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CANEX Metals Inc. — Management Reports 2020
Dec 17, 2020
43278_rns_2020-12-17_77b0b4c8-d0d7-4164-b589-51b11ef36cee.pdf
Management Reports
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
The following management discussion and analysis (MD&A) is management's assessment of the results and financial condition of CANEX Metals Inc. ("CANEX" or "the Company") for the year ended September 30, 2020. The information included in this MD&A, with an effective date of December 17, 2020, should be read in conjunction with the Consolidated Financial Statements as at and for the year ended September 30, 2020 and related notes thereto. CANEX Metal's common shares trade on the TSX Venture Exchange under the symbol "CANX". The Company's most recent filings are available on the System for Electronic Document Analysis and Retrieval ("SEDAR") and can be accessed at www.sedar.com.
The Company's Consolidated Financial Statements for the year ended September 30, 2020 have been prepared in accordance with International Financial Reporting Standards ("IFRS") as at and for the year ended September 30, 2020. The Company has consistently applied the same accounting policies throughout all periods presented. The Company's accounting policies are provided in Note 3 "Summary of significant accounting policies" to the annual Consolidated Financial Statements as at September 30, 2020. All dollar amounts are in Canadian dollars, unless otherwise noted.
The "Qualified Person" under the guidelines of National Instrument 43-101 of the Canadian Securities Administrators ("NI 43-101") for CANEX Metals' exploration projects in the following MD&A is Dr. Shane Ebert, P. Geo., a Professional Geologist, registered in the Province of British Columbia and the President and Director of CANEX Metals. The scientific and technical information concerning such properties contained herein has been reviewed by Dr. Ebert.
Statements and/or financial forecasts that are unaudited and not historical, including without limitation, exploration budgets, data regarding potential mineralization, exploration results and future plans and objectives, are to be regarded as forward-looking statements that are subject to risks and uncertainties that can cause actual results to differ materially from those anticipated. Such risks and uncertainties include risks related to the Company’s business including, but not limited to: general market and economic conditions, limited operating history, continued industry and public acceptance, regulatory compliance, potential liability claims, additional capital requirements and uncertainty of obtaining additional financing and dependence on key personnel. Actual exploration and administrative expenditures can differ from budget due to unforeseen circumstances, changes in the market place that will cause suppliers’ prices to change, and additional findings that will dictate that the exploration plan be altered to result in more or less work.
All forward-looking information is stated as of the effective date of this document, and is subject to change after this date. There can be no assurance that forward-looking information will prove to be accurate and future events and actual results could differ materially from those anticipated.
1. Principal Business of the Company
CANEX Metals, including its wholly owned subsidiary, Canexco Inc. (“Canexco”), is engaged exclusively in the business of mineral exploration and development and, as the Company have no mining operations and no earnings there from, is considered to be in the exploration stage. The recoverability of the amounts comprising exploration and evaluation assets is dependent upon the existence of economically recoverable mineral reserves; the acquisition and maintenance of appropriate permits, licenses and rights; the ability of the Company to obtain financing to complete the development of the mineral properties where necessary and upon future profitable production; or, alternatively, upon the Company’s ability to recover its costs through a disposition of its interests. The Company’s philosophy is to acquire projects at the grass roots level and advance them to a point where partners can be brought in to further the properties to the stage where a mine is commercially feasible or the property can be sold outright.
The Company has no operating income and no earnings; exploration and operating activities are financed by the sale of common shares and warrants. None of the Company’s mineral properties are in production. Consequently, the Company’s net income is a limited indicator of its performance and potential.
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
2. Highlights – year ended September 30, 2020
Gold Range Property, Arizona, USA
- During fiscal 2019, the Company acquired by staking and option, the Gold Range Property which occurs in Northern Arizona within a larger district that has seen historic lode and placer gold production but limited modern lode gold exploration. Refer to Section 7) - “Contractual obligations” and Note 7 – “Exploration and evaluation assets” of the Audited Consolidated Financial Statements at September 30, 2020, for more information. Initial exploration and staking began in early June 2019 with multiple subsequent phases of staking and fieldwork conducted. Initial exploration focused on the Discovery Zone, where a prospector recently discovered a quartz vein containing abundant coarse gold, and the Adit Zone, where historic adits and workings expose a high-grade quartz vein system. Three hundred and ninety surface chip and grab samples have been taken at the property ranging from trace to 95.3 g/t gold, averaging 4 g/t gold. Fieldwork by the Company has identified numerous gold exploration targets on the property with grab samples from outcropping quartz veins returning multiple values in the 20 to 40 g/t gold range, and chip sampling returning values of 31.7 g/t gold over 1 metre, 24.3 g/t gold over 1.5 metres, 28.1 g/t gold over 1 metre, 17.2 g/t over 1.1 metre, and 8.47 g/t gold over 5.6 metres. The Company has now identified gold-bearing quartz veins within a 5 by 3 kilometre area and identified in excess of 6 priority exploration targets across the property. The property size has increased from 14 claims (289.2 hectares) in early June 2019 to 145 claims (1042.9 hectares) as of September 2020. Highlights from the Gold Range Property include the Pit Zone where historic small scale open pit mining has exposed a series of high-grade flat dipping quartz veins adjacent to an exploration target defined by geophysics and gold in soils that extend over an area 300 to 450 metres long by 90 to 130 metres wide. A 0.5 to 2.4-metre-wide high-grade quartz vein extends up to 500 metres to the southwest of the Pit Zone and has seen considerable historic underground mining. Seven chip samples taken from this vein system by CANEX average 12.85 g/t gold. Other high-grade gold vein systems have been identified within 1 kilometre of the Pit Zone, including separate zones where chip sampling has returned 53.2 g/t gold over 0.6 metres and 7.34 g/t gold over 2.25 metres.
Soil sampling at the Central Zone has resulted in the discovery of 730-metre-long by up to 250-metrewide gold-in-soil anomaly that remains open to the north. Recent prospecting within this soil anomaly resulted in the discovery of a new poorly exposed zone of quartz veining that returned 19.35 g/t gold over 0.4 metres.
The summer 2020 field program resumed July 2, 2020 and was completed on by September 30, 2020. Field personnel conducted surface exploration and mapping activities focussing on expanding existing zones and discovering new zones of gold mineralization. Multiple new gold exploration targets were identified and were advanced to define new drill tartes for future testing. Over 100 rock and 214 soil samples were collected from these targets and submitted for assay. A single geophysical test line of induced polarization – resistivity was completed. Due to high fire risk a second test line was cancelled. Results of these programs were released in News Release 20-19 dated September 10, 2020.
The drill program, which was conducted during August and September 2020, terminated early due to equipment limitations. However, 14 holes for a total of 1481 meters of drilling were completed. Drilling was conducted at 5 different targets across the Gold Range property and a total of 1,044 drill samples were sent for analysis. Partial results from this program were disclosed in News Release 20-20, 20-21 and 20-22 dated October 27, 2020, November 2, 2020 and November 16, 2020 respectively. The remaining results will be released as they are received, compiled and interpreted.
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Key exploration events at Gold Range include:
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Option agreement signed on 3 key claims over a new gold discovery – June 2019
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CANEX stakes 11 claims surrounding the new gold discovery – June 2019
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CANEX stakes 23 additional claims – October 2019
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Trenching and Drilling permits received – October 2019
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
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Trenching and mapping program conducted – October 2019
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CANEX stakes 32 additional claims – November 2019
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Drone airborne magnetic survey results received – January 2020
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CANEX stakes 73 additional claims – January 2020
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Amended exploration permit received – February 2020
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CANEX options Never Get Left Claim – February 2020
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Field mapping, prospecting, and soil sampling conducted – Feb to May 2020
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Field mapping and soil sampling conducted – July to August 2020
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Drill program conducted – August to September 2020
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For more information related to the fiscal 2020 exploration program updates and results refer to the following News Releases: 19-16 dated December 3, 2019, 19-17 dated December 16, 2019, 20-1 dated January 16, 2020, 20-2 dated January 20, 2020, 20-3 dated January 27, 2020, 20-6 dated February 20, 2020, 20-7 dated February 25, 2020, 20-8 dated February 26, 2020, 20-10 dated March 27, 2020, 20-13 dated April 27, 2020, 20-14 dated May 11, 2020, 20-15 dated May 27, 2020, 20-16 dated June 24, 2020, 20-17 dated June 29, 2020, 20-18 dated August 25, 2020, 20-19 dated September 10, 2020, 20-20 dated September 29, 2020, 20-20 dated October 27, 2020, 20-21 dated November 2, 2020 and 20-22 dated November 16, 2020.
Echo, Fulton, Red and Beal properties, British Columbia
- During the three-month period ended December 31, 2019, the Company conducted a ground magnetic survey at Echo. After thorough analysis of the results of this program, the Company was unable to identify clear targets for advancement and therefore terminated the option, returning the Echo property to the vendor, and fully impairing the remaining expenditures as of March 31, 2020. Refer to Section 3) “Mineral Properties, Echo, Fulton, Red and Beal properties, British Columbia” below for further information.
Corporate
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On October 4, 2019, the Company issued 710,000 options that may be exercised at $0.055 per share to October 4, 2024. Refer to Note 15 – “Share-based payment transactions” of the Audited Consolidated Financial Statements at September 30, 2020 for more information.
