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E2Gold Inc. — Interim / Quarterly Report 2023
Dec 15, 2022
47978_rns_2022-12-14_0d663279-795e-40ad-9473-1bc612e4a1c8.pdf
Interim / Quarterly Report
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CONDENSED INTERIM FINANCIAL STATEMENTS OF E2GOLD INC.
FOR THE THREE MONTHS ENDED OCTOBER 31, 2022 (EXPRESSED IN CANADIAN DOLLARS) (UNAUDITED)
NOTICE TO READER
The accompanying unaudited condensed interim financial statements of E2Gold Inc. (the "Company") have been prepared by, and are the responsibility of management. The unaudited condensed interim financial statements have not been reviewed by the Company's auditor.
E2Gold Inc.
Condensed Interim Statements of Financial Position (Expressed in Canadian Dollars) (Unaudited)
| As at | As at | |||
|---|---|---|---|---|
| October 31, | July 31, | |||
| 2022 | 2022 | |||
| ASSETS | ||||
| Current assets | ||||
| Cash | $ | 1,112,557 | $ | 2,253,229 |
| Short-term investments | 60,000 | 60,000 | ||
| HST receivable | 171,135 | 82,509 | ||
| Prepaid expenses | 341,725 | 279,992 | ||
| Total current assets | 1,685,417 | 2,675,730 | ||
| Non-current assets | ||||
| Propertyand equipment(note 3) | 45,339 | 52,186 | ||
| Total non-current assets | 45,339 | 52,186 | ||
| Total assets | $ | 1,730,756 | $ | 2,727,916 |
| LIABILITIES AND EQUITY | ||||
| Current liabilities | ||||
| Amounts payable and accrued liabilities | $ | 425,508 | $ | 305,314 |
| Flow-through share liability (note 4) | 328,783 | 450,699 | ||
| Total liabilities | 754,291 | 756,013 | ||
| Equity | ||||
| Share capital (note 5) | 7,569,999 | 7,569,999 | ||
| Warrants (note 6) | 4,115,123 | 4,115,123 | ||
| Stock options (note 7) | 874,456 | 935,595 | ||
| Accumulated deficit | (11,583,113) | (10,648,814) | ||
| Total equity | 976,465 | 1,971,903 | ||
| Total liabilities and equity | $ | 1,730,756 | $ | 2,727,916 |
The accompanying notes are an integral part of these unaudited condensed interim financial statements.
Nature of operations and going concern (note 1) Commitments (note 11) Subsequent event (note 13)
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E2Gold Inc.
Condensed Interim Statements of Loss and Comprehensive Loss (Expressed in Canadian Dollars) (Unaudited)
| Three months ended October 31, | 2022 | 2021 | ||
|---|---|---|---|---|
| Operating expenses | ||||
| Depreciation (notes 3 and 9) | $ | 4,408 | $ | 3,089 |
| Exploration and evaluation expenditures (notes 9 and 10(b)) | 811,548 | 1,597,118 | ||
| General and administrative expenses | 50,044 | 83,496 | ||
| Investor relations | 53,483 | 208,277 | ||
| Management, director fees and salaries (note 10(a)) | 144,807 | 220,379 | ||
| Professional fees (note 10(b)) | 46,008 | 64,645 | ||
| Shareholders' information | 8,031 | 43,049 | ||
| Share-basedpayments(notes 7 and 10(a)) | 142,479 | 743,544 | ||
| Operating loss before interest income and premium on flow-through shares | (1,260,808) | (2,963,597) | ||
| Interest income | 975 | 1,415 | ||
| Premium on flow-through shares(note 4) | 121,916 | 226,031 | ||
| Loss and comprehensive loss for theperiod | **$ ** | (1,137,917) | $ | (2,736,151) |
| Basic and diluted lossper share(note 8) | $ | (0.01) | $ | (0.03) |
| Weighted average number of common shares outstanding - basic and diluted | 147,071,309 | 95,367,615 |
The accompanying notes are an integral part of these unaudited condensed interim financial statements.
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E2Gold Inc.
