported by record average realized gold prices.
The table below summarizes the differences in net earnings for the three months ended March 31, 2026, compared to the corresponding period in 2025:
| | | | | | | | | |
| | Three months | Note |
Net earnings, period ended March 31, 2025 | | $ | 983 | | |
| Revenue | | 4,699 | | 1 |
| Production costs, and royalties and excise taxes | | 7,021 | | |
| Depreciation | | (2,353) | | |
| Cost of sales | | $ | 4,668 | | 2 |
| Mine operating earnings | | $ | 9,367 | | |
| Decreased derivative losses | | 3,380 | | 3 |
| Decreased other expense | | 2,090 | | 4 |
| Increased exploration and project expenses | | (2,587) | | 5 |
| Increased general and administrative expenses | | (1,285) | | 6 |
| Decreased interest and finance expense | | 348 | | 7 |
| | | |
| | | |
| | | |
| | | |
| Other | | 253 | | |
Net earnings, period ended March 31, 2026 | | $ | 12,549 | | |
1)Revenue
In Q1 2026 the Company sold 12,518 ounces of gold at average realized prices of $4,854 per ounce of gold generating revenue of $61.7 million, compared to 19,540 ounces at average realized prices of $2,888 per ounce in Q1 2025, resulting in revenues of $57.0 million.
2)Cost of sales
In Q1 2026 cost of sales were $36.9 million, compared to $41.5 million in Q1 2025. This decrease is primarily driven by lower ounces sold in the quarter.
3)Derivative losses
In Q1 2026, derivative gains were $0.3 million, compared to $3.1 million of losses in Q1 2025. The gain in Q1 2026 is attributable to the Company's bullion put program, while losses in Q1 2025 were due to both the bullion put program and the revaluation of the conversion feature on the Convertible Facility.
4)Other expense
The Company recorded other expenses of $0.3 million in Q1 2026 compared to other expenses of $2.4 million in Q1 2025. The decrease is primarily due to $2.1 million of transaction and integration costs recognized in the comparable period with no amounts recognized in the current period.
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| INTEGRA RESOURCES CORP. | 11 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
5)Exploration and project expenses
The Company recognized exploration and project expenses of $4.9 million in Q1 2026, an increase of $2.6 million compared to the $2.3 million expenses incurred in Q1 2025. The increase is primarily due to increased engineering and permitting work at the DeLamar Project.
6)General and administrative ("G&A") expenses
In Q1 2026 G&A expenses amounted to $3.5 million, an increase of $1.3 million compared to the $2.2 million recorded in Q1 2025. This increase was primarily driven by increased compensation costs and professional fees in the current period.
7)Interest and finance expense
The Company recognized interest and finance expense of $1.1 million in Q1 2026, a decrease of $0.3 million compared to the $1.5 million expense incurred in Q1 2025. This decrease is primarily attributed to debt interest expenses recognized in Q1 2025 with no amounts in the current period due to the conversion of the Convertible Facility during 2025, partially offset by increased lease interest expenses in the current year.
Statement of Cash Flows
1)Operating activities
Cash flows provided by operations in Q1 2026 totaled $13.8 million, a decrease of $1.9 million compared to the $15.7 million generated in Q1 2025. The primary driver of this decrease is related to a $12.1 million increase in cash used for working capital, largely driven by inventory buildups, partially offset by increased cash flow from improved mine operating earnings that benefited from higher metal prices.
2)Investing activities
In Q1 2026, $26.2 million in cash was used for investing activities, which is $22.3 million more than the cash outflow of $4.0 million recorded in Q1 2025. The primary factor behind this increase was a $22.6 million increase in investment for mineral property, plant, and equipment, including a $17.5m increase at the DeLamar Project, largely for de-risking activities which included $3.4 million related to an initial deposit to Idaho Power to begin planning work on upgrading the existing power infrastructure, and $12.5 million for the acquisition of a strategic land position near the DeLamar Project.
3)Financing activities
During the first quarter of 2026, financing activities resulted in a cash inflow of $55.2 million, whereas the same period in 2025 saw cash outflows totaling $2.8 million. This is mainly attributed to $57.5 million of net cash received from the bought deal public offering completed in February 2026, partially offset by $1.4 million of increased payments for new equipment leases at the Florida Canyon Mine, including an excavator, a loader, two haul trucks commissioned in 2025 and six haul trucks commissioned in Q1 2026.
| | |
9. Liquidity and Capital Position |
| | | | | | | | | | | |
| Liquidity and Capital Measures | Mar 31, 2026 | Dec 31, 2025 | Change |
| Cash and cash equivalents | $ | 105,814 | | $ | 63,086 | | $ | 42,728 | |
Working capital (1) | $ | 139,714 | | $ | 92,907 | | $ | 46,807 | |
(1)Working capital, calculated as current assets less current liabilities, is a non-GAAP measure. Please refer to "10. Non-GAAP Financial Measures" section of the MD&A.
Liquidity and Capital Resources
The Company significantly strengthened its cash position in Q1 2026, primarily driven by a $61.6 million ($57.5 million net of underwriting commissions and issuance costs of $4.1 million) bought deal public offering in February 2026 and positive operating earnings from Florida Canyon. Proceeds from the offering are being used to fund pre-production expenditures at the DeLamar Project and funded the acquisition of a strategic land position near the DeLamar Project in February 2026. This strengthened financial position provides Integra with the flexibility to continue optimizing Florida Canyon while advancing DeLamar without compromising balance sheet discipline.
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| INTEGRA RESOURCES CORP. | 12 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
For the period ended March 31, 2026, the Company’s working capital rose by $46.8 million. This improvement was largely attributable to a $42.7 million increase in cash, benefiting from the bought deal public offering and robust operational performance, the payment of $6.9 million in trade and other payables, the buildup of $4.8 million in inventories, partially offset by a buildup of $2.8 million in tax liabilities, and $2.4 million in current lease liabilities from new equipment.
To ensure alignment with its capital needs, the Company develops annual budgets. These budgets are regularly reviewed and incorporate estimated production, exploration efforts, financing availability, and industry conditions.
Outstanding Share, Option, RSU and DSU Amounts
As at March 31, 2026, the Company had approximately 4.3 million stock options outstanding (each exercisable for one common share of the Company), with exercise prices in the range of CAD $1.04 to $8.85 and a weighted average life of 3.70 years. Approximately 1.8 million of the stock options were vested and exercisable at March 31, 2026, with an average weighted exercise price of CAD $2.19 per share. The Company also had 2.0 million RSUs, 1.0 million DSUs and 6.3 million warrants (exercisable for one common share of the Company with an exercise price of $1.20).
The following table sets out the common shares and options outstanding as at the date of this MD&A:
| | | | | |
| Outstanding as at May 11, 2026 |
| Common Shares | 202,251,661 | |
Options(1) | 4,254,245 | |
| Restricted Share Units | 2,020,261 | |
| Deferred Share Units | 1,039,208 | |
| Warrants | 6,262,201 | |
| 215,827,576 | |
(1)4,242,252 options are exercisable for one share and 256,950 options are exercisable for 0.0467 shares of the Company, respectively.
| | | | | |
| INTEGRA RESOURCES CORP. | 13 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
| | |
10. Non-GAAP Financial Measures |
Management believes that the following non-GAAP financial measures will enable certain investors to better evaluate the Company's performance, liquidity, and ability to generate cash flow. These measures do not have any standardized definition under IFRS Accounting Standards, and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. Other companies may calculate these measures differently.
Average realized gold price
Average realized gold price per ounce is calculated by dividing the Company’s gross revenue from gold sales for the relevant period by the gold ounces sold, respectively. The Company believes the measure is useful in understanding the gold prices realized by the Company throughout the period. The following table reconciles revenue and gold sold during the period with average realized prices:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Gold revenue | | | $ | 60,757 | | $ | 56,430 | |
| Gold ounces sold during the period | | | 12,518 | | 19,540 | |
| Average realized gold price (per oz sold) | | | $ | 4,854 | | $ | 2,888 | |
| | | | |
| | | | |
| | | | |
| | | | |
Capital expenditures
Capital expenditures are classified into sustaining capital expenditures or non-sustaining capital expenditures depending on the nature of the expenditure. Sustaining capital expenditures are those required to support current production levels. Non-sustaining capital expenditures represent the capital spending at new projects and major, discrete projects at existing operations intended to increase production or extend mine life. Management believes this to be a useful indicator of the purpose of capital expenditures and this distinction is an input into the calculation of AISC.
The following table reconciles payments at the Company's Florida Canyon mine for mineral properties, plant and equipment, and equipment leases to sustaining and non-sustaining capital expenditures:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Payments for mineral properties, plant and equipment | | | $ | 8,976 | | $ | 3,785 | |
| Payments for equipment leases | | | 3,592 | | 2,234 | |
| Total capital expenditures | | | 12,568 | | 6,019 | |
| Less: Non-sustaining capital expenditures | | | (1,788) | | — | |
| Sustaining capital expenditures | | | $ | 10,780 | | $ | 6,019 | |
Free cash flow
Free cash flow, a non-GAAP financial metric, subtracts sustaining capital expenditures from net cash provided by operating activities, serving as a valuable indicator of our capacity to generate cash from operations post-sustaining capital investments. The following table reconciles this non-GAAP financial measure to the most directly comparable IFRS Accounting Standard measure:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Operating cash flow | | | $ | 13,798 | | $ | 15,732 | |
| Less: sustaining capital expenditures | | | (10,780) | | (6,019) | |
| Free cash flow | | | $ | 3,018 | | $ | 9,713 | |
| Free cash flow per share (basic) | | | $ | 0.02 | | $ | 0.06 | |
| Weighted average shares outstanding (basic) | | | 193,554 | 168,711 |
| | | | | |
| INTEGRA RESOURCES CORP. | 14 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
Working capital
Working capital is calculated as current assets less current liabilities. The Company uses this measure to assess its operational efficiency and short-term financial position.
Operating margin
Operating margin is calculated as mine operating earnings divided by revenue. The Company uses Operating Margin as a measure of the Company's profitability. The following table reconciles this non-GAAP financial measure to the most directly comparable IFRS Accounting Standard measure:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
Revenue | | | $ | 61,724 | | $ | 57,025 | |
| Mine operating earnings | | | 24,851 | | 15,484 | |
Operating margin | | | 40 | % | 27 | % |
Operating cash flow before change in working capital
The Company uses operating cash flow before change in working capital to determine the Company’s ability to generate cash flow from operations, and it is calculated by adding back the change in working capital to operating cash flow as reported in the consolidated statements of cash flows.
