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Glen Eagle Resources Inc. Interim / Quarterly Report 2020

Sep 1, 2020

42904_rns_2020-08-31_e56e3314-3dfe-4160-b342-58a638ec2f80.pdf

Interim / Quarterly Report

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Unaudited Condensed Consolidated Interim Financial Statements

Glen Eagle Resources Inc.

Second quarter ended June 30, 2020

(in Canadian dollars, unless otherwise stated)

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 Glen Eagle Resources Inc. as at June 30, 2020 and for the three-month periods ended June 30, 2020 and 2019, have not been reviewed by the Company's external auditors.

Jean Labrecque Daniel Bélisle Jean Labrecque Daniel Bélisle, CPA, CA

President and Chief Executive Officer Chief Financial Officer & Corporate Secretary

Date: August 30th, 2020

Consolidated Interim Statements of Financial Position

Unaudited

(in Canadian dollars)

June 302020$ December 312019$
Assets
Current assetsCash 34,459 7,470
Short term investments –term depositsPrepaids 8,09921,100 8,096-
Amounts receivable (note3)Inventory (note 4) 74,43190,438 57,884235,722
228,527 309,172
Non-current assetsProperty, plant and equipment (note 5)Exploration and evaluation assets (note 6) 3,062,184214,727 3,066,089214,727
3,276,911 3,280,816
TOTAL ASSETS 3,505,438 3,589,988
Liabilities
Current liabilitiesAccounts payable and accrued liabilities(note7) 1,236,944 1,002,887
Non-current liabilities
Term loans (note 8)Provision (note 9) 660,00069,428 660,00065,678
Convertible debenture (note 10) 142,524 137,596
871,952 863,274
TOTAL LIABILITIES 2,108,896 1,866,161
Equity
Share capital 28,138,995 28,138,995
Subscriptions receivedStock options (note 11) 44,000499,340 -617,106
Contributed surplus 3,195,903 3,050,304
DeficitAccumulated other comprehensive income (loss) (30,399,237)(82,459) (29,895,310)(187,268)
Total equity 1,396,542 1,723,827
TOTALLIABILITIES AND EQUITY 3,505,438 3,589,988

Going concern (note 1)

The accompanying notes are an integral part of these consolidated financial statements Approved by the Board of Directors

/s/ Jean Labrecque__________________ Director /s/ Guy Chamard_________________ Director

Consolidated Interim Statements of Comprehensive Income (Loss)

For the three and six months periods ended June 30, 2020 and 2019

Unaudited

(in Canadian dollars)

Three-monthperiod endedJune 30, 2020$ Three-monthperiod endedJune 30, 2019$ Six-monthperiod endedJune 30, 2020$ Six-monthperiod endedJune 30, 2019$
Sales
Gold & silver 284,892 356,680 696,828 918,047
Cost of sales (note 12) (356,948) (619,772) (823,150) (1,250,743)
Gross operating margin (72,056) (263,092) (126,322) (332,696)
General and administrative (note 12)Selling expensesGeneral exploration, net of tax credits (125,816)(23,947)- (266,677)(27,358)(400) (262,069)(40,737)- (446,439)(50,181)(599)
Operatingincome (loss) (221,819) (557,527) (429,128) (829,915)
Interest incomeInterest expenseForeign exchange gain (loss) -(46,589)(356) 83(19,390)(594) 13(70,494)(4,318) 86(32,000)(4,226)
Netincome (loss)for the period (268,764) (577,428) (503,927) (866,055)
Othercomprehensive income (loss)netof income tax:Currency translation adjustment (112,237) (69,725) 104,809 (155,315)
Net comprehensive income (loss)for the period (381,001) (647,153) (399,118) (1,021,370)
Weighted average number ofoutstanding commonshares 82,868,108 82,868,108 82,868,108 82,868,108
Loss per shareBasicand diluted (0.00) (0.01) (0.01) (0.01)