Condensed Interim Statements of Cash Flows (Expressed in Canadian Dollars)
(Unaudited)
| Three months ended October 31, | 2022 | 2021 |
|---|---|---|
| Operating activities: | ||
| Net loss for the period | $ (1,137,917) | $ (2,736,151) |
| Adjustments for: | ||
| Depreciation (note 3) | 6,847 | 5,528 |
| Share-based payments (note 7) | 142,479 | 743,544 |
| Premium on flow-through shares (note 4) | (121,916) | (226,031) |
| Changes in non-cash working capital items: | ||
| HST receivable | (88,626) | (225,366) |
| Prepaid expenses | (61,733) | 45,786 |
| Amountspayable and accrued liabilities | 120,194 | 32,489 |
| Net cash used in operating activities | (1,140,672) | (2,360,201) |
| Investing activities: | ||
| Purchase of property and equipment | - | (23,370) |
| Purchase of short-term investment | - | (20,000) |
| Net cash used in investing activities | - | (43,370) |
| Net change in cash | (1,140,672) | (2,403,571) |
| Cash, beginning ofperiod | 2,253,229 | 5,854,701 |
| Cash, end ofperiod | $ 1,112,557 | $ 3,451,130 |
The accompanying notes are an integral part of these unaudited condensed interim financial statements.
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E2Gold Inc. Condensed Interim Statements of Changes in Shareholders' Equity (Expressed in Canadian Dollars) (Unaudited)
| Share | Stock | Accumulated | Total | |||||
|---|---|---|---|---|---|---|---|---|
| capital | Warrants | options | deficit | equity | ||||
| Balance, July 31, 2021 | $ | 4,441,922 | $ | 3,693,475 | $ | 32,022 | $ (3,202,041) $ | 4,965,378 |
| Warrants cancelled | - | (6,088) | - | 6,088 | - | |||
| Share-based payments (note 7) | - | - | 743,544 | - | 743,544 | |||
| Loss and comprehensive loss | - | - | - | (2,736,151) | (2,736,151) | |||
| Balance, October 31, 2021 | $ | 4,441,922 | $ | 3,687,387 | $ | 775,566 | $ (5,932,104) $ | 2,972,771 |
| Balance, July 31, 2022 | $ | 7,569,999 | $ | 4,115,123 | $ | 935,595 | $ (10,648,814) $ | 1,971,903 |
| Stock options cancelled | - | - | (203,618) | 203,618 | - | |||
| Share-based payments (note 7) | - | - | 142,479 | - | 142,479 | |||
| Loss and comprehensive loss | - | - | - | (1,137,917) | (1,137,917) | |||
| Balance, October 31, 2022 | $ | 7,569,999 | $ | 4,115,123 | $ | 874,456 | $ (11,583,113) $ | 976,465 |
The accompanying notes are an integral part of these unaudited condensed interim financial statements.
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E2Gold Inc.
Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
1. Nature of Operations and Going Concern
E2Gold Inc. (the “Company”) was incorporated under the Business Corporations Act (Ontario) by articles of incorporation dated October 25, 2018 under the name “5003754 Ontario Ltd.” On February 11, 2020, the Company filed articles of amendment to change the name of the Company to “E2Gold Inc.” On October 14, 2020, the Company filed articles of amendment to remove the private company restrictions contained in its articles. The principal office of the Company is located at 8 King Street East, Suite 1700, Toronto, Ontario M5C 1B5. The financial year end of the Company is July 31.
On December 30, 2020, the Company completed its Initial Public Offering ("IPO") and its common shares commenced trading on the TSX Venture Exchange ("TSXV") at the opening of business on January 4, 2021. The common shares of the Company trades under the symbol "ETU". On February 23, 2022, the Company's common shares commenced trading in the United States on the OTCQB Market, under the symbol “ETUGF”.
The principal business of the Company is the acquisition, exploration and evaluation of mineral properties, and developing these properties further or disposing of them when evaluation is complete.
The Company had no commercial operations and incurred a net loss and comprehensive loss of $1,137,917 for the three months ended October 31, 2022, and as of October 31, 2022, the Company’s accumulated deficit was $11,583,113. These circumstances indicate that material uncertainties exist that may cast significant doubt about the Company's ability to continue as a going concern and, accordingly, the ultimate use of accounting principles applicable to a going concern. The Company’s ability to continue as a going concern is dependent upon raising additional capital to meet its present and future commitments, the continued support of certain shareholders and trade creditors, and on achieving profitable commercial operations. If additional financing is arranged through the issuance of shares, control of the Company may change and shareholders may suffer significant dilution.