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Operating cash flow | | | $ | 13,798 | | $ | 15,732 | |
| Change in working capital | | | 8,627 | | (3,432) | |
| Operating cash flow before change in working capital | | | $ | 22,425 | | $ | 12,300 | |
| Operating cash flow per share (basic) | | | $ | 0.07 | | $ | 0.09 | |
| Operating cash flow before change in working capital per share (basic) | | | $ | 0.12 | | $ | 0.07 | |
| Weighted average shares outstanding (basic) | | | 193,554 | 168,711 |
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| INTEGRA RESOURCES CORP. | 15 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
Cash costs and AISC
Cash costs are a non-GAAP financial metric which includes production costs, and royalties and excise taxes. Management uses this measure to monitor the performance of its mining operation and ability to generate positive cash flow on a site basis.
All-in sustaining costs, a non-GAAP financial measure, starts with cash costs and includes general and administrative costs, reclamation accretion expense and sustaining capital expenditures. Management uses this measure to monitor the performance of its mining operation and ability to generate positive cash flow on an overall company basis.
Cash costs and AISC are calculated as follows:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Production costs | | | $ | 27,294 | | $ | 34,482 | |
| Royalties and excise taxes | | | 3,899 | | 3,732 | |
Fair value adjustment to production costs on sale of acquired inventories (1) | | | 94 | | 1,770 | |
| Less: Silver revenue | | | (967) | | (595) | |
| Total cash costs | | | 30,320 | 39,389 |
| Reclamation accretion expense | | | 333 | 357 |
Sustaining capital expenditures | | | 10,780 | | 6,019 | |
| Mine-site AISC | | | $ | 41,433 | | $ | 45,765 | |
| General and administrative expenses | | | 2,964 | | 1,674 | |
| Share-based compensation | | | 369 | | 351 | |
| Total AISC | | | $ | 44,766 | | $ | 47,790 | |
| Gold ounces sold (oz) | | | 12,518 | 19,540 |
| Cash costs (per Au sold) | | | $ | 2,422 | | $ | 2,016 | |
| Mine-site AISC (per Au sold) | | | $ | 3,310 | | $ | 2,342 | |
AISC (per Au sold) | | | $ | 3,576 | | $ | 2,446 | |
(1)This amount reflects a non-cash adjustment to production costs from the sale of inventory that was recorded at fair value as part of the Florida Canyon Mine acquisition.
| | | | | |
| INTEGRA RESOURCES CORP. | 16 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
Adjusted earnings
Adjusted earnings and adjusted basic earnings per share (collectively, "Adjusted Earnings") are presented to remove items that are unrelated to ongoing operations. These metrics do not have a standardized definition under IFRS Accounting Standards and should not be considered as a substitute for results prepared in accordance with IFRS Accounting Standards. Other companies may calculate Adjusted Earnings differently. Adjusted Earnings excludes the tax-effected impact of transaction and integration costs, unrealized gains and losses on foreign currency derivative contracts, gains or losses from the disposal of mineral properties, plant and equipment, and deferred taxes.
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Net earnings | | | $ | 12,549 | | $ | 983 | |
| Increase (decrease) due to: | | | | |
| Transaction and integration costs | | | — | | 2,095 | |
Fair value adjustment to production costs on sale of acquired inventories (1) | | | (94) | | (1,770) | |
| | | | |
| Unrealized (gains) losses on derivatives | | | (475) | | 3,083 | |
| | | | |
Mineral properties, plant and equipment losses | | | 311 | | 36 | |
| Current tax effect from adjusting items | | | 84 | | — | |
| Deferred tax expense | | | 516 | | 7 | |
| Adjusted earnings | | | $ | 12,891 | | 4,434 | |
| Weighted average shares outstanding (in 000's) Basic | | | 193,554 | | 168,711 | |
| Adjusted basic earnings per share | | | $ | 0.07 | | $ | 0.03 | |
(1)This non-cash adjustment to production costs for the three months ended March 31, 2026 and March 31, 2025, results from the fair value adjustment to inventories recognized upon the acquisition of the Florida Canyon Mine.
The following table sets out selected quarterly results over a period encompassing the most recently completed eight quarters. The most significant factors affecting results in the quarters presented were the Company's acquisition of the Florida Canyon Mine in Q4 2024.
| | | | | | | | | | | | | | |
| Quarter Ended |
| Q1 2026 | Q4 2025 | Q3 2025 | Q2 2025 |
| Revenue | $ | 61,724 | | $ | 55,151 | | $ | 70,678 | | $ | 61,072 | |
| Mine operating earnings | $ | 24,851 | | $ | 25,269 | | $ | 28,584 | | $ | 25,210 | |
| (Loss) earnings for the period | $ | 12,549 | | $ | (5,678) | | $ | (8,190) | | $ | 10,642 | |
| (Loss) earnings per common share - basic | $ | 0.06 | | $ | (0.03) | | $ | (0.05) | | $ | 0.06 | |
| (Loss) earnings per common share - diluted | $ | 0.06 | | $ | (0.03) | | $ | (0.05) | | $ | 0.06 | |
Adjusted earnings(1) | $ | 12,891 | | $ | 14,775 | | $ | 16,266 | | $ | 11,772 | |
Adjusted earnings per share(1) | $ | 0.07 | | $ | 0.09 | | $ | 0.10 | | $ | 0.07 | |
| | | | | | | | | | | | | | |
| Quarter Ended |
| Q1 2025 | Q4 2024 | Q3 2024 | Q2 2024 |
| Revenue | $ | 57,025 | | $ | 30,350 | | $ | - | | $ | - | |
| Mine operating earnings | $ | 15,484 | | $ | 5,374 | | $ | - | | $ | - | |
| Earnings (loss) for the period | $ | 983 | | $ | 9,530 | | $ | (6,761) | | $ | (6,776) | |
| Earnings (loss) per common share - basic | $ | 0.01 | | $ | 0.13 | | $ | (0.08) | | $ | (0.07) | |
| Earnings (loss) per common share - diluted | $ | 0.01 | | $ | 0.13 | | $ | (0.08) | | $ | (0.07) | |
Adjusted earnings (loss)(1) | $ | 4,434 | | $ | 2,339 | | $ | (6,857) | | $ | (6,662) | |
Adjusted earnings (loss) per share(1) | $ | 0.03 | | $ | 0.02 | | $ | (0.08) | | $ | (0.08) | |
(1)Further information on these non-GAAP financial measures, including detailed reconciliations, is included in Section 10 of this MD&A.
| | | | | |
| INTEGRA RESOURCES CORP. | 17 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
| | |
12. Related Party Transactions |
The Company’s related parties include its subsidiaries, and key management personnel, which primarily consists of short-term employee benefits and share-based compensation. There were no significant transactions with related parties outside of the ordinary course of business during the three months ended March 31, 2026.
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13. Risks and Uncertainties |
The Company is subject to a number of risks and uncertainties due to the nature of its business. The Company’s exploration activities expose it to various financial and operational risks that could have a significant impact on its level of operating cash flows in the future.
Readers are advised to study and consider risk factors disclosed in the Company’s Annual Information Form for the fiscal year ended December 31, 2025, dated March 24, 2026 and available under the Company’s issuer profile on SEDAR+ at www.sedarplus.ca.
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14. Material Accounting Policies, Standards and Judgements |
The material accounting policies, significant judgments, estimates, and assumptions used in preparing these unaudited condensed interim consolidated financial statements are consistent with those described in Note 5 and Note 3 of the 2025 Annual Financial Statements.
Application of New and Revised Accounting Standards
Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)
IFRS 9 and 7 have been amended to provide additional guidance regarding the recognition of a financial liability settled through electronic transfer, and for the classification of certain financial assets. Further, the amendments introduce new disclosure requirements related to investments in equity instruments designated at FVOCI. The amendments are effective for financial statements beginning on January 1, 2026. These amendments did not have a material impact on the Company.
Accounting Standards Issued but Not Yet Applied
Presentation and Disclosure in Financial Statements (IFRS 18)
IFRS 18 has been issued to achieve comparability of the financial performance of similar entities. The standard, which replaces IAS 1, impacts the presentation of primary financial statements and notes, mainly the income statement where companies will be required to present separate categories of income and expense for operating, investing, and financing activities with prescribed subtotals for each new category. IFRS 18 will require management-defined performance measures to be explained and included in a separate note within the consolidated financial statements. The standard is effective for financial statements beginning on January 1, 2027, and requires retrospective application. The Company is currently assessing the impact of this standard.
There are no other standards or amendments or interpretations to existing standards issued but not yet effective that are expected to have a material impact on the Company.
| | |
15. Disclosure and Internal Control Procedures |
Management is responsible for establishing and maintaining effective internal control over financial reporting and disclosure controls and procedures as defined in our 2025 annual MD&A.
The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of the Company’s financial reporting for external purposes in accordance with IFRS Accounting Standards. Disclosure controls and procedures are designed to provide reasonable assurance that other financial information disclosed publicly fairly presents in all material respects the financial condition, results of operations and cash flows of the Company.
Together, the internal control over financial reporting and disclosure controls and procedures frameworks provide internal control over financial reporting and disclosure. Due to its inherent limitations, internal control over financial reporting and disclosure may not prevent or detect all misstatements. Further, the effectiveness of internal control is subject to the risk
| | | | | |
| INTEGRA RESOURCES CORP. | 18 |
| | | | | |
| Management Discussion and Analysis |
For the three months ended March 31, 2026 and 2025 (All amounts are in USD with tabular amounts in thousands of USD) |
that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies or procedures may change.
There were no changes in the Company’s internal control over financial reporting and disclosure controls and procedures during the three months ended March 31, 2026 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
The Company's management, at the direction of the CEO and CFO, will continue to assess the effectiveness of the Company's internal control over financial reporting and disclosure controls and procedures, and may make modifications if required.