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On October 29, 2019, the Company closed a non-brokered private placement share issuance for aggregate gross proceeds of $606,000. The placement was comprised of 12,120,000 common shares at $0.05 per share. The proceeds of the financing will be used to explore the Gold Range Property, evaluate additional exploration opportunities, and for general working capital.
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On November 13, 2019, 100,000 options exercisable at $0.06 per share were exercised for gross proceeds of $6,000.
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During the year ended September 30, 2020, 3,000,000 warrants, exercisable at $0.08 per share and 181,583 warrants, exercisable at $0.05 per share were exercised for gross proceeds of $249,079.
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The Company closed a non-brokered private placement share issuance on April 7, 2020 consisting of 6,666,920 shares at $.09 per share for gross aggregate proceeds of $600,039. The proceeds of the financing will be used to explore the Gold Range Property, evaluate additional exploration opportunities, and for general working capital.
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On June 23, 2020, Spruce Ridge Resources declared a dividend-in-kind of common shares of Canada Nickel Co. Inc. (“CNC”), based on the number of shares held at July 6, 2020, the record date, at a ratio of 1 CNC share to 53.72 Spruce Ridge shares. On September 4, 2020, the Company received 104,867 shares valued at $0.94 per share for a total value of $98,575
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During the year ended September 30, 2020, the Company disposed of 200,000 Spruce Ridge Resources Ltd. (“Spruce Ridge”) shares for cash proceeds of $15,433 net of commissions, and 50,000 Canada Nickel Co. Inc. (“CNC”) for cash proceeds of $77,117 net of commissions. See Note 6 – “Short-term investments” of the Audited Consolidated Financial Statements dated September 30, 2020 for more information.
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
- On October 15, 2020, 2,300,000 warrants exercisable at $0.10 per share, expiring October 20, 2020, were exercised for total proceeds of $230,000.
The Company continues to actively search for new early stage exploration opportunities and avenues for growth in stable jurisdictions within North America. The Company has not entered into any business combination, acquisition or similar agreements except as noted above.
3. Mineral Properties
Gold Range Property, Arizona, USA
As at September 30, 2020, the Company holds 145 lode mining claims (1042.9 hectares) in respect of the Gold Range Property, including acquisitions via the option agreements noted below as well as staking. The area has seen historic lode and placer gold production but limited modern lode gold exploration. The gross costs and impairments recorded to the Gold Range Property at September 30, 2020 are $963,577 and $nil, respectively (September 30, 2019 - $80,278 and $nil).
On June 11, 2019, the Company’s wholly owned subsidiary, Canexco Inc., entered into an Option Agreement to acquire a 100% interest in the Gold Range Property, Arizona, USA from a Prospector, the “Optionor”. The Gold Range Property, under option, is comprised of three staked lode mineral claims with a total area of 61.98 acres and is in Mohave County, Arizona, USA. Since the acquisition through the option agreement, the Company has continued to stake additional lode mining claims increasing its holdings to 145 mining lode claims (1,043 hectares) covering prospective ground surrounding the area of interest optioned. The area has seen historic lode and placer gold production but limited modern lode gold exploration.
Under the terms of the agreement, the Company is committed to make options payments and minimum exploration expenditures totaling US$90,000 and US$80,000 over four years, respectively. On June 11, 2019, the Company paid US$10,000 (CDN$13,405) and on June 6, 2020, the Company paid US$15,000 (CDN$20,306) in accordance with the agreement. In addition, the Optionor will retain a 2% NSR, half of which can be bought back by the Company for US$500,000; the remaining half can be bought back for US$1,000,000. Refer to Section 7) d) “Contractual obligations” for the remaining commitments under the terms of the agreement at September 30, 2020.
On February 24, 2020, the Company’s wholly-owned subsidiary, Canexco Inc., entered into an arm’s length Option Agreement to acquire a 100% interest in the Never Get Left Claim, Mohave County, Arizona, USA from Onyx Exploration Inc., the “Optionor” which is adjacent to the Company’s Pit Zone target on the Gold Range Property. The Never Get Left Claim, under option, is comprised of one staked lode mineral claims with a total area of 20.99 acres and is located in Mohave County, Arizona, USA.
Under the terms of the agreement, the Company is committed to make options payments totaling US$90,000 over four years. On February 24, 2020, the Company paid US$10,000 (CDN$13,397) in accordance with the agreement. In addition, the Optionor will retain a 2% NSR, half of which can be bought back by the Company for US$500,000; the remaining half can be bought back for US$500,000. Additionally, the Company must pay 10% of any profits realized from the processing and recovery of metals from the existing leach pad materials located within the Optionor’s claim.
Earlier in 2019 a prospector using a hand-held metal detector discovered a quartz vein containing abundant visible gold concealed under shallow soil cover at the Gold Range property. This area is termed the Discovery Zone, and subsequent work by CANEX has demonstrated that soil sampling should be an effective tool for identifying these covered gold zones, with a test soil line over the Discovery Zone returning up to 838 parts per billion gold in proximity to the discovery. CANEX has conducted 3 detailed soil lines around the discovery area to help trace the zone prior to a trenching program that will be designed to fully expose the mineralized quartz vein. Recent fieldwork at the Adit Zone has defined a 1000-metrelong linear trend of historic workings and exposed quartz veins along the zone. Surface and underground exposures at the core of the Adit Zone were mapped and chip sampled, with gold observed in several
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
samples. During Q4 2019, the Company submitted a reclamation bond of US$20,450, for its proposed exploration program. Permitting for trenching and drilling activities was received in October 2019. The Company commenced its planned program during Q1 2020, which included excavator trenching, surface rock and soil sampling and geologic mapping with the goal to better define and sample known mineralized zones across their entire width and explore them along strike. A follow up program was conducted to evaluate the newly identified target areas, and consisted of a property wide airborne magnetic survey, additional trenching and drilling and a 10-day detailed mapping and soil sampling program of multiple new targets. Positive magnetic survey results prompted the Company to file an appended exploration permit application with the Bureau of Land Management, to allow for an expanded trenching and drilling program and to commission an additional drone magnetic survey over two priority targets to obtain increased resolution and positioning.
Permitting was received in February, allowing the Company to conduct its planned mapping and sampling programs at Gold Range in preparation for a final trenching program, prior to selecting drill targets. The March program was ended prior to completion to comply with health and travel advisories related to the Corona virus pandemic (see Section 21) “Novel corona virus pandemic”). However, during Q3 2020, the Company engaged a local contractor to complete a seven day field program of soil sampling. Results for 303 soil samples and one rock sample from the Central zone are reported in News Release 20-13 dated April 27, 2020. Results related to the February and March field programs are reported in News Release 2014 dated May 11, 2020. Additional results related to the May field program are reported in News Release 20-17 dated June 29, 2020.
On July 2, 2020, the Company resumed its planned exploration program at Gold Range as travel restrictions were lifted and work was allowed resume in the area. Field personnel began conducting surface exploration and mapping activities focusing on expanding existing zones and discovering new zones of gold mineralization. Multiple new gold exploration targets were identified and have been advanced to define new drill targets for future testing. Over 100 rock samples and 214 soil samples were collected from these targets and submitted for assay, the results of which were disclosed in News Release 20-19 dated September 10, 2020 and News-Release 20-20 dated September 29, 2020.
The drill program began on August 25, 2020, with the goal to drill 1675 meters of reverse circulation drilling designed to test up to 7 different targets over multiple holes per targets. Equipment limitations forced early termination of the drill program with 88 percent of the planned drilling being completed. Samples from the completed holes were sent to the assay lab in batches and are in varying stages of processing. Results from holes 1 to 5 were released in News Release 20-20 dated October 27, 2020. The remaining results will be released as they are received, compiled and interpreted.
Gibson Prospect, British Columbia
The Gibson prospect ("Gibson") is 887 hectares in size and located in central British Columbia, approximately 95 kilometres northwest of Fort St. James. The area is accessible via a network of all-weather logging roads. Gibson contains mesothermal gold-silver mineralization hosted in highly altered volcanic and sedimentary rocks adjacent to the Hogem Batholith. The zone was discovered and explored by Noranda Exploration Company from 1989 to 1991. Following soil sampling and induced polarization geophysical surveys, Noranda exposed precious metal mineralization in hand trenches with surface samples returning 12.86 g/t gold and 144.7 g/t silver over 1.5 meters and 5.35 g/t gold and 2136 g/t silver over 1.7 meters. Noranda subsequently drilled 9 holes with 8 and 9 holes intersecting significant gold and silver mineralization. The best drill intercept returned 4.26 meters grading 6.77 g/t gold and 1828 g/t silver. The mineralized zone appears to be about 4.5 metres wide and at least 400 metres long and remains open in all directions. Prior to recent work by CANEX no follow up trenching or drilling has been conducted at Gibson since the highly successful Noranda program.
The Noranda hand trenching and drill results are reported in BC Assessment report 21762 for Noranda Exploration Company by Stewart and Walker 1991. This drilling was done prior to NI 43-101 and should be
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
considered historic in nature. The results have not been verified by CANEX Metals and should not be relied upon.