These unaudited condensed interim financial statements been prepared on a going concern basis which assumes that the Company will continue in operations for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. Realization values may be substantially different from carrying values as shown and the unaudited condensed interim financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. Such adjustments may be material.
2. Significant Accounting Policies
Statement of Compliance
The Company applies International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and the interpretations issued by the IFRS Interpretations Committee. These unaudited condensed interim financial statements have been prepared in accordance with International Accounting Standard 34 - Interim Financial Reporting. Accordingly, they do not include all of the information required for full annual financial statements required by IFRS as issued by the IASB.
The policies applied in these unaudited condensed interim financial statements are based on IFRSs issued and outstanding as of December 13, 2022, the date the Board of Directors approved the statements. The same accounting policies and methods of computation are followed in these unaudited condensed interim financial statements as compared with the most recent annual financial statements as at and for the year ended July 31, 2022, except as noted below. Any subsequent changes to IFRS that are given effect in the Company's annual financial statements for the year ending July 31, 2023 could result in restatement of these unaudited condensed interim financial statements.
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Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
E2Gold Inc.
2. Significant Accounting Policies (Continued)
New Standards Adopted
IAS 16 - Property, Plant and Equipment was amended. The amendments introduce new guidance, such that the proceeds from selling items before the related property, plant and equipment is available for its intended use can no longer be deducted from the cost. Instead, such proceeds are to be recognized in profit or loss, together with the costs of producing those items. The amendments are effective for annual periods beginning on January 1, 2022. The adoption of the amendments had no impact on the Company's unaudited condensed interim financial statements.
IFRS 3 – Business Combinations (“IFRS 3”) was amended. The amendments introduce new exceptions to the recognition and measurement principles in IFRS 3 to ensure that the update in references to the revised conceptual framework does not change which assets and liabilities qualify for recognition in a business combination. An acquirer should apply the definition of a liability in IAS 37 – rather than the definition in the Conceptual Framework – to determine whether a present obligation exists at the acquisition date as a result of past events. For a levy in the scope of IFRIC 21, the acquirer should apply the criteria in IFRIC 21 to determine whether the obligating event that gives rise to a liability to pay the levy has occurred by the acquisition date. In addition, the amendments clarify that the acquirer should not recognize a contingent asset at the acquisition date. The amendments are effective for annual periods beginning on January 1, 2022. The adoption of the amendments had no impact on the Company's unaudited condensed interim financial statements.
New Standards Not Yet Adopted And Interpretations Issued But Not Yet Effective
Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods commencing on or after January 1, 2022. Many are not applicable or do not have a significant impact to the Company and have been excluded. The Company is currently assessing the impact of these standards on the unaudited condensed interim financial statements.
IAS 1 – Presentation of Financial Statements (“IAS 1”) was amended in January 2020 to provide a more general approach to the classification of liabilities under IAS 1 based on the contractual arrangements in place at the reporting date. The amendments clarify that the classification of liabilities as current or non-current is based solely on a company’s right to defer settlement at the reporting date. The right needs to be unconditional and must have substance. The amendments also clarify that the transfer of a company’s own equity instruments is regarded as settlement of a liability, unless it results from the exercise of a conversion option meeting the definition of an equity instrument. The amendments are effective for annual periods beginning on January 1, 2023.
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E2Gold Inc.
Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
3. Property and Equipment
| Computer | Exploration | Exploration | ||||
|---|---|---|---|---|---|---|
| Cost | equipment | equipment | Total | |||
| Balance, July 31, 2022 and October 31, 2022 | $ | 52,896 | $ | 29,266 | $ | 82,162 |
| Computer | Exploration | |||||
| Accumulated depreciation | equipment | equipment | Total | |||
| Balance, July 31, 2022 | $ | 15,343 | $ | 14,633 | $ | 29,976 |
| Depreciation duringtheperiod | 4,408 | 2,439 | 6,847 | |||
| Balance, October 31, 2022 | $ | 19,751 | $ | 17,072 | $ | 36,823 |
| Computer | Exploration | |||||
| Carrying value | equipment | equipment | Total | |||
| Balance, July 31, 2022 | $ | 37,553 | $ | 14,633 | $ | 52,186 |
| Balance, October 31, 2022 | $ | 33,145 | $ | 12,194 | $ | 45,339 |
4. Flow-Through Share Liability
Flow-through share liability includes the liability portion of the flow-through shares issued. The following is a continuity schedule of the liability of the flow-through shares issuance:
| Balance, July 31, 2022 | $ | 450,699 |
|---|---|---|
| Settlement of flow-through share liabilityon incurred expenditures(i)(ii) | (121,916) | |
| Balance, October 31, 2022 | $ | 328,783 |
(i) The flow-through common shares issued in the brokered private placement completed on March 16, 2022 were issued at a premium to the market price in recognition of the tax benefits accruing to subscribers. The flow-through premium was calculated to be $55,827 and will be derecognized through income as the eligible expenditures are incurred. For the period from March 16, 2022 to July 31, 2022, the Company incurred eligible expenditures of $282,679 satisfying $25,576 of such premium. For the three months ended October 31, 2022, the Company incurred eligible expenditures of $334,361 satisfying $30,251 of such premium. The flow-through premium is $nil as at October 31, 2022.
(ii) The flow-through common shares issued in the brokered private placement completed on July 7, 2022 were issued at a premium to the market price in recognition of the tax benefits accruing to subscribers. The flow-through premium was calculated to be $420,448 and will be derecognized through income as the eligible expenditures are incurred. For the period from July 7, 2022 to July 31, 2022, the Company incurred eligible expenditures of $nil satisfying $nil of such premium. For the three months ended October 31, 2022, the Company incurred eligible expenditures of $363,700 satisfying $91,665 of such premium. The flow-through premium is $328,783 as at October 31, 2022.
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Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
E2Gold Inc.
5. Share Capital
a) Authorized share capital
The authorized share capital consists of an unlimited number of common shares and class "A" shares. The common shares and class "A" shares do not have a par value. All issued shares are fully paid. There is no class "A" shares outstanding.
b) Common shares issued
Changes in the share capital of the Company for the three months ended October 31, 2022 and 2021 are as follows:
| Number of | ||||||||
|---|---|---|---|---|---|---|---|---|
| common | ||||||||
| shares | Amount | |||||||
| **Balance, July ** | 31, | 2021 | and October | **31, ** | 2021 | 95,367,615 | $ | 4,441,922 |
| **Balance, July ** | 31, | 2022 | and October | **31, ** | 2022 | **147,071,309 ** | $ | 7,569,999 |
6. Warrants
| Number of | Grant date | |
|---|---|---|
| warrants | fair value | |
| Balance, July 31, 2021 | 61,490,534 $ | 3,693,475 |
| Cancelled | (80,000) | (6,088) |
| Balance, October 31, 2021 | 61,410,534 $ | 3,687,387 |
| Balance, July 31, 2022 and October 31, 2022 | 85,729,115 $ | 4,115,123 |
The following table reflects the warrants and agent compensation options issued and outstanding as of October 31, 2022:
| Exercise | Warrants | ||
|---|---|---|---|
| Expiry date | price($) | outstanding | Valuation($) |
| December 30, 2022 | 0.28 | 2,710,550 | 320,917 |
| December 30, 2022 * | 0.20 | 1,146,782 | 183,000 |
| December 30, 2023 | 0.24 | 10,911,500 | 988,471 |
| July 16, 2023 | 0.15 | 39,037,035 | 1,811,868 |
| July 16, 2023 * | 0.10 | 2,314,667 | 176,146 |
| July 23, 2023 | 0.15 | 5,000,000 | 184,192 |
| July 23, 2023 * | 0.10 | 240,000 | 18,264 |
| March 16, 2024 | 0.20 | 5,612,227 | 174,471 |
| March 16, 2024 * | 0.20 | 277,200 | 9,537 |
| April 12, 2024 | 0.20 | 213,850 | 6,017 |
| April 12, 2024 * | 0.20 | 7,662 | 128 |
| July 7, 2024 | 0.15 | 17,589,642 | 232,758 |
| July7,2024 * | 0.15 | 668,000 | 9,354 |
| 0.17 | 85,729,115 | 4,115,123 |
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Agent compensation options.
