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Dynacor Group Inc. Interim / Quarterly Report 2020

May 13, 2020

46127_rns_2020-05-13_ae12f1d1-cd6a-483d-b73a-67b3be03b6d8.pdf

Interim / Quarterly Report

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Dynacor Gold Mines Inc.

Condensed Interim Consolidated Financial Statements

As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (in US dollars) (Unaudited)

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UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

Under National Instrument 51-102, Part 4, subsection 4.3 (3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.

The accompanying unaudited condensed interim consolidated financial statements of the Company have been prepared by, and are the responsibility of the Company's management.

The unaudited condensed interim consolidated financial statements of Dynacor Gold Mines Inc. as at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019, have not been reviewed by the Company’s external auditors.

Jean Martineau

Leonard Teoli

Jean Martineau President and Chief Executive Officer

Leonard Teoli, CPA, CA Vice President of finance and Chief Financial Officer

2

Dynacor Gold Mines Inc.

Condensed Interim Consolidated Statements of Financial Position (Unaudited) (Expressed in US dollars)

ASSETS
CURRENT ASSETS
Cash (Note 5)
Accounts receivable (Note 6)
Inventories (Note 7)
Prepaid expenses and other assets
NON-CURRENT ASSETS
Property, plant and equipment (Note 8)
Right-of-use assets (Note 12)
Exploration and evaluation assets (Note 9)
Deferred tax assets
Other non-current assets (Note 7)
TOTAL ASSETS
LIABILITIES
CURRENT LIABILITIES
Trade and other payables (Note 10)
Bank loan (Note11)
Current tax liabilities
Current portion of lease liabilities (Note 12)
NON-CURRENT LIABILITIES
Asset retirement obligations (Note 13)
Lease liabilities (Note 12)
TOTAL LIABILITIES
SHAREHOLDERS' EQUITY
Share capital (Note 14 a))
Contributed surplus (Notes 14 b) and c))
Retained earnings
TOTAL SHAREHOLDERS’ EQUITY
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
As at March 31,
2020
$
16,106,898
2,550,986
8,445,614
282,759
27,386,257
20,399,092
1,411,255
18,776,913
120,759
3,443,120
44,151,139
71,537,396
3,742,792
-
965,044
471,283
5,179,119
3,771,873
640,845
4,412,718
9,591,837
20,631,364
3,563,822
37,750,373
61,945,559
71,537,396
As at December 31,
2019
$
6,743,221
4,728,742
18,301,085
179,719
29,952,767
20,958,711
1,560,674
18,738,182
159,979
3,443,120
44,860,666
74,813,433
6,344,151
3,000,000
418,877
572,316
10,335,344
3,769,373
756,865
4,526,238
14,861,582
20,631,364
3,545,284
35,775,203
59,951,851
74,813,433

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

Approved by the Board of Directors,

(s) Jean Martineau (s) Roger Demers FCPA,FCA,ASC Jean Martineau Roger Demers FCPA, FCA, ASC

3

Dynacor Gold Mines Inc.

Condensed Interim Consolidated Statements of Comprehensive Income (Unaudited) For the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

Sales
Cost of sales (Note 16)
Gross operating margin
General and administrative expenses (Note 16)
Other project expenses
Operating income
Financial income (Note 16)
Financial expenses (Note 16)
Foreign exchange gain (loss)
Income before income taxes
Income taxes
Net income and comprehensive income
Weighted average number of outstanding common
shares (Note 15)
Basic
Diluted
Earnings per share (Note 15)
Basic
Diluted
For the three-month periods ended
March 31,
2020
$
2019
$
30,869,043
22,918,730
(25,920,479)
(20,129,263)
4,948,564
2,789,467
(1,090,152)
(956,546)
(128,086)
-
3,730,326
1,832,921
42,743
17,294
(60,927)
(57,648)
(65,313)
(11,133)
3,646,829
1,781,434
(1,261,560)
(601,434)
2,385,269
1,180,000
38,787,256
39,373,928
39,156,536
39,724,625
$0.06
$0.03
$0.06
$0.03
For the three-month periods ended
March 31,
2020
$
2019
$
30,869,043
22,918,730
(25,920,479)
(20,129,263)
4,948,564
2,789,467
(1,090,152)
(956,546)
(128,086)
-
3,730,326
1,832,921
42,743
17,294
(60,927)
(57,648)
(65,313)
(11,133)
3,646,829
1,781,434
(1,261,560)
(601,434)
2,385,269
1,180,000
38,787,256
39,373,928
39,156,536
39,724,625
$0.06
$0.03
$0.06
$0.03
22,918,730
(20,129,263)
2,789,467
(956,546)
-
1,832,921
17,294
(57,648)
(11,133)
1,781,434
(601,434)
1,180,000
39,373,928
39,724,625
$0.03
$0.03

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

4

Dynacor Gold Mines Inc.