On April 4, 2017, the Company announced it had signed a Letter of Intent to acquire a 100% interest in the Gibson property from Altius Resources Inc. ("Altius"), a wholly held subsidiary of Altius Minerals (TSX:ALS). The Option agreement (“the Agreement”) was executed on May 12, 2017; and received Exchange approval on May 17, 2017. The Company also assumed the obligation of an underlying option agreement with Steven Scott, an arm’s length party (the “Underlying Agreement”).
Under the terms of the Agreement, the Company is committed to issue a maximum 3,545,000 common shares to Altius, in three stages plus incur minimum exploration expenditures up to $500,000 within 18 months, and make $90,000 in cash or share equivalent payments to Steven Scott, to earn a 100% interest in Gibson. The Company issued 1,125,000 common shares to Altius on signing of the Option Agreement and Exchange approval valued at $78,750 and paid $5,000 to Steven Scott pursuant to the Underlying Agreement. On February 14, 2018, the Company paid Steven Scott $15,000 pursuant to the Underlying Agreement. On October 5, 2018, the Company issued 1,180,000 common shares valued at $82,600 pursuant to the Agreement and on February 21, 2019, the Company issued 400,000 common shares to Steven Scott, valued at $20,000, and on February 27, 2020, the Company issued 121,951 shares to Steven Scott valued at $25,000 pursuant to the Underlying Agreement. On November 12, 2018, the Company was granted an extension to meet its minimum exploration expenditures of $500,000 by November 12, 2018 to July 15, 2019, as lack of access during 2018, in part, prevented the Company from completing the required expenditures with in the allotted time. On June 20, 2019, the Company was granted a further extension to meet its minimum exploration expenditures of $500,000 by July 15, 2019 to July 15, 2020 as lack of access to capital has prevented the Company from completing the required expenditures by the allotted time. On July 16, 2020, the Company was granted a further extension to meet its minimum exploration expenditures of $500,000 by July 15, 2020 to November 30, 2020 which was subsequently extended to July 31, 2021. All other terms of the Agreement remain unchanged. For more information relating to this transaction see News Release 17-1 issued April 4, 2017 and Section 7) Contractual obligations in this report. The gross costs and impairment recorded to the Gibson Prospect as at September 30, 2020 are $448,027 and $nil, respectively (September 30, 2019 - $422,527 and $nil).
Shane Ebert through his company, Vector Resources (see Note 17 - "Related parties and transactions and key management remuneration" to the Audited Consolidated Financial Statements for the year ended September 30, 2020, which accompany this MD&A) is involved in British Columbia project generation activities for Altius. Vector Resources is entitled to 5% of the compensation, 177,250 shares, due to Altius under the Gibson agreement.
In addition, Altius will retain a right to purchase an underlying 1.5% Net Smelter Royalty ("NSR") and preferential rights on any future royalties or streams granted on the Property. If the Company achieves measured and indicated mineral resources in excess of 1 million gold equivalent ounces, a Milestone Payment of 1,275,000 shares will be issued to Altius. Altius will have a pro rata right to participate in future equity financings of the Company for two years.
Pursuant to the Underlying Agreement, Steven Scott is also entitled to the additional milestone bonuses of 1) $25,000 in cash or securities upon a Bankable Feasibility Study; and 2) $50,000 in cash or securities upon Commercial Production.
Exploration permits for Gibson were received allowing the Company to establish an access road into the zone and conduct trenching and drilling. During August 2017, the Company completed an access trail into Gibson and excavated 8 trenches, uncovering considerable zones of alteration and silver-gold mineralization. Detailed trench mapping and sampling was conducted with 161 surface rock samples and 464 soils collected. Highlights of the trenching results include 4.0 g/t gold equivalent (Au Eq) over 12 metres, 24.1 g/t Au Eq over 1 metre, 5.9 g/t Au Eq over 3 metres, 10.7 g/t Au Eq over 1 metre, 1.3 g/t Au Eq over 16 metres, 2.8 g/t Au Eq
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
over 9 metres, and 5.5 g/t Au Eq over 3 metres. As a condition of permitting, the Company has issued a $10,000 reclamation security deposit to British Columbia Ministry of Energy and Mines.
The Company completed its summer 2018 drilling program on the Gibson Prospect in October 2018. Ten shallow drill holes were completed, testing a small portion of a soil anomaly measuring 850 metre long by up to 500 metres wide. The results for all holes have been received and are summarized in the News Release 19-2, dated January 16, 2019. The main Gibson Vein Zone (“GVZ”) shows high grade and bulk minable potential. Five of six holes drilled into the GVZ have returned high grade and indicate continuity over the 200 metres of strike drilled to date. Two to three subparallel veins ranging from 0.5 to 3.7 metres wide occur within the GVZ and the veins remain open in all directions. CANEX Metals has submitted a new exploration permit application to allow for additional drilling, trenching and geophysical surveys, and looks forward to an active exploration season in 2021; however future exploration expenditures on the Gibson Prospect will be dependent upon the Company successfully completing financing to fund planned programs.
Echo, Fulton, Red and Beal properties, British Columbia
On June 21, 2018, the Company signed a Definitive Agreement granting the Company an option to acquire a 100% interest in five mineral exploration properties in British Columbia from Altius Resources Inc. ("Altius"), a wholly-owned subsidiary of Altius Minerals Corp. (TSX:ALS). The 5 properties are named Ace, Echo, Fulton, Red and Beal. Refer to News Release 18-3, June 25, 2018 for more information. Pursuant to the Definitive Agreement, the acquisition of the Ace property was conditional upon satisfactory resolution of a property access issue by August 15, 2018. Since the access issue remained unresolved, the Ace property was dropped from the Definitive Agreement. Refer to News Release 18-4, August 20, 2018 for more information. All other terms of the Definitive Agreement remain unchanged. The terms of the agreement are summarized below.
To acquire a 100% interest in the Echo, Fulton, Beal and Red properties, the Company was required to spend a minimum of $30,000 on exploration within 15 months of closing (on or before September 21, 2019) the definitive agreement and issue to Altius 500,000 common shares for each project it elects to acquire. The timeline to complete these expenditures was extended to December 31, 2019. In addition, Altius would retain a 1.75% Gross Smelter Royalty ("GSR") on all properties within a 5 km area of interest. For each property that achieves a measured and indicated mineral resource in excess of 0.5 million gold equivalent ounces, a Milestone Payment of 1.5 million shares will be issued to Altius. Refer to News Release 18-3, dated June 25, 2018 and News Release 18-4, dated August 20, 2018. There were no financing obligations attached to the Definitive Agreement.
The Company began evaluating these properties during Q4 2018 and continued to move forward during the year ended September 30, 2019, with further evaluations of the Echo, Beal, Fulton and Red properties. Fieldwork conducted on these properties, included geologic mapping, prospecting, and soil sampling. The fieldwork was designed to identify and refine exploration targets for more advanced work. After additional field work was conducted in September 2019, the Company determined that it would no longer continue to explore the Fulton, Red and Beal properties, and therefore impaired the full amount of expenditures on each respective property as of September 30, 2019. During the three-month period ended December 31, 2019, the Company conducted a ground magnetic survey at Echo. After thorough analysis of the results of this program, the Company was unable to identify clear targets for advancement and therefore terminated the option, returning the Echo property to the vendor, and fully impairing the remaining expenditures as of March 31, 2020. The gross costs and impairments recorded to the Echo, Fulton, Red and Beal properties combined as at September 30, 2020 are $23,001 and $23,001, respectively (September 30, 2019 - $12,617 and $5,154).
Cariboo Gold Property, British Columbia
During the year ended September 30, 2019, the Company determined that it would no longer continue to explore the Cariboo Gold Property, and therefore impaired the full amount of expenditures to date. The Company will continue to hold the mineral claims until they expire on June 23, 2021. The gross costs and
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
impairments recorded to the Cariboo Gold Property as at June 30, 2020 are $6,409 and $6,409, respectively (September 30, 2019 - $6,409 and $6,409).
4. Operating results
Year ended September 30, 2020 compared to the year ended September 30, 2019:
A summarized statement of operations appears below to assist in the discussion that follows:
| General and administrative expenses $ Reporting to shareholders Professional fees Stock exchange and transfer agent fees Depreciation Recovery (impairment charges) Pre-acquisition costs Dividend income Interest and other Gain from short-term investments Net and comprehensive (loss) income $ |
Three months ended September 30 2020 2019 (51,459) $ (83,850) $ - (12,749) (29,970) (25,997) (2,822) (2,176) (7) (13) 4,450 (11,563) - - 98,575 - (1,537) 39 128,998 115,882 146,228 $ (20,427) $ |
Year ended September 30 |
Year ended September 30 |
|---|---|---|---|
| 2020 (51,459) $ - (29,970) (2,822) (7) 4,450 - 98,575 (1,537) 128,998 146,228 $ |
2020 (408,622) $ (4,984) (39,504) (10,136) (31) (17,847) (6,169) 98,575 (852) 191,530 (198,040) $ |
2019 | |
(161,703) (17,169) (31,199) (9,170) (53) (11,563) (10,104) - 809 126,720 |
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(113,432) |
The most significant changes in other expenditures follow:
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Variances in general and administrative expenditures and professional fees are examined in further detail in the chart below
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Reporting to shareholders expenditures relate to the filing and dissemination of the annual audited financial statements. In addition Q4 2019 expenditures in the Annual General Meeting (“AGM”). There is no equivalent expenditure in the current year. The 2020 AGM date has been set and will take place in Q1 2021.
