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Maple Gold Mines Interim / Quarterly Report 2021

Nov 11, 2021

46829_rns_2021-11-10_d09725ee-88e6-468f-8883-ad0416742f99.pdf

Interim / Quarterly Report

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Condensed consolidated interim financial statements of Maple Gold Mines Ltd. (An Exploration Stage Company) (unaudited)

September 30, 2021

Notice of no auditor review of condensed consolidated interim financial
statements 1
Condensed consolidated interim statement of financial position 2
Condensed consolidated interim statement of loss and comprehensive loss 3
Condensed consolidated interim statement of changes in equity 4
Condensed consolidated interim statement of cash flows 5
Notes to the condensed consolidated interim financial statements 6–14

Notice of no auditor review of condensed consolidated interim 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 consolidated interim financial statements of the Company have been prepared by and are the responsibility of the Company's management.

The Company's independent auditor has not performed a review of these financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity's auditor.

Maple Gold Mines Ltd. Condensed consolidated interim statement of financial position

As at September 30, 2021

(Unaudited)

(Expressed in Canadian dollars)

Notes
Assets
Current assets
Cash and cash equivalents
3
Sales taxes receivable
Prepaid expenses and deposits
Property and equipment
4
Liabilities
Current liabilities
Accounts payable and accrued liabilities
Sales taxes payable
Share-based payment obligation
10(c)
Payable to Revenu Quebec
7
Lease liabilities – current portion
8(b)
Non-current liabilities
Lease liabilities
8(b)
Loan payable
9
Provision for site reclamation and closure
Equity
Share capital
10
Reserves
10
Deficit
September 30,
December 31,
2021
2020
$
$
16,718,202
20,014,801

243,642
365,940
725,344
17,084,142
20,983,787
306,108
563,679
17,390,250
21,547,466
272,787
1,410,300
73,487

205,773

178,306
446,689
192,911
309,911
923,264
2,166,900
52,812
194,985
40,000
40,000
50,384
50,384
1,066,460
2,452,269
67,212,269
67,085,588
14,327,405
13,724,236
(65,215,884)
(61,714,627)
16,323,790
19,095,197
17,390,250
21,547,466

The accompanying notes are an integral part of the unaudited condensed consolidated interim financial statemen

Approved by the Board

/s/ B. Matthew Hornor


B. Matthew Hornor, Director

/s/ Sean Charland

____ Sean Charland, Director

Page 2

Maple Gold Mines Ltd.

Condensed consolidated interim statement of loss and comprehensive loss

Three and nine months ended September 30, 2021 and 2020

(Unaudited)

(Expressed in Canadian dollars)

Notes
Operating expenses (income)
Exploration and evaluation expenses
5
General and administrative
11
Finance income
Finance expense
Amortization of flow-through share premium
6
Loss and comprehensive loss for the period
Basic and diluted loss per share
Weighted average number of common shares
outstanding (basic and diluted)
Three months ended September 30,
Nine months ended September 30,
2021
2020
2021
2020
$
$ $
$
115,997
542,581
487,576
1,986,099
893,082
544,017
3,408,107
1,470,972
(84,563)
(85,555)
(470,678)
(163,519)
15,122
18,232
76,252
68,851


(162,923)

(435,985)
939,638
856,352
3,501,257
2,926,418
0.00
0.00
0.01
0.01
321,457,920
257,431,942
321,262,759
243,173,104

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

Page 3

Maple Gold Mines Ltd.

Condensed consolidated interim statement of changes in equity

Three and nine months ended September 30, 2021 and 2020 (Unaudited)

(Expressed in Canadian dollars, except share amounts)

Equity attributable to shareholders

Equity attributable to shareholders
Notes Share capital
Reserves
Share-based
Warrants
Total
Number
Amount
payments reserve
reserve
reserves
Deficit
Total
$ $ $ $ $ $
Balance, December 31, 2020
Shares issued on vesting of RSUs
10(b)(i)
Shares issued for exploration property
Share-based payments
10(c)
Comprehensive loss
Balance, September 30, 2021
321,067,848
67,085,588
3,822,248
9,901,987
13,724,236
(61,714,627)
19,095,197
284,002
76,681
(76,681)

(76,681)


128,400
50,000




50,000


679,850

679,850

679,850





(3,501,257)
(3,501,257)
321,480,250
67,212,269
4,425,417
9,901,987
14,327,405
(65,215,884)
16,323,790
Balance, January 1, 2020
Shares issued pursuant to a
private placement, net of share issue costs
10(b)(i)
Share-based payments
10(c)
Comprehensive loss
Balance, September 30, 2020
239,186,954
49,167,035
3,279,224
8,119,259
11,398,483
(57,245,735)
3,319,783
27,941,173
4,657,421