Condensed Interim Consolidated Statements of Changes in Equity (Unaudited) For the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

Balance, January 1, 2020
Net income and comprehensive income for the period
Share-based compensation expense (Note 14 b))
Dividends (Note 14 d))
Transactions with owners
Balance, March 31, 2020
Balance, January 1, 2019
Net income and comprehensive income for the period
Share-based compensation expense (Note 14 b))
Share-based compensation capitalized to exploration and
evaluation assets (Note 14 b))
Repurchase of common shares (Note 14 a) i))
Dividends (Note 14 d))
Transactions with owners
Balance, March 31, 2019
Share Capital
Contributed
surplus
Retained
earnings
Total equity
$
$
$
$
20,631,364
3,545,284
35,775,203
59,951,851
-
-
2,385,269
2,385,269
20,631,364
3,545,284
38,160,472
62,337,120
-
18,538
-
18,538
-
-
(410,099)
(410,099)
-
18,538
(410,099)
(391,561)
20,631,364
3,563,822
37,750,373
61,945,559
Share Capital
Contributed
surplus
Retained
earnings
Total equity
$
$
$
$
20,958,860
3,333,246
32,593,929
56,886,035
-
-
1,180,000
1,180,000
20,958,860
3,333,246
33,773,929
58,066,035
-
16,297
-
16,297
-
887
-
887
(166,452)
-
(245,689)
(412,141)
-
-
(293,430)
(293,430)
(166,452)
17,184
(539,119)
(688,387)
20,792,408
3,350,430
33,234,810
57,377,648

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

5

Condensed Interim Consolidated Statements of Cash Flows (Unaudited) For the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

Dynacor Gold Mines Inc.

Operating activities
Net income
Adjustments for:
Provision for impairment of accounts receivable (Note 16)
Depreciation (Note 16)
Loss (gain) on disposal of property, plant and equipment and of right-
of-use assets
Deferred tax expense
Interest expense on bank loan (Note 16)
Accretion expense on asset retirement obligations (Note 13)
Share-based compensation (Note 14 b))
Unrealized foreign exchange loss (gain)
Changes in working capital items (Note 17)
Net cash from operating activities
Investing activities
Proceeds from disposal of property, plant and equipment and right-of-
use assets
Acquisition of property, plant and equipment (Note 8)
Additions to exploration and evaluation assets
Net cash used in investing activities
Financing activities
Interest paid on bank loan (Note 16)
Bank loan (Note 11)
Repayment of lease liabilities and interests’ payments (Note 12)
Repurchase of common shares (Note 14 a) i))
Dividends (Note 14 d))
Net cash (used in) from financing activities
Change in cash during the period
Effect of exchange rate fluctuation on cash
Cash, beginning of period
Cash, end of period
Income taxes paid related to operating activities
For the three-month periods ended
March 31,
2020
$
2019
$
2,385,269
1,180,000
70,369
39,669
639,826
644,773
(28,286)
(2,404)
34,586
56,673
14,770
-
2,500
2,337
18,538
16,297
84,166
(18,174)
3,221,738
1,919,171
9,847,879
(472,484)
13,069,617
1,446,687
65,264
13,136
(6,933)
(44,077)
(28,387)
(72,966)
29,944
(103,907)
(14,770)
-
(3,000,000)
-
(188,230)
(155,737)
-
(412,141)
(447,993)
(291,154)
(3,650,993)
(859,032)
9,448,568
483,748
(84,891)
14,933
6,743,221
13,928,980
16,106,898
14,427,661
656,783
546,885
For the three-month periods ended
March 31,
2020
$
2019
$
2,385,269
1,180,000
70,369
39,669
639,826
644,773
(28,286)
(2,404)
34,586
56,673
14,770
-
2,500
2,337
18,538
16,297
84,166
(18,174)
3,221,738
1,919,171
9,847,879
(472,484)
13,069,617
1,446,687
65,264
13,136
(6,933)
(44,077)
(28,387)
(72,966)
29,944
(103,907)
(14,770)
-
(3,000,000)
-
(188,230)
(155,737)
-
(412,141)
(447,993)
(291,154)
(3,650,993)
(859,032)
9,448,568
483,748
(84,891)
14,933
6,743,221
13,928,980
16,106,898
14,427,661
656,783
546,885
1,180,000
39,669
644,773
(2,404)
56,673
-
2,337
16,297
(18,174)
1,919,171
(472,484)
1,446,687
13,136
(44,077)
(72,966)
(103,907)
-
-
(155,737)
(412,141)
(291,154)
(859,032)
483,748
14,933
13,928,980
14,427,661
546,885

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

6

Dynacor Gold Mines Inc. Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

1. Statute of incorporation and nature of activities

Dynacor Gold Mines Inc. (“Dynacor”, the ultimate controlling company), an ore processing and exploration company active in Peru, incorporated under Part 1A of the Companies Act (Québec) and as of February 14, 2011, is governed under the Business Corporations Act (Québec). The Company’s principal place of business is 625 René-Lévesque Blvd West, suite 1200, Montréal, Québec, Canada.

Dynacor, including its subsidiary (collectively, the “Company”), produces gold and silver from ore purchased from local Peruvian miners which is processed at the Company’s wholly-owned processing plant. The Corporation derives all its sales from Peru. The Company does not have any mining producing properties.