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Stock exchange and transfer agent fees relate directly to the number of security exchange transactions during periods. There is no significant variance between the current and comparative periods.
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During the year ended September 30, 2020, the Company impaired the full amount of expenditures relating to the Echo property in British Columbia as it was unable to identify clear targets for advancement; the option was terminated, and the property was returned to the vendor. Q4 2020 includes a recovery of $4,450 for a British Columbia Mining Exploration Tax credit relating to 2020 qualified expenditures on the Echo property. 2019 impairment costs relate to the Cariboo, Fulton, Red and Beal properties as the Company determined that it would no longer continue to explore these properties, and therefore impaired the full amount of expenditures to September 30, 2019. The Company will continue to hold the mineral claims on the Cariboo property until they expire on June 23, 2021.
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2020 Pre-acquisition costs of $6,169 pertain to expenditures incurred to investigate exploration opportunities related to the Gold Range Property in Arizona, USA, (refer to Section 3) “Mineral properties, Gold Range Property, Arizona, USA). 2019 expenditures include $1,800 to conduct research in British Columbia for potential exploration opportunities and $8,304 pertaining to expenditures incurred to investigate exploration opportunities related to the Gold Range Property in Arizona, USA, prior to acquisition.
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On June 23, 2020, Spruce Ridge declared a dividend-in-kind of common shares of CNC, based on the number of shares held at July 6, 2020, the record date, at a ratio of 1 CNC share to 53.72
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
Spruce Ridge shares. On September 4, 2020, the Company received 104,867 shares valued at $0.94 per share for a total value of $98,575. There were no similar transactions in the comparative period.
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Other income includes management fees, interest income and foreign exchange gains and losses. During the year ended September 30, 2020, the Company recognized a foreign exchange loss of $2,905 on its US$ account. There were no similar transactions in the comparative period.
-
During the year ended September 30, 2020, the Company recognized a net gain of $191,530 on short-term investments (2019 – net gain of $126,720). The net gain at September 30, 2020 included a realized loss of $2,649 on the sale of 200,000 Spruce Ridge Resources shares resulting in a cash inflow of $15,433. As well, the Company realized a gain of $30,115 on the sale of 50,000 CNC shares, resulting in a cash inflow of $77,117. The net gain at September 30, 2019 includes a realized gain of $3,902, on the sale of 166,500 Spruce Ridge Resources Ltd. shares in Q2 2019 resulting in a cash inflow of $18,955. The remainder of the gains, in each respective period, result from adjusting the Company's holdings in common shares to fair value at the respective period ends. These market price changes result in significant valuation adjustments from period to period.
General and administrative expenses
| Administrative consulting fees $ Stock-based compensation Occupancy costs Office, secretarial and supplies Travel and promotion Insurance Directors' fees Computer network and website maintenance Total $ |
Three months ended September 30 2020 2019 27,652 $ 8,115 $ - 59,216 4,256 4,697 12,637 7,491 4,070 1,531 2,038 1,766 300 600 506 434 51,459 $ 83,850 $ |
Year ended September 30 |
Year ended September 30 |
|---|---|---|---|
| 2020 27,652 $ - 4,256 12,637 4,070 2,038 300 506 51,459 $ |
2020 264,691 $ 37,416 18,347 50,087 25,496 7,427 2,700 2,458 408,622 $ |
2019 | |
38,630 59,216 18,789 28,458 4,126 8,130 2,100 2,254 |
|||
161,703 |
-
Administrative consulting fees, which consist of fees for the CFO, the controller, geological consulting and services provided by other consultants, have increased by $226,000, in accordance with planned expenditures for 2020. They include geological consulting fees of $49,800 (2019 - $24,000), fees to the CFO of $1,900 (2019 - $Nil), fees to the controller of $24,700 (2019 – 14,600) and fees to other consultants of $188,300 (2019 - $Nil). Current and comparative geological consulting fees and other consulting fees primarily relate to managing investor relations and marketing to secure corporate financing. The increase in fees for services provided by the controller is consistent with the increase in activity in the Company and the additional accounting required on account of Canexco Inc.
-
During the year ended September 30, 2020, the Company granted, pursuant to its stock option plan, a total of 710,000 options to consultants of the Company, exercisable at $0.055 per share expiring October 4, 2024. The options were valued at $37,416 using the Black-Scholes Options Pricing model assuming a 5 year term, volatility of 118.84%, a risk-free discount rate of 1.25% and a dividend rate of 0%. During the three month period ended September 30, 2019, the Company granted, pursuant to its stock option plan, a total of 1,200,000 incentive options to directors, officers and consultants of the Company, exercisable at a price of $0.06 per share for five years. The options were valued at $59,216 using the Black-Scholes Option Pricing model assuming a 5 year term, volatility of 118.84%, a risk-free discount rate of 1.40% and a dividend rate of 0%.
-
There is no significant variance between the current and comparative periods for occupancy costs. The Company entered into a new leasing arrangement for office space August 1, 2020. See Note 17 - "Related party balances and transactions and key management remuneration" of the Audited
9
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
-
Consolidated Financial Statements dated September 30, 2020 which accompany this document and Section 7) Contractual obligations of this document for further details.
-
There is an increase of $5,100 and $21,600 in office, secretarial and supplies between the current three- and twelve-month periods respectively and the comparative three- and twelve-month periods. The majority of the variance relates to contract fees for administrative services and office supply expenditures. The increase is consistent with the increase in activity levels during fiscal 2020.
-
Travel and promotional expenditures have increased by $21,400 between the current and comparative twelve month period and are in accordance with the 2020 budget. The current period’s expenditures include travel for promotional activities conducted by the Company’s President and an outside consultant during Q1 and Q2 2020, as noted above and also include attending the Association of Mineral Exploration (“AME”) Roundup held in Vancouver, BC and Prospectors and Developers Association of Canada (“PDAC”) conference held in Toronto, Ontario. Q4 2020 expenditures relate to web-based promotional interviews conducted by the President for marketing purposes. The comparative year expenditures include airfare, accommodation and registration fees to attend the AME Roundup held in Vancouver, BC and the PDAC conference held in Toronto.
-
There is no significant variation in insurance premiums between current and comparative periods. Insurance premiums are in accordance with the budget.
-
The Company pays directors who are not officers of the Company $500 for meeting attendance in person and $300 for meeting attendance by telephone. There are two directors who are not officers and the amounts above reflect directors’ fees paid or payable for meetings attended during the above noted periods.
-
There is no significant variance between current and comparative period computer network and website maintenance fees. These expenditures include website hosting fees, internet fees and other computer related expenditures.
Professional fees
The following summarizes the components of professional fees included in the statement of net and comprehensive income (loss):
omprehensive income (loss): |
|||
|---|---|---|---|
| Legal and filing fees $ Audit fees Total $ |
Three months ended September 30 2020 2019 1,470 $ 997 $ 28,500 25,000 29,970 $ 25,997 $ |
Year ended September 30 |
|
| 2020 1,470 $ 28,500 29,970 $ |
2020 10,582 $ 28,922 39,504 $ |
2019 | |
7,199 24,000 |
|||
31,199 |
-
Audit fees for the year ended September 30, 2020 include an accrual of $25,500 for the preparation of the annual audited financial statements for the year ended September 30, 2020, an accrual of $3,000 for preparation and filing of US tax returns on account of Canexco for the year ended September 30, 2020 and fees of $3,300 for preparation and filing of US tax returns on account of Canexco for the year ended September 30, 2019. As well, audit fees for September 30, 2019 were over accrued by $2,900 and are reflected in the current year. Audit fees for the year ended September 30, 2019 include an accrual of $25,000 for the preparation of the annual audited financial statements for the year ended September 30, 2019. Audit fees for the year ended September 30, 2018 were also over accrued by $1,000 and are reflected in the comparative year.
-
Legal and filing fees incurred in the current twelve-month period include nominal legal fees on account of CANEX Metals, $2,950 on account of Canexco with respect to miscellaneous business operations in the USA, as well as $1,980 with respect to audit support and other miscellaneous legal services. The remainder relate to filing fees and news releases. Legal and filing fees incurred during the comparative twelve-month period relates to news releases issued in during the quarter, as well as nominal legal fees relating to the audited financial statements.
10
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
5. Liquidity and Capital Resources
The Company’s working capital position at September 30, 2020 was $953,530 (September 30, 2019 - $527,136), an increase of $426,394. Significant changes to working capital are discussed below:
-
The Company consumed $464,033 in operating activities during the year ended September 30, 2020 ($166,967 – September 30, 2019). Increases in operational expenditures are described above in Section 4) “Operating results”.
-
An increase in the fair market value of the short-term investments from September 30, 2019 to September 30, 2020, resulted in a net gain of $164,065 (2019 - $122,819)
-
During the year ended September 30, 2020, the Company disposed of 200,000 Spruce Ridge shares for cash proceeds of $15,433 net of commissions and 50,000 Canada Nickel Co. Inc. for cash proceeds of $77,117 net of commissions. During the year ended September 30, 2019, the Company sold 166,500 Spruce Ridge Resources shares resulting in a realized gain of $3,902 and a cash inflow of $18,955, net of commissions. Refer to Note 6 – “Short-term investments” to Audited Consolidated Financial Statements dated September 30, 2020 which accompany this document.
