Comstock Inc.

Thank you for joining us today for Comstock Inc's first quarter 2025 earnings call and business update. I'm William McCarthy. Today is Thursday, May 8th, 2025. We're streaming live today and the session is being recorded. A replay will be posted shortly after we adjourn in the investor relations section of our website. The address is comstock.inc slash investors. Earlier today, we filed our Form 10-Q for the quarter ended March 31st, 2025, and we issued a press release summarizing first quarter results. Both documents are available on our website, again, comstock.inc slash investors. As a reminder, Comstock is listed on the NYSE American. Our ticker is LODE, that's L-O-D-E. Joining me today is Corrado De Gasparis, Comstock's Executive Chairman and Chief Executive Officer. During the prepared remarks, we'll cover three areas, including financial and operating performance, integration milestones across our renewable fuels and critical materials platforms, and our strategic outlook for the balance of 2025. After our prepared remarks, we'll take questions. We appreciate that you submitted over 50 questions in advance of the call. If you do have additional questions during the call, please use the Zoom Q&A window and we'll address as many as possible in the time we have. Today's discussion will include forward-looking statements. Actual results may differ materially due to risks and uncertainties detailed in our SEC filings. Full risk disclosures can be found in those documents available on the SEC filings page of our investor relations website at comstock.inc slash investors. With that, it's now my pleasure to introduce our Executive Chairman and Chief Executive Officer, Corrado De Gasparis. Corrado, the floor is yours.

Thanks, Billy, and welcome everyone to the Q1 2025 Business Update. The quarter was packed with a lot of activity. So let's start with the first area, financial and operating performance, as Billy said. where all of our actions have really been directed to positioning these companies for growth. So that's where I'm gonna focus the discussion. The growth profile for both Comstock Fuels and Comstock Metals is rapidly developing, and we've now attracted keen and aligned capital into our existing shareholder base. And we feel quite fortunate when we look at the top five, the top 10, even our top 50 shareholders, I've spoken to most of you directly over the past few months, and I just wanted to thank you for listening and frankly participating in your own way as we all work diligently towards our goal. We're also engaged with some of the most sophisticated industry partners for technology like NREL, feedstock like Hexis, operations like Marathon, customers like RWE, Offtake, Again, like marathon and many others, and with some now near final in their diligence on direct investments through the fuel series a while we simultaneously explore deeper integrations and strategic transactions with the same companies. None of this would have been possible without the increase in our authorized shares that we affected back in February. And I appreciate everyone's effort in getting that completed during the first quarter. The company's authorized share capacity is now properly repositioned for safely capitalizing on all of these opportunities. We subsequently completed two successful settlements of our prior outstanding commitments that resulted primarily from the acquisitions of our core IP for fuels, including our Wausau, Wisconsin assets, and even some of the recycling technologies that we've been instrumental in advancing for both fuels and the metals businesses. We eliminated significant upcoming cash payments with those transactions and in both instances, while we even negotiated a nearly $1 million reduction in the overall commitment and recorded that financial gain in our first quarter results. We did do this by issuing just under 1.8 million shares of common stock that if When liquidated by the counterparties by more than the remaining commitments, then that excess would be returned to us in remaining shares or even possibly cash. One of those transactions also resulted in a spike in our R&D expense during the first quarter. Overall, R&D increased by 2.4 million in Q1 compared to the prior year. And the takeout of one of those obligations was the reason that we had to record a one-time $1.5 million non-cash expense charge to R&D during the quarter. But our R&D spending was otherwise still up by about another 900,000 compared to prior year, and there's an even better story here. About half of that increase comes from the aggressive ongoing collaborations with the National Renewable Energy Lab, or NREL. where we're pursuing higher yields, lower operating and capital costs, and the possibility of shattering the blend wall for synthesized aviation fuel or SAFT. And additionally, to a much lesser extent, we increased R&D spending due to the acquisition of the Madison facility during Q1. These transactions have not only, all of these transactions, as we roll that all up together, have not only created a world-class integrated Wisconsin-based product development platform, but it's also catapulted our leadership and intellectual property for these lignocellulosic technologies, wherein we now have consolidated and integrated a system of interdependent IP that seems nearly impossible to replicate. I've heard some of you say it's impenetrable. but I would maybe better suggest irreplicable. In either characterization, our active IP portfolio, it's just remarkable to say the least. One last point on R&D and innovations. We're extremely pleased to announce that we recently hired Dr. Elvis Ebakadi into our newly created position of Director of Aviation for Comstock Fuels, who will lead all of our SAF initiatives. Dr. Ebogati was recently a leader at Southwest Airlines for their commercial staff initiatives and remarkably is also a leading lignocellulosic material scientist, even cooler. His first name is legitimately Elvis. Our fuels team will have a more comprehensive