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AM Resources Corp. Interim / Quarterly Report 2020

Aug 24, 2020

46245_rns_2020-08-24_894c79f8-66ad-4c81-83ab-9ff288c8a7e3.pdf

Interim / Quarterly Report

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AM Resources Corp. Unaudited consolidated interim financial statements for the six-months periods ended June 30, 2020 and 2019 (In Canadian dollars)

Table of contents

Notice to readers 3
Unaudited consolidated statements of financial position 4
Unaudited consolidated statements of comprehensive loss 5
Unaudited consolidated statements of changes in equity 6
Unaudited consolidated statements of cash flows 7
Notes to Unaudited consolidated Financial Statements 8-22

..

2

NOTICE TO READERS OF INTERIM CONSOLIDATED FINANCIAL STATEMENTS:

The unaudited consolidated interim financial statements of AM Resources Corp. for the six-month period ended June 30, 2020, were not reviewed by a firm of external auditors.

(s) Adriana Shaw Adriana Shaw, President and Chief Executive Officer

(s) Martin Nicoletti Martin Nicoletti, Chief Financial Officer

3

AM Resources Corp. Consolidated statements of financial position (In Canadian dollars)

ASSETS
CURRENT
Cash
Receivables and other financial assets (note 6)
Prepaid expenses
NON-CURRENT
Property, plant and equipment (note 7)
Exploration and evaluation assets (note 8)
Total assets
LIABILITIES
CURRENT
Accounts payable and accrued liabilities (note 9)
Debentures (note 10)
Promissory notes and loans (note 11)
Current portion of the long-term debt (note 12)
NON-CURRENT
Long-term debt (note 12)
Total liabilities
EQUITY
Share capital (note 13)
Contributed surplus
Other comprehensive loss
Deficit
Total equity attributable to owners of the parent company
Non-controlling interest
Total equity
Total liabilities and equity
June 30, 2020
(Unaudited)
$
1,130
694,167
157,410
852,707
290,749
2,665,495
2,956,244
3,808,950
1,048,413
817,680
426,630
8,887
2,301,610
24,612
2,326,222
7,114,255
403,423
(77,868)
(6,248,819)
1,190,992
291,736
1,482,728
3,808,950
December 31, 2019
(Audited)
$
3,295
454,070
127,331
584,696
346,713
2,912,455
3,259,168
3,843,864
731,438
779,280
184,940
9,208
1,704,866
32,518
1,737,384
7,114,255
403,423
(67,256)
(5,634,802)
1,815,620
290,860
2,106,480
**3,843,864 **

The accompanying notes are an integral part of the consolidated financial statements.

4

AM Resources Corp.

Consolidated Statements of Loss and Comprehensive Loss

(Unaudited, in Canadian dollars)

Sales (note 14)
Cost of sales (note 15)
Gross margin
General and administrative expenses (note 16)
Operating loss
Debentures and long-term debt interest
Finance fees
Gain (loss) on foreign exchange
Net loss
Other Comprehensive Loss
Items that will be reclassified to profit and loss
Foreign currency translation differences
Comprehensive loss
Net loss attributable to:
Non-controlling interest
Owners of the parent
Comprehensive loss attributable to :
Non-controlling interest
Owners of the parent
Basic and diluted loss per share
Weighted average number of shares outstanding
For the three-month periods ended
June 30, 2020
June 30, 2019
$
$
-
311,364
-
(320,157)
-
(8,794)
210,531
358,315
(210,531)
(367,108)
(36,524)
(30,565)
(139)
(9,987)
43,976
14,131
(203,217)
(393,528)
48,315
(57,164)
(154,902)
(450,692)
239
-
(203,456)
281,744
(203,217)
281,744
239
(281,744)
(155,141)
-
(154,902)
(281,744)
(0,001)
(0,007)
61,599,642
61,599,642
For the six-month periods ended For the six-month periods ended
June 30, 2020
$
-
-
-
210,531
(210,531)
(36,524)
(139)
43,976
(203,217)
48,315
(154,902)
239
(203,456)
(203,217)
239
(155,141)
(154,902)
(0,001)
61,599,642
June 30, 2020
$
-
-
-
327,046
(327,046)
(73,117)
(1,621)
(212,233)
(614,016)
5,298
(608,718)
875
(614,891)
(614,016)
875
(608,891)
(608,016)
(0,009)
61,599,642
June 30, 2019
$
671,679
(619,957)
51,722
715,821
(664,099)
(60,219)
(35,603)
28,252
(731,668)
(79,320)
(810,988)
-
281,744
281,744
(281,744)
-
(281,744)
(0,014)
57,682,975

The accompanying notes are an integral part of the consolidated financial statements.

5

AM Resources Corp.

Consolidated statements of changes in equity For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

Balance as of January 1, 2020
Net loss
Other comprehensive loss
Foreign currency translation
differences
Balance as of June 30, 2020
Balance as of January 1, 2019
Mining asset acquisition
Options granted
Net loss
Other comprehensive loss
Foreign currency translation
differences
Balance as of June 30, 2019
Number of
common share
outstanding
Share capital
$ 7,114,255
-
-
7,114,255
Share capital
Restated (note
4.2.3)
$ 6,691,255
423,000
-
-
-
7,114,255
Contributed
surplus
Other
comprehensive
loss
Deficit
Total attributable
to the owners of
the parent
Company
$ $ $ $ 403,423
(67,256)
(5,634,802)
1,815,620
-
-
(614,016)
(614,016)
-
(10,612)
-
(10,612)
403,423
(77,868)
(6,248,819)
1,1960,992
Warrants
Contributed
surplus
Other
comprehensive
loss
$ $ 51,814
329,062
(83,166)
-
-
-
-
22,547
-
-
-
-
-
-
(79,320)
51,814
351,609
(162,486)
Contributed
surplus
Other
comprehensive
loss
Deficit
Total attributable
to the owners of
the parent
Company
$ $ $ $ 403,423
(67,256)
(5,634,802)
1,815,620
-
-
(614,016)
(614,016)
-
(10,612)
-
(10,612)
403,423
(77,868)
(6,248,819)
1,1960,992
Warrants
Contributed
surplus
Other
comprehensive
loss
$ $ 51,814
329,062
(83,166)
-
-
-
-
22,547
-
-
-
-
-
-
(79,320)
51,814
351,609
(162,486)
Non-
controlling
interest





Total equity
61,599,642 $ 290,860 $ 2,106,480
-
-
875
-
(613,140)
(10,612
61,599,642 291,736 1,482,728
Number of
common share
outstanding
56,899,642
4,700,000
-
-
-
61,599,642
Deficit
$ (4,354,004)
256
-
(731,668)
-
(5,085,415)
Total equity
$ 2,634,961
423,256
22,547
(731,668)
(79,320)
2,269,777

The accompanying notes are an integral part of the consolidated financial statements

6

AM Resources Corp.