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

Consolidated Interim Statements of Changes in Equity For the three and six months periods ended June 30, 2020 and 2019 Unaudited

(in Canadian dollars, except for the number of shares)

(note) Numberof commonshares Sharecapital$ Subscriptionsreceived$ Stockoptions$ Contributedsurplus$ Accumulatedothercomprehensiveloss$ Deficit (1)$ Total$
Balance as at January 1, 2019 82,868,108 28,138,995 - 596,676 2,929,176 (32,095) (28,846,493) 2,786,259
Net loss for the periodCurrency translation adjustment -(155,315) (866,055)- (866,055)(155,315)
Comprehensive loss for the period (155,315) (866,055) (1,021,370)
Fair value of stock option expiredShare based compensation expense (11)(11) -- -- -- (121,128)141,558 121,128- -- -- -141,558
- - - 20,430 121,128 (155,315) (866,055) (879,812)
Balance as at June 30, 2019 82,868,108 28,138,995 - 617,106 3,050,304 (187,410) (29,712,548) 1,906,447
Balance as at January 1, 2020 82,868,108 28,138,995 - 617,106 3,050,304 (187,268) (29,895,310) 1,723,827
Net loss for the periodCurrency translation adjustment -104,809 (503,927)- (503,927)104,809
Comprehensive loss for the period 104,809 (503,927) (399,118)
Subscriptions receivedFair value of stock option expiredShare based compensation expense (11)(11) --- --- 44,000-- -(145,599)27,833 -145,599- --- --- 44,000-27,833
- - 44,000 145,599 104,809 (503,927) 327,285
Balance as at June 30, 2020 82,868,108 28,138,995 44,000 499,340 3,195,903 (82,459) (30,399,237) 1,396,542

(1) On October 1st , 2019, the Corporation changed its accounting policy related to exploration and evaluation expenses, which previously consisted in capitalizing all such expenditures. The audited consolidated financial statements as at and for the period ended December 31, 2018 have been adjusted retroactively to reflect adjustments made as a result of this change in accounting policy.

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

Consolidated Interim Statement of Cash Flows

For the three and six months periods ended June 30, 2020 and 2019

Unaudited

(in Canadian dollars)

Three-monthperiod endedJune 30, 2020$ Three-monthperiod endedJune 30, 2019$ Six-monthperiod endedJune 30, 2020$ Six-monthperiod endedJune 30, 2019$
Cash flows provided (used in)
Operating activitiesNet income (loss) for the periodAdjustments for (268,764) (577,428) (503,927) (866,055)
Depreciation and amortizationUnrealized gain on fair value of derivativeAccretion expenseForeign exchange gain (loss) 53,5731,9752,34614,142 58,244(69,726)(819)- 117,1813514,57723427,833 116,191(155,316)(1,821)-141,558
Share-based compensation expenseForeign exchange on cash -(356) 114,886(594) (4,318) (4,226)
Changes in working capital items (197,084) (475,437) (358,069) (769,669)
Amounts receivablePrepaid expense (58,234)- (59,355)- (16,547)(21,100) (41,656)-
Inventory 154,283 129,830 145,284 65,466
Accounts payable and accrued liabilities 60,094 55,682 234,054 201,153
Net cash from (used in)operating activities (40,941) (349,280) (16,377) (544,706)
Investing activities
Acquisition of exploration and evaluation assetAcquisition of property, plant & equipment -15,401 (3,067)50,605 -(4,951) (4,565)126,559
Net cash used in investing activities 15,401 47,538 (4,951) 121,994
FinancingactivitiesDecrease in convertible debentureIncrease in long term debtSubscription received --44,000 (3,554)410,000- --44,000 (4,369)410,000-
Net cash provided by financing activities 44,000 406,446 44,000 405,631
Foreign exchange on cash 356 594 4,318 4,226
Net increase (decrease) –cash and cashequivalentCashand cash equivalents–Beginning of period 18,81615,643 105,29818,638 26,9907,470 (12,855)136,791
Cashand cash equivalents–End of period
34,459 123,936 34,459 123,936
AdditionalinformationInterest received - 83 13 86