4,657,421


435,287

435,287

435,287





(2,926,418)
(2,926,418)
267,128,127
53,824,456
3,714,511
8,119,259
11,833,770
(60,172,153)
5,486,073

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

Page 4

Maple Gold Mines Ltd. Condensed consolidated interim statement of cash flows

Three and nine months ended September 30, 2021 and 2020

(Unaudited)

(Expressed in Canadian dollars)

Operating activities
Loss for the period
Adjustments for
Amortization of flow-through share premium
Depreciation
Share-based payments
Finance income
Finance expense
Lease modification
Loss on disposal of property and equipment
Shares issued for exploration property
Changes in non-cash working capital items
Sales taxes receivable
Mineral exploration tax credit receivable
Prepaid expenses and deposits
Receivable from JV partner
Accounts payable and accrued liabilities
Sales taxes payable
Share-based payment obligation
Payable to Revenu Quebec
Investing activities
Acquisition of property and equipment
Proceeds on disposal of property and equipment
Financing activities
Proceeds from issuance of common shares, net of
share issue costs
Repayment of lease liabilities
Receipt of sublease receivables
Loan proceeds
Net change in cash and cash equivalents
Cash and cash equivalents, beginning of period
Cash and cash equivalents, end of period
Three months ended September 30,
Nine months ended September 30,
2021
2020
2021
2020
$
$ $
$
(939,638)
(856,352)
(3,501,257)
(2,926,418)

(162,923)

(435,985)
67,378
84,524
241,054
264,486

116,230
149,324
679,850
435,287


(3,596)

(16,759)

14,047
16,097
55,836
64,725


(46,323)

(46,323)



6,810


50,000


50,000


(1,769)
243,642
(12,039)




399,966

65,296
58,805

359,404
242,639

(48,128)


(48,128)
(136,752)
(244,236)
(1,137,514)
(290,131)
22,894

73,487

(18,117)


205,773

(268,382)

(268,382)
1,677
(1,027,044)
(1,054,577)
(2,991,297)
(2,367,003)

(2,084)
(72,451)
(2,084)


45,000

(2,084)
(27,451)
(2,084)

4,657,421

4,657,421
(66,613)
(62,735)

(277,851)
(345,890)

45,395

136,186




40,000
(66,613)
4,640,081
(277,851)
4,487,717
(1,093,657)
3,583,420
(3,296,599)
2,118,630
17,811,859
2,637,761
20,014,801
4,102,551
16,718,202
6,221,181
16,718,202
6,221,181

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

Page 5

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

1. Corporate information

Maple Gold Mines Ltd. (the “Company” or “Maple Gold”) is a company domiciled in Canada. Maple Gold was incorporated on June 3, 2010 under the Ontario Business Corporations Act and was continued under the Canada Corporations Act by articles of continuance dated June 22, 2011 and subsequently was continued under the British Columbia Business Corporations Act on January 7, 2021. The address of the Company’s registered office is 2200-885 West Georgia Street, Vancouver, BC V6C 3E8. The Company is primarily involved in the exploration of mineral resources.

In March 2020, the World Health Organization declared a global pandemic due to the novel coronavirus (COVID-19). The COVID-19 outbreak and related mitigation measures have had an adverse impact on global economic conditions resulting in government response actions, social distancing, business closures and disruptions. Epidemic diseases, such as COVID-19, may have a significant impact on the Company. The duration of the pandemic and its impact on the Company’s financial performance and position is an area of estimation uncertainty and judgment, which is continuously monitored and reflected in management’s estimates.

2. Basis of presentation

(a) Statement of compliance

These condensed consolidated interim financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting. These condensed consolidated interim financial statements do not include all of the information and footnotes required by International Financial Reporting Standards (“IFRS”) for full annual financial statements and should be read in conjunction with the annual financial statements for the year ended December 31, 2020, which have been prepared in accordance with IFRS, as issued by the International Accounting Standards Board.

The accounting policies used in the preparation of these condensed consolidated interim financial statements are the same as those applied in the Company’s most recent annual financial statements for the year ended December 31, 2020 and reflect all the adjustments necessary for fair presentation in accordance with IFRS for the interim periods presented.

These condensed consolidated interim financial statements were approved and authorized for issuance by the Board of Directors of the Company on November 10, 2021.