release on this expanding team and the roles very, very soon, as it's all being synchronized with the prerequisites that we're working on with the Series A efforts. However, just to say that between our own remarkable scientists, chemists, engineers, led by David Winsmith, who's our now newly appointed Chief Technology Officer for Fuels, Kevin Chrysler, who leads Fuels, and Raoul Babili, our Chief Engineer. Plus the recent integration of an incredibly experienced biofuels product development team consisting of the great engineers and chemists from the former marathon slash virus slash, you know, Madison operation. There's just, there's too many to name today. Although let me, let me just try it. You know, Andrew, Dana, Colin, Kaylee, David, Rory, Tucker, Maher, Patrick, Another David, David, two Davids. Yes, I got it. But when you add Dr. Samick and his team at Renfuel, plus Dr. Beckham and his team at NREL, and now Dr. Ekabadi, Elvis, joining us in just a few weeks, I mean, you're really witnessing the assembly of an unprecedented biofuels technical team. I think, you know, we're humble in most respects, but honestly, with this team, which is growing rapidly, we may already be peerless in this industry. Despite growing our team, administrative costs were down by nearly 10% compared to the prior quarter of last year, or about $300,000. We also made nearly 1 million in equity-based investments between Hexis and Renfuels over the past quarter. past three or four, maybe five months. The manner and strength that we're building these nodes into our system shouldn't be underestimated. We're integrating and enabling an unprecedented renewable biofuel system from waste to farm to fuels. As you all know, we've also raised 10.6 million early in the first quarter from the 2025 Kips Bay convertible note before we affected the split. Since then, we've issued nearly 5.5 million shares and significantly reduced the outstanding balance of that note down to 4.35 million. At current prices, we need another 1.7 million to fully extinguish that note. We certainly don't expect and certainly hope that we're not converting that note at the current prices. Our share price is gaining traction, and we are close to closing the first tranches of the Series A, valuing fuels significantly higher, significantly higher, higher even than the marathon cap, and effectively funding fuels. Today, fuels represents the substantial majority of the company's liquidity. So this is a major funding and dilution relief for LODE, for us, for LODE. And we're seeing more and more long-term equity investors, new long-term equity investors, willing to invest and hold and support the company by building a stronger base of capital to go from. And that pool of new investors just keeps getting bigger. These investors, like many of our top investors, see an extraordinary opportunity for clean, sustainable energy and, frankly, generational wealth. We will likely see the last of those convertible notes exit during the second quarter. For us, it's good riddance and we're happy to be getting through that. The prerequisites for the closing of the Series A included increasing our authorized shares, eliminating legacy commitments, finalizing the separation plan for fuels, That is how and when will we spin fuels out. It included aligning the management team, updating the business plans, including for Madison, including for HEXs, which required intense integration planning during and throughout the entire past quarter. And then we'll close. It's been and is a tremendous amount of work. And it's also accelerated much of the work and execution. So I guess, you know, in concluding on all that, we're almost there. The outstanding shares today are 28.6 million. We're actually expecting that number to be around 33 million when fuel spins off, wherein we will lock in that number of shares for the fuel separation and our ownership in fuels. The last part of the financial update is on revenue and operations. And this was just fantastic. Comstock Metals revenue soared in the first quarter where we received over 4 million pounds of recyclable material and invoice 1.34 million in the quarter as compared to just a little over 350,000 last quarter. This is nearly a fourfold increase and comes with the news that we entered into a master services agreement with RWE Clean Energy, with whom we are now partnering and partnered for the recycling disposal and decommissioning of RWE solar installations. RWE is the third largest renewable energy company and a tremendous, it's the third largest renewable energy company with a tremendous Nevada and California footprint. RDWE was really looking to establish a platform for partnering comprehensively in these end-of-life solutions. And the T-commissioning that we completed established, frankly, an industry standard, a case study, if you will, that both we and RWE are keen to replicate four and two into the market for all future solar installations. We originally guided the Meadows 2025 revenue billings to be about $2.5 million, which in itself would have been about five times the increase from all of last year. But it seems likely now that we'll hit that number by Q3. So we need to increase our guidance. We're going to increase it down to over $3 million. And the outlook feels even better than that. However, we're still in an extremely early stage of market making. We're clearly winning with major customers because this market has three primary needs. First, it needs to eliminate the environmental liability. Second, it needs to do so efficiently. And third is that the recycling service provider must be able to scale. They need scalable solutions because they have millions and millions and millions of end of life panels coming home to roost. By comparison, we did just a little over 80,000 panels in Q1. A drop in the proverbial bucket. Our permit submission initially enables us with what we plan to build to do 3.3 million panels per year, or about 100,000 tons. But there's a lot of permitted headroom to grow from there, even in our first facility. Critically, the third thing that recyclers must do to meet the needs of the market is ensure that the environmental liability is fully terminated. And by far the most efficient expedient way to accomplish this is with a zero landfill solution. As many of you have now just read, we are the only company in North America that is R2 certified, responsible recycler by the Solar Energies Industry Association because after a full audit, we have demonstrated that our panel processing with our proprietary thermal methods, produces 100% commodity ready products where in all parts of the panel, including the glass, the aluminum, the fines, anything is fully recycled. 