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| INTEGRA RESOURCES CORP. | 19 |
Unaudited Condensed Consolidated Financial
Statements and Notes
FOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025
| |
| Condensed Interim Consolidated Statements of Financial Position (unaudited, in thousands of U.S. dollars) |
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Cash and cash equivalents | | |
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Prepaids and other assets (Note 7) | | |
Derivative assets (Note 6a, 6b) | | |
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Mineral properties, plant and equipment (Note 9) | | |
Reclamation and other deposits (Note 6a, 6c) | | |
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Accounts payable and accrued liabilities (Note 10, 6a) | | |
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Lease obligations (Note 11) | | |
Reclamation provision (Note 12) | | |
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Long-term lease obligations (Note 11) | | |
Long-term reclamation provision (Note 12) | | |
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Share-based payment reserve (Note 13) | | |
Investment revaluation reserve | | |
Currency translation reserve | | |
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Total liabilities and equity | | |
See accompanying notes to the condensed interim consolidated financial statements
Approved by the Board on May 11, 2026
| | | | |
| | Anna Ladd-Kruger, Director | | |
| |
| Condensed Interim Consolidated Statements of Earnings and Comprehensive Earnings (unaudited, in thousands of U.S. dollars except per share amounts) |
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| Three months ended March 31, |
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Production costs (Note 15) | | |
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Royalties and excise taxes | | |
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Exploration and project expenses | | |
General and administrative expenses (Note 16) | | |
Foreign exchange (losses) gains | | |
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Interest income (Note 6c) | | |
Interest and finance expense (Note 17) | | |
Derivative gains (losses) (Note 6b) | | |
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Earnings before income taxes | | |
Income tax expense (Note 18) | | |
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Other comprehensive earnings (loss), net of taxes | | |
Items that will not be reclassified to profit or loss: | | |
Gain on investments, net of tax | | |
Total comprehensive earnings | | |
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Net earnings attributable to common shareholders | | |
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Diluted earnings per share | | |
Weighted average shares outstanding (in 000’s) Basic | | |
Weighted average shares outstanding (in 000’s) Diluted | | |
See accompanying notes to the condensed interim consolidated financial statements
| |
| Condensed Interim Consolidated Statements of Cash Flows (unaudited, in thousands of U.S. dollars) |
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| Three months ended March 31, |
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Net earnings for the period | | |
Income tax expense (Note 18) | | |
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Derivative (gains) losses (Note 6b) | | |
Share-based compensation expense | | |
| | |
| | |
Other operating activities (Note 19) | | |
Change in working capital (Note 19) | | |
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Payments for mineral properties, plant and equipment | | |
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Change in restricted cash | | |
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Proceeds from public offering (Note 13f) | | |
Vested restricted share units | | |
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| | |
| | |
Payments of equipment leases (Note 11) | | |
| | |
| | |
Effects of exchange rate changes on cash and cash equivalents | | |
Increase in cash and cash equivalents | | |
Cash and cash equivalents at the beginning of the period | | |
Cash and cash equivalents at the end of the period | | |
Supplemental cash flow information (Note 19)
See accompanying notes to the condensed interim consolidated financial statements
| |
| Condensed Interim Consolidated Statements of Changes in Equity (unaudited, in thousands of U.S. dollars except for number of shares) |
| | | | | | | |
| | | Share- based payment reserve | Investment revaluation reserve | Currency translation reserve | | |
Balance, December 31, 2024 | | | | | | | |
Total comprehensive earnings | | | | | | | |
Net earnings for the period | | | | | | | |
| | | | | | | |
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Shares issued for Debt Conversion | | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
Balance, December 31, 2025 | | | | | | | |
Total comprehensive earnings | | | | | | | |
Net earnings for the period | | | | | | | |
Other comprehensive income | | | | | | | |
| | | | | | | |
Shares issued for Public Offering (Note 13f) | | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
See accompanying notes to the condensed interim consolidated financial statements
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
Integra Resources Corp. (the "Company" or "Integra") is a corporation governed by the Business Corporations Act (British
Columbia). The Company’s corporate office and principal address is located at 1050 - 400 Burrard Street, Vancouver, British
Columbia, Canada, V6C 3A6. The Company’s registered office is 2200 RBC Place, 885 West Georgia Street, Vancouver,
British Columbia, V6C 3E8. Integra shares trade on the TSX Venture Exchange ("TSX Venture") under the symbol ITR and the
NYSE-American under the symbol ITRG. The Company's warrants trade on the TSX Venture under the symbol ITR.WT.
The Company is a growing precious metals producer focused on gold mining, mine development and mineral exploration
activities in the Great Basin of the Western US at its Florida Canyon mine located in Nevada, US. The Company is also
engaged in exploration of two flagship development-stage heap leach projects: the past producing DeLamar Project in
southwestern Idaho, and the Nevada North Project in western Nevada.
These condensed interim consolidated financial statements have been prepared in accordance with International Financial
Reporting Standards as issued by the International Accounting Standards Board (“IFRS Accounting Standards”) applicable
to the preparation of interim financial statements, under International Accounting Standard ("IAS") 34 - Interim Financial
Reporting and have been condensed with certain disclosures from the Company's audited consolidated financial statements
for the year ended December 31, 2025 (the "2025 Annual Financial Statements") omitted. Accordingly, these unaudited
condensed interim consolidated financial statements should be read in conjunction with the 2025 Annual Financial
Statements.
These unaudited condensed interim consolidated financial statements were approved for issuance by the Board of
Directors on May 11, 2026.
|
3. Material Accounting Policies |
The accounting policies applied in the preparation of these unaudited condensed interim consolidated financial statements
are consistent with those applied and disclosed in the 2025 Annual Financial Statements.
|
4. Changes in Accounting Standards |
Application of New and Revised Accounting Standards
Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)
IFRS 9 and 7 have been amended to provide additional guidance regarding the recognition of a financial liability settled
through electronic transfer, and for the classification of certain financial assets. Further, the amendments introduce new
disclosure requirements related to investments in equity instruments designated at FVOCI. The amendments are effective
for financial statements beginning on January 1, 2026. These amendments did not have a material impact on the Company.
Accounting Standards Issued but Not Yet Applied
Presentation and Disclosure in Financial Statements (IFRS 18)
IFRS 18 has been issued to achieve comparability of the financial performance of similar entities. The standard, which
replaces IAS 1, impacts the presentation of primary financial statements and notes, mainly the income statement where
companies will be required to present separate categories of income and expense for operating, investing, and financing
activities with prescribed subtotals for each new category. IFRS 18 will require management-defined performance measures
to be explained and included in a separate note within the consolidated financial statements. The standard is effective for
financial statements beginning on January 1, 2027, and requires retrospective application. The Company is currently
assessing the impact of this standard.
There are no other standards or amendments or interpretations to existing standards issued but not yet effective that are
expected to have a material impact on the Company.
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
|
5. Significant Judgments and Estimates |
In preparing the Company’s unaudited condensed interim financial statements for the three months ended March 31, 2026,
critical judgements made in applying the Company's accounting policies and key sources of estimation uncertainty are
consistent with those disclosed in Note 5 of its 2025 Annual Financial Statements.
a)Carrying Values and Measurement of Financial Assets and Liabilities at Amortized Cost, Fair Value
through Profit and Loss ("FVTPL") or Fair Value through Other Comprehensive Income ("FVTOCI")
| | | | |
| | | | |
| | | | |
Cash and cash equivalents | | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Accounts payable and accrued liabilities | | | | |
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| | | | |
| | | | |
Cash and cash equivalents | | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Accounts payable and accrued liabilities | | | | |
(1)During the three months ended March 31, 2026, the Company revised the presentation of amounts previously described as
"restricted cash" to "reclamation deposits" to more appropriately reflect the nature of these balances. In connection with this
revision, the Company identified an error in the prior period financial instrument classification of reclamation deposits.
Accordingly, certain reclamation deposits, being investment deposits of $4.1 million, which as at December 31, 2025 had been
classified and measured at amortized cost, were reclassified to fair value through profit or loss FVTPL.
b)Derivative Instruments
At March 31, 2026, the Company held put options (bullion contracts) covering 27,000 (2025 - 24,000) ounces of gold,
with maturities ranging from April to December 2026, at a strike price of $3,500 (2025 - maturities ranging from
January to December 2026, at a strike price of $3,500) per ounce. The contracts were entered into to manage the
Company’s exposure to fluctuations in the spot price of gold in relation to forecasted gold production from the Florida
Canyon mine.
The fair value of the bullion contracts is remeasured at each reporting date using quoted observable inputs, while the
fair value of the convertible debt conversion feature was determined using the Binomial Tree method.
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
The total realized and unrealized losses for the three months ended March 31, 2026 and 2025 were as follows:
| | |
| Three months ended March 31, |
| | |
Unrealized debt conversion feature losses | | |
Unrealized bullion contract gains (losses) | | |
Total unrealized gains (losses) | | |
Realized bullion contract losses | | |
Total realized and unrealized gains (loss) | | |
On December 22, 2025, Beedie Investment Ltd. exercised its option to convert the $15 million outstanding under its
secured non-revolving term convertible debt facility into 12,295,081 common shares at a conversion price of $1.22.
As a result of the conversion, the Company derecognized the Convertible Facility and the related embedded
derivative.
c)Reclamation and Other Deposits
Correction of an Immaterial Error
During the three months ended March 31, 2026, the Company revised the presentation of amounts previously
described as "restricted cash" to "reclamation and other deposits" in the Condensed Interim Consolidated
Statements of Financial Position to more accurately reflect the nature of these balances. This change in
description had no impact on measurement or classification.
Concurrently, the Company identified an error in the classification of certain reclamation deposits in the financial
instrument note of the Condensed Interim Consolidated Statements of Financial Position. These deposits' should
have been classified as being measured at FVTPL but had been incorrectly disclosed as being measured at
amortized cost, in the amounts of $3.6 million as at March 31, 2025, $3.8 million as at June 30, 2025, and $4.1
million as at December 31, 2025. This change in classification had no impact on measurement. As the errors were
not material to any previously issued consolidated financial statements, the Company has corrected only the
December 31, 2025 financial instrument note disclosure in the current period (Note 6a) rather than restating prior
periods.
The Company also identified an error in the presentation of fair value gains and losses within the Condensed
Interim Consolidated Statements of Earnings and Comprehensive Earnings. These amounts had been incorrectly
classified as interest income rather than investment income, in the amounts of $13 thousand for the three months
ended March 31, 2025, $0.3 million for the three and six months ended June 30, 2025, $0.2 million and $0.5 million
for the three and nine months ended September 30, 2025, respectively, and $0.5 million for the year ended
December 31, 2025. As the errors were not material to any previously issued consolidated financial statements,
the Company has corrected only the amount for the three months ended March 31, 2025 in the current period
Condensed Interim Consolidated Statements of Earnings and Comprehensive Earnings rather than restating prior
periods.
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
Reclamation and Other Deposits
The Company's Reclamation and other deposits are composed of cash deposits and investment deposits. Cash
deposits for reclamation are primarily comprised of cash collateral held for bonding of Florida Canyon's
reclamation obligation (Note 12). Investment deposits for reclamation are held in trust as security to the United
States Bureau of Land Management for Florida Canyon's reclamation obligation. These reclamation deposits have
been classified as non-current, as they are not expected to be utilized until near the end of Florida Canyon's mine
life.
