United States securities and exchange commission logo
September 9, 2022
Grant Brackebusch
Vice President, Chief Financial Officer
Idaho Strategic Resources, Inc.
201 N. Third Street
Coeur d Alene, ID 83814
Re: Idaho Strategic
Resources, Inc.
Form 10-K for the
Fiscal Year ended December 31, 2021
Filed March 31,
2022
File No. 001-41320
Dear Mr. Brackebusch:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year ended December 31, 2021
Description of Properties, page 10
1. We note that you appear
to describe two or more material property interests in this
section, considering
the status of your Golden Chest Mine, and recent activity on, and
amounts capitalized
for, the Alder Gulch Project.
Please expand your
disclosures to include the summary information prescribed by Item
1303(b) of Regulation
S-K, which should cover all of your property interests in addition to
those that are subject
to Item 1304(a) of Regulation S-K.
Geology & Mineralization, page 12
2. We note that you have
disclosure associated with your 2021 reserve update on page 12,
including the 2.0 g/t
cutoff grade, though do not provide adequate details regarding the
underlying calculation,
including the inputs and assumptions being made.
Grant Brackebusch
FirstName LastNameGrant Brackebusch
Idaho Strategic Resources, Inc.
Comapany 9,
September NameIdaho
2022 Strategic Resources, Inc.
September
Page 2 9, 2022 Page 2
FirstName LastName
Please expand your disclosures to provide a discussion of this
calculation including the
appropriate modifying factors and associated rationale.
3. We note that you report reserves as of December 31, 2021 for the
Golden Chest Mine on
page 12 and have filed a related Memo at Exhibit 99.2.
Please file a Technical Report Summary for your resource/reserve
properties that
conforms to Item 601(b)(96) of Regulation S-K as required by Item
1302(b).
4. We note that you provide some individual property disclosures on pages
9 through 19
although without all of the prescribed information.
Please modify your disclosures as necessary to differentiate between
material and non-
material property interests, considering the guidance in Item 1301(c)
of Regulation S-K,
and provide all of the required information for your material
properties to comply with
Item 1304(b) of Regulation S-K.
For example, you must identify the location of material properties on
a map that is
accurate to within one mile, using an easily recognizable coordinate
system, pursuant
to Item 1304(b)(1)(i) of Regulation S-K.
If you do not have all of the information that would ordinarily be
disclosed to comply with
this guidance, disclose the nature and scope of any such limitations.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operations, page 25
5. We note you report that revenues and gross profit were both higher in
2021 compared to
2020 as a result of an increase in gold grade and tonnes processed at
the mill.
Given that revenue was 34.5% higher than in the preceding year, and
gross profit as a
percentage of sales was 6.4% in 2021 compared to 1.2% in 2020, further
details should be
provided to address any material changes in prices and costs, and to
address the indicative
value of your reported financial information. For example, indicate
the timeframe over
which you expect these more favorable conditions to prevail, improve,
or decline.
This may require descriptions of trends, events and uncertainties that
have had a material
impact on reported operations, or that are reasonably likely to have a
material impact on
future operations, to comply with Item 303(a), (b) and (b)(2) of
Regulation S-K.
For example, given that you attribute these increases to higher
volumes and higher grades
of ore, indicate how long you plan to be mining higher volumes and
higher grades of ore
before these are depleted or mining shifts to lower-grade deposits.
Also address the extent to which cost of sales are correlated with
tonnes milled as opposed
to mineral content or grade of ore being mined, to facilitate an
understanding of changes
Grant Brackebusch
Idaho Strategic Resources, Inc.
September 9, 2022
Page 3
in gross profit as a percentage of sales; and explain how
treatment/smelter and refining
charges are determined and address any material changes or variability
in such costs.
Financial Statements
Report of Independent Registered Public Accounting Firm, page 27
6. We note that the audit report from the independent public accounting
firm on page 27 is
addressed to the shareholders of New Jersey Mining Company, and refers
to the financial
statements of New Jersey Mining Company in the first paragraph of the
opinion.
Auditing Standard 3101.08 requires that the audit report include the
name of the company
whose financial statements were audited. As you report having changed
the company
name to Idaho Strategic Resources, Inc. on December 6, 2021, please
obtain and file a
revised audit report that refers to the company name in effect when
issued.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
You may contact Mark Wojciechowski, Staff Accountant, at (202) 551-3759
if you have
questions regarding comments on the financial statements and related matters.
You may contact
Ken Schuler, Mining Engineer, at (202) 551-3718 if you have questions regarding
comments on
your mineral property disclosures.
Please contact Karl Hiller, Branch Chief, at (202) 551-3686 with any
other questions.
FirstName LastNameGrant Brackebusch Sincerely,
Comapany NameIdaho Strategic Resources, Inc.
Division of
Corporation Finance
September 9, 2022 Page 3 Office of Energy
& Transportation
FirstName LastName