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

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

1 Incorporation, nature of activities and going concern

Glen Eagle Resources Inc. (the "Corporation") is incorporated under the Canada Business Corporations Act and is engaged in the acquisition, the exploration and the evaluation of mining properties. The address of the registered office and its principal place of business is 4,710 St-Ambroise Street, Suite 308 Montréal (Québec), Canada. The Corporation's shares are listed on the TSX Venture Exchange (symbol: GER).

Although management has taken steps to verify titles of mining properties in which the Corporation has an interest, in accordance with industry standards for the current stage of exploration of such properties, these procedures do not guarantee the Corporation's title. Property title may be subject to unregistered prior agreements and non-compliant with regulatory requirements.

The Corporation has not yet determined whether the exploration and evaluation assets have economically recoverable ore reserves. Recovery of amounts indicated under exploration and evaluation assets and other tangible assets are subject to certain conditions: the discovery of economically recoverable reserves, the Corporation's ability to obtain the financing required to complete exploration, evaluation, development, construction and, ultimately, the sale of such assets.

The Corporation's consolidated financial statements have been prepared using accounting principles applicable to a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of business as they come due. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but not limited to twelve months from the end of the reporting period. Management is aware, in making its assessment, of material uncertainties related to events and conditions that may cast a significant doubt upon the Corporation's ability to continue as a going concern as described in the following paragraph, and accordingly, the appropriateness of the use of accounting principles applicable to a going concern. These consolidated financial statements do not reflect the adjustment to the carrying values of assets and liabilities, expenses and balance sheet classifications that would be necessary were the going concern assumption would not be appropriate. These adjustments could be material.

For the period ended June 30, 2020, the Corporation reported a net loss of $268,764 (net loss of $577,428 for the period ended June 30, 2019) and has an accumulated deficit of $30,399,237 as at June 30, 2020. In addition to ongoing working capital requirements, the Corporation must secure sufficient funding to meet its existing commitments for exploration and evaluation programs and pay general and administration costs. As at June 30, 2020, the Corporation has a negative working capital of $1,008,417 (negative of $693,715 as at December 31, 2019). Management estimates that current funds will not be sufficient to meet the Corporation's obligations and budgeted expenses through December 31, 2020. Any additional funding may be met in the future in a number of ways including but not limited to, increase in production, the issuance of new equity instruments and debt financing. While management has been successful in securing financing in the past, there can be no assurance it will be able to do so in the future or that these sources of funding or initiatives will be available for the Corporation or that they will be available on terms which are acceptable to the Corporation. If management is unable to obtain new funding, the Corporation may be unable to continue its operations, and amounts realized for assets might be less than amounts reflected in these consolidated financial statements.

These condensed consolidated interim financial statements were approved and authorized for issue by the board of directors on August 30th, 2020.

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

2 Basis of preparation

These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting, as issued by the International Accounting Standards Board ("IASB").

The accounting policies followed in these condensed interim consolidated financial statements are consistent with those applied in the Corporation's annual financial statements for the year ended December 31, 2019. These condensed interim consolidated financial statements should be read in conjunction with the Corporation's annual financial statements for the year ended December 31, 2019 which have been prepared in accordance with IFRS as issued by the IASB.