Consolidated statements of cash flows

(Unaudited, in Canadian dollars)

OPERATING ACTIVITIES
Net loss
Depreciation of property, plant and equipment
Share-based payment
Loss (gain) on foreign exchange
Net change in working capital items (note 19)
Cash flows from operating activities
INVESTING ACTIVITIES
Acquisition of exploration and evaluation assets
Disposal (acquisition) of property plant and equipment
Cash flows from investing activities
FINANCING ACTIVITIES
Short term loans
Issuance of promissory note
Cash flow from financing activities
Foreign currency translation differences
Net change in cash
Cash, beginning of the period
Cash, end of the period
For the six-month periods ended For the six-month periods ended
June 30, 2020 June 30, 2019
$
(614,016)
21,843
-
212,233
114,656
265,285
-
34,121
34,121
241,690
-
241,690
(12,691)
10,526
3,295
1,130
$
(731,668)
50,063
22,547
(28,252)
254,845
(432,466)
(290,433)
(58,735)
(349,168)
-
120,000
-
17,110
(661,634)
785,965
141,441

The accompanying notes are an integral part of the condensed financial statements.

7

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

1. NATURE OF OPERATIONS

AM Resources Corp. (collectively with its subsidiaries, the ‘’Company’’) was incorporated on October 24, 2007 under the Canada Business Corporations Act.

On November 7, 2017 , the NQ Exploration Inc. entered into a share purchase agreement, as amended on April 11. 2018 with AM Resources SAS, whereby NQ Exploration Inc. agreed to acquire all of the issued and outstanding shares of AM Resources SAS (the ‘’Transaction’’). The Transaction closed on April 12, 2018 in exchange of the issuance of common shares of NQ Exploration Inc.

Following the closing of the Transaction, the NQ Exploration Inc. changed its name to AM Resources Corp. and is trading on the TSX Venture Exchange under symbol AMR.

The principal address and records office of the Company is located at 410 St-Nicolas, suite 236, Montreal, Qc, H2Y 2P5.

The Company specializes in exploration of coal, hydrocarbons and gold mining sites located in Colombia.

The unaudited consolidated interim financial statements for the reporting period ended March 31, 2020 were approved and authorized for issue by the Board of Directors on August 21, 2020

2. GOING CONCERN ASSUMPTION

The consolidated financial statements have been prepared on the basis of the going concern assumption, meaning the Company will be able to realize its assets and discharge its liabilities in the normal course of business.

As at March 31, 2020, the Company has not yet determined whether its mineral properties contain mineral deposits that are economically recoverable. The Company has a deficit of $ 6,248,819 ($ 5,634,802 at December 31, 2019) and a negative working capital of $ 1,448,268 (working capital of $ 1,120,170 at December 31, 2019), which is not sufficient to meet the Company’s operating activities. These material uncertainties cast a significant doubt regarding the Company’s ability to continue as a going concern

The Company’s ability to continue its operations is dependent upon obtaining additional financing necessary to continue the exploration of its mineral properties, to pay for general and administrative expenses and to continue to have the support from its suppliers and creditors. Although the Company has managed to do so in the past, there is no guarantee that it will manage to obtain additional financing in the future. These material uncertainties cast significant doubt regarding the Company’s ability to continue as a going concern.

The consolidated financial statements do not include any adjustment to the carrying amounts of assets and liabilities, the revenues and expenses disclosed, and the classification used in the statement of financial position that would be necessary if the going concern assumption was not appropriate.

3. STATEMENT OF COMPLIANCE WITH IFRS

The consolidated financial statements of the Company have been prepared in accordance with IFRS.

Am Resources Corp. is the ultimate parent of the Company.

4. SIGNIFICANT ACCOUNTING POLICIES

4.1 Overall considerations and Basis of evaluation

These consolidated financial statements are prepared using the historical cost method.

4.2 Changes in accounting policies

4.2.1 New standards adopted as at January 1, 2019

IFRS 16 – Leases

On January 1, 2019, the Company has adopted IFRS 16, Leases (‘’IFRS 16’’) using the modified retrospective approach for transition. As a result, comparative information has not been restated. IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases. IFRS 16 replaces IAS 17, Leases (‘’IAS 17’’), and related interpretations. IFRS 16 eliminates the classification of leases as either operating leases as is required by IAS 17 and, instead, introduces a single lessee accounting model.

Previously, the Company classified all leases as operating leases and did not recognize assets or liabilities in the statement of financial position because substantially all the risks and rewards incidental to ownership of the leased asset were not transferred. IFRS 16 requires that lessors recognize assets and liabilities for all leases on the statement of financial position, unless the lease term is 12 months or less or the lease for which the underlying asset is of low value.

The adoption of IFRS 16 did not have a significant impact on the consolidated financial statements of the Company since the leases all have terms of 12 months or less.

4.2.2 Accounting standard issued but not yet adopted

At the date of authorization of these financial statements, everal new, but yet not effective, Standards and amendments to existing Standards, and Interpretations have been published by the IASB. None of these Standards or amendments to existing Standards have been adopted early by the Company.

Management anticipates that all relevant pronouncements will be adopted for the first period beginning on or after the effective date of the pronouncement. New Standards, amendments and Interpretations not adopted in the current year have not been disclosed as they are not expected to have a material impact on the Company’s consolidated financial statements.

8

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

4. SIGNIFICANT ACCOUNTING POLICIES (continued)

4.3 Basis of consolidation

The Company’s consolidated financial statements include the accounts of the parent company and all of its subsidiaries. The parent company controls a subsidiary if it is exposed or has rights to variable returns from its involvement with the subsidiary and whether it has the ability to affect those returns through power it holds over the subsidiary. The Company’s subsidiaries are all 100% owned by the parent company. All subsidiaries have a reporting date of December 31.

All transactions and balances between companies are eliminated upon consolidation, including unrealized gains and losses on transactions between group companies. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Company.

Subsidiaries

Details of the Company’s subsidiaries as at December 31, 2019 are as follows:

Name of subsidiaries
Status
AM Resources SAS
Active
Asfaltitas Colombianas SAS
Active
AM Resources Trading Corp
Inactive
Country of incorporation
Colombia
Colombia
Canada
Interest and voting
100 %
60 %
100 %
Power held
100 %
60 %
100 %

4.4 Foreign currency translation

Functional and presentation currency

The consolidated financial statements are presented in Canadian dollar, which is the functional currency of the parent company and AM Resources Trading Corp. The functional currency for AM Resources SAS and Asfaltitas Colombianas SAS is the Colombian Pesos.