-
8 -
E2Gold Inc.
Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
7. Stock Options
| Weighted | ||
|---|---|---|
| average | ||
| Number of | exercise | |
| stock options | price | |
| Balance, July 31, 2021 | 1,000,000 $ | 0.05 |
| Stock optionsgranted(i) | 6,850,000 | 0.13 |
| Balance, October 31, 2021 | 7,850,000 $ | 0.12 |
| Balance, July 31, 2022 | 9,420,000 $ | 0.13 |
| Stock options granted (ii) | 5,490,000 | 0.05 |
| Stock options forfeited | (1,890,000) | 0.13 |
| Balance, October 31, 2022 | 13,020,000 $ | 0.09 |
(i) On August 17, 2021, the Company granted 6,850,000 stock options to directors, officers and consultants of the Company. The stock options are exercisable for a period of 3 years at a price of $0.13 and vested immediately. The fair value of these options was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: share price of $0.13; expected dividend yield of 0%; risk-free interest rate of 0.55%; volatility of 157% and an expected life of 3 years. The fair value assigned to these options was $739,800. For the three months ended October 31, 2022, the impact on the unaudited condensed interim statement of loss and comprehensive loss was $nil (three months ended October 31, 2021 - $739,800).
(ii) On September 12, 2022, the Company granted 5,490,000 stock options to directors, officers, and consultants of the Company. The stock options are exercisable for a period of 3 years at a price of $0.05 and vested immediately. The fair value of these options was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: share price of $0.04; expected dividend yield of 0%; risk-free interest rate of 3.55%; volatility of 110.20% and an expected life of 3 years. The fair value assigned to these options was $141,000. For the three months ended October 31, 2022, the impact on the unaudited condensed interim statement of loss and comprehensive loss was $141,000.
(iii) The portion of the estimated fair value of options granted in the prior years and vested during the three months ended October 31, 2022, amounted to $1,479 (three months ended October 31, 2021 - $3,744).
The following table reflects the stock options issued and outstanding as of October 31, 2022:
| Weighted average | |||||
|---|---|---|---|---|---|
| remaining | |||||
| Exercise | Options | contractual | Options | Fair | |
| Expiry date | price($) | outstanding | life(years) | exercisable | Value($) |
| August 17, 2024 | 0.130 | 5,000,000 | 1.80 | 5,000,000 | 540,000 |
| November 17, 2024 | 0.155 | 250,000 | 2.05 | 250,000 | 29,000 |
| January 20, 2025 | 0.135 | 180,000 | 2.22 | 180,000 | 17,182 |
| May 4, 2025 | 0.065 | 100,000 | 2.51 | 100,000 | 5,000 |
| August 15, 2025 | 0.050 | 1,000,000 | 2.79 | 700,000 | 48,000 |
| September 12, 2025 | 0.050 | 5,490,000 | 2.87 | 5,490,000 | 141,000 |
| December 6,2026 | 0.170 | 1,000,000 | 4.10 | 1,000,000 | 97,000 |
| 13,020,000 | 2.52 | 12,720,000 | 877,182 |
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E2Gold Inc.
Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
8. Loss Per Share
The calculation of basic and diluted loss per share for the three months ended October 31, 2022 was based on the loss attributable to common shareholders of $1,137,917 (three months ended October 31, 2021 - $2,736,151) and the weighted average number of common shares outstanding of 147,071,309 (three months ended October 31, 2021 - 95,367,615). Diluted loss per share did not include the effect of stock options and warrants as they are anti-dilutive.