Uncertainty due to COVID-19

The duration and full financial effect of the COVID-19 pandemic is unknown at this time, as are the measures taken by governments, companies and others to attempt to reduce the spread of COVID-19. Any estimate of the length and severity of these developments is therefore subject to significant uncertainty, and accordingly estimates of the extent to which the COVID-19 may materially and adversely affect the Company's operations, financial results and condition in future periods are also subject to significant uncertainty. Glen Eagle Resources 's operating counterparties have announced temporary operational restrictions due to the ongoing COVID-19 pandemic, including reduced activities and operations placed on care and maintenance. In the current environment, the assumptions and judgements made by the Company are subject to greater variability than normal, which could in the future significantly affect judgments, estimates and assumptions made by management as they relate to potential impact of the COVID-19 and could lead to a material adjustment to the carrying value of the assets or liabilities affected. The impact of current uncertainty on judgments, estimates and assumptions extends, but is not limited to, the Company's valuation of its long-term assets, including the assessment for impairment and impairment reversal. Actual results may differ materially from these estimates.

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

3 Amounts receivable

June 302020$ December 312019$
Sales tax receivableTrade receivables 13,70760,724 9,60748,277
74,431 57,884

All of the Corporation's gold and silver sales are with one customer at the market prices in effect at the time of delivery, however economic dependence is mitigated as the Corporation can sell its gold to numerous clients throughout the world.

4 Inventories

June 302020$ December 312019$
Doré barsConsummablesWork in process 26,41064,028- -62,752172,970
90,438 235,722

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

5 Property and equipment

Land$ Building$ Plantequipment$ Vehicle$ Machinery andEquipment$ Total$
Cost
As at January 1, 2020Additions 524,017- 394,993- 2,148,032- 18,306- 517,1844,951 3,602,5324,951
Foreign exchange 18,399 13,867 75,419 643 18,672 127,000
As atJune 30,2020 542,416 408,860 2,223,451 18,949 540,807 3,734,483
Accumulated depreciation
As at January 1, 2020DepreciationForeign exchange --- (78,332)(22,658)(2,719) (353,292)(74,771)(12,301) (9,967)(1,879)(348) (94,850)(17,876)(3,306) (536,441)(117,184)(18,674)
As at June 30, 2020 - (103,709) (440,364) (12,194) (116,032) (672,299)
Net book valueJune 30, 2020 542,416 305,151 1,783,087 6,755 424,775 3,062,184
Land Building Plantequipment Vehicle Machinery andEquipment Total
Cost $ $ $ $ $ $
As at January 1, 2019 550,366 414,853 2,256,039 19,227 492,405 3,732,890
AdditionsForeign exchange -(26,349) -(19,862) -(108,007) -(921) 49,464(24,685) 49,464(179,824)
As at December 31, 2019 524,017 394,991 2,148,032 18,306 517,184 3,602,530
Accumulated depreciation
As at January 1, 2019DepreciationForeign exchange --- (36,354)(44,548)2,570 (219,532)(147,005)13,245 (6,662)(3,693)388 (63,394)(35,145)3,689 (325,942)(230,391)19,892
As at December 31, 2019 - (78,332) (353,292) (9,967) (94,850) (536,441)

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

6 Exploration and evaluation assets

Costs of E&E assets at the end of the year:

Mining properties Moose LakeCanada(phosphate)$ PiedraDoradaHonduras(gold)$ Total$
Balance January 1, 2019 210,160 1 210,161
Additions 4,566 - 4,566
Balance December 31, 2019Additions 214,726- 1- 214,727-
Balance June 30, 2020 214,726 1 214,727

During the period, the Corporation has not spent on exploration and evaluation assets as funds were allocated to the Honduran processing plant.

During the quarter, the Corporation concluded a final agreement to obtain ownership of the Piedra Dorada concession in the municipality of El Corpus, Choluteca in Honduras. The property La Cobra was remitted in exchange of 80% of the concession Piedra Dorada owned by a private company in Honduras. The owner will keep 20% of the property and will be responsible for 20% of the exploration costs.

7 Accounts payable and accrued liabilities

June 302020$ December 312019$
Accounts payableAccrued and other liabilities (a) 265,641971,303 232,963769,924
1,236,944 1,002,887

(a) As at June 30, 2020 and December 31, 2019, the the accrued and other liabilities included a provision of $431,736 for tax and other non-compliance penalty. It also includes interest on loans and debenture due to insiders for $110,402 and management fees due for $156,600 (note 13).