The Company also hold interests in mineral properties in Peru that are currently in the exploration stage. The business of exploration, development and mining of minerals involves a high degree of risk and there can be no assurance that current exploration, development and mining plans will result in profitable mining operations. The recoverability of the carrying value of assets and the Company's continued existence is dependent upon the continuation of ore processing operations.

In December 2019, the Peruvian authorities retained our gold shipment of 2,650 ounces. Following this export retention, the company temporarily stopped exporting gold. However, it continued purchasing and processing ore, therefore increasing its ore and gold in process inventory at the end of 2019. In January 2020, exports and sales resumed and year-end accumulated gold in process inventory was poured to gold and sold. At the date of approval of these financial statements, this shipment of finished goods is still being retained by the Peruvian authorities.

In 2020, the COVID-19 became a worldwide crisis. Following the state of emergency decree in Peru, which was declared on March 16, 2020, the Company temporarily stopped its ore purchase and process operations.

The duration and impacts of this crisis are still unknown, therefore it could have a prospective material impact on the Company’s activities, cash flow and liquidities. Following these events, the Company has taken and will continue to take action to minimize the impact. However, it is impossible to precisely determine the prospective financial implications of these events.

At the date of this report the Company has a solid financial situation. The Company continues to monitor the overall situation and apply its liquidity control plan. The Company is ready to restart its operations in a safely environment for its employees and suppliers as soon as official government measures will permit.

2. Statement of compliance with IFRS, basis of measurement and basis of consolidation

These condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting and does not include all the information required for full annual consolidated financial statements. Accordingly, certain information and disclosures normally included in the annual consolidated financial statements prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board have been omitted or condensed. Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the financial position and performance of the Corporation since the last annual consolidated financial statements as at and for the year ended December 31, 2019.

These condensed interim consolidated financial statements are presented in United States dollars, which is the Company’s functional currency. The functional currency has remained unchanged during the reporting periods.

These condensed interim consolidated financial statements were approved and authorized for issue by the Board of Directors (the “Board”) on May 12, 2020.

Basis of measurement

The condensed interim consolidated financial statements have been prepared on a historical cost basis.

7

Dynacor Gold Mines Inc. Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

2. Statement of compliance with IFRS, basis of measurement and basis of consolidation (continued)

Basis of consolidation

The condensed interim consolidated financial statements include the accounts of Dynacor and its subsidiary. Dynacor controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. All intercompany balances and transactions are eliminated on consolidation. Dynacor and its subsidiary have a year end of December 31.

These condensed interim consolidated financial statements include the financial statements of Dynacor and its subsidiary listed below:

Minera Veta Dorada SAC Country of incorporation
Peru
Equity Interest
100%

3. Significant accounting policies

The policies applied in these condensed interim consolidated financial statements are the same accounting policies and methods as those in our most recent audited annual financial statements.

4. Judgments, estimates and assumptions

The preparation of consolidated financial statements requires the Company’s management to make judgments, estimates and assumptions on reported amounts of assets and liabilities, and reported amounts of revenues and expenses. The estimates and assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may be substantially different.

The critical accounting, judgements, estimates and assumptions are the same as those in our most recent audited annual financial statements except as noted below.

Impairment of property, plant and equipment and right-of-use assets

Determining if there are any facts and circumstances indicating impairment loss or reversal of impairment losses is a subjective process involving judgment and a number of estimates and interpretations in many cases. In assessing impairment, management estimates the recoverable amount of each cash-generating asset based on discounted future cash flows. As of March 31, 2020, management assessed that the current COVID-19 crisis was an impairment indicator with regards to its property, plant and equipment and right-of-use assets. However, there was no impairment recorded in the current reporting period following an impairment test.

8

Dynacor Gold Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

5. Cash

Cash (equivalent in USD)
United States dollars(1)
Peruvian Nuevo soles
Canadian dollars
As at March 31,
2020
$
14,471,890
585,511
1,049,497
16,106,898
As at December 31,
2019
$
6,120,224
63,485
559,512
6,743,221
  • (1) As at March 31, 2020 and December 31, 2019, $187,887 has been given as collateral against stand-by letters of credit totaling $187,887.

6. Accounts receivable

Sales tax receivable
Trade and other receivables
Advances to suppliers
As at March 31,
2020
$
2,204,058
26,617
320,311
2,550,986
As at December 31,
2019
$
4,020,838
77,761
630,143
4,728,742

The Company’s gold sales were with one sole customer at the market prices in effect at the time of delivery. Economic dependence is mitigated as the Company can sell its gold to numerous clients worldwide.

7. Inventories

Ore
Gold in process
Finished goods-Gold dore bars(1)
Supplies
Less: long term portion – other assets
As at March 31,
2020
$
1,767,107
3,573,994
6,291,277
256,356
11,888,734
(3,443,120)
8,445,614
As at December 31,
2019
$
4,546,978
13,484,797
3,443,120
269,310
21,744,205
(3,443,120)
18,301,085

No inventories are carried at fair value less cost to sell at March 31, 2020 and December 31, 2019.