Foreign currency transactions and balances

Foreign currency transactions are translated into the functional currency of the Company or its subsidiaries, using the exchange rates prevailing at the dates of the transactions (spot exchange rate). Foreign exchange gains and losses resulting from the settlement of such transactions and from the remeasurement of monetary items denominated in foreign currency at year-end exchange rates are recognized in profit or loss.

Non-monetary items are not re-translated at year-end and are measured at historical cost (translated using the exchange rates at the transaction date), except for non-monetary items measured at fair value which are translated using the exchange rates at the date when fair value was determined.

Foreign operations

In the consolidated financial statements, all assets, liabilities of the subsidiaries have been translated into Canadian dollars at the closing rate at the time of consolidation. Revenues and expenses have been translated at the average rate in effect during the reporting period. Translation differences are recognized in other comprehensive loss in equity. On disposal of a foreign operation, the related cumulative translation differences recognized in equity are reclassified to profit or loss and recognized as part of the gain or loss on disposal.

4.5 Financial Instruments

Recognition and derecognition

Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the financial instrument.

Financial assets are derecognized when the contractual rights to cash flows from the financial asset expire, or when the financial asset and all risks and rewards are transferred.

A financial liability is derecognized when it is extinguished, discharged, cancelled or expired.

Classification and initial measurement of financial assets

Financial assets are initially measured at fair value adjusted for transaction costs.

Financial assets are classified at into the following categories:

  • Amortised cost

  • Fair value through profit or loss

  • Fair value through other comprehensive income

In the periods presented the Company does not have any financial assets categorised as fair value through profit or loss or through other comprehensive income.

The classification is determined by both:

  • The entity’s business model for managing the financial asset

  • The contractual cash flow characteristics of the financial asset.

All income and expenses relating to financial assets that are recognized in profit or loss are presented within the financial costs, financial income or other financial items, except for impairment of trade receivables which is presented within other expenses.

9

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

4.0 SIGNIFICANT ACCOUNTING POLICIES (continued)

4.5 Financial Instruments (continued)

Subsequent measurement of financial assets

Financial assets are measured at amortised cost if the assets meet the following conditions:

  • They are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows

  • The contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest in the principal amount outstanding

After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. The Company’s cash, trade and most other receivables (except for commodity taxes) fall into this category of financial instruments.

Impairment of financial assets

IFRS 9’s impairment requirements use more forward-looking information to recognise expected credit losses – the ‘expected credit loss (ECL) model’. This replaces IAS 39’s ‘incurred loss model’. Instruments within the scope of the new requirements included advances measured at amortised cost and trade receivables. Recognition of credit losses is no longer dependent on the Company first identifying a credit loss event. Instead the Company considers a broader range of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

In applying this forward-looking approach, a distinction is made between:

  • financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low credit risk (‘Stage 1’) and

  • financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not low (‘Stage 2’).

‘Stage 3’ would cover financial assets that have objective evidence of impairment at the reporting date.

‘12-month expected credit losses’ are recognised for the first category while ‘lifetime expected credit losses’ are recognised for the second category.

Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected life of the financial instrument.

Trade and other receivables and contract assets

The Company makes use of a simplified approach in accounting for trade and other receivables and records the loss allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the potential for default at any point during the life of the financial instrument. In calculating, the Company uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses using a provision matrix. The Company assess impairment of trade receivables on a collective basis as they possess shared credit risk characteristics they have been grouped based on the days past due.

Classification and measurement of financial liabilities

The Company’s financial liabilities include trade and other payables, debenture and long term debt. Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Company designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVTPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss (other than derivative financial instruments that are designated and effective as hedging instruments). All interest-related charges and, if applicable, changes in an instrument’s fair value that are reported in profit or loss are included within finance costs or finance income.

4.6 Inventories

Inventories are measured at cost or net realizable value, whichever is lower. The cost of inventories is based on the first-in, first-out method, and includes disbursements in the acquisition of inventories, production or transaction costs and other costs incurred in moving them to their current location and conditions.

The net realizable value is the estimated sale value during the normal course of business, less termination costs and estimated sale costs.

4.7 Property, equipment and intangible assets

Property and equipment are stated at historical cost, less any accumulated amortization and any accumulated impairment losses. Historical cost includes all costs directly attributable to the acquisition.

The depreciation is recognised in profit or loss based on the straight-line method over the estimated useful lives of each item of property, plant and equipment. The following are the estimated useful lives for the current and comparative year.

Machinery and equipment 10 years
Vehicules 5 years
Computers and communication equipment 3 years

10

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

4.0 SIGNIFICANT ACCOUNTING POLICIES (continued)

4.8 Exploration and evaluation expenditures, and exploration and evaluation assets

Exploration and evaluation expenditures are costs incurred in the course of the initial search of mineral resources before the technical feasibility and commercial viability of extracting a mineral resource are demonstrable. Costs incurred before the legal right to undertake exploration and evaluation activities are recognized in profit or loss when they are incurred.

Once the legal right to undertake exploration and evaluation activities has been obtained, all costs of acquiring mineral rights, expenses related to the exploration and evaluation of mining properties, less refundable tax credits related to these expenses, are recognized as exploration and evaluation assets.

Expenses related to exploration and evaluation include topographical, geological, geochemical and geophysical studies, exploration drilling, trenching, sampling, general expenses, financial charges, management fees and other costs related to the evaluation of the technical feasibility and commercial viability of extracting a mineral resource.

The various costs are capitalized on a property-by-property basis pending determination of the technical feasibility and commercial viability of extracting a mineral resource. These assets are recognized as intangible assets and are carried at cost less any accumulated impairment losses. No depreciation expenses are recognized for these assets during the exploration and evaluation phase.

Whenever a mining property is considered no longer viable, or is abandoned, the capitalized amounts are written down to their recoverable amounts, the difference is then immediately recognized in profit or loss.

When technical feasibility and commercial viability of extracting a mineral resource are demonstrable, exploration and evaluation assets related to the mining property are transferred to property and equipment in Mining assets under construction. Before the reclassification, exploration and evaluation assets are tested for impairment and any impairment loss is recognized in profit or loss before reclassification.

To date, neither the technical feasibility nor the commercial viability of extracting a mineral resource has been demonstrate.

Although the Company has taken steps to verify title to the mining properties in which it holds an interest, in accordance with industry practices for the current stage of exploration of such properties, these procedures do not guarantee the validity of the Company’s titles. Property titles may be subject to unregistered prior agreements and non-compliance with regulatory requirements.

4.9 Equity

Share capital represents the amount received on the issue of shares. If shares are issued when options and warrants are exercised, the share capital account also comprises the costs previously recorded as contributed surplus and warrants. In addition, if shares were issued as consideration for the acquisition of a mineral property or some other form of non-monetary assets, they were measured at their fair value according to the quoted price on the day of the issuance of the shares.