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

8 Term loans

June 302020$ December 312019$
Balance –Beginning of the periodIncrease during the period 250,000410,000 250,000410,000
Balance –End of period 660,000 660,000

A first loan by an insider of $100,000 is a non-guaranteed loan due on April 30, 2021, that was closed on October 20, 2018, bears interest at an annual rate of 15%. The interest is payable twice a year on June 30 and December 31. An Officer of the Corporation has guaranteed this loan.

A second loan by an insider of $150,000 is a non-guaranteed long term loan due on April 30, 2021, that was closed on December 19, 2018, bears interest at an annual rate of 15%. The interest is payable twice a year on June 30 and December 31.

A third loan by an insider of $410,000 is a non-guaranteed long term loan due on May 29, 2023, that was closed on May 30, 2019, bears interest at an annual rate of 12%. The interest is payable monthly.

9 Provision

June 302020$ December 312019$
Balance –Beginning of the period 65,678 66,150
Increase (decrease) during the period 3,750 (472)
Balance –End of period 69,428 65,678

Asset retirement obligations

During 2017, an asset retirement obligation study was conducted, for the subsidiary in Honduras. The liability for asset retirement obligations as at June 30, 2020 was $69,428. The estimated undiscounted value of this liability was $107,930 on June 30, 2020 and disbursments are expected to be made in 2031. A discount rate of 4.22% was used to estimate the obligation. Each quarter, the Corporation reviews the expected timing of the cash payments required to settle the obligations, and adjusts the asset retirement obligation accordingly, which also includes foreign exchange differences. During the period ended June 30, 2020, the increase in asset obligation retirement is due to the foreign exchange factor.

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

10 Convertible debenture

Host Derivative Total
Balance –January 1, 2020 130,316 7,280 137,596
Unrealized loss on fair value of derivative - 351 351
Accretion 4,577 - 4,577
Balance –June 30, 2020 134,893 7,631 142,524

On December 13, 2018, the Corporation completed the financing of a $150,000 convertible debenture bearing interest at a rate of 12% per annum and maturing on December 12, 2021. The principal amount of the debenture will be payable at the maturity date and accrued interest will be paid on June 30 and December 31 of each year until maturity date. Interest were not paid and recorded in accrued liabilities.

The debenture is convertible at $0.20 into units, composed of one common share and one common share purchase warrant. The unit is to be converted at $0.20 a share until maturity date for a total of 750,000 shares and 750,000 common share purchase warrants to be exercised at $0.30 for two years after conversion of the debenture.

The convertible debenture is a hybrid instrument, which is in its entirety a financial liability. The initial carrying amount of $122,261 for the host represents the residual amount of the proceeds after separating out the $28,532 fair value of the derivative. The derivative value was increased by $351 during the period ended June 30, 2020.

The derivative was valued using a binomial model.

11 Share based payments

The Corporation has a stock option plan whereby the Board of Directors may grant to directors, officers or consultants of the Corporation, options to acquire common shares. The Board of Directors has the authority to determine the terms and conditions of the grant of options. The Board of Directors approved a ''Rolling'' stock option plan ("Plan") reserving a maximum of 10% of the shares of the Corporation at the time of the stock option grant, with a vesting period allowed of zero up to eighteen months, when the grant of option is made at market price, for the benefit of its directors, officers, employees and consultants. The Plan provides that no single person may hold options representing more than 5% of the outstanding common shares. The number of stock options granted to a beneficiary and the vesting period are determined by the Board of Directors.

The exercise price of any option granted under the Plan is fixed by the Board of Directors at the time of the grant and cannot be less than the market price per common share the day before the grant. The term of an option will not exceed five years from the date of grant. Options are not transferable and can be exercised while the beneficiary remains a director, an officer, an employee or consultant of the Corporation or between three and up to twelve months after the beneficiary has left.