  • (Note 1). We cannot predict at this time when this shipment will be released by the authorities and therefore, we have classified then under other non-current assets.

9

Dynacor Gold Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

8. Property, plant and equipment

Cost
Balance, January 1, 2020
Additions
Disposals
Balance, March 31, 2020
Accumulated Depreciation
Balance, January 1, 2020
Depreciation
Depreciation capitalized as exploration and
evaluation assets
Disposals
Balance, March 31, 2020
Net book value, March 31, 2020
Cost
Balance, January 1, 2019
Reclassification to right-of-use assets
Additions
Reclassification from right-of-use assets
Disposals
Balance, December 31, 2019
Accumulated Depreciation
Balance, January 1, 2019
Reclassification to right-of-use assets
Depreciation
Depreciation capitalized as
exploration and evaluation assets
Reclassification from right-of-use assets
Disposals
Balance, December 31, 2019
Net book value, December 31, 2019
Land
$
Buildings
$
Plant &
equipment
$
Rolling
stock
$
Total
$
647,334
4,745,443
21,340,063
2,156,018
28,888,858
-
-
6,933
-
6,933
-
-
(184,211)
(76,396)
(260,607)
647,334
4,745,443
21,162,785
2,079,622
28,635,184
-
824,905
5,757,589
1,347,653
7,930,147
-
65,766
398,524
78,241
542,531
-
744
5,475
-
6,219
-
-
(171,593)
(71,212)
(242,805)
-
891,415
5,989,995
1,354,682
8,236,092
647,334
3,854,028
15,172,790
724,940
20,399,092
Land
$
Buildings
$
Plant &
equipment
$
Rolling
stock
$
Total
$
367,138
4,697,378
21,093,439
2,516,024
28,673,979
-
-
-
(1,240,824)
(1,240,824)
280,196
48,065
338,284
621,090
1,287,635
-
-
-
377,085
377,085
-
-
(91,660)
(117,357)
(209,017)
647,334
4,745,443
21,340,063
2,156,018
28,888,858
-
564,841
4,177,669
1,319,260
6,061,770
-
-
-
(321,790)
(321,790)
-
260,064
1,642,215
217,107
2,119,386
-
-
28,493
3,304
31,797
-
-
-
228,563
228,563
-
-
(90,788)
(98,791)
(189,579)
-
824,905
5,757,589
1,347,653
7,930,147
647,334
3,920,538
15,582,474
808,365
20,958,711

10

Dynacor Gold Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

9. Exploration and evaluation assets

Mining rights
Balance, January 1, 2020
Balance, March 31, 2020
Deferred exploration and evaluation costs
Balance, January 1, 2020
Additions(1)
Balance, March 31, 2020
TOTAL
Exploration properties
Tumipampa
Anta
Others
Total
$
$
$
$
1,306,960
192,084
22,646
1,521,690
1,306,960
192,084
22,646
1,521,690
16,909,509
306,983
-
17,216,492
38,731
-
-
38,731
16,948,240
306,983
-
17,255,223
18,255,200
499,067
22,646
18,776,913

(1) Net of royalty income derived from the Tumipampa property ($16,263).

Mining rights
Balance, January 1, 2019
Write-off
Balance, December 31, 2019
Deferred exploration and evaluation costs
Balance, January 1, 2019
Additions
Balance, December 31, 2019
TOTAL
Exploration properties
Tumipampa
Anta
Others
Total
$
$
$
$
1,340,773
192,084
27,479
1,560,336
(33,813)
-
(4,833)
(38,646)
1,306,960
192,084
22,646
1,521,690
16,669,366
306,718
-
16,976,084
240,143
265
-
240,408
16,909,509
306,983
-
17,216,492
18,216,469
499,067
22,646
18,738,182

Tumipampa property (“Tumipampa”)

Tumipampa is 500 km from Lima, Peru, in the Circa district, Province of Abancay, department of Apurimac. The Tumipampa project covers an area of 8,432 hectares.

Anta property (“Anta”)

Anta is in the district of San Pedro, 72 km west of Nazca, within the Western Andean Cordillera in the Province of Lucanas, Department of Ayacucho. Anta includes five concessions that cover an area of 5,100 hectares and is a copper/silver exploration prospect.

11

Dynacor Gold Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

10. Trade and other payables

Accounts payable and accrued liabilities(1)
Accrued profit sharing(2)
Wages and benefits
As at March 31,
2020
$
2,600,732
356,411
785,649
3,742,792
As at December 31,
2019
$
4,973,989
858,706
511,456
6,344,151

(1) Including $410,099 of dividends paid in April 2020 ($447,993 as at December 31, 2019 of dividends paid in January 2020).

(2) Under Peruvian labor laws, the Company is required to distribute 8% of its annual taxable income before tax to employees for each of its Peruvian subsidiary. Amounts accrued as at December 31 are paid in March of the following year.

11. Bank loan

On December 19, 2019, the Company entered into a non-secured short-term bank loan agreement in the amount $3,000,000, bearing interest at an annual rate of 3.75% and maturing on February 18, 2020, and at which date was fully reimbursed.