9. Exploration and Evaluation Expenditures
| 9. Exploration and Evaluation Expenditures |
||||
|---|---|---|---|---|
| Three months ended | ||||
| October 31, | ||||
| 2022 | 2021 | |||
| Hawkins Gold Property(i) | ||||
| Community relations | $ | - | $ | 1,922 |
| Depreciation | 2,439 | 2,439 | ||
| Drilling | - | 1,015,964 | ||
| Geology | 383,314 | 327,405 | ||
| Geophysics | 5,504 | 80,592 | ||
| Mineralproperty/ claims | - | 88,225 | ||
| $ | 391,257 | $ | 1,516,547 | |
| Band-Ore Property(ii) | ||||
| Community relations | $ | 762 | $ | - |
| Drilling | 292,250 | - | ||
| Geology | 16,860 | 30,571 | ||
| Mineral property / claims | 8,400 | - | ||
| Optionpayment | 102,019 | 50,000 | ||
| $ | 420,291 | $ | 80,571 | |
| Exploration and evaluation expenditures | $ | 811,548 | $ | 1,597,118 |
(i) On January 28, 2020, the Company entered into a definitive option agreement with Pavey Ark Mineral Inc., whereby the Company may earn 100% interest in the Hawkins Gold Property located in the Province of Ontario.
Consideration payable is summarized as follows:
| Cash | Common | Exploration | |||||||
|---|---|---|---|---|---|---|---|---|---|
| payments | shares | expenditures | |||||||
| On signing of the agreement | $ | 20,000 | (1) | $ | - | $ | - | ||
| On or before July 28, 2020 | 50,000 | (1) | 100,000 | (2) | - | ||||
| On or before January 28, 2021 | 100,000 | (1) | 100,000 | (3) | 500,000 | (7) | |||
| On or before January 28, 2022 | 200,000 | (1) | 200,000 | (4) | 500,000 | (7) | |||
| On or before January 28, 2023 | 200,000 | 200,000 | (5) | 500,000 | |||||
| On or before January 28, 2024 | 200,000 | 200,000 | (6) | 500,000 | |||||
| On or before January28,2025 | 230,000 | 200,000 | (6) | 500,000 | |||||
| $ | **1,000,000 ** | $ | **1,000,000 ** | $ | **2,500,000 ** |
(1) Cash payment made.
(2) 2,000,000 common shares valued at $100,000 were issued on July 27, 2020.
(3) 543,478 common shares valued at $100,000 were issued on February 19, 2021 following TSXV approval.
(4) 1,459,854 common shares valued at $200,000 were issued on January 28, 2022.
(5) 3,333,333 common shares valued at $200,000 were issued on July 7, 2022.
(6) The number of common shares to be issued in relation to the dollars amount will be based on the 20-day volume weighted average price of the common shares prior to the day of issuance.
(7) The Company met the minimum exploration expenditures.
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E2Gold Inc.
Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
9. Exploration and Evaluation Expenditures (Continued)
(ii) On October 14, 2021, the Company announced that it entered into an agreement with Golden Share Resources Corporation ("Golden Share") who granted an option to the Company to earn a 100% interest in the Band-Ore property. The Band-Ore property is located west of Thunder Bay, Ontario. In order to acquire its interest in the property, the Company is required to make aggregate cash payments to Golden Share in the amount of $2,000,000 as follows:
| Cash | ||
|---|---|---|
| payments | ||
| On signing of the agreement | $ | 50,000 (1) |
| 1 year anniversary | 100,000 (1) | |
| 2 year anniversary | 100,000 | |
| 3 year anniversary | 100,000 | |
| 4 year anniversary | 150,000 | |
| 5 year anniversary | 200,000 | |
| 6 year anniversary | 300,000 | |
| 7 year anniversary | 500,000 | |
| 8year anniversary | 500,000 | |
| $ | **2,000,000 ** |
(1) Cash payment made.
In addition, the Company agreed to reimburse the costs incurred by the optionor in connection with the preparation of a National Instrument 43-101 compliant technical report on the property, to a maximum amount of $35,000 (actual amount of $29,500 and paid in November 2021), and reimburse tax payments to be incurred by the optionor with respect to the 16 patented mining claims and the one leased mining claim. The optionor will retain a 2% net smelter return royalty, one-half of which may be purchased by the Company by making a cash payment to the optionor in the amount of (i) $3,000,000 at any time up to the fifth anniversary of the date on which the Company earns its interest in the property (the “Acquisition Date”); (ii) $5,000,000 at any time from the fifth anniversary of the Acquisition Date up to the 10th anniversary of the Acquisition Date; or (iii) $10,000,000 at any time on or following the 10th anniversary of the Acquisition Date.