Unit placements

Proceeds from unit placements are allocated between shares and warrants issued on a prorate basis. Proceeds are allocated to shares and warrants according to their relative weighted fair value. The share’s fair value is determined using the quoted price on the stock exchange and the warrants fair value is estimated using the Black & Scholes pricing model.

Other elements of equity

Contributed surplus includes charges related to share options and the value of expired warrants as well as the conversion option of convertible debentures. Warrants include the value of outstanding warrants. When share options and warrants are exercised, the related compensation cost and value are transferred to share capital. Deficit includes all current and prior period retained profits or losses and share issuance costs, net of any underlying income tax benefit from these issuance costs.

4.10 Share-based compensation

The Company operates an equity-settled share-based payment plan for its eligible directors, employees and consultants. The Company’s plan is not cash-settled.

All goods and services received in exchange for the grant of any share-based payments are measured at their fair values, unless that fair value cannot be estimated reliably.

If the Company cannot estimate reliably the fair value of the goods or services received, the entity shall measure their value indirectly by reference to the fair value of the equity instruments granted. For the transactions with employees and others providing similar services, the Company measured the fair value of the services received by reference to the fair value of the equity instruments granted.

All equity-settled share-based payments (except warrants to brokers) are ultimately recognized as an expense in the profit or loss or capitalized as an exploration and evaluation asset, depending on the nature of the payment with a corresponding credit to Contributed surplus, in equity. Equity-settled share-based payments to brokers, in respect of an equity financing are recognized as issuance cost of the equity instruments with a corresponding credit to Contributed surplus, in equity.

If vesting periods or vesting conditions apply, the expense is allocated over the vesting period, based on the best available estimate of the number of share options expected to vest. Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. Estimates are subsequently revised if there is any indication that the number of share options expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting is recognized in the current period. No adjustment is made to any expense recognized in prior period if share options ultimately exercised are different to that estimated on vesting.

11

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

4.0 SIGNIFICANT ACCOUNTING POLICIES (continued)

4.11 Impairment of Long-lived Assets

Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Some assets are tested individually for impairment and some are tested at a cash generating unit level. The recoverable amount is the higher of its fair value less costs for sale and its value in use (present value of the future cash flows expected). An impairment loss is recognized when their carrying value exceeds the recoverable amount. The amount of the impairment loss is determined as the excess of the carrying value of the asset over its recoverable amount.

4.12 Provisions

A provision is a liability for which the maturity or the amount is uncertain. A provision is recognized if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. As at March 31, 2020, there is no provision accounted for in the statement of financial position.

The Company’s operations are governed by government environment protection legislation. Environmental consequences are difficult to identify in terms of amounts, timetable and impact. As of the reporting date, management believes that the Company’s operations are in compliance with current law and regulations. Site restoration costs currently incurred are negligible. When the technical feasibility and commercial viability of extracting a mineral resource have been demonstrated, a restoration provision will be recognized in the cost of the mining property when there is constructive commitment that has resulted from past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and the amount of the obligation can be measured with sufficient reliability.

All provisions are reviewed at each reporting date and adjusted to reflect the current best estimate.

4.13 Basic and Diluted Loss per Share

Basic loss per share is calculated by dividing the loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the year.

Diluted loss per share is calculated by adjusting the loss attributable to common shareholders of the Company and the weighted average number of common shares outstanding, the effects of all dilutive potential ordinary shares which include options and warrants. It is assumed that the dilutive potential ordinary shares were converted into ordinary shares at the average Market price at beginning of the year or the date of issue of potential ordinary shares, if later.

To calculate diluted loss per share, an entity shall assume dilutive options and dilutive warrants were exercised. The assumed proceeds from these instruments shall be regarded as having been received from issuance of common shares at the average market price of common shares during the year.

Diluted loss per share equals basic loss per share given the anti-dilutive options and warrants.

4.14 Mining Properties Options Agreements

Options on interests in mining properties acquired by the Company are recorded at the value of the consideration paid, including other future benefit given up but excluding the commitment for future expenditures. Commitment for future expenditures does not meet the definition of a liability and thus are not accounted for immediately. Expenditures are accounted for only when incurred by the Company.

When the Company sells interest in a mining property, it uses the carrying amount of the interest before the sale of the option as the carrying amount for the portion of the property retained, and credits any cash consideration received against the carrying of this portion (any excess is recognized as a gain in profit or loss). The Company does not recognize expenses related to the exploration and evaluation performed on the property by the acquirer.

4.15 Segment Disclosures

In identifying its operating segments, management generally uses the nature of the activities of mining sites. The Company currently operates in one segment: the exploration of mining properties.

Segments are reported on the same basis as the internal information reported to the chief decision makers in allocating resources to operating segments and assessing the performance of these segments. The chief decision makers are represented by the management.

12

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

4.0 SIGNIFICANT ACCOUNTING POLICIES (continued)

4.16 Leases

Applicable as at January 1, 2019 :

At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. At inception or on reassessment of a contract the contains a lease component, the Company allocates the consideration in the contract to each lease component on the basic of their relative stand-alone prices.

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The right-of-use asset is subsequently depreciated on a straight-line basis from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. If the lease transfers ownership of the underlying assets to the Company by the end of the lease term of it he cost of the right-ofuse asset reflects that the Company will exercise a purchase option, the right-of-use asset is depreciated from the commencement date to the end of the useful life of the underlying asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of property and equipment assets. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain re-measurements of the lease liability. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate. The lease liability is measured at amortized cost using the effective interest rate method and is remeasured when there is a change in future lease payments. When the lease liability is re-measured, a corresponding adjustment is made to the carrying amount of the right-of use asset or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low-value assets. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

Applicable before January 1, 2019.

Before January 1, 2019, all leases were treated as operating leases. Where the Company was a lessee, payments on operating lease agreements were recognized as an expense on a straight-line basis over the lease term. Associated costs, such as maintenance and insurance, were expensed and incurred.

4.17 Revenues

Sale of Coal and Sale of transportation services

Revenues from the sale of coal and/or transportation services rendered during the ordinary activities are recognized at the fair value of the consideration received or receivable. Revenues from the sale of coal is recognized at the point of time when the customers obtain control of the product. Control is achieved when the coal is delivered to the customer, we have a present right to payment for the product, significant risks and rewards of ownership have transferred to the customer according to contracts terms and there is no unfulfilled obligation that could affect the customer’s acceptance of the product. The Company has revenue from transportation services related to the transportation of the coal that is sold. The price of the transportation services is fixed and negotiated once a year with the client.

4.18 Income taxes and deferred taxes

Tax expense recognized in profit or loss comprises the sum of deferred tax and current tax not recognized directly in equity.

Current income tax assets and/or liabilities comprise those obligations to, or claims from, fiscal authorities relating to the current or prior reporting periods, that are unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in the financial statements. Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

However, since the Company is in exploration phase and has no taxable income, tax expense recognized in profit or loss is currently comprised only of deferred tax.