12. Leases

The Company has leases for the land of the Chala plant, office spaces and some of its rolling stock. The leases have an initial term of 2 to 17 years and some have a renewal option after that date. The lease terms are negotiated individually and encompass a wide range of different terms and conditions.

Right-of-use assets

Costs
Balance, January 1, 2020
Additions
Disposals and cancellations
Balance, March 31, 2020
Accumulated Depreciation
Balance, January 1, 2020
Depreciation
Depreciation capitalized as exploration and evaluation
assets
Disposals and cancellations
Balance, March 31, 2020
Net book value, March 31, 2020
Land
Building
Rolling Stock
Total
$
$
$
$
260,643
782,014
1,040,964
2,083,621
-
22,284
-
22,284
-
(58,553)
(29,795)
(88,348)
260,643
745,745
1,011,169
2,017,557
15,110
156,348
351,489
522,947
3,777
46,002
47,516
97,295
-
-
4,125
4,125
-
(8,134)
(9,931)
(18,065)
18,887
194,216
393,199
606,302
241,756
551,529
617,970
1,411,255

12

Dynacor Gold Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

12. Leases (continued)

Right-of-use assets (continued)

Costs
Adjustment on adoption to IFRS 16
Reclassification from Property, plant and equipment
Additions
Reclassification to Property, plant and equipment
Disposals
Balance, December 31, 2019
Accumulated Depreciation
Reclassification from Property, plant and equipment
Depreciation
Depreciation capitalized as exploration and evaluation
assets
Reclassification to Property, plant and equipment
Disposals
Balance, December 31, 2019
Net book value, December 31, 2019
Lease liabilities
Land
Building
Rolling Stock
Total
$
$
$
$
260,643
595,601
-
856,244
-
-
1,240,824
1,240,824
-
186,413
212,378
398,791
-
-
(377,085)
(377,085)
-
-
(35,153)
(35,153)
260,643
782,014
1,040,964
2,083,621
-
-
321,790
321,790
15,110
156,348
260,157
431,615
-
-
16,501
16,501
-
-
(228,563)
(228,563)
-
-
(18,396)
(18,396)
15,110
156,348
351,489
522,947
245,533
625,666
689,475
1,560,674
Balance, beginning of the period
Adoption of IFRS 16
New leases and changes in leases
Cancellation of right of use assets
Repayment of lease liabilities and interests’ payments
Balance, end of the period
As at March 31,
2020
$
1,329,181
-
22,284
(51,107)
(188,230)
1,112,128
As at December 31,
2019
$
747,689
856,244
398,791
(673,543)
1,329,181

The future minimum lease payments due for the next years are as follows:

Within one year
1 to 2 years
2 to 5 years
After 5 years
Total
Less: implicit interest from 5.00% to 6.70% (2019 – 5.00% to 6.70%)
Less: current portion
As at March 31,
2020
$
522,184
234,432
291,400
244,679
1,292,695
(180,567)
1,112,128
(471,283)
640,845
As at December 31,
2019
$
641,642
279,301
357,030
258,610
1,536,583
(207,402)
1,329,181
(572,316)
756,865

13

Dynacor Gold Mines Inc. Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

12. Leases (continued)

Renewal option

Some leases for office space include renewal options that can be exercised at the Company’s option. These options are used to maximise the operational flexibility of the Company’s activities. These options are not reflected in measuring lease liabilities in many cases because the options are not reasonably certain to be exercised by the Company. This is also the case when the underlying office space is not vital to the Company and there are other alternative solutions to replace the underlying assets. The Company’s practice is to ensure that the space meets its needs, which evolve over time.

The potential future rental payments as at March 31, 2020, relating to periods following the exercise dates of extension options is not significant.

Lease payments not recognised as a liability

The expense relating to payments not included in the measurement of a lease liability is $23,500 for the three-month period ended March 31, 2020 ($27,300 for the three-month period ended March 31, 2019) and relates to short term leases.

The Company has short-term lease agreements (less than 12 months). As at March 31, 2020, future minimum lease payments required to meet obligations total $35,000 ($30,000 as at December 31, 2019).

13. Asset retirement obligations

The table below presents the reconciliation of the provision for asset retirement obligations for the periods ended:

Balance, beginning of the period
Disbursement
Accretion of discounted cash flows
Balance, end of the period
As at March 31,
2020
$
3,769,373
-
2,500
3,771,873
As at December 31,
2019
$
3,778,010
(17,985)
9,348
3,769,373

The provision for closure of production facilities and exploration projects represents the present value of the closure costs that are expected to be incurred between the years 2020 and 2038 for the Veta Dorada Plant and Tumipampa. These estimates are based on studies prepared by independent advisers that meet the environmental regulations in effect. The provision for closure of the production facilities and exploration projects corresponds mostly to activities that must be carried out for restoring the areas affected by operation and production activities. The principal works to be performed correspond to earthworks, revegetation efforts and dismantling of the production facilities. Closure budgets are reviewed regularly to consider any significant change in the studies conducted. Nevertheless, the closure costs will depend on the market prices for the closure works required, which would reflect future economic conditions. Also, the time when the disbursements will be made depends on the useful life of the facilities.