A summary of restricted cash is as follows:
| | |
| | |
Cash deposits for reclamation (Note 12) | | |
| | |
Total cash deposits for reclamation and other | | |
Investment deposits for reclamation | | |
Total deposits for reclamation and other | | |
d)Fair Value Information
i.Fair Value Measurement
The categories of the fair value hierarchy of inputs used in the valuation techniques are as follows:
Level 1: Quoted prices in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly or indirectly; and
Level 3: Inputs for the asset or liability based on unobservable market data.
The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured
and recognized on the Consolidated Statements of Financial Position at fair value on a recurring basis were
categorized as follows:
The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well
as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remain
unchanged from that at December 31, 2025.
As at March 31, 2026 and December 31, 2025 derivative assets consisted of bullion contracts.
ii.Valuation Techniques
Investments and long-term investments
The Company's investments are valued using quoted market prices in active markets and as such are classified
within Level 1 of the fair value hierarchy and are primarily equity securities. The fair value of the equity securities is
calculated using the quoted market price multiplied by the quantity of shares held by the Company.
Derivative assets and liabilities
The Company’s derivative assets are comprised commodity contracts, which are classified within Level 2 of the
fair value hierarchy and valued using observable market prices.
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
e)Financial Instruments and Related Risks
The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its
strategic objectives for growth and shareholder returns. The principal financial risks to which the Company is exposed
are:
i)Credit risk
ii)Liquidity risk
iii)Market risk
1.Currency risk
2.Interest rate risk
3.Price risk
The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s
risk management framework and reviews the Company’s policies on an ongoing basis.
i.Credit Risk
Credit risk is the risk that a counterparty may fail to satisfy its performance obligations under the terms of a
financial instrument. Credit risk results from cash and cash equivalents and trade and other receivables. The
Company maintains policies to limit the concentration of credit risk.
The Company manages credit risk on its cash and cash equivalents by diversifying these asset holdings with
multiple highly rated financial institutions, including the Bank of Montreal ("BMO") in Canada and the United States
and Wells Fargo ("WF") in the United States. Substantially, all of our cash and cash equivalents held with financial
institutions exceed government-insured limits. Credit risk on trade and other receivables is managed by ensuring
amounts are receivable from highly rated financial institutions. The Company has not recognized any expected
credit losses with respect to trade and other receivables. For cash and cash equivalents and trade and other
receivables, credit risk exposure equals the carrying amount on the balance sheet.
ii.Liquidity Risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The
Company has in place a planning and budgeting process to help determine the funds required to ensure the
Company has the appropriate liquidity to meet its operating and growth objectives. The Company ensures that
sufficient committed loan facilities exist to meet its short-term business requirements, taking into account its
anticipated cash flows from operations and its holdings of cash and cash equivalents.
As at March 31, 2026, the Company continues to maintain its ability to meet its financial obligations as they come
due.
iii.Market Risk
1.Currency Risk
The functional and reporting currency of the Company and its subsidiaries is the United States dollar ("USD"),
and the Company presents its financial results in USD. The Company's operations in the United States utilize
USD, while its non-operating corporate entities in Canada utilize the Canadian dollar ("CAD"). As a result, the
Company's financial results reported in USD are subject to changes in the value of the USD relative to these
local currencies. Because the Company’s sales are denominated in USD and a portion of its expenses are
denominated in CAD, the Company is negatively impacted by a strengthening CAD relative to the USD and
positively impacted by the inverse.
2.Interest Rate Risk
Interest rate risk is the risk that the fair values or future cash flows of the Company will fluctuate because of
changes in market interest rates. The Company has interest-bearing assets, where the risk is limited to
potential decreases on the interest rate offered on cash and cash equivalents held within a chartered Canadian
and US financial institutions. The Company's operating cash flows are mostly independent of changes in
market interest rates, which is impacted by economic uncertainties and inflation expectations. Management
considers this risk immaterial.
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
3.Price Risk
The Company's gold and silver production is sold in international markets. The market price of gold is the
primary driver of the Company's profitability and the ability to generate operating and free cash flow. The
Company may implement hedging strategies on an opportunistic basis to mitigate downside price risk on gold
production and had gold put option positions in place as at March 31, 2026 (Note 6b). Gold and silver
production remains exposed to prevailing market prices.
|
7. Prepaids and other assets |
The Company's receivables and prepaids were comprised of the following:
The Company’s inventories were comprised of the following:
|
9. Mineral Properties, Plant, and Equipment |
Ranch Acquisition
On February 17, 2026, the Company completed the acquisition of a strategically located 6,600-acre ranch contiguous with
DeLamar for a purchase price of $12.5 million.
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
|
10. Accounts Payable and Accrued Liabilities |
Accounts payable and accrued liabilities consist of:
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| | |
| | |
| | |
Accrued employee payroll and benefits | | |
Accrued other tax liabilities | | |
| | |
Right-of-use Assets ("ROU")
The following table summarizes changes in ROU assets for the three months ended March 31, 2026 and year ended
December 31, 2025, which have been recorded in mineral properties, plant and equipment on the Interim Financial
Statements:
The following table summarizes changes in lease liabilities for the three months ended March 31, 2026 and year ended
December 31, 2025:
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Balance, December 31, 2024 | |
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Balance, December 31, 2025 | |
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| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
|
12. Reclamation Provision |
Changes to the reclamation and closure provision for the three months ended March 31, 2026 and year ended December 31,
2025 are as follows:
| | |
| | |
Balance, beginning of period | | |
Reclamation provision accretion (Note 17) | | |
| | |
Revisions in estimates and obligations(1) | | |
| | |
| | |
| | |
(1)On an on-going basis, Management evaluates its estimates and assumptions, resulting in future expenditures different from current
estimates. Discount rates have been increasing and inflation rates decreasing within the US, resulting in decreases to the reclamation
provisions at the Florida Canyon Mine and DeLamar Water Treatment plant ongoing reclamation cost.
|
13. Share Capital and Employee Compensation Plans |
The Company grants stock options and equity-settled Restricted Share Units ("RSUs") to eligible employees, officers, and
directors, and Deferred Share Units ("DSUs") to eligible directors. The associated expenses are recognized over the vesting
period, generally within three years.
a.Stock Options
For the three months ended March 31, 2026, the total share-based compensation expense relating to stock options
was $0.1 million (2025 - $0.2 million) and is presented as a component of general and administrative expense (Note
16).
The following table summarizes changes in stock options for the three months ended March 31, 2026 and 2025:
| | | | |
| Three months ended March 31, 2026 | Year ended December 31, 2025 |
| | Weighted Average Exercise Price (CAD) | | Weighted Average Exercise Price (CAD) |
Outstanding, beginning of period | | | | |
| | | | |
| | | | |
| | | | |
Outstanding, end of period | | | | |
The following table summarizes information about the Company's stock options outstanding at March 31, 2026:
| | | | | |
| | |
| Number Outstanding as at March 31, 2026 | Weighted Average Remaining Contractual Life (years) | Weighted Average Exercise Price (CAD) | Number Outstanding as at March 31, 2026 | Weighted Average Exercise Price (CAD) |
| | | | | |
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| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
b.RSUs
RSUs are granted to eligible employees, officers, and directors where each RSU has a value equivalent to one Integra
common share. The RSUs vest in 1/3 installments at the first, second and third anniversary date of the grant, with
settlement occurring either in cash or common shares, determined at the discretion of the Board.
The Company recorded a less than $0.1 million expense for RSUs for the three months ended March 31, 2026 (2025 -
$0.1 million) which is included in general and administrative expenses (Note 16).
The following table summarizes changes in RSUs for the three months ended March 31, 2026 and the year ended
December 31, 2025:
| | | | |
| Three months ended March 31, 2026 | Year ended December 31, 2025 |
| | | | |
Outstanding, beginning of period | | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Outstanding, end of period | | | | |
c.DSUs
DSUs are granted to non-executive directors where each DSU has a value equivalent to one Integra common share
which vest on grant date. DSUs must be retained until the director leaves the Board, with settlement occurring either
in cash or common shares, determined at the discretion of the Board.
The Company recorded a $0.2 million expense for DSUs for the three months ended March 31, 2026 (March 31, 2025 -
$0.1 million) which is included in general and administrative expenses (Note 16).
The following table summarizes changes in DSUs for the three months ended March 31, 2026 and the year ended
December 31, 2025:
| | | | |
| Three months ended March 31, 2026 | Year ended December 31, 2025 |
| | | | |
Outstanding, beginning of period | | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Outstanding, end of period | | | | |
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
d.Warrants
For the period ended March 31, 2026, the Company had 6,262,201 (2025 - 7,681,174) warrants outstanding at a
weighted average exercise price of CAD$1.20, which mature on March 13, 2027. These warrants were issued as part
of the March 13, 2024 bought deal public offering (Note 13f). The following table summarizes changes in these
warrants for the three months ended March 31, 2026 and the year ended December 31, 2025:
| | | | |
| Year ended March 31, 2026 | Year ended December 31, 2025 |
| | | | |
Outstanding, beginning of period | | | | |
| | | | |
| | | | |
| | | | |
Outstanding, end of period | | | | |
e.Authorized Shares
The Company's authorized capital stock consists of an unlimited number of common shares and an unlimited
number of preferred shares without nominal or par value.
f.Equity Financings
On February 9, 2026 the Company completed a bought deal public offering, issuing a total of 18,121,600 common
shares at a price of $3.40 per share, for net proceeds of $57.5 million after deducting fees and expenses of $4.1
million. The offering was completed pursuant to an underwriting agreement dated February 4, 2026 entered into
among the Company and its underwriters.
| | |
| Three months ended March 31, |
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| | |
| Three months ended March 31, |
| | |
| | |
| | |
Mine general and administrative | | |
| | |
| | |
| | |
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
|
16. General and Administrative Expenses |
| | |
| Three months ended March 31, |
| | |
| | |
| | |
| | |
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|
17. Interest and Finance Expense |
| | |
| Three months ended March 31, |
| | |
| | |
| | |
Lease interest expense (Note 11) | | |
Reclamation accretion expense (Note 12) | | |
| | |
| | |
The income taxes recognized in net loss and comprehensive loss are as follows:
| | |
| Three months ended March 31, |
| | |
| | |
Deferred tax (recovery) expense | | |
| | |
|
19. Supplemental Cash Flow |
The following table summarizes other operating activities adjustments for income statement items in operating activities:
| | |
| Three months ended March 31, |
Other operating activities | | |
Adjustments for cash income statement items: | | |
Reclamation expenditures (Note 12) | | |
Adjustments for non-cash income statement items: | | |
Unrealized investment gain | | |
Unrealized foreign exchange losses (gains) | | |
Deferred transaction costs | | |
Loss on disposal of mineral properties, plant and equipment (Note 9) | | |
Change in estimate of reclamation costs at closed mines (Note 24) | | |
| | |
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
The following table summarizes the change in working capital in operating activities:
| | |
| Three months ended March 31, |
Change in working capital | | |
Trade and other receivables | | |
| | |
Prepaids and other assets (Note 7) | | |
Accounts payable and accrued liabilities (Note 10) | | |
| | |
|
20. Segmented Information |
The Company’s reportable segments are assessed regularly for performance by the Company’s Chief Executive Officer, who
is the Company’s chief operating decision maker ("CODM"). An operating segment is defined as a component of the
company that has current mine production or anticipated future mine production. The Company has concluded that it has
two operating segments: the Florida Canyon mine and the advanced stage DeLamar Project. Other business activities,
including those related to the corporate office, that are not reportable are combined and presented as "all other" to reconcile
with the Company's consolidated results. Segment performance is evaluated using a number of measures. Operating mines
are assessed based on mine operating earnings, while both mines and projects are evaluated based on capital expenditures.