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

The options granted in 2020 and 2019 were granted at a price equal to the closing market value of the shares, the previous day before the grant. The changes to the number of stock options granted by the Corporation and their weighted average exercise price are as follows:

June 302020 December 312019
Stock option Number Weightedaverageexerciseprice$ Number Weightedaverageexerciseprice$
Balance –Beginning of periodGrantedExpired 8,080,000425,000(2,050,000) 0.110.11(0.17) 7,270,0001,800,000(990,000) 0.120.11(0.17)
Balance –End of period 6,455,000 0.11 8,080,000 0.11
OptionsexercisableEnd of period 6,455,000 0.11 8,080,000 0.11

Options granted

  • i) On February 13, 2020, the Corporation granted an aggregate of 425,000 options to one officer and two employees . The options are fully vested on the day of granting, in accordance with the option plan. The options issued are exercisable at the price of $0.10 until February 13, 2025. The fair value of these options was estimated at $27,833 using the Black-Scholes option-pricing model with the following assumptions: share price of $0.10, expected dividend yield of 0%, expected volatility of 78.9%, risk free rate of 1.4% and expected life of 5 years.
  • ii) On June 26th, 2019, the Corporation granted an aggregate of 1,450,000 options to directors and one consultant. The options are fully vested on the day of granting, in accordance with the option plan. The options issued are exercisable at the price of $0.105 until June 25, 2024. The fair value of these options was estimated at $114,886 using the Black-Scholes option-pricing model with the following assumptions: share price of $0.105, expected dividend yield of 0%, expected volatility of 102%, risk free rate of 1.4% and expected life of 5 years.
  • iii) On January 24th, 2019, the Corporation granted an aggregate of 350,000 options to directors and one consultant. The options are fully vested on the day of granting, in accordance with the option plan. The options issued are exercisable at the price of $0.13 until January 24, 2024. The fair value of these options was estimated at $26,672 using the Black-Scholes option-pricing model with the following assumptions: share price of $0.13, expected dividend yield of 0%, expected volatility of 70%, risk free rate of 1.86% and expected life of 5 years.

For the period ended June 30, 2020 the stock-based compensation charged to the consolidated statement of comprehensive income (loss) was nil (December 2019 – $141,558).

As at June 30 , 2020, the Corporation had the following stock options outstanding:

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

Expiry date Exerciseprice$ Optionsgranted Numberof optionsexercisable Remainingcontractslife (year)
December 29, 2020July 13, 2021February 13, 2022April 26, 2022January 25, 2023January 24, 2024June 25, 2024February 13, 2025 0.070.1050.120.200.2250.130.1050.10 1,800,0001,335,00070,000850,000175,000350,0001,450,000425,000 1,800,0001,335,00070,000850,000175,000350,0001,450,000425,000 0.501.041.621.822.573.573.994.63
6,455,000 6,455,000 2.07

12 Information included in the consolidated statements of comprehensive income

Three-month Three-month Six-month Six-month
period ended period ended period ended period ended
June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019
$ $ $ $
Cost of sales
Material suppliesConsumablesSalaries, benefits and other employee 36,90812,271 96,28441,134 141,14559,895 347,08396,688
expenses 70,040 134,098 167,778 253,390
Electricity 12,554 54,141 85,639 119,050
Equipment repair and maintenance 10,102 43,420 47,828 132,414
Production supplies 32,589 66,893 71,785 131,032
Depreciation of plant and equipment 42,054 41,202 82,816 82,111
Depreciation vehicle 6,732 6,596 13,257 13,144
Variation of finished goods -26,474 153,786 -26,474 86,850
Variation of work in process inventory 160,172 (17,782) 179,482 (11,019)
356,948 619,772 823,151 1,250,743
Three-month Three-month Six-month Six-month
period ended period ended period ended period ended
June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019
$ $ $ $
General and administrative
Office expenses and rent 7,824 30,908 22,554 55,455
Consulting and management fees 60,170 60,518 123,334 125,527
Share base payments - 114,886 27,833 141,558
Professional fees 33,566 22,360 33,566 49,360
Public company expenses 8,012 11,353 20,534 22,812
Depreciation and amortization 10,786 10,565 21,374 21,055
Business development 5,458 16,087 12,874 30,672
125,816 266,677 262,069 446,439