($5.9 million as at December 31, 2019) which has been discounted using annual risk-free rates up 2.8% in periods of up to 19 years.

The table below presents the breakdown of the provision for asset retirement obligations for the periods ended:

Veta Dorada Plant
Tumipampa
Balance, end of the period
As at March 31,
2020
$
3,494,604
277,269
3,771,873
As at December 31,
2019
$
3,492,104
277,269
3,769,373

14

Dynacor Gold Mines Inc. Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

13. Asset retirement obligations (continued)

The Company believes that this liability is sufficient to meet the current environmental protection laws approved by the MEM. As of March 31, 2020, the Company has constituted letters of credit in favor of the MEM for $1,632,000 ($1,426,000 as at December 31, 2019) to secure closure plans of its production facilities and exploration projects.

14. Share capital

a) Shares authorized

Unlimited number of common shares, without par value.

Unlimited number of preferred shares, without par value, non-cumulative annual dividend of 8%, redeemable at their issue price, non-participating, non-voting.

Issued and fully paid

Movements in the Company’s share capital during the three-month periods ended March 31, 2020 and 2019, are as follows:

Balance beginning of year
Repurchase of common shares i)
Balance, end of period
2020
Numbers of
common
shares
Amount
$
38,787,256
20,631,364
-
-
38,787,256
20,631,364
2020
Numbers of
common
shares
Amount
$
38,787,256
20,631,364
-
-
38,787,256
20,631,364
2019 2019
Numbers of
common
shares
38,787,256
-
38,787,256
Numbers of
common
shares
39,524,977
(313,900)
39,211,077
Amount
$
20,631,364
-
20,631,364
20,958,860
(166,452)
20,792,408

i) In April 2018, the Company announced the implementation of a normal course issuer bid share buyback program, through which the Company may purchase, for cancellation, up to 1,982,717 or approximately 5% of its outstanding common shares as of April 10, 2018, over the 12 month period beginning April 23, 2018 and ending April 22, 2019, when the bid expires, with a daily maximum of 12,692 common shares which is equal to 25% of the average daily trading volume on the TSX for the nine month period ended March 31, 2018 except where purchases are made in accordance with the “block purchase exception” of the TSX rules.

In April 17, 2019, the Toronto Stock Exchange (TSX) has approved the new NCIB, under which Dynacor may purchase, for cancellation, with a daily maximum of 6,387 shares, up to 3,273,485 common shares or approximately 10% of its public float until April 16, 2020. The NCIB was reconducted at maturity (note 19).

The extent to which Dynacor repurchases its shares and the timing of such repurchases will depend upon market conditions and other corporate considerations, as determined by the Company's management team. The purchases will be funded from existing cash balances.

The Company did not repurchase common shares during the three-month period ending March 31, 2020.

For the three-month period ending March 31, 2019, the Company has repurchased 313,900 common shares for a total cash consideration of $412,141 (CA$ 546,130), an average repurchase cost of $1.31 (CA$1.74) per share. Total cash consideration paid exceeded by $245,689 the respective book value of the shares repurchased. This excess was recorded as a reduction of retained earnings in the Consolidated Statement of Changes in Equity.

Since April 23, 2018, the Company has repurchased 1,294,088 common shares for a total cash consideration of $1,679,467 (CA$ 2,216,174), an average repurchase cost of $1.30 (CA$1,71) per share.

15

Dynacor Gold Mines Inc. Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

14. Share capital (continued)

b) Share purchase options

On August 14, 2007, the Board adopted a stock option plan (the “Plan”) whereby they may grant to directors, officers, employees, or consultants options to acquire common shares up to 10% of the issued and outstanding common shares. The Board has the authority to determine the terms, limits, restrictions and conditions of the grant of options, to interpret the Plan and make all decisions relating thereto. The option exercise price is established by the Board and may not be lower than the market price of the common shares at the time of grant. At the June 20, 2019 annual meeting of shareholders, the shareholders approved a Board resolution authorizing an amendment to the Plan allowing the replenishment of 920,000 options previously issued under the Plan and that have already been exercised by their holders. This replenishment of options will allow the Corporation to issue additional options without having to increase the total amount of shares issuable under the Plan, which is 3,500,000 common shares. The options may be exercised during a period determined by the Board, which may vary, but will not exceed ten years from the date of the grant.

Movements in the Company’s share purchase options during the three-month periods ended March 31, 2020 and 2019, are as follows:

Balance, beginning and end of period
Exercisable options
2020
Numbers of
options
Weighted
average
exercise price
CA$
1,252,500
1.92
1,015,000
1.94
2020
Numbers of
options
Weighted
average
exercise price
CA$
1,252,500
1.92
1,015,000
1.94
2019 2019
Numbers of
options
1,252,500
1,015,000
Number of
options
1,217,500
1,026,500
Weighted
average
exercise price
CA$
1.92
1.94
CA$
1.85
1.80

For the three-month period ended March 31, 2020, the share-based compensation costs amounted to $18,538 and was charged to the consolidated statement of comprehensive income ($17,184 for the three-month period ended March 31, 2019 of which $887 was capitalized to exploration and evaluation assets.

c) Deferred share units “DSU”

Effective May 11, 2015, the Company put in place the DSU Plan, whereby the Board may grant to its directors, senior officers and shareholders DSUs. DSUs are units that are credited to an eligible participant’s account, the value of which, on a particular date, shall be equal to the fair market value of the Company’s common share for such date. The Board has the authority to determine the number of DSUs to be awarded and the terms and conditions of each award. The number of shares that are reserved for issuance under the DSU Plan is limited to 500,000. DSUs can only be settled following departure from the Company in accordance with the terms of the DSU Plan.