Segments and their performance measures are listed below:
| | | | | |
For the three months ended March 31, 2026 | | | |
| | Production costs, royalties, and excise taxes | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
(1)Includes payments for mineral properties, plant and equipment, and equipment leases.
| | | | | |
For the three months ended March 31, 2025 | | | |
| | Production costs, royalties, and excise taxes | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
(1)Includes payments for mineral properties, plant and equipment.
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
Florida Canyon Mine Royalty
The production from Florida Canyon mine is subject to two royalties, the first is a 2.5% net smelter returns royalty (“NSR")
with Top Hat Partnership, and the second is a 3.25% NSR with a subsidiary of Triple Flag Precious Metals Corp. ("Triple
Flag")
DeLamar Project Royalty
Future production from the DeLamar project is subject to a 2.5% NSR payable to Triple Flag. The NSR will be reduced to
1.0% once Triple Flag has received a total cumulative royalty payment of CA$10.0 million. Other NSRs ranging from 2.0% to
5.0% are also payable to third-party landholders on certain claims.
In 2024, Integra Resources Corp. entered into a binding agreement with Wheaton Precious Metals (Cayman) Co., a wholly-
owned subsidiary of Wheaton Precious Metals Corp. (“Wheaton”), pursuant to which Wheaton acquired a 1.5% NSR on metal
production from all claims of the DeLamar Project (comprised of the DeLamar and Florida Mountain Deposits).
Nevada North Project Royalty
Future production from the Wildcat property and gold production from the Mountain View property is subject to a 0.5% NSR
payable to Franco-Nevada Corp. Certain claims on the property are also subject to a 1.0% NSR to Franco- Nevada and a 1.5%
NSR to Triple Flag. Other NSRs ranging from 0.05% to 1.5% are also payable to third-party landholders on certain claims.
The following is a summary of the contingent matters and obligations relating to the Company as at March 31, 2026.
General
The Company is subject to various investigations, claims and legal and tax proceedings covering matters that arise in the
ordinary course of business activities. These matters are inherently uncertain, and there is a potential for some of them to
be resolved unfavorably for the Company. As of the date of the financial statements, specific conditions may be present that
could lead to a financial loss for the Company.
It is management's opinion that none of these matters are anticipated to have a material impact on the Company's results of
operations or financial condition.
Legal Proceedings
Alio Gold Inc (“Alio”), a subsidiary of the Company since November 8, 2024, received a Notice of Civil Claim in May 2019
from a former shareholder of Rye Patch Gold Corp (“Rye Patch”) whose shares were acquired by Alio. The plaintiff brought
the claim in the Supreme Court of British Columbia (“the Court”) pursuant to the Class Proceedings Act and is seeking
damages against Alio for alleged misrepresentations with respect to anticipated gold production during the year ended
December 31, 2018. In March 2021, the Court dismissed, in its entirety, the plaintiff’s application to certify the action as a
class proceeding. In April 2021, the Company received notice that the plaintiff is pursuing an appeal of the court’s decision
to dismiss the plaintiff’s certification application.
The appeal was argued in the Court of Appeal in January 2022 and in March 2022 the Court of Appeal released its decision
allowing the appeal but remitting the matter of certification to the trial court for further consideration. On July 28, 2023, the
Court certified a class proceeding against Alio. Pursuant to the Court’s decision, the class members in the class proceeding
include all individuals or entities whose Rye Patch shares were acquired by Alio in exchange for Alio common shares and
cash as part of the plan of arrangement entered into between Alio and Rye Patch, but excludes all of those individuals or
entities that sold their shares in Alio prior to August 10, 2018. The proceeding is currently before the British Columbia
Supreme Court on a summary trial application in regards to the certified common issues brought by the plaintiff. The
summary trial application hearing took place between June and October 2025, and the Court’s decision has not yet been
released.
The Company has reviewed the claim and is of the view that it is without merit. However, the outcome of the claim is not
determinable at this time. Accordingly, the Company did not recognize any liability in connection with this claim upon the
acquisition of Florida Canyon and has not recorded a liability as at March 31, 2026.
| |
| Notes to the Condensed Interim Consolidated Financial Statements |
As at March 31, 2026 and December 31, 2025, and for the three months ended March 31, 2026 and 2025 (unaudited with tabular amounts in thousands of shares, options and USD$ except per share amounts, unless otherwise noted) |
|
23. Related Party Transactions |
The Company’s related parties include its subsidiaries, and key management personnel, which primarily consists of short-
term employee benefits and share-based compensation. There were no significant transactions with related parties outside
of the ordinary course of business during the three months ended March 31, 2026.
| | |
| Three months ended March 31, |
| | |
Transaction and integration costs(1) | | |
| | |
Change in estimated reclamation provision (Note 12) | | |
Gain on disposal of mineral properties, plant and equipment (Note 9) | | |
| | |
| | |
(1)These costs were incurred in connection with the acquisition of Florida Canyon Gold Inc., the owner of the Florida Canyon Mine, which
was completed on November 8, 2024
(2)During the three months ended March 31, 2026, the Company revised the presentation of amounts previously described as "restricted
cash" to "reclamation and other deposits" to more appropriately reflect the nature of these balances (Note 6c). In connection with this
revision, the Company identified an error in the prior period classification of fair value changes arising from investment deposits
included within reclamation deposits (Note 6c). Accordingly, a fair value loss of $13 thousand, which during the three months ended
March 31, 2025 had been classified within interest income, was reclassified to investment loss.
Form 52-109F2
Certification of Interim Filings
Full Certificate
I, George Salamis, Chief Executive Officer of Integra Resources Corp., certify the following:
1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Integra Resources Corp. (the “issuer”) for the interim period ended March 31, 2026.
2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
4.Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings
(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.
5.1 Control framework: The control framework the issuer’s other certifying officer and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework (2013) (COSO Framework) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).
5.2 ICFR – material weakness relating to design: N/A
5.3 Limitation on scope of design: N/A
6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2026 and ended on March 31, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.
Date: May 11, 2026
“George Salamis”
_______________________
George Salamis
Chief Executive Officer
Form 52-109F2
Certification of Interim Filings
Full Certificate
I, Andree St-Germain, Chief Financial Officer of Integra Resources Corp., certify the following:
1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Integra Resources Corp. (the “issuer”) for the interim period ended March 31, 2026.
2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
4.Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings
(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.
5.1 Control framework: The control framework the issuer’s other certifying officer and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework (2013) (COSO Framework) published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO).
5.2 ICFR – material weakness relating to design: N/A
5.3 Limitation on scope of design: N/A
6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2026 and ended on March 31, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.
Date: May 11, 2026
“Andree St-Germain”
_______________________
Andree St-Germain
Chief Financial Officer
CONSENT OF JAMES FROST
The undersigned hereby consents to:
(1)the inclusion in this Current Report on Form 6-K of Integra Resources Corp. (the “Company”) of the scientific and/or technical information contained in the Company’s Management’s Discussion and Analysis dated May 11, 2026 (the “Technical Information”) being filed with the United States Securities and Exchange Commission (the “SEC”) under cover of Form 6-K; and
(2)the filing of this consent under cover of Form 6-K with the SEC and of the incorporation by reference of this consent, the use of my name and the Technical Information into the Company’s Registration Statements on Form S-8 (File Nos. 333-242495 and 333-267507), and any amendments thereto, filed with the SEC.
| | | | | |
| /s/ James Frost |
| Name: James Frost, P.Eng. |
| Title: Director, Technical Services of Integra Resources Corp. |
|
|
Date: May 11, 2026 |
|
| | | | | |
| 1050 – 400 Burrard Street Vancouver, British Columbia, Canada, V6C 3A6 Email: ir@integraresources.com |
| |
| | | | | |
| FOR IMMEDIATE RELEASE | TSXV: ITR; NYSE American: ITRG |
May 11, 2026 | www.integraresources.com |
INTEGRA REPORTS FIRST QUARTER 2026 RESULTS;
RECORD TOTAL TONNES MINED, AND STRENGTHENED FINANCIAL POSITION
Vancouver, British Columbia – Integra Resources Corp. (“Integra” or the “Company”) (TSXV: ITR; NYSE American: ITRG) is pleased to announce financial and operating results for the three months ended March 31, 2026 (the “first quarter” or “Q1 2026”). The Company will host a conference call to discuss first quarter 2026 results on Tuesday, May 12, 2026 at 11:00 AM Eastern Time / 8:00 AM Pacific Time.
(All amounts expressed in United States (“U.S.”) dollars unless otherwise stated)
First Quarter 2026 Highlights:
•Mined 3.0M tonnes of ore and 3.9M tonnes of waste at a strip ratio of 1.30 at the Florida Canyon Mine (the “Florida Canyon Mine” or “Florida Canyon” or the “Mine”) for Q1 2026. As a result, ore mining rates were 33,421 tonnes per day (“tpd”) and total tonnes mined were 76,800 tpd, a record for the Mine.
•In Q1 2026, Florida Canyon produced 12,635 gold ounces and sold 12,518 gold ounces at a record average realized price of $4,854 per gold ounce.
•Quarterly revenue of $61.7 million in Q1 2026, compared to revenue of $57.0 million in Q1 2025.
•Mine operating earnings of $24.9 million in Q1 2026 compared to $15.5 million in Q1 2025. Operating margin of 40% in Q1 2026 was improved from the 27% operating margin recorded in Q1 2025.
•Q1 2026 adjusted earnings(1) of $12.9 million, or $0.07 per share, compared to $4.4 million, or $0.03 per share in Q1 2025. Adjustments were largely related to unrealized gains associated with the bullion contracts, losses on the disposal of mineral properties, plant, and equipment, and deferred tax expenses.
•Q1 2026 net earnings of $12.5 million, or $0.06 earnings per share improved from the net earnings of $1.0 million, or $0.01 earnings per share recorded in Q1 2025.