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

13 Related party transactions

Remuneration of key management

Key management includes directors and senior executives of the parent company and its subsidiary. The compensation recognized as an expense and paid to key management for services is presented below:

Related party transactions Three-monthperiod endedJune 30, 2020$ Three-monthperiod endedJune 30, 2019$ Six-monthperiod endedJune 30, 2020$ Six-monthperiod endedJune 30, 2019$
Management feesShare basedpayments 52500- 50,880109,171 105,00027,333 103,860135,843
52,500 160,051 132,333 239,703

During the period, companies controlled by officers and directors charged an amount of $3,600 ($3,600 - 2019) for office expenses and rent. An amount of $156,600 is due to Officers of the Corporation at the end of the period. Out of this amount due, on February 11th, 2020, the Corporation contracted a share or debt transaction with an Officer by which consulting fees for an amount of $40,000, are converted at $0.08 per share into 500,000 shares. This transaction is subject to TSX and desinterested shareholders approval.

14 Capital management policies and procedures

The Corporation considers the items included in equity as capital components.

The Corporation's capital management objectives are:

  • to ensure the Corporation's ability to continue as a going concern;
  • to increase the value of the assets of the business; and
  • to provide an adequate return to shareholders.

These objectives will be achieved by identifying the right exploration projects, adding value to these projects and ultimately taking them through to production or sale and cash flow, either with partners or by the Corporation's own means.

The Corporation is not exposed to any externally imposed capital requirements except when the Corporation issues flow-through shares for which amounts should be used for E&E work. There is no dividend policy. Changes in capital are described in the consolidated statements of Changes in Equity and the related notes.

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

15 Financial instruments

Measurement categories

As explained in Note 3 of the Corporation's annual financial statements for the year ended December 31, 2019, financial assets and liabilities have been classified into categories that determine their basis of measurement and, for items measured at fair value, whether changes in fair value are recognized in the consolidated statement of comprehensive loss. Those categories are: fair value through profit or loss; loans and receivables; available for sale financial assets; and, for liabilities, amortized cost. The following table shows the carrying values of assets and liabilities for each of these categories as at June 30, 2020 and December 31,2019.

Financial instruments June 302020$ December 312019$
Loans and receivable
Cash 34,459 7,470
Term depositReceivable from related party and other receivables (except 8,099 8,096
indirect taxes) 60,724 48,277
103,282 63,843
Liabilities –Amortizedcost
Accounts payable, accrued liabilities(1) 805,208 571,151
Term loans 660,000 660,000
Convertible debenture –Host 134,893 130,316
Liabilities at fair value through profit or lost
Convertible debenture –Derivative level (level3) 7,631 7,280

(1) Includes interest expenses due to insiders for $110,402 and management fees for $156,600. (note 7).

Fair values, including valuation methods and assumptions

As at June 30, 2020, the carrying values of cash, amounts receivable, convertible debenture, trade payables and accrued liabilities approximate their fair value due to their relative short maturities. Interest income on term deposits measured at amortized cost was nil for the current period (2019- nil).