Balance, beginning and end of period 2020
Numbers of
DSUs
Cost
$
365,506
493,770
2019 2019
Numbers of
DSUs
365,506
Numbers of
DSUs
270,094
Cost
$
372,034

There was no movement related to the Company’s DSUs during the three-month periods ended March 31, 2020 and 2019. Consequently, the Company has not recorded any compensation costs relating to DSU’s in the condensed interim consolidated statement of comprehensive income.

16

Dynacor Gold Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

14. Share capital (continued)

  • d) Dividends

The following dividends were declared by the Company:

  • March 4, 2020 - CA$0.015 per qualifying common share resulting in a total dividend amounting to $410,099 (CA$581,807) paid on April 2, 2020.

  • November 28, 2019 - CA$0.015 per qualifying common share resulting in a total dividend amounting to $447,993 (CA$581,854) paid on January 6, 2020.

  • September 5, 2019 - CA$0.01 per qualifying common share resulting in a total dividend amounting to $294,184 (CA$389,588) paid on October 3, 2019.

  • June 5, 2019 - CA$0.01 per qualifying common share resulting in a total dividend amounting to $298,878 (CA$391,140) paid on July 3, 2019.

  • March 12, 2019 - CA$0.01 per qualifying common share resulting in a total dividend amounting to $293,430 (CA$392,111) paid on April 3, 2019.

  • November 29, 2018 - CA$0.01 per qualifying common share resulting in a total dividend amounting to $291,154 (CA$397,194) paid on January 3, 2019.

15. Earnings per share

Both the basic and diluted earnings per share have been calculated using the net income as the numerator, i.e. no adjustment to net income was necessary during the three-month periods ended March 31, 2020 and 2019.

Net income for the period
Weighted average number of common shares outstanding
Dilutive share purchase options and DSUs(1)
Weighted average number of outstanding shares for diluted earnings per
share
Basic earnings per share
Diluted earnings per shares(1)
Three-month periods ended March 31,
2020
2019
$2,385,269
$1,180,000
38,787,256
39,373,928
369,280
350,697
39,156,536
39,724,625
$0.06
$0.03
$0.06
$0.03
Three-month periods ended March 31,
2020
2019
$2,385,269
$1,180,000
38,787,256
39,373,928
369,280
350,697
39,156,536
39,724,625
$0.06
$0.03
$0.06
$0.03
$1,180,000
39,373,928
350,697
39,724,625
$0.03
$0.03

(1) As at March 31, 2020, 1,052,500 share purchase options are excluded from diluted earnings per share since their exercise price are higher than the average share price for Dynacor shares during the three-month period ended March 31, 2020 (782,500 excluded as at March 31, 2019).

17

Dynacor Gold Mines Inc. Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

16. Information included in the consolidated statements of comprehensive income

The following table provides a breakdown of employee remuneration:

Salaries and short-term employee benefits
Cost of sales
General and administration expenses
Capitalized in exploration and evaluation assets
Salaries and short-term employee benefits
Share-based compensation
General and administration expenses
Capitalized in exploration and evaluation assets
Share based compensation and DSU expense
Total employee remuneration
Cost of sales
Ore
Salaries, benefits and other employee expenses
Production supplies
Transportation
Other production costs
Provision for impairment of accounts receivable
Depreciation of property, plant and equipment and of right-of-use assets
Peruvian profit-sharing expense
Variation of finished goods – Gold dore bars
Variation of gold in process inventory
General and administrative expenses
Salaries and benefits and other employee expenses
Office and other expenses
Professional fees
Promotion and corporate development
Travel expenses
Peruvian profit-sharing expense
Share-based compensation:
Options
Three-month periods ended March 31,
2020
$
2019
$
897,552
855,003
564,738
582,327
28,449
59,625
1,490,739
1,496,955
18,538
16,297
-
887
18,538
17,184
1,509,277
1,514,139
Three-month periods ended March 31,
2020
$
2019
$
15,263,287
15,347,965
968,458
933,661
732,981
795,288
650,429
773,235
320,878
359,257
70,369
39,669
568,925
590,514
282,506
121,099
(2,848,157)
-
9,910,803
1,168,575
25,920,479
20,129,263
564,738
582,327
161,256
149,268
174,791
68,871
62,922
73,452
37,280
40,648
70,627
25,683
1,071,614
940,249
18,538
16,297
1,090,152
956,546
Three-month periods ended March 31,
2020
$
2019
$
897,552
855,003
564,738
582,327
28,449
59,625
1,490,739
1,496,955
18,538
16,297
-
887
18,538
17,184
1,509,277
1,514,139
Three-month periods ended March 31,
2020
$
2019
$
15,263,287
15,347,965
968,458
933,661
732,981
795,288
650,429
773,235
320,878
359,257
70,369
39,669
568,925
590,514
282,506
121,099
(2,848,157)
-
9,910,803
1,168,575
25,920,479
20,129,263
564,738
582,327
161,256
149,268
174,791
68,871
62,922
73,452
37,280
40,648
70,627
25,683
1,071,614
940,249
18,538
16,297
1,090,152
956,546
15,347,965
933,661
795,288
773,235
359,257
39,669
590,514
121,099
-
1,168,575
20,129,263
582,327
149,268
68,871
73,452
40,648
25,683
940,249
16,297
956,546