(b) Basis of preparation and consolidation

These condensed consolidated interim financial statements have been prepared on a historical cost basis. The presentation currency is the Canadian dollar; therefore all amounts are presented in Canadian dollars unless otherwise noted.

These condensed consolidated interim financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control exists when the Company has power over an investee, exposure or rights, to variable returns from its involvement with the investee and the ability to use its power over the investee to affect the amount of the Company’s returns.

On January 11, 2021, the Company incorporated a wholly owned subsidiary, MGM Douay Gold Project Ltd, under the Canada Business Corporations Act. MGM Douay Gold Project Ltd is the Company’s only subsidiary.

Page 6

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

2. Basis of presentation (continued)

(c) Critical accounting judgments and estimates

The preparation of the financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a significant impact on the financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates. The Company’s critical accounting judgements and estimates were presented in Note 2(c) of the audited annual financial statements for the year ended December 31, 2020 and have been consistently applied in the preparation of these condensed consolidated interim financial statements. No new judgements and estimates were applied for the periods ended September 30, 2021 and 2020.

(d) Accounting policies not yet adopted

Amendments to IAS 1 – Classification of Liabilities as Current or Non-current

The amendments to IAS 1 affect only the presentation of liabilities as current or noncurrent in the statement of financial position and not the amount or timing of recognition of any asset, liability, income or expenses, or the information disclosed about those items. The amendments clarify that the classification of liabilities as current or non-current is based on rights that are in existence at the end of the reporting period, specify that classification is unaffected by expectations about whether an entity will exercise its right to defer settlement of a liability, explain that rights are in existence if covenants are complied with at the end of the reporting period, and introduce a definition of ‘settlement’ to make clear that settlement refers to the transfer to the counterparty of cash, equity instruments, other assets or services. The amendments are applied retrospectively for annual periods beginning on or after January 1, 2023, with early application permitted. The Company is currently evaluating the impact of this adoption and it is expected not to materially impact the financial statements.

Page 7

Maple Gold Mines Ltd.

Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

3. Cash and cash equivalents

Cash and cash equivalents
Components of cash and cash equivalents
Cash
Cash equivalents
September 30,
December 31,
2021
2020
$
$
14,895,884
18,195,440
1,822,318
1,819,361
16,718,202
20,014,801

As at September 30, 2021, cash and cash equivalents includes $613,415 (December 31, 2020 - $Nil) of cash contributed by the Company to the Douay Gold-Joutel Joint Venture (Note 5) that has not yet been spent.

4. Property and equipment

Cost
Balance, January 1, 2020
Additions
Disposals
Balance, December 31, 2020
Additions
Disposals
Balance, September 30, 2021
Accumulated depreciation
Balance, January 1, 2020
Depreciation
Disposals
Balance, December 31, 2020
Depreciation
Disposals
Balance, September 30, 2021
Net book value
Right of use
Camp
Computer
Office
Leasehold
assets
equipment
equipment
furniture
improvements
Total
$ $ $ $ $ $
727,644
85,875
126,315
11,884
100,040
1,051,758
358,298

2,084
12,000

372,382
(98,890)




(98,890)
987,052
85,875
128,399
23,884
100,040
1,325,250

67,242
9,284
3,070
15,097
94,693
(259,875)
(76,559)



(336,434)
727,177
76,558
137,683
26,954
115,137
1,083,509
279,966
32,323
110,466
8,915
64,996
496,666
286,303
17,175
13,972
4,971
35,044
357,465
(92,560)




(92,560)
473,709
49,498
124,438
13,886
100,040
761,571
222,077
9,803
3,903
3,384
1,887
241,054
(200,475)
(24,749)



(225,224)
495,311
34,552
128,341
17,270
101,927
777,401
December 31, 2020 513,343
36,377
3,961
9,998

563,679
September 30, 2021 231,866
42,006
9,342
9,684
13,210
306,108

Page 8

Maple Gold Mines Ltd.

Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

5. Exploration and evaluation expenses

The exploration and evaluation expenses, which have been incurred in the respective periods, are as follows:

Acquisition costs
Artificial intelligence study
field supplies
Depreciation
Digitization
Drilling and core assaying
Geophysics
Licences and permits
Salaries and benefits
Share-based payments
Mineral exploration tax credits
Recoveries from JV partner
Other exploration support costs
Camp set up, camp costs and
Acquisition costs
Artificial intelligence study
field supplies
Depreciation
Digitization
Drilling and core assaying
Equipment rental and fuel
Environmental
Geology
Geophysics
Licences and permits
Salaries and benefits
Share-based payments
Mineral exploration tax credits
Recoveries from JV partner
Other exploration support costs
Camp set up, camp costs and
Three months ended September 30,
2020
Douay
Joutel
Eagle
Morris
Total
$
$ $ $ $
$ 2021


100,000
5,000
105,000






30,000






113,178
23,877



23,877
63,072

154,080


154,080

(7,378)



(7,378)
12,264


6,400

6,400
172,968





10,640





20,405

186
1,774
297
2,257
136,160
7,038



7,038
32,022
23,537
154,266
108,174
5,297
291,274
590,709
(175,277)



(175,277)






(48,128)
(151,740)
154,266
108,174
5,297
115,997
542,581
Nine months ended September 30,
2020
Douay
Joutel
Eagle
Morris
Total
$
$ $ $ $
$ 2021


100,000
5,000
105,000






30,000

9,870


9,870
262,495
100,779



100,779
188,689

316,580


316,580

(7,378)



(7,378)
637,783





6,165





2,379





13,125

86,769
6,400

93,169
244,756





37,539





40,316

186
1,774
297
2,257
480,227
42,576



42,576
90,753
135,977
413,405
108,174

5,297
662,853
2,034,227
(175,277)



(175,277)






(48,128)
(39,300)
413,405
108,174

5,297
487,576
1,986,099

During the three and nine month periods ended September 30, 2020 all the exploration and evaluation expenses were incurred at the Douay Gold Project.

Page 9

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

5. Exploration and evaluation expenses (continued)

(a) Douay and Joutel

On February 2, 2021 the Company and Agnico Eagle Mines Limited ("Agnico") entered into the Joint Venture Agreement (“JV Agreement”) pursuant to which the parties have agreed to form a 50-50 joint operation which will combine the Company’s Douay Gold Project and Agnico’s Joutel Project into a consolidated joint property package. The Douay Gold Project and Joutel Project (the latter hosting Agnico’s past-producing Telbel mine) are contiguous properties located in the James Bay subregion of Northern Quebec.

The terms and conditions of the JV Agreement, provide (i) Agnico will fund the joint operation $16,000,000 in exploration expenses, and fund $2,000,000 directly to the Company over a fouryear period; (ii) the Company will fund $2,000,000 in exploration expenses over the same fouryear period and contribute Property and Equipment with an approximate value of $40,000 located at the Douay Gold Project (iii) Agnico and the Company in year 1 will jointly fund an additional $500,000 in exploration of VMS targets on the western portion of the Douay Gold Project; and (iv) Agnico and the Company will each be granted a 2% Net Smelter Returns Royalty (“NSR”) on the property that they contribute to the joint operation, each with aggregate buyback provisions of $40 million.

Committed funding to the joint operation from both operators is expected to occur as follows, $4,000,000 in each of years one and two, $5,000,000 in year three and $5,500,000 in year four.

Amounts received by the Company from Agnico are deferred to the extent that the Company has future committed funding performance obligations to the joint operation. The deferred amounts are recognized as other income as the Company fulfills its funding performance obligation by incurring exploration and evaluation expenditures at the joint operation.

In March 2021, the Company received $250,000 from Agnico with regard to Agnico’s year 1 contribution to the Company, in accordance with the terms outlined above. During the three and nine months ended September 30, 2021, $Nil and $250,000 of this contribution was incurred on qualified exploration expenditures and, as at September 30, 2021, $Nil is recorded as a deferred gain on the condensed consolidated interim statement of financial position.

(b) Eagle

On July 19, 2021, the Company announced that it had entered into an option agreement with Globex Mining Enterprises Inc. (“Globex”) to acquire a 100% interest in the Eagle Mine Property (“Eagle”) in Quebec. The Company can earn a 100% interest in Eagle by completing payments to Globex totaling $1.2 million in cash and shares over five years and incurring exploration expenditures on Eagle of $1.2 million over a four year period as outlined in the table below.

Date
C
On signing
January 16, 2022
July 16, 2022
January 16, 2023
July 16, 2023
July 16, 2024
July 16, 2025
July 16, 2026
Cumulative
exploration
ash payments
Shares
expenditures
$
$
$
50,000
Paid
50,000
Issued
(Note
10(b)(ii))

50,000
50,000
200,000
50,000
50,000
200,000
62,500
62,500
200,000
62,500
62,500
500,000
75,000
75,000
800,000
100,000
100,000
1,200,000
150,000
150,000
1,200,000
600,000
600,000
1,200,000

Globex will retain a 2.5% Gross Metal Royalty (“GMR”) which is subject to a right of first refusal and can be reduced to a 1.5% GMR in consideration for a cash payment of $1.5 million.

