i-80 Gold Corp.: Form 8-K - Filed by newsfilecorp.com

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 18, 2025

I-80 GOLD CORP.
(Exact name of registrant as specified in its charter)

British Columbia 001-41382 Not Applicable
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

5190 Neil Road, Suite 460
Reno, Nevada, United States 89502
(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: (775) 525-6450

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class   Trading Symbols   Name of each exchange on which registered
Common Shares   IAUX   NYSE American LLC
Common Shares   IAU   The Toronto Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.


Item 7.01 Regulation FD Disclosure

On February 12, 2025, the Company issued a press release announcing the results of the preliminary economic assessment on the Cove Project in Nevada. After issuance of the press release, a correction was made to confirm that the press release constitutes a designated press release for the purpose of the Company's prospectus supplement dated August 12, 2024, to its short form base shelf prospectus dated June 21, 2024. A corrected copy of the previously issued press release is attached hereto as Exhibit 99.1.

On February 18, 2025, the Company issued a press release announcing the results of the preliminary economic assessment for the Archimedes Underground Project in Nevada, a copy of which is attached hereto as Exhibit 99.2.

On February 21, 2025, the Company issued a press release announcing the results of the preliminary economic assessment for the Mineral Point Open Pit Project in Nevada, a copy of which is attached hereto as Exhibit 99.3.

The information contained in the press releases attached hereto are being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Exhibits 99.1, 99.2, and 99.3 shall be deemed to be incorporated by reference into the Company's registration statement on Form F-10 (File Number 333-279567).

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit Number Description


99.1 Press Release dated February 21, 2025 with respect to the Preliminary Economic Assessment on the Cove Project, Nevada.
   
99.2 Press Release dated February 18, 2025 with respect to the Preliminary Economic Assessment on the Archimedes Underground Project, Nevada.
   
99.3 Press Release dated February 21, 2025 with respect to the Preliminary Economic Assessment on the Mineral Point Open Pit Project, Nevada.
   
104 Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.


SIGNATURES

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 hereunto duly authorized.

Dated: February 21, 2025 i-80 GOLD CORP.
 
     
  By: /s/ Ryan Snow                                  
    Ryan Snow
    Chief Financial Officer