Deferred income taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases. However, deferred tax is not provided on the initial recognition of goodwill or on the initial recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit.

Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their respective period of realization, provided they are enacted or substantively enacted by the end of the reporting period. Deferred tax assets are recognized to the extent that it is probable that the underlying tax loss or deductible temporary difference will be utilized against future taxable income. Deferred tax liabilities are always provided for in full.

Deferred tax assets and liabilities are offset only when the Company has a right and intention to set off current tax assets and liabilities from the same taxation authority.

Changes in deferred tax assets or liabilities are recognized as deferred income tax expense in profit or loss, except where they relate to items that are recognized directly in equity, in which case the related deferred tax is also recognized in equity.

4.19 Non-controlling interests

Non-controlling interests (‘’NCI’’) represent equity interests owned by outside parties. NCI maybe initially measured either at fair value of at the NCI’s proportionate share of the recognized amounts of the acquirees identifiable net assets. The choice of measurement is made on a transaction by transaction basis. The share of net assets attributable to non-controlling interests is presented as a component of equity. Their share of net income and comprehensive income is recognized directly in equity. Total Comprehensive income of subsidiaries is attributed to the shareholders of the Company and to the NCI even if this results in the NCI having a deficit balance. Changes in the parent company’s ownership interest that do not result in a loss of control are accounted for as equity transactions.

13

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

4.0 SIGNIFICANT ACCOUNTING POLICIES (continued)

4.20 Significant Accounting Judgments, Estimates and Assumptions

The preparation of financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the application of accounting policies as well as the carrying amount of assets, liabilities, revenues and expenses. Actual results may differ from those estimates.

The estimates and underlying assumptions are reviewed regularly. Any revision to accounting estimates is recognized in the period during which the estimates is revised and in future periods affected by these revisions.

4.20.1 Key sources of estimation uncertainty

Impairment of exploration and evaluation assets

Exploration and evaluation assets shall be assessed for an impairment test when facts and circumstances suggest that their carrying amount may exceed recoverable amount. When facts and circumstances suggest that the carrying amount exceeds the recoverable amount, the Company shall measure, present and disclose any resulting impairment loss. Indications of impairment as well as the evaluation of recoverable amount of exploration and evaluation assets require significant judgment and estimation. Management considers various factors including, but are not limited to, financial and human resources available, exploration budgets planned, importance and results of exploration work done previously, industry and economic trends and price of minerals.

Share-based payments

To estimate expenses for share-based payments, it is necessary to select an appropriate valuation model and obtain the inputs necessary for the valuation model chosen. The Company estimated the volatility of its own shares or of shares of similar companies and the expected life and the exercise period of options and warrants granted. The model used by the Company is the Black-Scholes valuation model (see note 13).

Provisions and contingent liabilities

The judgment is used to determine whether a past event has created a liability that should be recorded in the financial statements or whether it should be presented as a contingent liability. Quantify these liabilities involves judgments and estimates.

These judgments and estimates are based on several factors, such as the nature of the claim or dispute, legal procedures and the potential amount to be paid, legal advice obtained, previous experience and the likelihood of the realization of a loss.

4.20.2 Significant management judgment

The following are significant management judgments in applying the accounting policies of the Company that have the most significant effect on the financial statements.

Going concern

The assessment of the Company’s ability to continue as a going concern and to raise sufficient funds to pay for its ongoing operating expenditures, meets its liabilities for the ensuing year and to fund planned and contractual exploration and evaluation programs, involves judgments based on historical experience and other factors including expectation of future events that are believed to be reasonable under the circumstances. See Note 2 for more information.

5. SUBSIDIARY ACQUISITION AND REVERSE TAKEOVER

On February 4, 2019, AM Resources SAS entered into share purchase agreement with 7779534 Canada Inc., whereby the Company agreed to acquire 60% of the issued and outstanding shares of Asfaltitas Colombianas SAS. The transaction closed on May 30, 2019.

The acquisition of Asfaltitas Colombianas SAS does not constitute a business combination as Asfaltitas Colombianas SAS does not meet the definition of a business under IFRS 3.

The fair value of the consideration for the interest acquired is as follows:

The fair value of the consideration for the interest acquired is as follows:
4,700,000 shares issued and outstanding of AM Resources Corp. $
423,000

The fair value of the Company’s shares issued and outstanding prior to the acquisition has been determined based on the market value of the Company’s shares on May 30, 2019.

Following the closing of the transaction, the estimated fair value of the net assets acquired is: .

Trade accounts receivable
Exploration and evaluation assets
Trade and accounts payable
Non-controlling interest
$
5,522
758,187
(58,709)
(282,000)
423,000

14

AM Resources Corp.

Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019

(Unaudited, in Canadian dollars)

6. RECEIVABLES AND OTHER FINANCIAL ASSETS

As at June 30, 2020 the receivables include the following components:

As at June 30, 2020 the receivables include the following components:
Trade accounts receivable
Advances to individuals, without interest cashable on demand
Taxes receivables
Income tax instalments receivable
Advances to private companies, without interest cashable on demand
Other
June 30, 2020
$ 1,872
57,134
96,047
61,927
459,356
17,231
694,167
December 31, 2019
$ 4,394
7,054
90,629
83,850
258,131
10,012
454,070

7. PROPERTY, PLANT AND EQUIPMENT

Details of the Company’s property, plant and equipment and their carrying amounts are as follows:


Machinery and
equipment

Computer and
communication
equipment
Vehicles Total
Gross carrying amount

At January 1, 2019
304,573 8,353 98,457 411,383

Additions / Transfers
5,559 - 58,384 63,943
Disposal - - (31,371) (31,371)

Exchange difference
(18,129) (497)
(5,861)

(24,487)
At December 31, 2019 292,003 7,856 119,609 419,468
Exchange difference (29,234) (696) (10,598) (40,528)
At June 30, 2020 262,770 7,160 109,011 378,941
Accumulated Depreciation

At January 1, 2019
(16,915) (998) (16,947) (34,860)

Depreciation

(28,980)

(1,563)

(23,021)

(53,564)

Disposal

-

13,594

13,594

Exchange difference
1,007 59 1,009 2,075
At December 31, 2019 (44,888) (2,502) (25,365) (72,755)
Depreciation
(10,226)

(716)

(10,901)

(21,843)

Exchange difference

3,937

222

2,248

6,406
At June 30, 2020 (51,177) (2,996) (34,018) (88,191)
Carrying amount December 31, 2019 247,115 5,354 94,244 346,713
Carrying amount June 30, 2020 211,593 **4,164 ** **74,992 ** 290,749

15

AM Resources Corp.

Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

8. EVALUATION AND EXPLORATION ASSETS

Mining Properties
Colombia
Property – Mina Luz (a)
Mining rights
Exploration and evaluation expenses
Colombia
Property – Rio Negro (b)
Mining rights
Exploration and evaluation expenses
Colombia
Property – Mico (c)
Mining rights
Exploration and evaluation expenses
Colombia
Property – Esperanza (d)
Mining rights
Exploration and evaluation expenses
Summary
Mining rights
Exploration and evaluation expenses
Mining Properties
Colombia
Property – Mina Luz (a)
Mining rights
Exploration and evaluation expenses
Colombia
Property – Rio Negro (b)
Mining rights
Exploration and evaluation expenses
Colombia
Property – Mico (c)
Mining rights
Exploration and evaluation expenses
Colombia
Property – Esperanza (d)
Mining rights
Exploration and evaluation expenses
Summary
Mining rights
Exploration and evaluation expenses
Balance as at
January 1, 2020
$ 1,241,647
165,097
1,406,744
699,993
24,500
718,493
-
31,600
31,600
755,618
-
755,618
2,691,258
221,197
2,912,455
Balance as at
January 1, 2019
$ 1,305,979
87,333
1,393,312
743,453
24,500
767,953
-
-
-
-
-
-
2,049,432
111,833
2,161,265
Additions
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Additions
$ -
77,764
77,764
-
-
-
-
31,600
31,600
755,618
-
755,618
755,618
109,364
864,982
Exchange difference
(118,514)
-
(118,514)
(61,493)
-
(61,493)
-
-
-
(66,953)
-
(66,953)
(246,961)
-
(246,961)
Exchange difference
(64,332)
-
(64,332)
(49,460)
-
(49,460)
-
-
-
-
-
-
(113,792)
-
(113,792)
Balance as at
June 30, 2020
$ 1,123,133
165,097
1,288,230
632,501
24,500
657,001
-
31,600
31,600
688,665
-
688,665
2,444,298
221,197
2,665,495
Balance as at
December 31, 2019
$ 1,241,647
165,097
1,406,744
693,993
24,500
718,493
-
31,600
31,600
755,618
-
755,618
2,691,258
221,197
2,912,455

a) Mina Luz

The company owns 80% of the Mina Luz property covering 40 hectares. The property is situated southwest of Popayan and 150km southwest of Cali Columbia.

b) Rio Negro Property: Hydrocarbons

The Rio Negro property consists of a mining concession covering 97.5 hectares and situated 50 km north-southwest of Bucaramanga, Columbia. On September 25, 2017, the Company signed an agreement to acquire a 60% interest in the property for a total consideration of $ 743,453 ($ 600,000 USD), including a cash payment of $ 508,286 ($ 400,000 USD) upon signature of the agreement and $ 235,167 ($ 200,000 USD) payable at the mining rights transfer. As at March 31, 2020 the mining rights have been transferred.

16

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

8. EVALUATION AND EXPLORATION ASSETS (continued)

c) Mico Property : Au

The Mico gold property consists of one mining concession covering an area of 10.4 hectares and situated in the department of Bolivar, Colombia, some 470 km to the north of Bogota, Columbia. The Company earned a 60 % interest.

d) Esperanza Property : Hydrocarbons

The Esperanza property consists of a mining concession covering 298 hectares and is situated in 70 km northwest of Bucaramanga, Columbia. On April 12, 2019, the Company announced the closing of an arm’s length acquisition of 60 % indirect interest in the La Esperanza asphaltite property in consideration of the issuance of 4,700,000 common shares at $ 0,09 for a total consideration of $ 423,000 (See note 5).

9. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

9. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Trade accounts and accrued liabilities:
Advance from a company owned by the majority shareholder, without
interest or repayment term
Employees benefits
June 30, 2020
$ 1,003,733
30,000
14,640
1,048,413
December 31, 2019
$ 672,880
30,000
28,558
731,438

10. DEBENTURES

On August 14, 2018 , the Company issued debentures units of $ 600,000 USD ($ 817,680 as at June 30, 2020, $ 779,280 as at December 31, 2019). Each debentures units is comprised of $ 1,000 USD principal amounts of unsecured debentures of the Company due initially on August 14, 2019 and 250 warrants. Each warrant entitles the holder to purchase a share until August 14, 2019 at a price of $ 0.30 per share. The debentures bear interest at an annual rate of 15% payable initially on August 14, 2019. No value was attributed to the 150,000 issued warrants. In 2019, the term of the principal amount was extended to December 31, 2020.

11. PROMISSORY NOTES AND LOANS

On May 17, 2019 , the Company signed a promissory note with a private lender of $ 70,000. The principal amount of the promissory note is due on May 17, 2020. The promissory note bears interest at an annual rate of 10 % and is payable on May 17, 2020. After the year end, the promissory note was extended to December 31, 2020.

On June 4, 2019 , the Company signed a promissory note with a private lender of $ 50,000. The principal amount of the promissory note is due on June 4, 2020. The promissory note bears interest at an annual rate of 10 % and is payable on June 4, 2020. After the year end, the promissory note was extended to December 31, 2020.

On August 16, 2019 , the Company signed a promissory note with a private lender of $ 68,140 ($ 50,000 USD). The principal amount of the promissory note is due on August 16, 2020. The promissory note sees interest at an annual rate of 10 % and is payable on August 16, 2020. After the year end, the promissory note was extended to December 31, 2020.

On March 5, 2020 , the Company signed a loan agreement with a private lender of $ 204,420 ($ 150,000 USD). The principal amount and $ 34,070 ($ 25,000 USD) is due on March 5, 2021.

On March 10, 2020 , the Company signed a loan agreement with a private lender of $ 34,070 ($ 25,000 USD). The principal amount and $ 6,814 ($ 5,000 USD) is due on March 10, 2021.

12. LONG-TERM DEBT

12. LONG-TERM DEBT
Loan for machinery and equipment, 7,5%, payable in monthly instalments of $1,094
including interests, maturing in September 2023
Current portion
June 30, 2020
$ 33,500
(8,887)
24,612
December 31, 2019
$ 41,726
(9,208)
32,518

The estimated instalments in long-term debt for the next year are $ 4,316 in 2020, $ 9,412 in 2021, $ 10,555 in 2022 and $ 9,217 in 2023.

13. EQUITY

13.1 Share capital

Authorized

Unlimited number of common shares without par value

Changes in the Company capital stock were as follows:

On May 30, 2019, the Company acquired a 60% interest in Asphaltite Colombia SAS (‘’ASF’’) that holds the Esperanza asphaltite mining property. The Esperanza property consists of a mineral concession that covers an area of 298 hectares in the western portion of the department of Norte de Santander in Colombia. The Company issued 4,700,000 common shares ($ 423,000).