Page 10

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

5. Exploration and evaluation expenses (continued)

(c) Morris

On July 22, 2021, the Company acquired a 100% interest in 34 mining claims (the “Morris Claims”) located in the Morris Township, Quebec by paying $5,000 and issuing a 1% NSR in respect of the Morris Claims.

6. Flow-through share premium liability

Balance, beginning of period
Amortization of flow-through
share premium
Balance, end of period
2021
2020
2021
2020
$
$ $
$ Three months ended September 30,
Nine months ended September 30,

527,366

800,428

(162,923)

(435,985)

364,443

364,443
  • (i) On December 23, 2019, the Company completed a non-brokered private placement for gross proceeds of $1,218,000 through the issuance of 8,700,000 flow-through shares at a price of $0.14 per flow-through share (note 10(b)(iii)). The flow-through shares were issued at a premium of $0.055 per flow-through share, with the total flow-through share premium liability related to the 8,700,000 flow-through shares issued being $478,500, representing the Company’s obligation to spend the $1,218,000 on eligible expenditures. The liability was fully amortized as of December 31, 2020.

  • (ii) On March 26, 2019, the Company completed a non-brokered private placement for gross proceeds of $2,300,000 through the issuance of 18,400,000 flow-through shares at a price of $0.125 per flow-through share (note 10(b)(i)). The flow-through shares were issued at a premium of $0.025 per flow-through share, with the total flow-through share premium liability related to the 18,400,000 flow-through shares issued being $460,000, representing the Company’s obligation to spend the $2,300,000 on eligible expenditures. The liability was fully amortized as of December 31, 2020.

7. Payable to Revenu Quebec

Revenu Quebec has conducted audits of the Company’s mineral exploration tax credit filings for the 2011 to 2019 tax years. Revenu Quebec has disallowed certain amounts that the Company believes are claimable qualifying expenditures. The Company intends to defend its filing positions and the Company has filed notice of objections with Revenu Quebec’s Appeals Division for each of the years 2012 to 2014, although there is no way of knowing to what extent the Company will be successful in its objections.

Page 11

Maple Gold Mines Ltd.

Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

8. Leases

(a) Sublease receivables

Balance, beginning of period
Lease payments received
Interest income on
sublease receivables
Less: current portion
Balance, end of period
Three months ended September 30,
Nine months ended September 30,
2021
2020
2021
2020
$
$ $
$

85,723

163,351

(45,395)

(136,186)

3,596

16,759

43,924

43,924

(43,924)

(43,924)



(b) Lease liabilities

Balance, beginning of period
Lease payments made
Lease termination
Lease modification
Interest expense on
lease liabilities
Less: current portion
Balance, end of period
2021
2020
2021
2020
$
$ $
$ Three months ended September 30,
Nine months ended September 30,
298,289
349,384
504,896
584,559
(66,613)
(62,735)
(277,851)
(345,890)


(37,158)


(46,323)

(46,323)
14,047
16,745
55,836
64,725
245,723
257,071
245,723
257,071
(52,812)
(238,536)
(52,812)
(238,536)
192,911
18,535
192,911
18,535

9. Loan payable

During the three month period ended June 30, 2020, the Company applied for the COVID-19 Relief Line of Credit as part of the Government-sponsored Canada Emergency Business Account (CEBA). The Company received a CEBA loan of $40,000 which is due on December 25, 2025. The loan is interest free until December 31, 2022 and bears interest of 5% per annum thereafter. If at least 75% of the loan principal is paid before December 31, 2022, the balance of the loan will be forgiven.

Page 12

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

10. Share capital and reserves

  • (a) Authorized

Unlimited common shares without par value

  • (b) Share issuances

Year ended December 31, 2021

  • (i) On April 30, 2021 the Company issued 284,002 common shares on the vesting of 284,002 restricted share units.

  • (ii) On July 28, 2021 the Company issued 128,400 common shares with a deemed value of $50,000 with respect to the Eagle option agreement (Note 5(b)).

Year ended December 31, 2020

  • (iii) On July 31, 2020 and August 10, 2020, the Company closed the first and second tranches, respectively, of a non-brokered private placement of 27,941,173 common shares at a price of $0.17 per share for gross proceeds of $4,750,000. In connection with the placement, the Company incurred a total of $92,579 in cash share issuance costs.