100% zero landfill, 100% material sold, 100% materials reused. And we do it efficiently. We have an extremely low cost operation. The biggest competitive issue in cost is transportation associated with the relative distance to transport the panels to the recycler. Even though we only have one facility today, we're currently winning business from coast to coast. For sure, we're winning in Nevada. For sure, we're winning in California, but we're even winning in Florida. We're winning in New Jersey and in Pennsylvania. And we're also aggressively hiring and building marketing staff today as we speak. But our unit costs and our economics are excellent. The pricing for recycling is at expectation and decommissioning revenues are growing much faster than we expected. The P&L won't show these margins today from just the demo scale facility because our operating expenses are being advanced aggressively to establish this platform. And we're focused on permitting and we're focused on building and we're focused on logistics and storage and market making. The facility is too small to absorb all that investment. However, at this pace, the year would still bring in net positive cash. We also installed additional scrubbing and air quality control systems during the first quarter that resulted in less processing, but much more receiving and storing. So we end up the quarter with about $750,000 in actual revenue in the P&L and Q1, but another $750,000 in deferred revenue. The cash guys don't distinguish between P&L and deferred. It's all cash, it's all billed, and all represents money coming into the company in the second quarter. At the full industry scale, We expect robust cash margins, consistent with any and all previous guidance. If anything, we're happier. We've also fully engaged with the largest customers in the market. I'm talking well beyond RWE. We have at least four more master service agreements in progress. So as great as the RWE success was, and it's just the tip of the iceberg, and it is great, It's just starting and it's just happening here with metals. Let me cover the rest of the milestones for metals and fuels, the second category that Billy referred to, and then we'll wrap it up with the outlook and go right into Q&A. In terms of the milestones, I've already covered the biggest Q1 achievements for metals, which was the securing of the RW business, the R2 certification, and the above expectation sales for the quarter. But let me also add that the facility has now operated for over one year. The R2 designation really provides our customers with a mature certified third-party assurance that we are the only true certified zero landfill solution. This notion of a silver mine that never stops producing is starting to come into plain sight for more and more of our stakeholders. For Comstock Fuels, it was also an incredibly productive quarter, wherein if you can imagine We closed on the strategic Series A investment with Marathon, likely valuing it at $700 million for the fuels business alone. This includes the acquisition of Madison, and we completed all planning for the integration of our two Wisconsin sites, Wausau and Madison. And we can now fully go from woody feedstock, which Madison could not do, to weekly barrels of fuel, which Wausau could not do, and together produce up to two barrels of fuel per week. Those plans are completed. They're fully integrated. The teams are on it. And we're working towards that, which will also allow us to advance our systems to TRL 7. We had targeted Oklahoma. for TRL 7. We can achieve TRL 7 in Wisconsin while we work on pathway approvals, while we work on ASTM product specification approvals, all in advance of Oklahoma and gives us a world-class platform for all product and process development activities. We also earned and received the first million dollars out of three total in incentive awards from Oklahoma's Quick Action Closing Fund by committing to Oklahoma, which we've fully done. The second tranche will be billed as soon as we select and commit to our first site, which we're now down to three remarkable locations and starting to negotiate the terms, we'll pick the best one. As far as I'm concerned, they're all three fantastic. It's gonna be a winner. We're also executing our nearly exclusive license agreement with Hexis and we finalized our plans for our first fuel farm with Hexis in Oklahoma. People are still digesting the implications of Xanogras on our model. As they start to understand that it can produce over 100 barrels of oil per acre per year when compared to corn that sits at only 10 barrels and soybeans that sits at two barrels per acre per year. We have effectively integrated the highest yielding perennial grown carbon with the highest yielding carbon processor. Please let that sink in. It's literally the carbon negative oil well that never stops producing. Despite the time that we spent closing Marathon, it was a lot. and the time spent integrating Madison even more, and the time planning and integrating Hexis almost as much this quarter, most of our time has been spent advancing the Series A and we're on track for closing this quarter. So let me wrap it up all now with the strategic outlook for the rest of 2025. First with metals. Again, it's been operating its demo facility now for over a year. And last year we submitted permits for the first