18

Dynacor Gold Mines Inc.

Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

16. Information included in the consolidated statements of comprehensive income (continued)

Financial income
Interest and other financial income
Financial expenses
Interest on bank loan
Interest on lease liabilities
Other interest and financial expenses
Accretion expense on asset retirement obligation
Depreciation
Depreciation of property, plant and equipment
Depreciation of right-of-use assets
Depreciation included in costs of sales
Depreciation of property, plant and equipment
Depreciation of right-of-use assets
Depreciation included in general and administration expenses
Three-month periods ended March 31,
2020
$
2019
$
42,743
17,294
14,770
-
25,314
20,163
18,343
35,148
2,500
2,337
60,927
57,648
Three-month periods ended March 31,
2020
$
2019
$
518,504
522,916
50,421
67,598
568,925
590,514
24,027
12,718
46,874
41,541
70,901
54,259
639,826
644,773
Three-month periods ended March 31,
2020
$
2019
$
42,743
17,294
14,770
-
25,314
20,163
18,343
35,148
2,500
2,337
60,927
57,648
Three-month periods ended March 31,
2020
$
2019
$
518,504
522,916
50,421
67,598
568,925
590,514
24,027
12,718
46,874
41,541
70,901
54,259
639,826
644,773
522,916
67,598
590,514
12,718
41,541
54,259
644,773

Income taxes

The current income tax charge amounts to $1,222,340 ($546,536 for the three-period ended March 31, 2019) and the deferred income tax charge amounts to $39,220 ($54,898 for the three-period ended March 31, 2019) and relates to origination and reversal of temporary differences mainly relating to fixed assets and exploration expenses.

The total tax income expense comprises $250,010 ($225,446 for the three-period ended March 31, 2019) of unused tax losses for which no deferred taxes were recognized.

17. Information included in the statements of cash flows

Changes in working capital items
Accounts receivables
Current tax assets
Inventories
Prepaid expenses
Trade and other payables
Three-month periods ended March 31,
2020
$
2019
$
1,988,036
(1,152,928)
546,167
(281)
9,855,471
1,676,160
(103,040)
(159,848)
(2,438,755)
(835,587)
9,847,879
(472,484)
Three-month periods ended March 31,
2020
$
2019
$
1,988,036
(1,152,928)
546,167
(281)
9,855,471
1,676,160
(103,040)
(159,848)
(2,438,755)
(835,587)
9,847,879
(472,484)
(1,152,928)
(281)
1,676,160
(159,848)
(835,587)
(472,484)

19

Dynacor Gold Mines Inc. Notes to the Condensed Interim Consolidated Financial Statements (Unaudited) As at March 31, 2020 and for the three-month periods ended March 31, 2020 and 2019 (Expressed in US dollars)

18. Related party transactions and disclosures

Key management personnel

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consists of members of the Company’s Board of Directors, corporate officers, including the Company’s Chief Executive Officer, Chief Financial Officer and Vice President Operations.

Remuneration attributed to key management personnel can be summarized as follows:

Salaries, benefits and directors’ fees
Share-based compensation(1)
Three-month periods ended March 31,
2020
$
2019
$
237,587
239,767
-
1,930
237,587
241,697
Three-month periods ended March 31,
2020
$
2019
$
237,587
239,767
-
1,930
237,587
241,697
239,767
1,930
241,697

(1) Represents the value of share purchase options which have vested during the period.

Transactions

In January 2018, a loan of $158,000 ($CA$198,000) bearing interest at 4% was made to the Company President and CEO in order for him to exercise 600,000 share purchase options at a price of CA$0.26 which came to maturity. During 2019 the loan and accrued interests were reimbursed.

Other related parties

In the normal course of operations and at fair value, being the amount of consideration determined and agreed to by the related parties:

A firm of which an officer of the Company is a partner, charged legal fees amounting to $18,718 for the three-month period ended March 31, 2020 ($20,999 for the three-month period ended March 31, 2019).

19. Subsequent events

In April 2020, the Toronto Stock Exchange (TSX) has approved the new Corporation's normal course issuer bid (NCIB), under which Dynacor may purchase, for cancellation, up to 3,725,828 common shares or approximately 10% of its public float as of April 14, 2020.

20