  • (iv) On October 13, 2020, the Company issued 25,838,821 units of the Company (collectively, the “Units”) to Agnico in a non-brokered private placement at a price of $0.239 per Unit for total consideration of approximately $6,175,478 (the “Agnico Strategic Investment”). In connection with the placement, the Company incurred a total of $36,376 in cash share issuance costs.

Each Unit is comprised of one common share and one warrant (a “Unit Warrant”). Each Unit Warrant entitles the holder to acquire one common share at a price of $0.34 for a period of three years from issuance, subject to acceleration of the expiry date, at the option of Maple Gold, in the event the common shares trade on the Exchange above $0.60 for a period of twenty consecutive trading days at any time following two years from the closing date of the Agnico Strategic Investment. Consideration allocated to the 25,838,821 Unit Warrant’s was determined using the residual method with the value of the common shares being determined using market price with the balance of the $6,175,478 allocated to the Unit Warrant.

On October 13, 2020, in connection with the Agnico Strategic Investment, the Company and Agnico entered into the Agnico Investor Rights Agreement pursuant to which Agnico was granted certain rights, provided Agnico maintains certain ownership thresholds in Maple Gold, including: (i) the right to participate in equity financings in order to maintain its pro rata ownership in the Company at the time of such financing or acquire up to a 19.90% ownership interest in the Company; and (ii) the right (which Agnico has no present intention of exercising) to nominate one person (and in the case of an increase in the size of the Board to eight or more directors, two persons) to the Board of Directors.

  • (v) On December 30, 2020, the Company closed a bought deal offering of 27,800,000 common shares at a price of $0.36 per common share for gross proceeds of $10,008,000. In connection with the prospectus offering, the Company incurred a total of $1,149,666 in cash share issuance costs, including $565,134 as a commission to the underwriter.

Page 13

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

10. Share capital and reserves (continued)

(c) Share based compensation plans

On December 17, 2020, the Company adopted a rolling Equity Incentive Plan (the “Plan”), pursuant to which eligible directors, officers, employees, and consultants may be granted stock options, restricted share units (“RSUs”) and deferred share units (“DSUs”). The aggregate maximum number of common shares available for issuance from treasury underlying RSUs and DSUs under the Plan is 12,000,000 common shares (9,000,000 for RSUs and 3,000,000 for DSUs). The Plan also includes a purchase program for eligible employees to purchase Program Shares.

The aggregate number of Common Shares that may be subject to issuance under the Plan, together with any other securities based compensation arrangements of the Company, shall not exceed 10% of the Company’s issued and outstanding common shares at the time of the grant.

The following table summarizes share based compensation for the period:

Three months ended Three months ended Nine months ended Nine months ended
September 30, September 30,
2021 2020 2021 2020
$ $ $ $
Equity settled awards
Stock option expense 66,822 149,323 354,855 435,286
RSU expense 49,408 243,995
DSU expense 81,000
Compensation expense -
equity settled awards
116,230 149,323 679,850 435,286
Cash settled awards
RSU expense 16,882 292,932
DSU expense (35,000) 71,250
Compensation expense -
cash settled awards
(18,118) 364,182
Total compensation
expense - equity and cash 98,112 149,323 1,044,032 435,286
settled awards
Compensation expense included in:
General and
administrative (Note 11)
91,074 117,301 1,001,456 344,533
Exploration and
evaluation (Note 5)
7,038 32,022 42,576 90,753
98,112 149,323 1,044,032 435,286

Page 14

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

10. Share capital and reserves (continued)

  • (c) Share based compensation plans (continued)

(i) Stock options

The continuity of the number of stock options issued and outstanding is as follows:

Granted
Exercised
Cancelled/Forfeited
Granted
Expired
Cancelled/Forfeited
Outstanding, September 30, 2021
Outstanding, December 31, 2019
Outstanding, December 31, 2020
Number of
Weighted average
stock options
exercise price
$ 11,680,000
0.23
12,050,000
0.12
(299,900)
0.11
(700,000)
0.18
22,730,100
0.17
1,100,000
0.38
(300,000)
0.24
(116,667)
0.24
23,413,433
0.18

As at September 30, 2021, the number of stock options outstanding and exercisable was:

Expiry date
November 28, 2021
March 2, 2022
May 3, 2022
August 28, 2022
October 10, 2022
December 20, 2022
January 25, 2023
January 23, 2024
April 28, 2025
June 1, 2025
August 25, 2025
September 11, 2025
October 12, 2025
January 4, 2026
March 3, 2026
June 21, 2026
Outstanding
Exercisable
Number
remaining
Number
remaining
of
Exercise
contractual
of
Exercise
contractual
options
price
life (years)
options
price
life (years)
#
$ #
$
780,000
0.25
0.16
780,000
0.25
0.16
200,000
0.40
0.42
200,000
0.40
0.42
3,300,000
0.30
0.59
3,300,000
0.30
0.59
600,000
0.30
0.91
600,000
0.30
0.91
325,000
0.30
1.03
325,000
0.30
1.03
250,000
0.24
1.22
250,000
0.24
1.22
300,000
0.30
1.32
300,000
0.30
1.32
4,908,400
0.16
2.32
4,908,400
0.16
2.32
9,941,700
0.10
3.58
6,616,701
0.10
3.58
300,000
0.10
3.67
200,000
0.10
3.67
408,333
0.24
3.91
350,000
0.24
3.91
750,000
0.20
3.95
500,000
0.20
3.95
250,000
0.23
4.04
83,333
0.23
4.04
600,000
0.39
4.27
200,000
0.39
4.27
400,000
0.33
4.42
133,333
0.33
4.42
100,000
0.51
4.73
33,333
0.51
4.73
23,413,433
0.18
2.66
18,780,100
0.19
2.39

The Company uses the fair value method of accounting for all share-based payments to directors, officers, employees and others providing similar services.

Page 15

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

10. Share capital and reserves (continued)

  • (c) Share based compensation plans (continued)

(i) Stock options (continued)

The fair values of the share options granted during the three and nine months ended September 30, 2021 and 2020 were estimated using the Black-Scholes option valuation model with the following weighted average assumptions:

Risk-free interest rate
Expected dividend yield
Stock price volatility
Expected life in years
Weighted average grant
date fair value
2021
2020
2021
2020
Optiongrants
Optiongrants
Optiongrants
Optiongrants
Three months ended September 30,
Nine months ended September 30,
N/A
0.38%
0.40%
0.41%
N/A
nil
nil
nil
N/A
86%
96%
86%
N/A
5
5
5
N/A
$0.09
$0.24
$0.06

The expected volatility assumption is based on the historical and implied volatility of the Company’s common shares. The risk-free interest rate assumption is based on the Government of Canada benchmark bond yields and treasury bills with a remaining term that approximates the expected life of the stock options.

  • (ii) Restricted Share Units

RSUs are granted under the Company’s Equity Incentive Plan and are accounted for based on the market value of the underlying shares on the date of grant and vest as determined by the Board of Directors. These units are exercisable into one common share once vested, for no additional consideration. They can be redeemed in cash, at the Company’s discretion.

On March 3, 2021, the Company granted 3,175,000 RSUs to its directors, officers and employees and subject to vesting provisions of one-third on April 30, 2021, one-third on March 3, 2022 and one-third on March 3, 2023.

1,452,000 RSUs were determined to be equity settled awards. The share-based payment related to these equity settled awards was calculated as $392,040, to be amortized over the unit vesting period.

1,723,000 RSUs were determined to be cash settled awards. For cash-settled awards the liability is marked to market using the quoted market price of the underlying common shares at the end of each reporting period. As of September 30, 2021, the share-based payment related to these cash settled awards was calculated as $488,314, to be amortized over the unit vesting period.

The Company did not issue RSUs prior to 2021.

The continuity of the number of RSUs issued and outstanding is as follows:

Granted
Vested
Forfeited
Outstanding, December 31, 2020
Outstanding, September 30, 2021
Number of
RSUs
-
3,175,000
(858,333)
(60,000)
2,256,667

Page 16

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

10. Share capital and reserves (continued)

  • (c) Share based compensation plans (continued)

  • (ii) Deferred Share Units

DSUs are granted under the Company’s Equity Incentive Plan and are accounted for based on the market value of the underlying shares on the date of grant and vest immediately. These units are exercisable into one common share for no additional consideration. In the event a participant resigns or is otherwise no longer an eligible participant during the period, then any grant of DSUs that are intended to cover such period, the participant will only be entitled to a pro-rated DSU payment. These units can be redeemed in cash, at the Company’s discretion. The Company did not issue DSUs prior to 2021.

On March 3, 2021, the Company granted 550,000 DSUs to its directors and these units vested in full at the grant date.