17

(Unaudited, in Canadian dollars)

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019

13. EQUITY (continued)

13.2 Share purchase options

The shareholders of the Company approved a share-based payment plan to purchase shares (the “Plan”) that members of the Board may grant options to purchase shares to its directors, officers, employees and consultants to purchase common shares of the Company. Conditions and the exercise price of each stock option is determined by the board of directors.

The purchase price of common shares upon exercise of each option granted under the plan, will be the price set for this option by the Board at the time of grant of each option. The term of the options cannot exceed 5 years.

The options vest at the date of grant, except for options granted to consultants doing investors’ relationship activities, for which the vesting period is twelve months.

The plan provides that the maximum number of common shares in the capital of the Company which may be reserved for issuance under the plan may not exceed 10 % of the publicly traded shares issued and outstanding on the grant date of the options (on a non-diluted basis), which represents 5,689,964.

The total number of shares reserved for options exercised in favor of the same person must not represent in any 12 months period, more than 5% of the issued and outstanding shares of the Company this number is calculated to the date the option is granted.

The total number of shares reserved for options exercised in favor of consultants and people that provide services of investor relations must not represent in any 12 month period, more than 2% of common shares issued and outstanding shares of the Company, this number being calculated at the date the option is granted.

All share-based payments will be settled in equity. The Company has no legal or contractive obligation to repurchase or settle the options in cash.

The Company’s share options are as follows for the reporting periods presented:

Balance, beginning of period
Granted
Balance, end of period
Options exercisable at the end of period
June 30, 2020
Weighted average
exercise price
December 31, 2019
Number
2,100,000
-
2,100,000
2,100,000
Number
1,800,000
300,000
2,100,000
2,100,000
Weighted average
exercise price
$ 0,16
-
0,16
0,16
$ 0.17
0,10
0,16
0,16

The following table summarizes the information relating to the share purchase options granted under the plan as at June 30, 2020.

Range of Exercise price
$ 0,10 to 0,16
0,17 to 0,19
0,20 to 0,23
Number of options
300,000
1,500,000
300,000
Remaining life (years)
3,83
2,75
2,83

The following table summarizes the information relating to the share purchase options granted under the plan as at December 31, 2019.

Range of Exercise price
$ 0,10 to 0,16
0,17 to 0,19
0,20 to 0,23
Number of options
300,000
1,500,000
300,000
Remaining life (years)
4,41
3,28
3,39

14. REVENUES

Sales
Transport
Other revenues
15. COST OF SALES
Coal
Transport
Depreciation of property, plant and equipment
For the three-month periods ended
June 30, 2020
June 30, 2019
$
$
-
188,267
-
121,155
-
1,942
-
311,364
For the three-month periods ended
June 30, 2020
June 30, 2019
$
$
-
212,462
-
93,187
-
14,508
-
320,157
For the six-month periods ended For the six-month periods ended
June 30, 2020
June 30, 2019
$
$
-
395,096
-
240,559
-
36,025
-
671,679
For the six-month periods ended
June 30, 2019
$
395,096
240,559
36,025
671,679
June 30, 2020
$
-
-
-
-
June 30, 2020
$
-
-
-
-
June 30, 2019
$
418,821
173,086
28,050
619,957

18

AM Resources Corp.

Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

16. GENERAL AND ADMINISTRATION EXPENSES

16. GENERAL AND ADMINISTRATION EXPENSES
Salaries and other employee benefits
Rental expenses
Consulting and professional fees
Management fees
Share-based payment
Other operational expenses
For the three-month periods ended
June 30, 2020
June 30, 2019
$
$
5,061
-
600
28,382
153,031
18,669
20,789
242,734
-
22,547
31,050
45,983
210,530
358,315
For the six-month periods ended
June 30, 2020
$
5,061
600
153,031
20,789
-
31,050
210,530
June 30, 2020
$
22,614
1,200
198,811
40,599
-
63,823
327,046
June 30, 2019
$
58,692
39,197
476,836
-
22,547
118,549
715,821

17. FINANCIAL ASSETS AND LIABILITIES

The carrying amount and fair value of financial instruments presented in the statement of financial position are as follows:

FINANCIAL ASSETS
Cash
Receivables and other financial assets
FINANCIAL LIABILITIES
Accounts payable and accrued liabilities
Debenture
Promissory notes and loans
Advance from a company owned by the
majority shareholders
Long term debt
June 30, 2020
Fair Value
$ 1,130
598,120
599,250
1,003,138
817,680
426,630
30,000
33,500
2,310,947
December 31, 2019
Carrying amount
$ 1,130
598,120
599,250
1,003,138
817,680
426,630
30,000
33,500
2,310,947
Carrying amount
$ 3,295
279,591
282,886
672,880
779,280
184,940
30,000
41,726
1,708,826
Fair value
$ 3,295
279,591
282,886
672,880
779,280
184,940
30,000
41,726
1,708,826

The financial assets and liabilities are measured at fair value in accordance with the fair value hierarchy. This hierarchy groups financial assets and liabilities into three levels based on significance of inputs used in measuring the fair value of the financial assets and liabilities.

The Company defines the fair value hierarchy under which its financial instruments are valued as follows:

  • Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities at the reporting date;

  • Level 2 includes inputs other than quoted prices in Level 1 that are observable for assets or liability, either directly or indirectly; and

  • Level 3 includes inputs for the asset or liability that are not based on observable market data.

The carrying value of cash, trade receivable, accounts payable and accrued liabilities and debentures are considered to be a reasonable approximation of their fair value because of the short-term maturity and contractual terms of these instruments. The Fair value of long-term debt has been determined by discounting future cash flows using rates in effect at the end of the year. The fair value approximates the carrying amount.

18. LOSS PER SHARE

The calculation of basic loss per share is based on the loss for the year divided by the weighted average number of shares in circulation during the year. In calculating the diluted loss per share, dilutive potential ordinary shares such as share options and warrants, have not been included as they would have the effect of decreasing the loss per share. Decreasing the loss per share would be antidilutive.

There have been no other transactions involving ordinary shares between the reporting date of the disclosure authorization of these consolidated financial statements.

19. ADDITIONAL INFORMATION – CASH FLOWS

Accounts payable and accrued liabilities
Receivables and others
Prepaid expenses
Inventory
For the six-month periods ended For the six-month periods ended
June 30, 2020
$
384,832
(240,097)
(30,079)
-
114,656
June 30, 2019
$
113,529
135,503
20,047
(14,234)
254,845

19

AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

20. RELATED PARTY TRANSACTIONS

These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed by the related parties.

The following table shows the compensation paid or payable to the Board of Directors and key management personnel. Key management personnel are the executive members of AM Resources Corp. board of directors and employees of the Company.