10. Related Party Balances and Transactions
a) Remuneration of directors and officers
| a) Remuneration of directors and officers |
||||
|---|---|---|---|---|
| Three months | ended | |||
| October 31, | ||||
| 2022 | 2021 | |||
| Management fees | $ | 92,917 | $ | 148,906 |
| Director fees | - | 33,000 | ||
| Consulting fees | 21,000 | 36,306 | ||
| Share-basedpayments | 127,131 | 599,400 | ||
| $ | 241,048 | $ | 817,612 |
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E2Gold Inc.
Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
10. Related Party Balances and Transactions (Continued)
a) Remuneration of directors and officers (continued)
During the three months ended October 31, 2022, the Company paid the following management fees:
-
$nil (three months ended October 31, 2021 - $34,906) to Bractea Enterprises Ltd. ("Bractea"), a corporation owned by Erik H. Martin, for services of Mr. Martin as former Chief Financial Officer (the "CFO") of the Company (terminated July 29, 2022).
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$40,000 (three months ended October 31, 2021 - $30,000) to Invera Consulting, a business owned by Ellie Owens, for services of Ms. Owens as President of the Company.
-
$52,917 (three months ended October 31, 2021 - $48,000) to Sheer Strategic Inc., a corporation owned by Eric Owens, for services of Mr. Owens as Chief Executive Officer of the Company.
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$nil (three months ended October 31, 2021 - $36,000) to Renaud Geological Consulting Ltd. ("RGC"), a corporation owned by Natalie Pietrzak-Renaud, for services of Mrs. Pietrzak-Renaud as former Vice-President Exploration of the Company (terminated July 29, 2022).
As at October 31, 2022, Invera Consulting was owed $15,067 (July 31, 2022 - $37,667), Sheer Strategic Inc. was owed $24,245 (July 31, 2022 - $21,188) and RGC was owed $nil (July 31, 2022 - $18,902) and all these amounts were included in amounts payable and accrued liabilities at such date.
As at October 31, 2022, directors were owed $21,121 (July 31, 2022 - $36,221) and this amount was included in amounts payable and accrued liabilities at such date.
(b) Services rendered
During the three months ended October 31, 2022, the Company paid fees the following:
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$nil (three months ended October 31, 2021 - $31,306) to RGC, a corporation owned by Natalie Pietrzak-Renaud, the former Vice-President Exploration of the Company, for fees and expense reimbursements which were included in exploration and evaluation expenditures.
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$nil (three months ended October 31, 2021 - $5,000) for consulting fees to Sheer Strategic Inc., a corporation owned by Eric Owens, which were included in professional fees.
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$21,000 in consulting fees (three months ended October 31, 2021 - $nil) paid to 5044563 Ontario Ltd., a corporation controlled by Bereket Berhe, a director of the Company, which were included in professional fees.
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$15,259 in professional fees (three months ended October 31, 2021 - $nil) to Marrelli Group of Companies (defined as Marrelli Support Services Inc. and Marrelli Trust Company Limited) who is controlled by Carmelo Marrelli, CFO (since July 29, 2022) of the Company. As at October 31, 2022, Marrelli Group of Companies was owed $12,456 (July 31, 2021 - $16,414).
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E2Gold Inc.
Notes to Condensed Interim Financial Statements For the Three Months Ended October 31, 2022 (Expressed in Canadian Dollars) (Unaudited)
11. Commitments
Flow-Through Obligation
Pursuant to the terms of flow-through share agreements, the Company is in the process of complying with its flowthrough contractual obligations to subscribers with respect to the Income Tax Act (Canada) requirements for flowthrough shares. As of October 31, 2022, the Company is committed to incurring approximately $1,305,000 in Canadian Exploration Expenditures (as such term is defined in the Income Tax Act (Canada)) by December 31, 2023 arising from the flow-through offerings.
12. Segmented Information
The Company's operations comprise a single reporting operating segment engaged in mineral exploration in Canada. As the operations comprise a single reporting segment, amounts disclosed in the unaudited condensed interim financial statements also represent segment amounts. In order to determine reportable operating segments, the chief operating decision maker reviews various factors including geographical location, quantitative thresholds and managerial structure.
13. Subsequent Event
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(i) On November 30, 2022, the Company announced the addition of Peter Bojtos to its Board of Directors.
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