-
The company invested $767,447, (2019 - $250,945) in exploration and evaluation assets for exploration activities including $752,100 (2019 - $68,300) related to the Gold Range Property, Arizona, USA, $500 (2019 - $176,300) related to the Gibson Prospect, $14,800, (2019 - $6,100) related to the Echo, Fulton, Red and Beal Properties in British Columbia and $Nil (2019 - $200) related to the Cariboo Gold property in British Columbia. See Note 7 - "Exploration and evaluation assets" of the Audited Consolidated Financial Statements dated September 30, 2020 which accompany this document and Section 3) “Mineral properties” for more information.
-
On October 29, 2019, the Company completed a non-brokered private placement share issue for aggregate gross proceeds of $606,000.
-
November 13, 2019, 100,000 options exercisable at $0.06 per share, expiring June 26, 2020, were exercised for total proceeds of $6,000. Refer to Section 6) “Financing” below for further information.
-
During the year ended September 30, 2020, 3,000,000 warrants exercisable at $0.08 per share, expiring June 6, 2022 were exercised for total proceeds of $240,000 and 181,583 warrants exercisable at $0.05 per share, expiring June 6, 2022 were exercised for total proceeds of $9,079.
-
On April 7, 2020, the Company completed a non-brokered private placement share issue for aggregate gross proceeds of 600,039 (refer to Section 6) “Financing” and Section 13) “Share capital and equity reserves”).
-
During the three-month period ended September 30, 2020, 150,000 options exercisable at $0.06 per share, expiring June 26, 2022, were exercised for total proceeds of $9,000.
-
On October 16, 2018, the Company completed a non-brokered private placement share and warrant issue for aggregate gross proceeds of $115,000. On June 6, 2019, the Company completed a private placement share and warrant issue for aggregate gross proceeds of $220,000.
-
The Company also incurred $15,402 (2019 - $17,684) in cash share issuance costs on account of share transactions during the year ended September 30, 2020.
The Company is continually investigating financing options. The continuing operations of the Company are dependent upon its ability to obtain adequate financing or to commence profitable operations in the future. On October 15, 2020, 2,300,000, warrants, expiring October 20, 2020, were exercised for total proceeds of $230,000. The Company feels that it has sufficient working capital to finance general and administration and other operating expenses for 12 months assuming similar activity levels to the previous year. However, increases in activity levels, new property acquisitions and any level of exploration on it mineral properties may require additional financing. There can be no assurance that the Company will be successful in obtaining financing. Refer to Note 1 "Nature of operations and continuance of operations" to the Audited Consolidated Financial Statements for the year ended September 30, 2020 that accompanies this document.
11
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
6. Financing
2020
On October 29, 2019, the Company closed its non-brokered private placement, issuing 12,120,000 common shares for aggregate gross proceeds of $606,000.
On November 13, 2019, 100,000 options exercisable at $0.06 per share were exercised for total proceeds of $6,000.
During February, 2020, 2,900,000 warrants exercisable at $0.08 per share, expiring June 6, 2022 were exercised for total proceeds of $232,000 and 69,334 warrants exercisable at $0.05 per share, expiring June 6, 2022 were exercised for total proceeds of $3,467.
On February 27, 2020, the Company issued 121,951 common shares valued at $25,000 pursuant to an option agreement on the Gibson property. The acquisition was valued using the closing share price on the transaction date. See Note 7 - "Exploration and evaluation assets" of the Audited Consolidated Financial Statements on September 30, 2020 which accompany this document and Section 3) “Mineral Properties – Gibson Prospect, British Columbia” for more information.
On March 3, 2020, 103,999 warrants exercisable at $0.05 per share, expiring June 6, 2022, were exercised for total proceeds of $5,200
On April 7, 2020, the Company closed a non-brokered private placement share issuance of 6,667,100 common shares issued at $0.09 per share for gross aggregate proceeds of $600,039.
On July 9, 2020, 8,250 warrants exercisable at $0.05 per share were exercised for total proceeds of $412.
On August 27, 2020, 150,000 options exercisable at $0.06 per share, expiring June 26, 2020, were exercised for total proceeds of $9,000.
On October 15, 2020, 2,300,000 warrants exercisable at $0.10 per share, expiring October 20, 2020, were exercised for total proceeds of $230,000. Subsequent to September 30, 2020 and up to December 17, 2020, the date of this report, there were no further shares issued, and none cancelled and returned to treasury
2019
On October 5, 2018, the Company issued 1,180,000 common shares valued at $82,600 pursuant to an option agreement on the Gibson property. The acquisition was valued using the closing share price on the transaction date. See Note 7 - "Exploration and evaluation assets" of the Audited Consolidated Financial Statements on September 30, 2020 which accompany this document and Section 3) “Mineral Properties – Gibson Prospect, British Columbia” for more information.
On October 16, 2018, the Company closed a non-brokered private placement share and warrant issue for aggregate gross proceeds of $115,000. The placement was comprised of 2,300,000 common units at $0.05 per unit. Each common unit was comprised of one common share and one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.10 per share until October 16, 2020. It is the Company’s policy to allocate the full amount of proceeds to common share capital.
On February 21, 2019, the Company issued 400,000 common shares valued at $20,000 pursuant to an option agreement on the Gibson property. The acquisition was valued using the closing share price on the transaction date. See Note 7 - "Exploration and evaluation assets" of the Audited Consolidated Financial Statements on September 30, 2020 which accompany this document and Section 3) “Mineral Properties – Gibson Prospect, British Columbia” for more information.
12
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
On June 6, 2019, the Company closed a non-brokered private placement share and warrant issue for aggregate gross proceeds of $220,000. The placement was comprised of 4,399,990 common units at $0.05 per unit. Each common unit was comprised of one common share and one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.08 per share until June 6, 2022. It is the Company’s policy to allocate the full amount of proceeds to common share capital. In addition, the Company issued 194,999 Broker’s Warrants to eligible agents. Each Broker’s Warrant entitles the holder to purchase one common share at a price of $0.05 per share until June 6, 2022. In valuing the warrants, the Company used the Black-Scholes Pricing model assuming a volatility of 153.16%, a riskfree rate of 1.35%, a three year warrant life, and a 0% dividend.
7. Contractual Obligations
- a) The Company has entered into a lease for office space commencing August 1, 2020 terminating August 31, 2020. As at September 30, 2020, the contractual cash obligations for the following five fiscal years are as follows:
are as follows: |
||||
|---|---|---|---|---|
| Nature of obligation 2021 $ Office lease 17,226 |
2022 $ - |
2023 $ - |
2024 $ - |
2025 |
| $ - |
- b) On April 4, 2017, the Company announced it had signed a Letter of intent to acquire a 100% interest in the Gibson property from Altius Resources Inc. ("Altius"). Gibson is 887 Ha in size and located in central British Columbia, approximately 95 kilometres northwest of Fort St. James. The purchase agreement was executed on May 12, 2017 and received Exchange approval on May 17, 2017. The Company has also assumed the obligations of an underlying option agreement with Steven Scott.
The remaining commitments of the agreement are as follows:
| The remaining commitments of the agreement are as follows: |
Altius Underlying Agreement with Steven Scott (Anniversarydate - March 9) |
|
| Share issues Minimum Exploration Expenditures |
Cash or share equivalent payments Minimum exploration expenditures* |
|
| ($) | ($) ($) |
|
| Expenditure commitment, on or before July 31, 2021 |
- 500,000 |
- - |
| Following the completion of the Expenditure Commitment |
1,240,000 - |
- - |
| On or before March 9,2021 | - - |
25,000 50,000 |
| Total remainingcommitment | 1,240,000 500,000 |
25,000 50,000** |
-
- included in total minimum exploration expenditure commitments
** - as at September 30, 2020, the Company has incurred exploration expenditures of $293,500
In addition, Altius will retain a right to purchase an underlying 1.5% Net Smelter Royalty ("NSR") and preferential rights on any future royalties or streams granted on the Property. If the Company achieves measured and indicated mineral resources in excess of 1 million gold equivalent ounces, a Milestone Payment of 1,275,000 shares will be issued to Altius. Altius will have a pro rata right to participate in future equity financings of the Company for two years.
Pursuant to the Underlying Agreement, Steven Scott is also entitled to the additional milestone bonuses of: 1) $25,000 in cash or securities upon a Bankable Feasibility Study; and 2) $50,000 in cash or securities upon Commercial Production.
13
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
On November 12, 2018, the Company was granted an extension to meet its minimum exploration expenditures of $500,000 by November 12, 2018 to July 15, 2019, as lack of access during 2018, in part, prevented the Company from completing the required expenditures within the allotted time. On June 20, 2019, the Company was granted a further extension to meet its minimum exploration expenditures of $500,000 by July 15, 2019 to July 15, 2020. On July 16, 2020, the Company was granted a further extension to meet its minimum exploration expenditures by July 15, 2020 to November 30, 2020. All other terms of the agreement remain unchanged.
c) On June 11, 2019, the Company’s wholly owned subsidiary, Canexco Inc., entered into an Option Agreement to acquire a 100% interest in the Gold Range Property, Arizona, USA from a Prospector, the “Optionor” Under the terms of the Agreement, the Company is committed to the following cash payments and minimum exploration expenditures:
| Due date June 11, 2021 June 11, 2022 June 11, 2023 Total cash payments and exploration expenditure commitment Exploration expenditures to September 30, 2020 Total remaining commitment as of September 30, 2020 |
Option Payments Minimum Exploration Expenditures |
|---|---|
| US$ US$ |
|
| 15,000 20,000 20,000 20,000 30,000 30,000 |
|
| 65,000 70,000 - 797,300 |
|
| 65,000 - |
The committed option payments and exploration expenditures of US$65,000 would equate to CDN$86,704 using the September 30, 2020 Bank of Canada exchange rate. An increase or decrease of 10% to the exchange rate would result in an increase or decrease in required option payments CDN$8,670.
d) On February 24, 2020, the Company’s wholly owned subsidiary, Canexco Inc., entered into an arm’s length Option Agreement to acquire a 100% interest in the Never Get Left Claim, Mohave County, Arizona, USA from Onyx Exploration Inc.