•Cash costs(1) averaged $2,422 per gold ounce and Mine-site all in sustaining costs(1) (“Mine-site AISC”) averaged $3,310 per gold ounce in Q1 2026, both impacted by lower gold ounces sold, higher royalties and excise taxes on gold sales from higher than planned metal prices, and increased diesel prices.
•Operating cash flow of $13.8 million decreased from $15.7 million in Q1 2025, largely due to a $12.1 million increase in cash used for working capital, largely inventory buildups, partially offset by stronger mine operating earnings supported by higher metal prices.
•Free cash flow(1) was $3.0 million, or $0.02 per share, for Q1 2026.
•Cash and cash equivalents of $105.8 million at March 31, 2026, an increase from $63.1 million at December 31, 2025 and benefitting from the $57.5 million bought deal public offering completed during the quarter.
•The Company commissioned six new Caterpillar 785 haul trucks during the quarter, materially enhancing mining capacity and supporting higher sustained mining rates going forward.
•The Company raised gross proceeds of $61.6 million ($57.5 million net of underwriting commissions and issuance costs of $4.1 million), through a bought deal public offering in Q1 2026 significantly strengthening
the Company’s balance sheet and funding near-term growth initiatives at the DeLamar Project (the “DeLamar Project” or “DeLamar”). Net proceeds are expected to be used to commence pre-production expenditures at the DeLamar Project and funded the $12.5 million acquisition of a strategic land position near the DeLamar Project.
•Continued advancement of the resource growth drilling program at Florida Canyon in Q1 2026. The drilling program marks the first phase of a multi-year growth strategy designed to expand mineral reserves and resources. The Florida Canyon technical report is on track and expected to be released in the third quarter of 2026.
•Continued engagement with stakeholders across Nevada, Idaho, and Oregon, including local communities, civic and non-profit organizations, government officials, and Tribal Nations.
•The Company filed its Feasibility Study Technical Report ("FS") for the DeLamar Project on February 2, 2026, with an effective date of December 8, 2025. The FS for DeLamar confirmed robust economics for a low-cost, large-scale, conventional open pit oxide heap leach operation, with competitive operating costs and a high rate of return.
(1)Refer to the “Non-GAAP Financial Measures” disclosure at the end of this news release and associated MD&A for a description and calculation of these measures.
George Salamis, President, CEO and Director of Integra commented:
“Q1 2026 demonstrated the continued strength of Integra’s transformation into a growing and profitable U.S.-focused gold producer,” said George Salamis, President, CEO and Director of Integra. “At Florida Canyon, we achieved record mining rates and strengthened operational flexibility during the quarter due to the significant reinvestment in our haulage fleet over the past 12 months. The Company continues to generate strong operating margins and free cash flow despite temporary production timing impacts that we expect to recover over the balance of the year. Importantly, we maintained our full-year production guidance, underscoring our confidence in the operation and the investments we have made to support higher sustained mining rates and future production growth.
In parallel, we significantly strengthened our balance sheet through a successful bought deal financing, ending the quarter with more than $105 million in cash to support near-term growth initiatives, including the continued advancement and de-risking of DeLamar. Over the past year, we have advanced DeLamar through feasibility work, permitting milestones, strategic land acquisitions, and FAST-41 coordination, while continuing to expand exploration and technical work across our broader portfolio. With an updated Florida Canyon mine plan and technical report expected later this year, permitting momentum at DeLamar, pre-feasibility work at Nevada North, a record-sized 50,000 meter exploration program and production expected to grow meaningfully in 2027 and 2028, we believe 2026 represents an important inflection point as we continue building a sustainable, multi-asset intermediate gold producer in the United States.”
Financial and Operating Highlights
Unit abbreviations in tables: kt = thousand tonnes, g/t = grams per tonne, Au = gold, oz = troy ounce, $000s = thousands of U.S. dollars, $/sh = U.S. dollars per share, $/oz = U.S. dollars per gold ounce, $/oz sold = U.S. dollars per gold ounce sold.
| | | | | | | | | | | | | |
| | | Three months ended March 31, |
| Operating Highlights | Unit | | | 2026 | 2025 |
| Ore mined | kt | | | 3,008 | 3,021 |
| Waste mined | kt | | | 3,902 | 1,799 |
| Total Mined | kt | | | 6,910 | 4,820 |
| | | | | |
| Crushed ore to pad | kt | | | 1,784 | 1,764 |
| Run of mine ore to pad | kt | | | 1,074 | 1,199 |
| Total placed | kt | | | 2,858 | 2,963 |
| | | | | |
| Strip ratio | waste/ore | | | 1.30 | 0.60 |
| Ore mined/day | tpd | | | 33,421 | 33,572 |
| Total mined/day | tpd | | | 76,772 | 53,555 |
| | | | | |
| Gold | | | | | |
| Average grade | g/t | | | 0.19 | 0.23 |
| Recovery | % | | | 59.9 | % | 60.4 | % |
| Produced | oz | | | 12,635 | 19,323 |
| Sold | oz | | | 12,518 | 19,540 |
| | | | | | | | | | | | | |
| | | Three months ended March 31, |
Financial Highlights | Unit | | | 2026 | 2025 |
| Revenue | $ millions | | | 61.7 | | $ | 57.0 | |
| Cost of sales | $ millions | | | (36.9) | | $ | (41.5) | |
| Mine operating earnings | $ millions | | | 24.9 | | $ | 15.5 | |
| Earnings for the period | $ millions | | | 12.5 | | $ | 1.0 | |
| Earnings per share (basic) | $/share | | | 0.06 | | $ | 0.01 | |
Adjusted earnings for the period(1) | $ millions | | | 12.9 | | $ | 4.4 | |
Adjusted earnings per share (basic)(1) | $/share | | | 0.07 | | $ | 0.03 | |
| Operating cash flow | $ millions | | | 13.8 | | $ | 15.7 | |
| Operating cash flow per share (basic) | $/share | | | 0.07 | | $ | 0.09 | |
Free cash flow(1) | $ millions | | | 3.0 | | $ | 9.7 | |
| Free cash flow per share (basic) | $/share | | | 0.02 | | $ | 0.06 | |
Cash costs(1) | $/oz sold | | | 2,422 | | $ | 2,016 | |
Mine-site AISC(1) | $/oz sold | | | 3,310 | | $ | 2,342 | |
| | | | | |
(1)Non-GAAP financial measure. Refer to the “Non-GAAP Financial Measures” section of this news release.
| | | | | | | | | | | |
| Financial Position | | March 31, 2026 | December 31, 2025 |
| Cash and cash equivalents | $ millions | $ | 105.8 | | $ | 63.1 | |
Working capital(1) | $ millions | $ | 139.7 | | $ | 92.9 | |
(1)Non-GAAP financial measure. Refer to the “Non-GAAP Financial Measures” section of this news release.
Mining
In Q1 2026, the Company mined 3.0M tonnes of ore from its open pit operations at Florida Canyon, consistent with tonnes mined in Q1 2025. The Company also mined 3.9M tonnes of waste in Q1 2026 in line with plan, resulting in a strip ratio of 1.30, up from 1.8M tonnes of waste and a strip ratio of 0.60 in Q1 2025. The higher strip ratio in Q1 2026 results from the Company’s stated commitment of reinvestment through increased capitalized waste stripping and ramping up new mining areas, as outlined in its 2026 guidance.
Mining activities at Florida Canyon during the first quarter 2026 increased significantly, achieving a record mining rate of 76,800 total tonnes per day and positioning the operation to deliver improved operational flexibility and
production consistency in future quarters. This increase was driven by the addition of the six Caterpillar 785 haul trucks commissioned during the quarter, completing the expansion of the fleet since 2025 to include eight Caterpillar 785 haul trucks, one Caterpillar 992HL loader and one Hitachi EX3600 front shovel. With increased haulage capacity and an enhanced mining fleet, the operation is better equipped to manage the historical waste stripping inherited from prior operators.
The Company expects production to trend higher through the balance of 2026 as mining rates remain elevated and leach pad performance continues to normalize.
Production
In Q1 2026, the Company produced 12,635 ounces of gold, compared to 19,323 ounces in Q1 2025. Approximately 3,000 ounces were deferred from current quarter production due to temporarily reduced solution flow rates to a specific Phase II leach pad cell. The cell contains fine ore from the newly opened N2 pit, and a blending strategy has been developed to maintain nominal leach rates for this fine material. With this approach, together with the ramp up of the Phase IIIB leach pad, the Company expects to meet its annual gold production guidance of 70,000 to 75,000 ounces, with the majority of deferred first quarter ounces expected to be recovered through ongoing leaching over the remainder of 2026.
Average gold process recoveries were 59.9% in Q1 2026 slightly less than the 60.4% recovery achieved in Q1 2025. Annual recoveries were in line with expectations.
Sustaining and Non-sustaining Capital
The first quarter of 2026 continued to mark a capital-intensive period across the Company’s portfolio of assets with several key activities during the quarter. These investments reflect a deliberate focus on de-risking the portfolio and positioning the Company for sustainable production growth.
In Q1 2026, the Company invested $10.8 million in sustaining capital, compared to $6.0 million in Q1 2025. This increase reflects the Company's reinvestment strategy through new equipment leases, increased capital stripping, and mobile equipment refurbishments. The Company expects increased investment in sustaining capital expenditures to continue into Q2.
The Company also invested $1.8 million in non-sustaining growth capital during the first quarter with no comparative amount in Q1 2025. This spending was primarily directed toward the growth-focused capital stripping and drilling programs at the Florida Canyon Mine discussed further in the Exploration section below, as well as equipment lease payments for the expanded fleet.
These expenditures are in line with the Company's 2026 Guidance.
Cash Costs and Mine-site AISC
Cash costs averaged $2,422 per gold ounce and Mine-site AISC averaged $3,310 per gold ounce in Q1 2026, both metrics were elevated, with cash costs above the Company's guidance range of $1,900 to $2,100 per ounce and Mine-site AISC above the Company's guidance range of $2,750 to $2,950 per ounce due to lower gold ounces sold, higher royalties and excise taxes on gold sales from higher than planned metal prices, and increased diesel prices.
Royalties and excise taxes, which constitute a material component of cash costs and Mine-site AISC, are directly impacted by fluctuations in the gold price. The Company's guidance assumed an average gold price of $3,800 per ounces, and a $100 per ounce change in the gold price results in an estimated $7 change to both cash costs and Mine-site AISC.