300,000 DSUs were determined to be equity settled awards. The share-based payment related to these equity settled awards was calculated as $81,000, which was expensed on March 3, 2021.

250,000 DSUs were determined to be cash settled awards. For cash-settled awards the liability is marked to market using the quoted market price of the underlying common shares at the end of each reporting period. The share-based payment related to these cash settled awards was calculated as $(35,000) for the three-month period ended September 30, 2021 and $71,250 for the nine-month period ended September 30, 2021.

As at September 30, 2021 550,000 DSUs remain outstanding.

  • (d) Share purchase warrants

The continuity of the number of share purchase warrants is as follows:

Outstanding, December 31, 2019
Exercised
Issued
Outstanding, December 31, 2020 and
September 30, 2021
Warrants
Exercise
outstanding
price
$
31,034,150
0.40
(1,000)
0.40
25,838,821
0.34
56,871,971
0.37

As at September 30, 2021, the expiration date of the share purchase warrants is as follows:


follows:
Expiry date Number of warrants Exerciseprice
$
June 27, 2022 31,033,150
0.40
October 13, 2023 25,838,821 0.34
56,871,971 0.37

Page 17

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

11. General and administrative

Business development
Depreciation
Directors’ fees
Office and general
Professional fees
Regulatory transfer agent and
shareholder information
Salaries and benefits
Share-based payments
Travel, marketing and
investor relations
2021
2020
2021
2020
$
$ $
$ Three months ended September 30,
Nine months ended September 30,
203,271
58,000
432,786
88,384
43,501
22,380
140,275
75,799
22,000
15,000
63,000
37,000
55,431
37,503
196,032
92,416
125,727
50,193
435,869
188,892
26,900
16,108
96,398
53,459
176,699
96,643
552,620
288,397
91,074
117,301
1,001,456
344,533
148,479
130,889
489,671
302,092
893,082
544,017
3,408,107
1,470,972

12. Related party balances and transactions

Compensation of key management personnel

During the period, compensation to key management personnel was as follows:

Salaries and benefits
Share-based payments
2021
2020
2021
2020
$
$ $
$ Three months ended September 30,
Nine months ended September 30,
150,000
115,500
428,000
278,500
30,609
48,391
629,159
220,477
180,609
163,891
1,057,159
498,977

13. 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 financial statements also represent segment amounts.

14. Financial instruments

The Company’s financial instruments consist of cash and cash equivalents, deposits, accounts payable and accrued liabilities and loan payable. The fair values of these financial instruments approximate their carrying values, unless otherwise noted.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following summarizes fair value hierarchy under which the Company’s financial instruments are valued:

  • Level 1 – fair values based on unadjusted quoted prices in active markets for identical assets or liabilities;

Page 18

Maple Gold Mines Ltd. Notes to the condensed consolidated interim financial statements September 30, 2021 (Unaudited) (Expressed in Canadian dollars, unless otherwise stated)

14. Financial instruments (continued)

  • Level 2 – fair values based on inputs that are observable for the asset or liability, either directly or indirectly; and

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

As at September 30, 2021 and 2020, no financial instruments were measured at fair value.

No transfer occurred between the levels during the period.

The Company’s financial instruments are exposed to credit risk, liquidity risk, and market risks, which include currency risk and interest rate risk.

(a) Credit risk

Credit risk is the risk that a third party fails to discharge its obligations under the terms of the financial contract and causes a financial loss for the Company. The Company’s credit risk is attributable to its cash and cash equivalents and deposits. The Company limits exposure to credit risk on liquid financial assets through maintaining its cash and cash equivalent balances in highly rated Canadian financial institutions. The Company considers the risk of loss associated with cash and cash equivalents to be low.

(b) Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company manages liquidity risk through the management of its capital structure.

Accounts payable and accrued liabilities are due within twelve months of the statement of financial position date.

(c) Market risk

This is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Significant market risks to which the Company is exposed are as follows:

(i) Foreign currency risk

The Company is exposed to currency risk by having balances and transactions in currencies that are different from its functional currency (the Canadian dollar). As at September 30, 2021 and 2020 and throughout the respective periods, the Company held immaterial balances in foreign currencies. Foreign currency risk is considered to be minimal.

  • (ii) Interest rate risk

Interest rate risk is the risk arising from the effect of changes in prevailing interest rates on the Company’s financial instruments. The Company’s exposure to interest rate risks is limited to potential increases or decreases on the interest rate offered on cash and cash equivalents held at chartered Canadian financial institutions, which would result in higher or lower relative interest income. This risk is considered to be minimal.

Page 19