As at June 30, 2020, under the terms of the Agreement, the Company is committed to the following cash payments:
| Due date February 24, 2021 February 24, 2022 February 24, 2023 February 24, 2024 Total committed cash payments and minimum exploration expenditures |
Option Payments |
|---|---|
| US$ | |
| 15,000 15,000 20,000 30,000 |
|
| 80,000 |
The remaining committed option payments of US$80,000 would equate to CDN$106,712 using the September 30, 2020 Bank of Canada exchange rate. An increase or decrease of 10% to the exchange rate would result in an increase or decrease in required option payments of $10,671.
8. Exploration Expenditures
Refer to “Exploration and evaluation assets,” Note 7 to the Audited Consolidated Financial Statements dated September 30, 2020.
14
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
9. Off-Balance Sheet Transactions
There are no off-balance sheet transactions to report.
10. Selected Annual financial Information
The following selected financial data has been extracted from the Audited Consolidated Financial Statements, for the fiscal years ended September 30, 2020, 2019, and 2018 and should be read in conjunction with those Audited Consolidated Financial Statements.
| For the years ended or as at September 30 Financial Results Interest and other income (loss) Net income (loss) and comprehensive income (loss) for the year Basic and diluted earnings (loss) per share Financial Position Working capital Total assets Capital stock Reserves Deficit |
2020 2019 2018 |
|---|---|
| $ $ $ |
|
| (852) 809 290 (198,040) (113,432) 57,732 0.00 0.00 0.00 953,530 527,136 496,388 2,489,623 1,110,086 730,801 15,747,739 14,243,517 13,835,176 2,067,399 2,054,488 1,983,697 (15,447,993) (15,249,953) (15,136,521) |
Included in the income for 2020 is an impairment of mineral properties aggregating $17,847, (2019 - $11,563, 2018 – $Nil). Other Comprehensive Income (Loss) pertaining to the revaluation of marketable securities from period to period resulted in a gain of $164,065 in 2020 (2019 – $122,818, 2018 - $520,288) and dividends of $98,575 (2019 - $Nil, 2018 - $Nil) being included in Net and Comprehensive Income (Loss).
11. Selected Quarterly Financial Information
The following selected financial data has been extracted from the unaudited interim consolidated financial statements for the fiscal periods indicated and should be read in conjunction with those unaudited financial statements.
| Three months ended | Sep 30 2020 (Q4 2020) |
Jun 30 2020 (Q3 2020) |
Mar 31 2020 (Q2 2020) |
Dec 31 2019 (Q1 2020) |
Sep 30 2019 (Q4 2019) |
Jun 30 2019 (Q3 2019) |
Mar 31 2019 (Q2 2019) |
Dec 31 2018 (Q1 2019) |
|---|---|---|---|---|---|---|---|---|
| $ | $ | $ | $ | $ | $ | $ | $ | |
| Loss before recovery (impairment) of exploration and evaluation assets |
(84,258) | (102,092) | (125,505) | (157,591) | (124,785) | (36,982) | (31,162) | (36,469) |
| Impairment of exploration and evaluation assets |
4,450 | - | (22,297) | - | (11,563) | - | - | - |
| Loss before other items | (79,808) | (102,092) | (147,802) | (157,591) | (136,348) | (36,982) | (31,162) | (36,469) |
| Dividend income | 98,575 | - | - | - | - | - | - | - |
| Interest and other income | (1,537) | 370 | 237 | 78 | 39 | 147 | 555 | 69 |
| Gain (loss) on short-term investments |
128,998 | 200,351 | (114,130) | (23,689) | 115,882 | (58,520) | 10,757 | 58,600 |
| Comprehensiveprofit(loss) | 146,228 | 98,629 | (261,695) | (181,202) | (20,427) | (95,355) | (19,850) | 22,200 |
| Basic and diluted earnings (loss) per share |
0.00 | 0.00 | (0.01) | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
Generally, the most significant influences on the variability of profit or loss are the amount of stock-based compensation, the amount of exploration and evaluation asset impairments or recoveries, and gains or losses on short-term investments. However, increases in activity in the junior mining sector in recent periods have also resulted in increased expenditures.
15
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
Q1, Q2, Q3 and Q4 2020 loss before impairment include higher administrative consulting fees, office and secretarial fees, and travel and promotion expenditures as described in Section 4) “Operating results, General and administrative expenses”. Q1 2020 loss before impairment of exploration and evaluation also includes stock option compensation of $37,417 for the issuance of 710,000 options granted to consultants. Q4 2019 includes $59,216 for stock options granted for the issuance of 1,200,000 options granted to directors, officers and consultants during that quarter. The timing of the AGM, also results in variations in the respective quarters in which it is held.
The timing of the impairments and gains on sale of the Company’s Exploration and evaluation assets cannot be predicted in advance and will vary from one reporting period to the next. As a result, there may be dramatic changes in the financial results and balance sheet position reported by the Company on a period by period basis. Q4 2020 recovery is related to the British Columbia Mining Exploration Tax credit applied for at September 30, 2020 on account of the Echo property, British Columbia (refer to Section 3) “Mineral properties – Echo, Fulton, Red and Beal properties, British Columbia).
The Company received common shares in four separate publicly traded Companies as partial consideration for the sale of mineral property interests in past years. Comprehensive Profit or Loss will fluctuate as the carrying value of these investments is adjusted to fair value at the respective period ends.
12. Directors and Officers
| 12. Directors and | Officers | ||
|---|---|---|---|
| Shane Ebert | Director and President | Gregory Hanks | Director(a) |
| Jean Pierre Jutras | Director and Vice-President | Chantelle Collins | Chief Financial Officer(b) |
| Barbara O’Neill | Corporate Secretary | Lesley Hayes | Director |
(a) - Mr. Douglas Cageorge ceased to be a director at the annual general meeting, held September 19, 2019; Mr. Gregory Hanks was elected to the Board of Directors at that time.
(b) - On September 24, 2019, the Board of Directors appointed Chantelle Collins, CPA, CGA as the Chief Financial Officer replacing Douglas Porter.
13. Related Party Transactions and Key Management Remuneration
Related party transactions for the years ended September 30, 2020 and 2019 are disclosed and explained in Note 17 to the Audited Consolidated Financial Statements for the year ended September 30, 2020 that accompany this MD&A.
14. Share Capital and Equity Reserves
Refer to Note 11 to the financial statements and the Consolidated Statement of Equity for common share capital, stock option and warrant transactions during the year ended September 30, 2020 and balances as at that date.
On October 15, 2020, 2,300,000 warrants exercisable at $0.10 per share, expiring October 20, 2020, were exercised for total proceeds of $230,000. There were no other share capital, stock option or warrant transactions subsequent to September 30, 2020 and prior to December 17, 2020, the date of this report.
15. Financial Instruments
The carrying value of the Company's financial instruments, consisting of cash and cash equivalents, accounts receivable (net of sales tax) and accounts payable and accrued liabilities approximate their fair value due to the short-term nature of the instruments.
16
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
It is management's opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments. The carrying value of financial assets and liabilities measured at amortized cost approximates fair value due to the short-term nature of the instruments.
The Company undertakes transactions denominated in US currency through its exploration in the US; consequently, it is exposed to exchange rate fluctuations. The Company will acquire US funds from time to time to settle US$ denominated liabilities. The Company had US$76,844, (CDN$102,502) in a US denominated bank account at September 30, 2020. The effect of a foreign currency increase or decrease of 10% on this cash holding would result in an increase or decrease of CDN$10,250. Additionally, at September 30, 2020, accounts payable and accrued liabilities include liabilities of US$24,933 (CDN$33,258) (September 30, 2019 – US$Nil (CDN$Nil)), that must be settled in US$. The effect of a foreign currency increase of decrease of 10% on this liability would result in an increase or decrease of CDN$3,326 (September 30, 2019 – CDN$Nil).