industry scale expansion. The facility is that the facility is sized to expand to 100,000 tons per year. And we would anticipate initially operating it at 50,000 tons of annual capacity and then efficiently doubling that to 100,000 when the rate of end-of-life panels is secured. Likely that second step will occur in 2026. That means we'll spend $6 million to scale up that first 50,000 tons of annual capacity. We only need an additional 3 million, again, likely in 2026. bringing that 50,000 tons to 100,000 tons. We expect the permits for the expansion to be approved by the fourth quarter of this year. But as all that's happening, we continue working on securing these additional master service agreements. That is long-term agreements, strategic agreements, preferred partner agreements with the most meaningful national and regional customers, bringing in panels and bringing in cash flow. As we previously said, billable revenues were expected to be six to eight times greater as compared to last year, or well over $3 million, with proportional future increases as we scale up the facility's capacity. Our expanded facility, running at 100,000 tons a year, would do $65 to $75 million in revenues and a whole lot of cash flow. for a relatively very, very low capital investment. Let me turn to the outlook for fuels. The big objective here is standing up fuels as a separate well-capitalized renewable fuels business through a directly financed spin out and ultimately a public offering, which means the biggest objective is closing on the series A and we're targeting at least 50 million in total and possibly more. The focus and funding will advance our objectives. Ultimately, Fuels is looking to deliver 200 million barrels a year or over 8 billion gallons by 2035. That is an incredibly ambitious goal, and it is precedented. It's been done before. It's been done in the corn ethanol industry. It's been done by others, and it's frankly even smaller than what those other people had done, but it's big. We will also complete our site selection for the first biorefinery project in Oklahoma. That will include feedstock, that will include off-takes, that'll occur this year. And the site selection itself will include, will come much quicker. We'll also begin securing additional and sufficient project level funding for that first facility. That's above and beyond and after the Series A is finished. We'll also execute additional revenue generating license and other commercial agreements that are already in the works. And while we expand our integrated Madison pilot production capabilities to up to two barrels per week of intermediates and fuels, we'll be doing that at the same time because each of these projects are now done. Staffed with dedicated teams working in a coordinated and scheduled manner we've got a lot going on and it's all happening. We are also from a corporate perspective still working very hard on monetizing the rest of the portfolio and we've got a lot of questions that came in from a mining perspective, we could not be happier with what's happening finally. in the mining sector. But our corporate objectives for this year absolutely include monetizing that legacy real estate and the non-strategic investments for over $50 million. This has been painfully slow, but we are moving forward. We are fully engaged. Nothing is being held back. And it's actually got much more active as of late. The rapidly rising Industrial silver demand primarily driven by solar and the ongoing geopolitical concerns have also created an incredible run up. unprecedented run up in gold and possibly greater setup for silver prices over the next several years and we're seeing significant increases in strategic and financial interest. in our mining assets for many things, either investing, acquiring, partnering. It's been a flurry. It seems like it's been a flurry. It's kind of remarkable. It didn't even start until gold hit like 3,000, 3,100, but it's becoming more macro now. We're seeing it across the board. The market for juniors has literally been dead For a decade, I can tell you that from experience. I've been here for the entire 10 years since 2015 when it just dropped off and died. It's 2025 and it now seems to be awakening. Our historic world-class Nevada-based mining assets remain fully permitted. remain well, very well positioned for any type of expansion and monetization, but they're not taking precedent over metals and fuels. So we're getting inquiries. We'll see what they translate into. We know what our resource in the ground is. We know that it can get bigger, but we don't have a gun to our head for those assets. So just to summarize, We're actively attracting some of the most advanced, capable, well-capitalized and innovative enterprises into our system, into our network, into our solutions. The Series A for Fuels will be the next most tangible evidence that both unlocks tremendous value and positions the spin out of Comstock Fuels that creates two very high-growth companies, Nevada-based metals and mining company and an Oklahoma-based fuels company. It's what we outlined in our shareholder letter in January, and it's what we're doing. So, Billy, good there. If you'd like, we can turn to the questions.

Excellent. Certainly a lot to unpack there, Corrado, and we're getting a lot of questions coming in. I mentioned at the top of the call, we received over 50 questions before the call, and let's try to tackle as many as we can. There's a lot of common themes we're seeing consistently through these questions, so I tried to combine them together and try to hit a couple points that seemed very important to the people listening. I know you just covered it, but just back on the mining and the resource assets, You know, maybe we could just lay out one more time, like what the plan and the timetable really for restarting or monetizing those assets. And just one more time, like how do you think the macro conditions and how are they affecting our decisions on that, I think is what people really want to know.