Management fees
Consulting fees
Total compensation
Share-based payments
Total compensation
For the six-month periods ended For the six-month periods ended
June 30, 2020
$
39,620
15,000
54,620
-
54,620
June 30, 2019
$
165,556
39,000
204,556
22,547
227,103

21. POLICIES AND PROCESSES FOR MANAGING CAPITAL

As at June 30, 2020, the capital of the Company consists of equity, debentures and long-term debt. The Company’s capital management objective is to have sufficient capital to be able to meet its exploration and mining development plan in order to ensure the growth of its activities and to ensure to pursue its activities. It has also the objective to have sufficient cash to finance its exploration and evaluation expenses, the investing activities and the working capital requirements. There were no significant changes in the Company’s approach to capital management during the three-month period ended June 30, 2020. The Company finances its exploration activities primarily seeking additional capital either through private placements or public offerings.

22. FINANCIAL INSTRUMENT RISKS

The company is exposed to various risks in relation to financial instruments. The Company’s financial assets and liabilities are summarized in Note 17. The main types of risks the Company is exposed to are credit risk and liquidity risk.

a) Credit risk

Credit risk is the risk that a party to a financial instrument will default on one of its obligations and thereby cause the other party to incur a financial loss. Cash, other receivables, advances and loans receivable are the Company's principal financial instruments that are potentially subject to credit risk. The credit risk on loans receivable is limited since the contracting party is the private Company holding the Mina Luz property in Colombia. As a result, the Company does not expect the other parties to default. The book values represent the Company's maximum exposure to credit risk.

Receivables

In assessing expected credit losses, trade receivables have been measured on a collective basis since they share common credit risk characteristics. They have been grouped according to the number of days they are past due and the geographic location of the client.

Expected credit loss rates are based on historical credit loss rates in prior years and current and prospective macroeconomic data that affect the client’s ability to pay amounts owing. Trade receivables are written off, in other words derecognized, when there is no reasonable expectation of recovery. Failure to pay within 180 days of the date of invoice and no commitment to the Company regarding an alternative payment arrangement are, among other things, considered as indicators that there is no expectation reasonable recovery. Based on the above, expected credit losses over the total life of trade receivables as at June 30, 2020 are insignificant.

Advances to individuals and private companies

All Company advances measured at amortized cost are considered to have a low credit risk given that the Company regularly validates the credit quality. The impairment loss adjustment recorded is based on expected losses for 12 months. This one is not significant.

b) Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet the obligations associated with its financial liabilities. Liquidity risk management serves to maintain a sufficient amount of cash and to ensure that the Company has sufficient financing sources. The Company establishes budgets to ensure it has the necessary funds to fulfill its obligations.

When the counterparty has a choice of when an amount is paid, the liability is included on the earliest date in which the payment can be required.

As at June 30, 2020, the working capital is negative of $ 1,457,563. In order to continue its operation, the Company will have to find additional fund and despite the fact it has been successful in the past, there is no guarantee for the future. Actually, there remains a significant risk that the Company is unable to find cash if even the management is optimistic to find the necessary cash for the implementation of its strategic plan.

c) Interest rate risk

The long-term debt and debentures bear interest at a fixed rate and the Company is, therefore, exposed to the risk of changes in fair value resulting from interest rate fluctuations.

d) Foreign currency risk

The Company is exposed to foreign currency risk arising from the degree of volatility of the exchange rate. The Company is exposed to the foreign currency risk through is bank account, is advances to private companies and is debenture that are initially in US dollars. The Company does not use derivative financial instruments to reduce its exposure to foreign exchange risk.

Furthermore, an intercompany balance of $ 1,825,652 ($ 1,811,709 as at December 31, 2019) between AM Resources SAS and AM Resources Corp exposes AM Resources Corp. to currency fluctuations between the Colombian pesos and the Canadian dollar.

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AM Resources Corp. Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019

(Unaudited, in Canadian dollars)

23. SEGMENT REPORTING

Management currently identifies one operating segment (note 4.15).

The following information provides the required information for all the Company.

Non current assets
Revenus
Non current assets
Revenus
June 30, 2020
Canada
$
-
-
Colombia
$
2,956,244
-
Total
$
2,956,244
-
June 30, 2019
Canada
$
-
-
Colombia
$
3,250,393
1,022,593
Total
$
3,250,393
1,022,593

24. LEASE

At June 30, 2020, the Company has committed to short-term leases and the total commitment at that date was $ 24,612.

25. SUBSIDIARY WITH MATERIAL NON-CONTROLLING INTERESTS

The Company includes one subsidiary with material non-controlling interests (NCI), Asfaltitas Colombianos SAS:

Proportion of ownership interests and Proportion of ownership interests and Total comprehensive income Total comprehensive income Accumulated
Name voting rights held by the NCI allocated to NCI NCI
December 31, December 31,
June 30, 2020 2019 June 30, 2020 June 30, 2019 June 30, 2020 2019
$ $ $ $
Asfaltitas
Colombianos SAS 40 % 40 % 875 - 291,736 290,860

No dividends were paid to the NCI during the year 2019

Summarized financial information for Asfaltitas Colombianos SAS, before intragroup eliminations, is set out below:

Non-current assets
Current assets
Total assets
Non-current liabilities
Current liabilities
Total liabilites
Equity attributable to owners of the parent
Non-controlling interests
June 30, 2020
$ 754,824
18,954
773,778
-
(67,804)
(67,804)
414,238
291,736
December 31, 2019
$ 755,618
18,954
774,572
-
(72,412)
(72,412)
411,300
290,860

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AM Resources Corp.

Notes to Consolidated Financial Statements For the six-month periods ended June 30, 2020 and 2019 (Unaudited, in Canadian dollars)

25. SUBSIDIARY WITH MATERIAL NON-CONTROLLING INTERESTS (continued)

Revenue
Loss for the period attributable to owners of the parent
Loss of the period attributable to NCI
Loss for the period
Total comprehensive loss for the period attributable
to owners of the parent
Total comprehensive loss for the period attributable to NCI
Total comprehensive loss for the period
Net cash from operating activities
Net cash outflow
June 30, 2020
$ -
1,312
875
2,187
1,312
875
2,187
June 30, 2020
$ (2,187)
(2,187)
March 31, 2019
$
-
-
-
-
-
-
-
March 31, 2019
$
-
-

26. SUBSEQUENT EVENT

Subsequent to year-end, the COVID-19 pandemic is causing significant financial market and social impact. The situation is dynamic with various cities and countries around the world responding in different ways to address the outbreak. These events are likely to cause significant changes to the assets or liabilities in the coming year or to have a significant impact on future operations. The activities in Colombia were completely stop due to the lockdown in March 2020 and haven’t restart yet. Following these events, the Company has taken and will continue to take action to minimize the impact. However, it is impossible to determine the financial implications of these events for the moment.

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