16. Financial risk management
a) Credit risk
Credit risk is the risk of financial loss to the Company if counterparties to a financial instrument fail to meet their contractual obligations. The Company’s financial instruments that could be subject to credit risk consist of receivables, and mining exploration tax credit receivable. The Company has had a history of prompt receipt of their receivables and considers credit risk to be low on these instruments as at September 30, 2020 and September 30, 2019.
b) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they are due. The Company’s approach to managing liquidity risk is the utilization of budgets, to attempt to maintain sufficient liquidity in order to meet operational and exploration requirements, as well as property acquisition commitments. The Company raises capital through equity issues and its ability to do so is dependent on a number of factors including market acceptance, stock price and exploration results. The Company is continually investigating financing options. On October 15, 2020, 2,300,000, warrants, expiring October 20, 2020, were exercised for total proceeds of $230,000. Refer to Section 6) “Financing” for further details. The Company feels that it has sufficient working capital to finance general and administrative and other operating expenses for 12 months assuming similar activity levels to the previous year. Additional financing may be required to fund new property acquisitions and future exploration programs. Refer to Note 1 – “Nature of operations and continuance of operations” on the Consolidated Financial Statements, September 30, 2020.
c) Market risk
The Company's equity investments are subject to market price risk. These investments were received as partial proceeds for the sale of mineral property interests. The Company does not invest excess cash in equity investments. The investments in common shares and warrants are recorded at fair value at the respective period ends with the resultant gains or losses recorded in earnings. The price or value of these investments can vary from period to period. During the year ended September 30, 2020, the market price fluctuation on the investments held resulted in a net gain of $164,065, (year ended September 30, 2019 - net gain of $122,819) on short-term investments. In 2020, a 10% change in fair value of the Company's marketable investments would result in a charge to income of $55,127 (2019 - $35,372). The Company does not intend to hold these investments for more than one year.
The Company has not yet developed producing mineral interests; it is not exposed to commodity price risk associated with developed properties at this time.
d) Interest rate risk
The Company has no debt facilities and has minimal amounts of interest income; it is not exposed to significant interest rate risk at this time. All market risk is associated with the Company's investments in common shares, which are recorded at fair value at the respective period ends with the resultant gains or losses recorded in earnings.
17
CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
e) Foreign exchange risk
The Company undertakes transactions in US currency; consequently, it is exposed to exchange rate fluctuations. The Company has disclosed US$ commitments pertaining to on option agreement in Note 7 – “Exploration and evaluation assets” to the Audited Financial Statements dated September 30, 2020 which accompany this MD&A and Section 7) Contractual obligations d). The Company had US$76,844, (CDN$102,502) (2019 - US$Nil) in a US denominated bank account at September 30, 2020. The effect of a foreign currency increase or decrease of 10% on this cash holding would result in an increase or decrease of CDN$10,250. Additionally, at September 30, 2020, accounts payable and accrued liabilities include liabilities of US$26,890 (CDN$33,258) (September 30, 2019 – US$Nil (CDN$Nil)), that must be settled in US$. The effect of a foreign currency increase of decrease of 10% on this liability would result in an increase or decrease of CDN$3,326 (September 30, 2019 – CDN$Nil).
17. Outlook
The Company’s primary objective is to discover mineral resources in economic quantities capable of supporting an operating mine. Should the Company discover such a promising property, it would likely attempt to ally with a more senior mining company that might option-in on the property or purchase the property outright, as the Company does not have expertise in operating a mine.
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On October 29, 2019, the Company closed its non-brokered private placement, issuing 12,120,000 common shares for aggregate gross proceeds of $606,000. The proceeds have provided working capital for the Company’s operations as well as fund continuing exploration of the Gold Range property in Arizona. During fiscal 2020, options and warrants were exercised for gross proceeds of $6,000 and $248,600 respectively adding to the Company’s working capital position. As well, on April 7, 2020, the Company closed a non-brokered private placement issuing 6,667,100 common shares for aggregate gross proceeds of $600,039 further bolstering the Company’s treasury.
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During fiscal 2019 and 2020, the Company acquired by option and staking, the Gold Range Property in Arizona, USA, through its 100% owned subsidiary, Canexco Inc. Refer to Section 3) “Mineral properties, Gold Range Property, Arizona” for more information. To date exploration programs have included excavator trenching, surface rock and soil sampling, geologic mapping, a property wide airborne magnetic survey, and a further detailed mapping and soil sampling program to identify priority targets for further evaluation. The results of these exploration programs have been positive, despite being temporarily curtailed due to travel restrictions as a result of COVID-19 (refer to Section 21) “Novel coronavirus pandemic. On July 2, 2020, the Company resumed exploration at Gold Range as travel restrictions were lifted and work resumed in the area. This fieldwork program included soil sampling and a program of trenching, mapping and rock sampling, with the objective of testing and advancing multiple new target areas and preparing select targets for drill testing. A drilling program was also conducted in Q4 2020. The 2020 summer programs were completed by September 30, 2020.
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With respect to the Gibson Prospect, CANEX Metals has submitted a new exploration permit application to allow for additional drilling, trenching and geophysical surveys; however, 2020 exploration expenditures will be dependent upon the Company successfully completing financing to fund planned programs. On June 20, 2019, the Company was granted an extension to meet its minimum exploration expenditures of $500,000 by July 15, 2019 to July 15, 2020 as lack of access to capital has prevented the Company from completing the required expenditures by the allotted time. On July 16, 2020 the Company was granted a further extension to November 30, 2020 and was subsequently granted a further extension to July 31, 2021 (refer to Section 3) “Mineral properties, Gibson Prospect, British Columbia” and Section 7) Contractual Obligations of this document). Throughout fiscal 2019 and 2020, the Company has continued to meet its contractual obligations except as noted above.
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The Company is continuing its efforts to raise capital in this challenging market place, so that it can further pursue exploration activities with respect to its existing mineral properties, including meeting its expenditure commitments with respect to the Gibson Prospect, in British Columbia.
The Company continues to actively search for new early stage exploration opportunities and avenues for growth in stable jurisdictions within North America. The Company has not entered into any business combination, acquisition or similar agreements except as noted above.
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
18. Risks
The business and operations of the Company are subject to numerous risks, many of which are beyond the Company's control. The Company considers the risks set out below to be some of the most significant to potential investors in the Company, but not all of the risks associated with an investment in securities of the Company. If any of these risks materialize into actual events or circumstances or other possible additional risks and uncertainties of which the Company is currently unaware or which it considers to be material in relation to the Company's business actually occur, the Company's assets, liabilities, financial condition, results of operation (including future results of operations), business and business prospects, are likely to be materially and adversely affected. In such circumstances, the price of the Company's securities could decline and investors may lose all or part of their investment.
The Company is a natural resource company engaged in the acquisition, exploration and development of mineral properties. Given the nature of the mining business, the limited extent of the Company's assets and the present stage of exploration, the following risk factors, among others, should be considered:
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Exploration, development and operating risks The Company is in the process of exploring its properties and has not yet determined whether its properties contain economically recoverable reserves and, therefore, does not generate any revenues from production. The recovery of expenditures on mineral properties and the related deferred exploration expenditures are dependent on the existence of economically recoverable mineralization, the ability of the Company to obtain financing necessary to complete the exploration and development of its properties, and upon future profitable production, or alternatively, on the sufficiency of proceeds from disposition. Mineral exploration is highly speculative in nature, involves many risks and frequently is non-productive. There is no assurance that exploration efforts will be successful.
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Substantial capital requirements and liquidity Substantial additional funds for the establishment of the Company's current and planned mining operations will be required. No assurances can be given that the Company will be able to raise the additional funding that may be required for such activities, should such funding not be fully generated from operations. Mineral prices, environmental rehabilitation or restitution, revenues, taxes, transportation costs, capital expenditures and operating expenses and geological results are all factors which will have an impact on the amount of additional capital that may be required. To meet such funding requirements, the Company may be required to undertake additional equity financing, which would be dilutive to shareholders. Debt financing if available, may also involve restrictions on financing and operating activities. There is no assurance that additional financing will be available on terms acceptable to the Company or at all. If the Company is unable to obtain additional financing as needed, it may be required to reduce the scope of its operation and pursue only those projects that can be funded through cash flows generated from its existing operations, if any.
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Fluctuating mineral prices
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The economics of mineral exploration are affected by many factors beyond the Company's control, including commodity prices, the cost of operations, variations in the grade of minerals explored and fluctuations in the market price of minerals. Depending on the price of minerals, the Company may determine that it is impractical to continue a mineral exploration operation. Mineral prices are prone to fluctuations and the marketability of minerals is affected by government regulation relating to price, royalties, allowable production and the importing and exporting of minerals, the effect of which cannot be accurately predicted. There is no assurance that a profitable market will exist for the sale of any minerals found on the Company's properties.
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Regulatory, permit and license requirements
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The current or future operations of the Company require permits from various governmental authorities, and such operations are and will be governed by laws and regulations concerning exploration, development, production, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, site safety and other matters. Companies engaged in the exploration and development of mineral properties generally experience increased costs and delays in development and other schedules as a result of the need to comply with applicable laws,
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
regulations and permits. There can be no assurance that all permits which the Company may require for facilities and the conduct of exploration and development operations on the Properties will be obtainable on a reasonable terms, or that such laws and regulation will not have an adverse effect on any exploration or development project which the Company might undertake.
Failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed and may include corrective measures requiring capital expenditures, installation of additional equipment or remedial actions. Parties engaged in exploration and development operations may be required to compensate those suffering loss or damage by reason of the exploration and development activities and may have civil or criminal fines or penalties imposed upon them for violation of applicable laws or regulations. Amendments to current laws, regulations and permits governing operations and activities of mineral companies, or more stringent implementation thereof, could have a material adverse impact on the Company and cause increases in capital expenditures or exploration and development costs, or require abandonment or delays in the development of new or existing properties.