Exploration
In Q1 2026, the Company completed 8,530 meters of its 42,500 meter 2026 growth focused drilling program at Florida Canyon. The 2026 program continues on the success of the 2025 program focusing on four key areas: (1) Resource development at the Florida Canyon Mine Property; (2) underexplored extensions of Florida Canyon gold mineralization; (3) Standard Mine area targets; and (4) greenfield exploration targets. The program is specifically designed to support resource and reserve growth and extend mine life at Florida Canyon.
Program expenditures totaled $1.5 million in Q1 2026.
Selected Q1 Financial Results
Revenue
In Q1 2026 the Company sold 12,518 ounces of gold at average realized prices of $4,854 per ounce of gold generating revenue of $61.7 million, compared to 19,540 ounces at average realized prices of $2,888 per ounce in Q1 2025, resulting in revenues of $57.0 million.
Net Earnings
During the three months ended March 31, 2026, net earnings were $12.5 million compared to net earnings of $1.0 million for the same period in 2025. The net earnings in Q1 2026 largely resulted from strong mine operating earnings supported by record average realized gold prices.
Q1 2026 adjusted earnings of $12.9 million, or $0.07 per share, increased compared to adjusted earnings of $4.4 million or $0.03 per share in Q1 2025. The increase was primarily related to $9.4 million in higher mine operating earnings as a result of higher gold sales with higher average realized prices.
Cash Flow
Cash flows provided by operations in Q1 2026 totaled $13.8 million, a decrease of $1.9 million compared to the $15.7 million generated in Q1 2025. The primary driver of this decrease is related to a $12.1 million increase in cash used for working capital, largely driven by inventory buildups, partially offset by increased cash flow from improved mine operating earnings that benefited from higher metal prices.
During the first quarter, the Company made payments of $30.4 million for mineral properties, plant and equipment, and leases, which included $17.7 million invested at the DeLamar Project, largely on de-risking activities, of which $3.4 million related to an initial deposit to Idaho Power for planning work on upgrading the existing power infrastructure, and $12.5 million for the acquisition of a strategic land position near the DeLamar Project. Additionally, $10.8 million in payments were related to sustaining capital and $1.8 million were related to non-sustaining capital expenditures at Florida Canyon. This increased from payments of $6.4 million for mineral property, plant and equipment, and leases made in Q1 2025, which were related to sustaining capital expenditures at Florida Canyon.
Q1 2026 free cash flow generated of $3.0 million, or $0.02 per share, was lower than $9.7 million, or $0.06 per share, generated in Q1 2025.
Financial Position
As at March 31, 2026, the Company had a cash and cash equivalent balance of $105.8 million, an increase of $42.7 million from $63.1 million at December 31, 2025.
The Company’s working capital was $139.7 million on March 31, 2026, reflecting a $46.8 million increase from December 31, 2025. This improvement was largely attributable to a $42.7 million increase in cash, benefiting from the $57.5 million bought deal public offering and robust operational performance, the payment of $6.9 million in trade and other payables, the buildup of $4.8 million in inventories, partially offset by a buildup of $2.8 million in tax liabilities, and $2.4 million in current lease liabilities from new equipment.
Development Projects
Capital and exploration expenses
In Q1 2026, the Company incurred $4.0 million in exploration and development expenses, largely for engineering and permitting work at the DeLamar Project. In addition, the Company invested $17.7 million in mineral property, plant, and equipment at DeLamar, including $16.5 million in de-risking activities, of which $3.4 million related to an initial deposit to Idaho Power to begin planning work on upgrading the existing power infrastructure, and $12.5 million for the acquisition of a strategic land position near the DeLamar Project.
Permitting
Integra’s 2025 DeLamar Project Mine Plan of Operations ("MPO") Version 4.1 was determined to be administratively complete in August 2025, meeting the content requirements at 43 CFR 3809.401(b). Through the preparation of environmental resource modeling and completion of the FS, select project refinements have been incorporated to reduce potential environmental impacts. An optimized MPO Version 4.3 has been developed and was submitted to the United States Bureau of Land Management (the "BLM") on May 1, 2026. The MPO Version 4.3 is the project proposed action and will serve as the basis for BLM’s environmental review of the DeLamar Project under the National Environmental Policy Act ("NEPA"). Following the publishing of the Notice of Intent in Q2 2026, public and agency scoping will identify environmental concerns (issues) associated with project implementation. These issues will inform the development of potential alternatives. Environmental effects analysis of the DeLamar Project and a no action alternative will be issued in an Environmental Impact Statement ("EIS") . In the EIS and accompanying record of decision, anticipated in Q3 2027, the BLM will identify a preferred alternative and any required mitigation measures required for the DeLamar Project implementation. Following the NEPA process, a final revised MPO will be prepared that incorporates the preferred alternative and any identified mitigation measures. Once all applicable federal, state and local permits are obtained, the DeLamar Project will commence construction.
The DeLamar Project’s permitting timeline was posted to the FAST-41 project dashboard on January 13, 2026. The FAST-41 Transparency Project program is a federal permitting framework designed to streamline environmental reviews, improve interagency coordination, and increase transparency. Agencies must develop and maintain a coordinated, project-specific timetable for all required environmental review and permitting actions. Integra will be designated a dedicated project advisor from the Permitting Council, who will monitor the advancement of the project – maintaining active engagement and coordination across multiple regulatory agencies. The Permitting Council provides high-level oversight to ensure that federal agencies adhere to established timetables. The DeLamar Project’s permitting timeline posted to the FAST-41 project dashboard highlights an accelerated 15 month NEPA schedule from start to finish.
The Company completed its FS for the DeLamar Project with an effective date December 8, 2025. The FS for DeLamar confirmed robust economics for a low-cost, large-scale, conventional open pit oxide heap leach operation, with competitive operating costs and a high rate of return. The FS outlines total production of 1.1 million ounces of gold equivalent (“AuEq”) over a 10-year operating mine life (plus two years of residual leaching), resulting in an average annual production profile of 106,000 ounces AuEq per annum at a co-product Mine-site AISC of $1,480 per ounce (“/oz”) AuEq. Initial capital cost are $389 million, including $38 million of owners’ cost, and sustaining capital of $305 million over the mine life. The DeLamar Project generates an after-tax net present value (“NPV5%”) of approximately $774 million with an after-tax internal rate of return (“IRR”) of 46% at base case gold and silver prices of $3,000/oz and $35/oz, respectively. After-tax NPV5% improves to approximately $1.9 billion and after-tax IRR to 97% using recent gold and silver prices of $4,500/oz and $65/oz, respectively.
During the quarter the Company also advanced the Nevada North Project, which consists of the Wildcat Deposit ("Wildcat") and the Mountain View Deposit ("Mountain View") (collectively, the "Nevada North Project" or "Nevada North"). A preliminary hydrogeological study completed at Wildcat in Q4 2025 provided preliminary data related to groundwater depth, flow direction and water quality. Additional hydrogeological data collection in 2026 will support the development of a hydrogeological conceptual site model ("HCSM") and further assessment of potential water management and supply issues impacting mining and reclamation planning. Decision record documentation for the Wildcat Exploration Plan of Operations ("EPO") is complete as of April 9, 2026, and the Reclamation Permit from Nevada Division of Environmental Protection ("NDEP") Bureau of Mining Regulation and Reclamation ("BMRR") was received on April 20, 2026, with an effective date of May 5, 2026. The Wildcat EPO, now fully approved, will provide greater flexibility for significantly expanded exploration and hydrogeological drilling campaigns scheduled to begin in Q2 2026.
At Mountain View, environmental analysis for the EPO is also complete, and the NDEP BMRR Reclamation Permit is anticipated in Q2 2026. Once fully approved and permitted, the Mountain View EPO will provide greater flexibility for significantly expanded exploration and drilling campaigns in the future. Integra expects to begin work on an updated technical report for Nevada North in 2026 with a target release date in early 2027.
External affairs activities for the quarter maintained broad stakeholder engagement, with the most frequent stakeholder categories including local residents, civic and non-profit organizations, government and elected officials, and Tribal Nations, totaling over 4,250 stakeholders engaged in Nevada, Idaho, and Oregon. Specific initiatives included workforce development planning, community wood-bank support, seasonal food-bank holiday drives, industry conferences, and Tribal Relationship Agreement implementation. Targeted engagement informing mine planning and design included regenerative grazing, park & ride location, reclamation planning, visual effects, Indigenous knowledge and cultural studies.
Health, Safety and Environment
Integra experienced zero fatalities and zero lost time incidents in Q1 2026. Zero MSHA-reportable injuries occurred at Florida Canyon in Q1 2026. The 2026, year to date total recordable incident frequency rate ("TRIFR") at Florida Canyon was zero compared to 1.79 for 2025.
Integra recorded zero quarterly or immediately reportable spills and 2 minor reportable permit noncompliances for the quarter.
Financial Statements
Integra’s consolidated financial statements and management’s discussion and analysis as at and for the three months ended March 31, 2026, are available on the Company’s website at www.integraresources.com, and under the Company’s profiles on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov. Hard copies of the financial statements are available free of charge upon written request to info@integraresources.com.
Q1 2026 Conference Call and Webcast Details
The Company will host a conference call and webcast on Tuesday, May 12, 2026 at 11:00 AM Eastern Time / 8:00 AM Pacific Time to review its financial and operating results for the first quarter of 2026. Details for the conference call and webcast are included below.
Dial-In Numbers / Webcast:
Conference ID: 1860723
Toll Free: (800) 715-9871
Toll: +1 (646) 307-1963
Webcast: https://events.q4inc.com/attendee/227670078
About Integra Resources Corp.
Integra is a growing precious metals producer in the Great Basin of the Western United States. Integra is focused on demonstrating profitability and operational excellence at its principal operating asset, the Florida Canyon Mine, located in Nevada. In addition, Integra is committed to advancing its flagship development-stage heap leach projects: the past producing DeLamar Project located in southwestern Idaho and the Nevada North Project located in western Nevada. Integra creates sustainable value for shareholders, stakeholders, and local communities through successful mining operations, efficient project development, disciplined capital allocation, and strategic M&A, while upholding the highest industry standards for environmental, social, and governance practices.
ON BEHALF OF THE BOARD OF DIRECTORS
George Salamis
President, CEO and Director
CONTACT INFORMATION
Corporate Inquiries: ir@integraresources.com
Company website: www.integraresources.com
Office phone: +1 (604) 416-0576
Qualified Person
The scientific and technical information contained in this news release has been reviewed and approved by James Frost, P.Eng., Director, Technical Services of Integra, who is a “Qualified Person” as defined in National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”)
Non-GAAP Financial Measures
Management believes that the following non-GAAP financial measures will enable certain investors to better evaluate the Company's performance, liquidity, and ability to generate cash flow. These measures do not have any standardized definition under IFRS, and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Other companies may calculate these measures differently.
