RELATED PARTY TRANSACTIONS | NOTE 7 – RELATED PARTY TRANSACTIONS During March 2019, the Company was informed that a change of control of the Company had occurred. Granite Peak Resources, LLC (“GPR”) through its members (including Pure Path Capital Management LLC) acquired 69,464,434 shares of common stock (including 4,500,000 warrants to purchase common stock). The members transferred their shares of common stock of the Company in exchange for a pro-rata ownership interest in GPR. GPR also acquired the senior secured creditor position previously held by Pure Path Capital Group LLC, which includes a $2,500,000 First Deed of Trust on the Tonopah property and an outstanding promissory note with a principal balance of $2,229,187 and accrued interest of $1,283,644 as of September 30, 2020. The members of Granite Peak Resources LLC are listed in the Schedule 13D filed by GPR on March 29, 2019. GPR has not communicated to the Company any plans to change any of the current officers or directors or governing documents and has expressed the purpose of its acquisition is to assist the Company execute on its business plan and resolve its current obligations and other claims. Neither GPR nor the Company, however, can give any assurances that such creditors or claimants will be amicably resolved. As of the date of this filing, GPR is the beneficial owner of 56.4% of the Company’s common stock and the Company’s largest secured creditor. The background regarding Pure Path’s Senior Secured Note is described below. During the Company’s acquisition of the Shea assets in 2011, Pure Path purchased the Loan Modification Agreement and the NJB Forbearance Agreement directly from NJB Mining, Inc. In connection with the assignment of a forbearance agreement the Company and Pure Path executed an Agreement in Principle setting forth terms of the forbearance agreement which were subsequently further revised pursuant to Settlement and Release Agreement executed October 10, 2013 with the Company (collectively the “Pure Path Agreements”).The Pure Path Agreements provided for Pure Path’s forbearance of collection remedies and legal proceedings against the Company including foreclosure on the Deed of Trust, and, in connection with the settlement and release of various debts of approximately $1,500,000 and the consulting fees owed by the Company, the Company issued 27,000,000 restricted shares and a Promissory Note (the “Pure Path Note”) for an amount of up to $2,500,000 with a beginning principal balance of $1,933,345 bearing interest of 8% per year for the current balance of the amounts owed under the Pure Path Agreements. The forbearance period has long since expired and the Pure Path Note has retained all of its original remedies under its First Deed of Trust. In addition, pursuant to a Forbearance Agreement with GPR dated December 20, 2019, the Company pledged of 100% of its stock in Tonopah Milling and Metals Group, Inc. and that of its subsidiaries TCP and TR, in exchange for GPR’s agreement to forbear foreclosure proceedings for six months further securing GPR’s combined Pure Path Note and LOC positions. The outstanding principal balance on the Pure Path Note was $2,229,187 as of both September 30, 2020 and December 31, 2019, with related accrued interest of $1,283,644 and $1,143,474, respectively. This Senior Secured Note is in default. GPR’s LOC position is described in Note 4. On February 11, 2015, the Company issued an unsecured promissory note (the “Note”) to Tina Gregerson Family Properties, LLC, an entity controlled by a former director of the Company. The Note for up to $750,000 was provided in tranches. Maturity of each tranche is one year from the date of receipt. Interest accrues at 8% per annum on each tranche. Under the terms of the Note, the Company received $477,500. At September 30, 2020 and December 31, 2019, there is $210,761 and $182,084 interest accrued. This Note is in default. On April 17, 2020, the Company and Sustainable Metal Solutions, LLC (“SMS”), an affiliate of GPR, agreed to form a joint venture styled Esmeralda Renewal Energy Zone (“EREZ”). The Company has agreed to contribute the solar energy rights attributable to its 1,083 acres to EREZ in exchange for SMS’s agreement to develop, manage and underwrite the EREZ venture. |