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Financing risks and dilution to shareholders
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The Company has limited financial resources, no operations and no revenues. If the Company's exploration program on it properties is successful, additional funds will be required for the purposes of further exploration and development. There can be no assurance that the Company will be able to obtain adequate financing in the future or that such financing will be available on favourable terms or at all. It is likely such additional capital will be raised through the issuance of additional equity which will result in dilution to the Company's shareholders.
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Title to properties
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Acquisition of title to mineral properties is a very detailed and time-consuming process. Title to, and the area of, mineral properties may be disputed. The Company cannot give an assurance that title to its properties will not be challenged or impugned. Mineral properties sometimes contain claims or transfer histories that examiners cannot verify. A successful claim that the Optionors or the Company, as the case may be does not have title to its properties could cause the Company to lose any rights to explore, develop and mine any minerals on its properties without compensation for its prior expenditures relating to its properties.
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Competition
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The mineral exploration and development industry is highly competitive. The Company will have to compete with other mining companies, many of which have greater financial, technical and other resources than the Company, for, among other things, the acquisition of mineral claims, leases and other mineral interest as well as for the recruitment and retention of qualified employees and other personnel. Failure to compete successfully against other mining companies could have a material adverse effect on the Company and its prospects.
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Reliance on management and dependence on key personnel
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The success of the Company will be largely dependent upon the performance of its directors and officers and the ability to attract and retain key personnel. The loss of the services of these persons may have a material adverse effect on the Company's business and prospects. The Company will compete with numerous other companies for the recruitment and retention of qualified employees and contractors. There is no assurance that the Company can maintain the service of its directors and officers or other qualified personnel required to operate its business. Failure to do so could have a material adverse effect on the Company and its prospects.
Environmental risks
The Company's exploration and appraisal programs will, in general, be subject to approval by regulatory bodies. Additionally, all phases of the mining business present environmental risks and hazards and are subject to environmental regulation pursuant to a variety of international conventions and provincial and municipal laws and regulations. Environmental legislation provides for, among other things, restrictions and prohibitions on spills, releases or emissions of various substances
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
produced in association with mining operations. The legislation also requires that wells and facility sites be operated, maintained, abandoned and reclaimed to the satisfaction of applicable regulatory authorities. Compliance with such legislation can require significant expenditures and a breach may result in the imposition of fines and penalties, some of which may be material. Environmental legislation is evolving in a manner expected to result in stricter standards and enforcement, larger fines and liability and potentially increase capital expenditures and operating costs.
- Conflicts of interest
Certain of the Directors and Officers of the Company are engaged in, and will continue to engage in, other business activities on their own behalf and on behalf of other companies and, as a result of these and other activities, such Directors and Officers of the Company may become subject to conflicts of interest. Canadian corporate laws provide that in the event that a Director has an interest in a contract or proposed contract or agreement, the director shall disclose his interest in such contact or agreement and shall refrain from voting on any matter in respect of such contract or agreement unless otherwise provided under those laws. To the extent that conflicts of interest arise, such conflicts will be resolved in accordance with the provisions of the applicable Canadian corporate laws.
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Uninsurable risks Exploration, development and production operations on mineral properties involve numerous risks, including unexpected or unusual geological operating conditions, rock bursts, cave-ins, fires, floods, earthquakes and other environmental occurrences, any of which could result in damage to, or destruction of mines and other producing facilities, damage to life or property, environmental damage and possible legal liability. Although precautions to minimize risk will be taken, operations are subject hazards that may result in environmental pollution and consequent liability that could have a material adverse impact on the business, operations and financial performance of the Company. It is not always possible to obtain insurance against all such risks and the Company may decide not to insure against certain risks as a result of high premiums or other reasons. Should such liabilities arise, they could have an adverse impact on the Company's results of operations and financial condition and could cause a decline in the value of the Company's shares.
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Litigation
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The Company and/or its directors may be subject to a variety of civil or other legal proceedings, with or without merit.
19. Critical Accounting Estimates
The most significant accounting estimate for the Company relates to the carrying value of its exploration and evaluation assets. Exploration and evaluation assets consist of the capitalized costs of exploration and mining concessions. Acquisition and leasehold costs and exploration costs are capitalized and deferred until such time as the property is put into production or the properties are disposed of either through sales or abandonments. The estimated values of exploration and evaluation assets are assessed by management when facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount. Reference is made to project economics, including the timing of the exploration and/or development work, the work programs and exploration results experienced by the Company and others, financing, the extent to which optionees have committed, or are expected to commit to, exploration on the property and the imminent expiry of right to explore, among other factors. When it becomes apparent that the carrying value of a specific property will not be realized, an impairment provision is made for the decline in value.
The Company’s estimate for asset retirement obligations is based on existing laws, contracts or other policies. The value of the obligation is based on estimated future costs for abandonments and reclamations which require that certain assumptions be made. By their nature, these estimates are subject to measurement uncertainty.
Another significant accounting estimate relates to valuing stock-based compensation and warrants. The Company uses the Black-Scholes Option Pricing Model. Option pricing models require the input of highly subjective assumptions including the expected price volatility. Changes in the subjective input assumptions
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
can materially affect the fair value estimate, and therefore the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s stock options granted and vested, or warrants issued, during the year.
The Company estimates the fair value of its short-term equity investments at each period end as they are carried at fair value in the Balance Sheet. The Company uses the closing price of the common shares on the period-end date and uses the Black-Scholes Option Pricing Model discussed above to estimate the value of its investment in warrants. The price at which these instruments can ultimately be sold will vary from these estimates due to the timing of their sale, the volume of trading in the securities at any given time and changes in the market over time, among other factors.
20. New Accounting Policies
Certain new accounting standards, interpretations and amendments to existing standards have been issued by the IASB or IFRIC that are mandatory for periods after those disclosed in the financial statements. They include the following, but do not include updates that are not applicable or are not consequential to the Company's operations:
IFRS 16 – Leases
IFRS 16 – Leases , was issued in January 2016 with the objective to recognize all leases on the balance sheet. IFRS 16 requires lessees to recognize a “right of use” asset and a lease liability calculated using a prescribed methodology. The mandatory effective date of IFRS 16 is for annual periods beginning on or after January 1, 2019. The Company has entered into a new lease commencing August, 1, 2020 and terminating August 31, 2021. Due to the short-term nature of the lease, the Company anticipates the standard will have no significant impact on its financial statements. The new policy will be applied to any new leases that the Company enters that are not subject to recognition exemptions.
21. Novel coronavirus pandemic
In early January 2020, a human infection originating in China was traced to a novel strain of coronavirus. The virus has subsequently spread to other parts of the world including North America and Europe and has caused unprecedented disruptions in the global economy as efforts to contain the spread of the virus have intensified. On March 11, 2020, the World Health Organization declared this outbreak of coronavirus (“COVID-19”) as a pandemic and it continues to spread throughout North America. The full extent and duration of the impact of COVID-19 on the Company’s operations and financial performance is currently unknown, and depends on future developments that are uncertain and unpredictable, including the duration and spread of the pandemic, its impact on capital and financial markets on a macro-scale and any new information that may emerge concerning the severity of the virus, its spread to other regions and the actions to contain the virus or treat it impact, among others. The March 2020 exploration program on the Gold Range Property, Arizona, was ended prior to completion to comply with health and travel advisories related to COVID-19. Commencing July, 2, 2020, the Company continued its planned exploration programs for the summer of 2020, (refer to Note 7 – “Exploration and evaluation assets” to the Audited Consolidated Financial Statements at September 30, 2020 which accompany this document) as previously imposed travel restrictions as a result of COVID-19 were lifted and the company has determined that work could safely resume in the targeted areas. The summer 2020 exploration program was completed by September 30, 2020.
22. Subsequent events
On October 15, 2020, 2,300,000, warrants expiring October 20, 2020, expiring October 20, 2020, were exercised for total proceeds of $230,000. Refer to Note 12 – “Share capital, stock options and warrants” for further details.
Subsequent to September 30, 2020 and prior to the date of this report, the Company disposed of 20,000 Commander Resources Ltd. Shares for cash proceeds of $2,540 net of commissions, 31,500 Maple Gold
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CANEX Metals Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED SEPTEMBER 30, 2020
Mines Ltd shares for cash proceeds of $10,560 net of commissions and 29,867 Canada Nickel Co. Inc. shares for cash proceeds of $59,139 net of commissions .
On November 24, 2020, the Company was granted a further extension to meet its minimum exploration expenditures of $500,000 on the Gibson Prospect, British Columbia from November 30, 2020 to July 31, 2021. All other terms of the agreement remain unchanged, (refer to Section 3) “Mineral properties, Gibson Prospect, British Columbia”).
On December 11, 2020, the Company announced a non-brokered financing for 17,000,000 common shares to be issued at $0.10 per share for gross proceeds of $1,700,000. The shares will be offered on a non-brokered basis by way of private placement to accredited investors and any securities issued will be subject to a hold period of four months plus one day from the date of closing. This financing is subject to TSX Venture Exchange and regulatory approval. Proceeds of the financing will be used to drill test and further explore the Gold Range Property and for general working capital. Commission may be paid on a portion of the financing.
23. Other
Additional information relating to the Company may be found on SEDAR at www.sedar.com.
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