Average realized gold price
Average realized gold price per ounce is calculated by dividing the Company’s gross revenue from gold sales for the relevant period by the gold ounces sold, respectively. The Company believes the measure is useful in understanding the gold prices realized by the Company throughout the period. The following table reconciles revenue and gold sold during the period with average realized prices:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Gold revenue | | | $ | 60,757 | | $ | 56,430 | |
| Gold ounces sold during the period | | | 12,518 | | 19,540 | |
| Average realized gold price (per oz sold) | | | $ | 4,854 | | $ | 2,888 | |
| | | | |
| | | | |
| | | | |
| | | | |
Capital expenditures
Capital expenditures are classified into sustaining capital expenditures or non-sustaining capital expenditures depending on the nature of the expenditure. Sustaining capital expenditures are those required to support current production levels. Non-sustaining capital expenditures represent the capital spending at new projects and major, discrete projects at existing operations intended to increase production or extend mine life. Management believes this to be a useful indicator of the purpose of capital expenditures and this distinction is an input into the calculation of AISC.
The following table reconciles payments for mineral properties, plant and equipment, and equipment leases to sustaining and non-sustaining capital expenditures:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Payments for mineral properties, plant and equipment | | | $ | 8,976 | | $ | 3,785 | |
| Payments for equipment leases | | | 3,592 | | 2,234 | |
| Total capital expenditures | | | 12,568 | | 6,019 | |
| Less: Non-sustaining capital expenditures | | | (1,788) | | — | |
| Sustaining capital expenditures | | | $ | 10,780 | | $ | 6,019 | |
Free cash flow
Free cash flow, a non-GAAP financial metric, subtracts sustaining capital expenditures from net cash provided by operating activities, serving as a valuable indicator of our capacity to generate cash from operations post-sustaining capital investments. The following table reconciles this non-GAAP financial measure to the most directly comparable IFRS Accounting Standard measure:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
Operating cash flow (1) | | | $ | 13,798 | | $ | 15,732 | |
| Less: sustaining capital expenditures | | | (10,780) | | (6,019) | |
| Free cash flow | | | $ | 3,018 | | $ | 9,713 | |
| Free cash flow per share (basic) | | | $ | 0.02 | | $ | 0.06 | |
| Weighted average shares outstanding (basic) | | | 193,554 | 168,711 |
Working capital
Working capital is calculated as current assets less current liabilities. The Company uses this measure to assess its operational efficiency and short-term financial position.
Operating margin
Operating margin is calculated as mine operating earnings divided by revenue. The Company uses Operating Margin as a measure of the Company's profitability. The following table reconciles this non-GAAP financial measure to the most directly comparable IFRS Accounting Standard measure:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Revenue | | | $ | 61,724 | | $ | 57,025 | |
| Mine operating earnings | | | 24,851 | | 15,484 | |
| Operating margin | | | 40 | % | 27 | % |
Operating cash flow before change in working capital
The Company uses operating cash flow before change in working capital to determine the Company’s ability to generate cash flow from operations, and it is calculated by adding back the change in working capital to operating cash flow as reported in the consolidated statements of cash flows.
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
Operating cash flow (1) | | | $ | 13,798 | | $ | 15,732 | |
| Change in working capital | | | 8,627 | | (3,432) | |
| Operating cash flow before change in working capital | | | $ | 22,425 | | $ | 12,300 | |
| Operating cash flow per share (basic) | | | $ | 0.07 | | $ | 0.09 | |
| Operating cash flow before change in working capital per share (basic) | | | $ | 0.12 | | $ | 0.07 | |
| Weighted average shares outstanding (basic) | | | 193,554 | 168,711 |
Cash costs
Cash costs are a non-GAAP financial metric which includes production costs, and government royalties. Management uses this measure to monitor the performance of its mining operation and ability to generate positive cash flow on a site basis.
AISC
All-in sustaining costs, a non-GAAP financial measure, starts with cash costs and includes general and administrative costs, reclamation accretion expense and sustaining capital expenditures. Management uses this measure to monitor the performance of its mining operation and ability to generate positive cash flow on an overall company basis.
Cash costs and AISC are calculated as follows:
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Production costs | | | $ | 27,294 | | $ | 34,482 | |
| Royalties and excise taxes | | | 3,899 | | 3,732 | |
Fair value adjustment to production costs on sale of acquired inventories (1) | | | 94 | | 1,770 | |
| Less: Silver revenue | | | (967) | | (595) | |
| Total cash costs | | | 30,320 | 39,389 | |
| Reclamation accretion expense | | | 333 | 357 | |
| Sustaining capital expenditures | | | 10,780 | | 6,019 | |
| Mine-site AISC | | | $ | 41,433 | | $ | 45,765 | |
| General and administrative expenses | | | 2,964 | | 1,674 | |
| Share-based compensation | | | 369 | | 351 | |
| Total AISC | | | $ | 44,766 | | $ | 47,790 | |
| Gold ounces sold (oz) | | | 12,518 | 19,540 | |
| Cash costs (per Au sold) | | | $ | 2,422 | | $ | 2,016 | |
| Mine-site AISC (per Au sold) | | | $ | 3,310 | | $ | 2,342 | |
AISC (per Au sold) | | | $ | 3,576 | | $ | 2,446 | |
(1)This non-cash adjustment to production costs for the three months ended March 31, 2026, results from the fair value adjustment to inventories recognized upon the acquisition of the Florida Canyon Mine.
Adjusted earnings
Adjusted earnings and adjusted basic earnings per share (collectively, "Adjusted Earnings") are presented to remove items that are unrelated to ongoing operations. These metrics do not have a standardized definition under IFRS Accounting Standards and should not be considered as a substitute for results prepared in accordance with IFRS Accounting Standards. Other companies may calculate Adjusted Earnings differently. Adjusted Earnings excludes the tax-effected impact of transaction and integration costs, unrealized gains and losses on foreign currency derivative contracts, gains or losses from the disposal of mineral properties, plant and equipment, and deferred taxes.
| | | | | | | | | | |
| | Three months ended March 31, |
| | | 2026 | 2025 |
| Net earnings | | | $ | 12,549 | | $ | 983 | |
| Increase (decrease) due to: | | | | |
| Transaction and integration costs | | | — | | 2,095 | |
Fair value adjustment to production costs on sale of acquired inventories (1) | | | (94) | | (1,770) | |
| Unrealized (gains) losses on derivatives | | | (475) | | 3,083 | |
| Realized loss on debt facility conversion | | | — | | — | |
| (Gain) loss on disposal of mineral properties, plant and equipment | | | 311 | | 36 | |
| Current tax effect from adjusting items | | | 84 | | — | |
| Deferred tax expense | | | 516 | | 7 | |
| Adjusted earnings | | | $ | 12,891 | | 4,434 | |
| Weighted average shares outstanding (in 000's) Basic | | | 193,554 | | 168,711 | |
| Adjusted basic earnings per share | | | $ | 0.07 | | $ | 0.03 | |
(1)This non-cash adjustment to production costs for the three months ended March 31, 2026 and March 31, 2025, results from the fair value adjustment to inventories recognized upon the acquisition of the Florida Canyon Mine.
Forward-looking Statements
Certain information set forth in this news release contains “forward-looking statements” and “forward-looking information” (collectively, “forward-looking statements”) within the meaning of applicable Canadian and United States securities legislation. Forward-looking statements are included to provide information about management’s current expectations and plans that allows investors and others to get a better understanding of the Company’s operating environment, business operations and financial performance and condition. Forward-looking statements relate, but are not limited, to: the planned exploration, development and mining activities and expenditures of the Company, including estimated production, cash costs, all-in sustaining costs and capital expenditures; the estimation, realization and growth of mineral resource and reserve estimates; the development, operational and economic results of economic studies on the Company's projects; magnitude or quality of mineral deposits; anticipated advancement, timing and results of permitting for the Company's projects; benefits of non-GAAP measures; anticipated advancement of the Company's projects and future exploration prospects; the future price of metals; government regulation of mining operations; environmental risks; relationships with local communities; and future growth potential of the Company's projects. Forward-looking statements are often identified by the use of words such as “may”, “will”, “could”, “would”, “anticipate”, ‘believe”, “expect”, “intend”, “potential”, “estimate”, “budget”, “scheduled”, “plans”, “planned”, “forecasts”, “goals” and similar expressions.
Forward-looking statements are based on a number of factors and assumptions made by management and considered reasonable at the time such statement was made. Assumptions and factors include: the Company's abilities to complete its planned exploration and development programs; the absence of adverse conditions at the Company's projects; no unforeseen operational delays; no material delays in obtaining necessary permits; results of independent engineer technical reviews; the possibility of cost overruns and unanticipated costs and expenses; the price of gold remaining at levels that continue to render the Company's projects economic, as applicable; the Company's ability to continue raising necessary capital to finance operations; and the ability to realize on the mineral resource and reserve estimates. Forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: general business, economic and competitive uncertainties; the actual results of current and future exploration activities; conclusions of economic evaluations; meeting various expected cost estimates; changes in project parameters and/or economic assessments as plans continue to be refined; future prices of metals; possible variations of mineral grade or recovery rates; the risk that actual costs may exceed estimated costs; geological, mining and exploration technical problems; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing; risks related to local communities; the speculative nature of mineral exploration and development (including the risks of obtaining necessary licenses, permits and approvals from government authorities); title to properties; and other factors beyond the Company's control and as well as those factors included herein and elsewhere in the Company's disclosure. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. This list in not exhaustive of the factors that may affect any of the Company's forward-looking statements. Although the Company believes its expectations are based on reasonable assumptions and have attempted to identify important factors that could cause actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Readers are advised to study and consider risk factors disclosed in the Company's Annual Information Form dated March 24, 2026 for the fiscal year ended December 31, 2025, which is available on the SEDAR+ issuer profile for the Company at www.sedarplus.ca and on the EDGAR issuer profile for the Company at www.sec.gov.
Investors are cautioned not to put undue reliance on forward-looking statements. The forward looking-statements contained herein are made as of the date of this MD&A and, accordingly, are subject to change after such date. The Company disclaims any intent or obligation to update publicly or otherwise revise any forward-looking statements or the foregoing list of assumptions or factors, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.
Cautionary Note for U.S. Investors Concerning Mineral Resources and Reserves
NI 43-101 is a rule of the Canadian Securities Administrators which establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. Technical disclosure contained in this news release has been prepared in accordance with NI 43-101 and the Canadian Institute of Mining, Metallurgy and Petroleum Classification System. These standards differ from the requirements of the U.S. Securities and Exchange Commission (“SEC”) and resource information contained in this news release may not be comparable to similar information disclosed by domestic United States companies subject to the SEC’s reporting and disclosure requirements.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.