As at June 30, 2020, the Coporation is committed to minimum future principal and interest payments for term loans and convertible debentures, as follows:

Term loans Convertible debenture Total
$ $ $
(Note 8) (Note 9)
Year ending December 31, 2020 86,700 18,000 104,700
Year ending December 31, 2021 336,700 168,000 504,700
Year ending December 31, 2022 49,200 - 49,200
Year ending December 31, 2023 459,200 - 459,200

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

931,800 186,000 1,117,800

Financial risks factors

The Corporation's activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk, and price risk), credit risk and liquidity risk. Risk management is carried out by management under policies approved by the board of directors. The board provides written principles for overall risk management, as well as written policies covering specific areas, such as foreign exchange risk, interest rate risk, fair value risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity. The Corporation's overall risk management program seeks to minimize potential adverse effects on the Corporation's financial performance.

b) Market risk

i) Foreign exchange risk

On June 30, 2020, the subsidiary of the Corporation has certain transactions in foreign currencies such as the Hondurans Lempira and the US dollar. Consequently, certain assets and liabilities and expenses are exposed to currency fluctuations. The Corporation does not use derivative or hedge instruments to manage foreign exchange risks.

The Corporation's consolidated statement of financial position contains balances of cash,receivables and payables and accrued liabilities in currencies other than the operation's relevant functional currency. Accordingly, the Corporation is exposed to foreign exchange risk.

The balances in currencies are as follows as at June 30, 2020 and December 31,2019 :

June 302020 December 312019
HNL HNL
Cashin Lempiras 646,574 131,424
CAD dollar equivalents 35,512 6,973

The sensitivity of the Corporation to a variation of 10% in the value of the Honduran Lempira and the US dollar would not have a significant impact on the assets, liabilities and expenses.

ii) Interest rate risk:

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate due to changes in market interest rates. As at June 30, 2020, a term deposit of $8,099 (December 31, 2019 – $8,096) is in the current assets. The sensitivity of the Corporation to a variation of 1% in the interest rate would not have an impact. The Corporation's other financial assets and liabilities do not comprise any interest rate fair value risk since they do not bear interest.

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

iii) Credit risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Corporation is subject to concentrations of credit risk through cash and accounts receivable. The Corporation reduces its credit risk by maintaining part of its cash in financial instruments held with a Canadian chartered bank.

iv) Liquidity risk

Liquidity risk is the risk that the Corporation will not be able to meet the obligations associated with its financial liabilities. Management estimates that the funds as at June 30, 2020 will not be sufficient to meet the Corporation's obligations and budgeted assets through December 31, 2020. Any additional funding may be met in the future in a number of ways including but not limited to, the issuance of new equity instruments. Cash flow forecasting is performed by the Corporation which monitors rolling forecasts of the Corporation's liquidity requirements to ensure it has sufficient cash to meet operational needs at all times. Surplus cash over and above balances required for working capital management are invested in interest bearing short-term deposits with a maturity within 12 months, which are selected with appropriate maturities or sufficient liquidity to provide sufficient head-room as determined by the above-mentioned forecasts. Accounts payable and accrued liabilities as at June 30, 2020 consist of items that should be settled within approximately 30 days (see note 1 for information on going concern), except for provision made in the accounts payable and accrued liabilities (note 6).

16 Segmented information

The Corporation operates in 2 different geographic segments located in Canada and Honduras.

GlenEagleResources(Canada)$ Cobra Oro DeHonduras SA(Honduras)$ Total$
ASSETSCurrent assets
Non-current assets 44,834 183,693 228,527
Property and equipmentExploration and evaluation assets -214,727 3,062,184- 3,062,184214,727
Current liabilities 860,402 376,542 1,236,944
Non-current liabilityTerm loansProvisionConvertible debenture 660,000-142,524 -69,428- 660,00069,428142,524

Notes to condensed consolidated interim financial statements For the three and six months periods ended June 30, 2020 and 2019

(in Canadian dollars, except per share amounts)

17 Subsequent events

On July 21, 2020, the Corporation made a fisrst closing of a non-brokered private placement for 1,250,000 units for gross proceeds of $ 100,000. Each unit consists of one common share at a price of $0.08 per common share and one common share purchase warrant. Each warrant entitles the holder thereof to acquire one additional common share in the capital of the Company at a price of $0.12 per common share for a period of 24 months.